Common use of Anti-Money Laundering Measures Clause in Contracts

Anti-Money Laundering Measures. (a) You understand and agree that the Fund prohibits the investment of funds by any persons or entities that are acting, directly or indirectly, (i) in contravention of any applicable U.S. laws and regulations, including anti-money laundering regulations or conventions, (ii) on behalf of terrorists or terrorist organizations, including those persons or entities that are included on the List of Specially Designated Nationals and Blocked Persons maintained by the U.S. Treasury Department’s Office of Foreign Assets Control1 (“OFAC”), as such list may be amended from time to time, (iii) for a senior foreign political figure, any member of a senior foreign political figure’s immediate family or any close associate of a senior foreign political figure2, unless the Fund, after being specifically notified by you in writing that an investor is such a person, conducts further due diligence or requests that you conduct further due diligence, and determines that such investment shall be permitted, or (iv) for a foreign shell bank3 (such persons or entities in (1) – (iv) are collectively referred to as “Prohibited Persons”). (b) You undertake to: (i) comply with all applicable U.S. laws, rules, regulations and other requirements, including those relating to anti-money laundering provisions; (ii) establish the identity of all investors and carry out verification of the identity of such investors and hold evidence of the identities of all investors, and to the extent such an investor (other than an investor that is a publicly traded entity) has any beneficial owners4, carry out due diligence to establish the identities of such beneficial owners; (iii) keep all records and documentation pertaining to any related due diligence procedures; 1 The OFAC list may be accessed on the web at xxxx://xxx.xxxxx.xxx/ofac. 2 Senior foreign political figure means a senior official in the executive, legislative, administrative, military or judicial branches of a foreign government (whether elected or not), a senior official of a major foreign political party, or a senior executive of a foreign government-owned corporation. In addition, a senior foreign political figure includes any corporation, business or other entity that has been formed by, or for the benefit of, a senior foreign political figure. The immediate family of a senior foreign political figure typically includes the political figure’s parents, siblings, spouse, children and in-laws. A close associate of a senior foreign political figure is a person who is widely and publicly known internationally to maintain an unusually close relationship with the senior foreign political figure, and includes a person who is in a position to conduct substantial domestic and international financial transactions on behalf of the senior foreign political figure. 3 Foreign shell bank means a foreign bank without a physical presence in any country, but does not include a regulated affiliate. A post office box or electronic address would not be considered a physical presence. A regulated affiliate means a foreign shell bank that: (1) is an affiliate of a depository institution, credit union, or foreign bank that maintains a physical presence in the United States or a foreign country, as applicable; and (2) is subject to supervision by a banking authority in the country regulating such affiliated depository institution, credit union, or foreign bank. 4 Beneficial owners will include, but not be limited to: (i) shareholders of a corporation; (ii) partners of a partnership; (iii) members of a limited liability company; (iv) investors in a fund-of-funds; (v) the grantor of a revocable or grantor trust; (vi) the beneficiaries of an irrevocable trust; (vii) the participant in a self-directed pension plan; (viii) the sponsor of any other pension plan; and (ix) any person being represented by the investor in an agent, representative, intermediary, nominee or similar capacity. If the beneficial owner is itself an entity (other than a publicly-traded entity), then “beneficial owners” shall include that entity’s beneficial owners. (iv) in the event the Fund or the Investment Manager is required by the relevant authorities in the United States or any other relevant authority, to satisfy itself or such authorities as to the identity of any investor, or in the event that the Fund or the Investment Manager presents you with reasonably probative evidence that money laundering has occurred or is occurring, provide copies of all due diligence materials relating to such investor to the Fund, the Investment Manager and/or all authorities, as relevant; and (v) have in place procedures reasonably designed to prevent your activities from causing an investment in the Fund being made (A) in contravention of any applicable laws and regulations, including international money laundering regulations or conventions, or (B) by any Prohibited Person.

Anti-Money Laundering Measures. (a) You understand and agree that the Fund prohibits the investment of funds by any persons or entities that are acting, directly or indirectly, (i) in contravention of any applicable U.S. laws and regulations, including anti-money laundering regulations or conventions, (ii) on behalf of terrorists or terrorist organizations, including those persons or entities that are included on the List of Specially Designated Nationals and Blocked Persons maintained by the U.S. Treasury Department’s Office of Foreign Assets Control1 (“OFAC”), as such list may be amended from time to time, (iii) for a senior foreign political figure, any member of a senior foreign political figure’s immediate family or any close associate of a senior foreign political figure2, unless the FundInvestment Manager, after being specifically notified by you in writing that an investor is such a person, conducts further due diligence or requests that you conduct further due diligence, and determines that such investment shall be permitted, or (iv) for a foreign shell bank3 (such persons or entities in (1) – (iv) are collectively referred to as “Prohibited Persons”). (b) You undertake to: (i) comply with all applicable U.S. laws, rules, regulations and other requirements, including those relating to anti-money laundering provisions; (ii) establish the identity of all investors and carry out verification of the identity of such investors and hold evidence of the identities of all investors, and to the extent such an investor (other than an investor that is a publicly traded entity) has any beneficial owners4, carry out due diligence to establish the identities of such beneficial owners; (iii) keep all records and documentation pertaining to any related due diligence procedures; 1 The OFAC list may be accessed on the web at xxxx://xxx.xxxxx.xxx/ofac. 2 Senior foreign political figure means a senior official in the executive, legislative, administrative, military or judicial branches of a foreign government (whether elected or not), a senior official of a major foreign political party, or a senior executive of a foreign government-owned corporation. In addition, a senior foreign political figure includes any corporation, business or other entity that has been formed by, or for the benefit of, a senior foreign political figure. The immediate family of a senior foreign political figure typically includes the political figure’s parents, siblings, spouse, children and in-laws. A close associate of a senior foreign political figure is a person who is widely and publicly known internationally to maintain an unusually close relationship with the senior foreign political figure, and includes a person who is in a position to conduct substantial domestic and international financial transactions on behalf of the senior foreign political figure. 3 Foreign shell bank means a foreign bank without a physical presence in any country, but does not include a regulated affiliate. A post office box or electronic address would not be considered a physical presence. A regulated affiliate means a foreign shell bank that: (1) is an affiliate of a depository institution, credit union, or foreign bank that maintains a physical presence in the United States or a foreign country, as applicable; and (2) is subject to supervision by a banking authority in the country regulating such affiliated depository institution, credit union, or foreign bank. 4 Beneficial owners will include, but not be limited to: (i) shareholders of a corporation; (ii) partners of a partnership; (iii) members of a limited liability company; (iv) investors in a fund-of-funds; (v) the grantor of a revocable or grantor trust; (vi) the beneficiaries of an irrevocable trust; (vii) the participant in a self-directed pension plan; (viii) the sponsor of any other pension plan; and (ix) any person being represented by the investor in an agent, representative, intermediary, nominee or similar capacity. If the beneficial owner is itself an entity (other than a publicly-traded entity), then “beneficial owners” shall include that entity’s beneficial owners. (iv) in the event the Fund or the Investment Manager is required by the relevant authorities in the United States or any other relevant authority, to satisfy itself or such authorities as to the identity of any investor, or in the event that the Fund or the Investment Manager presents you with reasonably probative evidence that money laundering has occurred or is occurring, provide copies of all due diligence materials relating to such investor to the Fund, the Investment Manager and/or all authorities, as relevant; and (v) have in place procedures reasonably designed to prevent your activities from causing an investment in the Fund being made (A) in contravention of any applicable laws and regulations, including international money laundering regulations or conventions, or (B) by any Prohibited Person.

Anti-Money Laundering Measures. (a) You understand and agree that the Fund prohibits the investment of funds by any persons or entities that are acting, directly or indirectly, (i) in contravention of any applicable U.S. laws and regulations, including anti-money laundering regulations or conventions, (ii) on behalf of terrorists or terrorist organizations, including those persons or entities that are included on the List of Specially Designated Nationals and Blocked Persons maintained by the U.S. Treasury Department’s Office of Foreign Assets Control1 (“OFAC”), as such list may be amended from time to time, (iii) for a senior foreign political figure, any member of a senior foreign political figure’s immediate family or any close associate of a senior foreign political figure2, unless the FundManaging Member, after being specifically notified by you in writing that an investor is such a person, conducts further due diligence or requests that you conduct further due diligence, and determines that such investment shall be permitted, or (iv) for a foreign shell bank3 (such persons or entities in (1) – (iv) are collectively referred to as “Prohibited Persons”). (b) You undertake to: (i) comply with all applicable U.S. laws, rules, regulations and other requirements, including those relating to anti-money laundering provisions; (ii) establish the identity of all investors and carry out verification of the identity of such investors and hold evidence of the identities of all investors, and to the extent such an investor (other than an investor that is a publicly traded entity) has any beneficial owners4, carry out due diligence to establish the identities of such beneficial owners; (iii) keep all records and documentation pertaining to any related due diligence procedures; 1 The OFAC list may be accessed on the web at xxxx://xxx.xxxxx.xxx/ofac. 2 Senior foreign political figure means a senior official in the executive, legislative, administrative, military or judicial branches of a foreign government (whether elected or not), a senior official of a major foreign political party, or a senior executive of a foreign government-owned corporation. In addition, a senior foreign political figure includes any corporation, business or other entity that has been formed by, or for the benefit of, a senior foreign political figure. The immediate family of a senior foreign political figure typically includes the political figure’s parents, siblings, spouse, children and in-laws. A close associate of a senior foreign political figure is a person who is widely and publicly known internationally to maintain an unusually close relationship with the senior foreign political figure, and includes a person who is in a position to conduct substantial domestic and international financial transactions on behalf of the senior foreign political figure. 3 Foreign shell bank means a foreign bank without a physical presence in any country, but does not include a regulated affiliate. A post office box or electronic address would not be considered a physical presence. A regulated affiliate means a foreign shell bank that: (1) is an affiliate of a depository institution, credit union, or foreign bank that maintains a physical presence in the United States or a foreign country, as applicable; and (2) is subject to supervision by a banking authority in the country regulating such affiliated depository institution, credit union, or foreign bank. 4 Beneficial owners will include, but not be limited to: (i) shareholders of a corporation; (ii) partners of a partnership; (iii) members of a limited liability company; (iv) investors in a fund-of-funds; (v) the grantor of a revocable or grantor trust; (vi) the beneficiaries of an irrevocable trust; (vii) the participant in a self-directed pension plan; (viii) the sponsor of any other pension plan; and (ix) any person being represented by the investor in an agent, representative, intermediary, nominee or similar capacity. If the beneficial owner is itself an entity (other than a publicly-traded entity), then “beneficial owners” shall include that entity’s beneficial owners. (iii) keep all records and documentation pertaining to any related due diligence procedures; (iv) in the event the Managing Member, the Fund or the Investment Manager is required by the relevant authorities in the United States or any other relevant authority, to satisfy itself or such authorities as to the identity of any investor, or in the event that the Managing Member, the Fund or the Investment Manager presents you with reasonably probative evidence that money laundering has occurred or is occurring, provide copies of all due diligence materials relating to such investor to the Managing Member, the Fund, the Investment Manager and/or all authorities, as relevant; and (v) have in place procedures reasonably designed to prevent your activities from causing an investment in the Fund being made (A) in contravention of any applicable laws and regulations, including international money laundering regulations or conventions, or (B) by any Prohibited Person.

Anti-Money Laundering Measures. (a) You understand and agree that the Fund prohibits the investment of funds by any persons or entities that are acting, directly or indirectly, (i) in contravention of any applicable U.S. laws and regulations, including anti-money laundering regulations or conventions, (ii) on behalf of terrorists or terrorist organizations, including those persons or entities that are included on the List of Specially Designated Nationals and Blocked Persons maintained by the U.S. Treasury Department’s Office of Foreign Assets Control1 (“OFAC”), as such list may be amended from time to time, (iii) for a senior foreign political figure, any member of a senior foreign political figure’s immediate family or any close associate of a senior foreign political figure2, unless the FundManaging Member, after being specifically notified by you in writing that an investor is such a person, conducts further due diligence or requests that you conduct further due diligence, and determines that such investment shall be permitted, or (iv) for a foreign shell bank3 (such persons or entities in (1i) – (iv) are collectively referred to as “Prohibited Persons”). (b) You undertake to: (i) comply with all applicable U.S. laws, rules, regulations and other requirements, including those relating to anti-money laundering provisions; (ii) establish the identity of all investors and carry out verification of the identity of such investors and hold evidence of the identities of all investors, and to the extent such an investor (other than an investor that is a publicly traded entity) has any beneficial owners4, carry out due diligence to establish the identities of such beneficial owners; (iii) keep all records and documentation pertaining to any related due diligence procedures; 1 The OFAC list may be accessed on the web at xxxx://xxx.xxxxx.xxx/ofac. 2 Senior foreign political figure means a senior official in the executive, legislative, administrative, military or judicial branches of a foreign government (whether elected or not), a senior official of a major foreign political party, or a senior executive of a foreign government-owned corporation. In addition, a senior foreign political figure includes any corporation, business or other entity that has been formed by, or for the benefit of, a senior foreign political figure. The immediate family of a senior foreign political figure typically includes the political figure’s parents, siblings, spouse, children and in-laws. A close associate of a senior foreign political figure is a person who is widely and publicly known internationally to maintain an unusually close relationship with the senior foreign political figure, and includes a person who is in a position to conduct substantial domestic and international financial transactions on behalf of the senior foreign political figure. 3 Foreign shell bank means a foreign bank without a physical presence in any country, but does not include a regulated affiliate. A post office box or electronic address would not be considered a physical presence. A regulated affiliate means a foreign shell bank that: (1) is an affiliate of a depository institution, credit union, or foreign bank that maintains a physical presence in the United States or a foreign country, as applicable; and (2) is subject to supervision by a banking authority in the country regulating such affiliated depository institution, credit union, or foreign bank. 4 Beneficial owners will include, but not be limited to: (i) shareholders of a corporation; (ii) partners of a partnership; (iii) members of a limited liability company; (iv) investors in a fund-of-funds; (v) the grantor of a revocable or grantor trust; (vi) the beneficiaries of an irrevocable trust; (vii) the participant in a self-directed pension plan; (viii) the sponsor of any other pension plan; and (ix) any person being represented by the investor in an agent, representative, intermediary, nominee or similar capacity. If the beneficial owner is itself an entity (other than a publicly-traded entity), then “beneficial owners” shall include that entity’s beneficial owners. (iii) keep all records and documentation pertaining to any related due diligence procedures; (iv) in the event the Fund or the Investment Manager is required by the relevant authorities in the United States or any other relevant authority, to satisfy itself or such authorities as to the identity of any investor, or in the event that the Fund or the Investment Manager presents you with reasonably probative evidence that money laundering has occurred or is occurring, provide copies of all due diligence materials relating to such investor to the FundManaging Member, the Investment Manager and/or all authorities, as relevant; and (v) have in place procedures reasonably designed to prevent your activities from causing an investment in the Fund being made (A) in contravention of any applicable laws and regulations, including international money laundering regulations or conventions, or (B) by any Prohibited Person.