Common use of Subscriptions for Units Clause in Contracts

Subscriptions for Units. (A) The Investor agrees to become a member of the Fund and in connection therewith subscribes for and agrees to purchase Units of and to make a capital contribution (a “Capital Contribution”) to the Fund on the terms provided for herein, in the Private Placement Memorandum, and in the limited liability company agreement of the Fund (the “Fund Agreement”). The minimum amount for initial subscriptions is set forth in the Private Placement Memorandum. Payment in good funds for Units must be received prior to the closing date. The Investor agrees to, and understands, the terms and conditions upon which the Units are being offered, including, without limitation, the risk factors referred to in the Private Placement Memorandum. Prior to the closing date established by the Fund for such subscription (the “Acceptance Date”), the Investor’s payment (the “Payment”) will be held in escrow by the Fund’s escrow agent, subject to the terms and conditions herein. The Investor agrees that the Fund’s escrow agent, in its sole discretion, may arrange for the Payment to be invested, together with the payments of other investors, in short-term certificates of deposit, short-term U.S. Government-backed securities or a similar short-term investment account pending the acceptance or rejection of the Investor’s subscription. Any interest actually earned on the Payment will be paid to the Fund, whether the Investor’s subscription for Units is accepted or rejected. (B) The Investor understands and agrees that the Fund reserves the right to reject this subscription for Units for any reason or no reason, in whole or in part and at any time prior to acceptance thereof notwithstanding prior receipt by the Investor of notice of acceptance of the Investor’s subscription. In the event of rejection of this subscription, the Payment will be promptly returned to the Investor without deduction, and this Subscription Agreement shall have no force or effect. Upon acceptance of this subscription by the Fund, the Investor shall be a member of the Fund. The Investor hereby agrees that by its execution of this Subscription Agreement and upon acceptance hereof by the Fund, it shall become a party to the Fund Agreement. The Investor shall complete, sign and date this Subscription Agreement and promptly return it to Hatteras Funds, c/o UMB Fund Services, Inc. (the “Administrator”).

Appears in 3 contracts

Sources: Subscription Agreement (Hatteras Global Private Equity Partners, LLC), Subscription Agreement (Hatteras Global Private Equity Partners Institutional, LLC), Subscription Agreement (Hatteras VC Co-Investment Fund II, LLC)