Common use of Parallel Funds Clause in Contracts

Parallel Funds. Notwithstanding any other provision of this Agreement, one or more separate entities may be formed for legal, regulatory, ERISA, tax, currency or other reasons, including the STE Fund (each, a “Parallel Fund” and, collectively, the “Parallel Funds”), which entities are intended to generally invest on a side-by-side basis with the Partnership on a pro rata basis with the Partnership, and on equivalent economic terms as, and at the same time as the Partnership, and is expected to sell or otherwise dispose of its Investments, in each case, concurrently with the sale or other disposition by the Partnership of a like proportion of its Investments and on equivalent economic terms and conditions as the Partnership’s sale or other disposition; it being understood that if one or more Parallel Funds are established to address certain tax and similar considerations, then it can be expected that such Parallel Fund will have different investment portfolios than the Partnership as a result of such considerations. Each Parallel Fund shall be governed by operative agreements with terms and conditions substantially similar to those set forth herein, except to the extent that the General Partner in its sole discretion determines that due to legal, tax, regulatory, ERISA, tax, currency or other considerations or limitations, the terms and conditions applicable to any Parallel Fund should differ from those applicable to the Partnership, including the terms relating to the amount and timing of management fees. Subject to the foregoing, as a result of the formation of any Parallel Funds, all Organizational Expenses and ongoing Operating Expenses shall be allocated among the Partnership and the Parallel Funds in such manner as the General Partner, in its sole discretion, deems to be fair and equitable under the circumstances.