Common use of Processing and Procedures Clause in Contracts

Processing and Procedures. (i) Transfer Agent agrees to accept subscription applications and redemption requests with respect to the Units of the Fund via postal mail, electronic delivery or personal delivery on each business day in accordance with the Fund’s Offering Documents; provided, however, that Transfer Agent shall only accept subscription applications from jurisdictions in which the Units are qualified or otherwise eligible under applicable law(s) for sale, as indicated from time to time by the Fund or pursuant to an Instruction (all sales of Units to U.S. persons in a non-U.S. jurisdiction to be effectuated upon an Instruction from the Fund). It is hereby agreed that with respect to sales to U.S. persons in any non-U.S. jurisdiction, the Fund will not issue an Instruction to the Transfer Agent to accept such subscription applications until the Fund has confirmed either (a) that there are no applicable requirements to qualify or register Units in such jurisdiction or (b) that the Fund has complied with any such requirements to qualify or register the Units in such jurisdiction. Transfer Agent shall not be required to issue any Units after it has received from an Authorized Person or from an appropriate federal or state authority written notification that the sale of Units has been suspended or discontinued, and Transfer Agent shall be entitled to rely upon such written notification. Payment for Units shall be in the form of a check, wire transfer, Automated Clearing House transfer (“ACH”) or such other methods to which the parties shall mutually agree.

Processing and Procedures. (i) Transfer Agent agrees to accept subscription applications and redemption requests tender offers with respect to the Units Shares of the Fund via postal mail, telephone, electronic delivery or personal delivery on each business day in accordance with the Fund’s Offering Documentsoffering documents; provided, however, that Transfer Agent shall only accept subscription applications from jurisdictions in which the Units Shares are qualified or otherwise eligible under applicable law(s) for sale, as indicated from time to time by the Fund or pursuant to an Instruction (all sales of Units Shares to U.S. persons in a non-U.S. jurisdiction to be effectuated upon an Instruction from the Fund). It is hereby agreed that with respect to sales to U.S. persons in any non-U.S. jurisdiction, the Fund will not issue an Instruction to the Transfer Agent to accept such subscription applications purchase of until the Fund has confirmed either (a) that there are no applicable requirements to qualify or register Units Shares in such jurisdiction or (b) that the Fund has complied with any such requirements to qualify or register the Units Shares in such jurisdiction. Transfer Agent shall not be required to issue any Units Shares after it has received from an Authorized Person or from an appropriate federal or state authority written notification that the sale of Units Shares has been suspended or discontinued, and Transfer Agent shall be entitled to rely upon such written notification. Payment for Units Shares shall be in the form of a check, wire transfer, Automated Clearing House transfer (“ACH”) or such other methods to which the parties shall mutually agree.