Common use of Anti-Money Laundering Regulations Clause in Contracts

Anti-Money Laundering Regulations. The Manager’s and the Fund’s intent is to comply with all applicable federal, state and local laws designed to combat money laundering and similar illegal activities, including the provisions of the Uniting and Strengthening America by Providing Appropriate Tools Required to Intercept and Obstruct Terrorism Act of 2001 (“PATRIOT Act”). The Subscriber hereby represents, covenants, and agrees that, to the best of the Subscriber’s knowledge based on reasonable investigation: (a) None of the Subscriber’s capital contributions to the Fund (whether payable in cash or otherwise) shall be derived from money laundering or similar activities deemed illegal under federal laws and regulations. (b) To the extent within the Subscriber’s control, none of the Subscriber’s capital contributions to the Fund will cause the Fund or any of its personnel to be in violation of federal anti-money laundering laws, including without limitation the Bank Secrecy Act (31 U.S.C. 5311 et seq.), the United States Money Laundering Control Act of 1986 or the International Money Laundering Abatement and Anti-Terrorist Financing Act of 2001, and any regulations promulgated thereunder. (c) When requested by the Manager, the Subscriber will provide any and all additional information, and the Subscriber understands and agrees that the Manager may release confidential information about the Subscriber and, if applicable, any underlying beneficial owner or Related Person to U.S. regulators and law enforcement authorities, deemed reasonably necessary to ensure compliance with all applicable laws and regulations concerning money laundering and similar activities. (d) Neither the Subscriber nor any person or entity controlled by, controlling or under common control with the Subscriber, any of the Subscriber’s beneficial owners, any person for whom the Subscriber is acting as agent or nominee in connection with this investment nor, if the Subscriber is an entity, any Related Person is: (i) a Prohibited Investor; (ii) a Senior Foreign Political Figure, any member of a Senior Foreign Political Figure’s “immediate family,” which includes the figure’s parents, siblings, spouse, children and in-laws, or any Close Associate of a Senior Foreign Political Figure, or a person or entity resident in, or organized or chartered under, the laws of a Non-Cooperative Jurisdiction; (iii) a person or entity resident in, or organized or chartered under, the laws of a jurisdiction that has been designated by the U.S. Secretary of the Treasury under Section 311 or 312 of the PATRIOT Act as warranting special measures due to money laundering concerns; or (iv) a person or entity who gives the Subscriber reason to believe that its funds originate from, or will be or have been routed through, an account maintained at a Foreign Shell Bank, an “offshore bank,” or a bank organized or chartered under the laws of a Non-Cooperative Jurisdiction. (e) The Subscriber hereby agrees to immediately notify the Manager if the Subscriber knows or has reason to suspect that any of the representations in this Section 6 have become incorrect or if there is any change in the information affecting these representations and covenants. (f) The Subscriber agrees that, if at any time it is discovered that any of the foregoing anti- money laundering representations are incorrect, or if otherwise required by applicable laws or regulations, the Manager may undertake appropriate actions, and the Subscriber agrees to cooperate with such actions, to ensure compliance with such laws or regulations, including, but not limited to segregation and/or redemption of the Subscriber’s Interest in the Fund or the freezing of the Subscriber’s account.

Anti-Money Laundering Regulations. The Manager’s and Subscriber hereby acknowledges that the FundCompany’s intent is to comply with all applicable federal, state and local laws designed to combat money laundering and similar illegal activities, including the provisions of the Uniting and Strengthening America by Providing Appropriate Tools Required to Intercept and Obstruct Terrorism Act of 2001 (“PATRIOT Act”). The In furtherance of such efforts, Subscriber hereby represents, covenants, and agrees that, to the best of the Subscriber’s knowledge knowledge, based on reasonable investigation: (a) None of the Subscriber’s capital contributions to investment in the Fund (whether payable in cash or otherwise) Company shall be derived from money laundering or similar activities deemed illegal under federal laws and regulations. (b) To the extent within the Subscriber’s control, none of the Subscriber’s capital contributions to investment in the Fund Company will cause the Fund Company, the Placement Agent or any of its their personnel to be in violation of federal anti-money laundering laws, including without limitation the Bank Secrecy Act (31 U.S.C. 5311 et seq.), the United States Money Laundering Control Act of 1986 or the International Money Laundering Abatement and Anti-Terrorist Financing Act of 2001, and any regulations promulgated thereunder. (c) When requested by the ManagerCompany, the Subscriber will provide any and all additional information, and the Subscriber understands and agrees that the Manager may release confidential information about the Subscriber and, if applicable, any underlying beneficial owner or Related Person to U.S. regulators and law enforcement authorities, deemed reasonably necessary to ensure compliance with all applicable laws and regulations concerning money laundering and similar activities. (d) Neither Except as otherwise disclosed in writing to the Company, the Subscriber represents and warrants neither it, nor any person or entity controlled by, controlling or under common control with the Subscriber, any of the Subscriber’s beneficial owners, any person for whom the Subscriber is acting as agent or nominee in connection with this investment norinvestment, if nor in the case of any Subscriber which is an entity, any Related Person Person1 is: (i) i. a Prohibited Investor; (ii) a Senior Foreign Political FigureSubscriber2; 1 With respect to any entity, any member interest holder, director, senior officer, trustee, beneficiary or grantor of such entity; provided that in the case of an entity that is a Senior Foreign Political Figure’s “immediate family,” which includes the figure’s parents, siblings, spouse, children and in-laws, or any Close Associate of a Senior Foreign Political Figure, publicly traded company or a person tax qualified pension or retirement plan in which at least 100 employees participate that is maintained by an employer that is organized in the U.S. or is a U.S. government entity resident in, or organized or chartered under(a “Qualified Plan”), the laws term “Related Person” shall exclude any interest holder holding less than 5% of a Non-Cooperative Jurisdiction; (iii) a person or entity resident in, or organized or chartered under, the laws any class of a jurisdiction that has been designated by the U.S. Secretary securities of the Treasury under Section 311 or 312 such publicly traded company and beneficiaries of the PATRIOT Act as warranting special measures due to money laundering concerns; or (iv) a person or entity who gives the Subscriber reason to believe that its funds originate from, or will be or have been routed through, an account maintained at a Foreign Shell Bank, an “offshore bank,” or a bank organized or chartered under the laws of a Non-Cooperative Jurisdictionsuch Qualified Plan. (e) The Subscriber hereby agrees to immediately notify the Manager if the Subscriber knows or has reason to suspect that any of the representations in this Section 6 have become incorrect or if there is any change in the information affecting these representations and covenants. (f) The Subscriber agrees that, if at any time it is discovered that any of the foregoing anti- money laundering representations are incorrect, or if otherwise required by applicable laws or regulations, the Manager may undertake appropriate actions, and the Subscriber agrees to cooperate with such actions, to ensure compliance with such laws or regulations, including, but not limited to segregation and/or redemption of the Subscriber’s Interest in the Fund or the freezing of the Subscriber’s account.

Anti-Money Laundering Regulations. The Manager’s and Subscriber hereby acknowledges that the FundCompany’s intent is to comply with all applicable federal, state and local laws designed to combat money laundering and similar illegal activities, including the provisions of the Uniting and Strengthening America by Providing Appropriate Tools Required to Intercept and Obstruct Terrorism Act of 2001 (“PATRIOT Act”). The In furtherance of such efforts, Subscriber hereby represents, covenants, and agrees that, to the best of the Subscriber’s knowledge knowledge, based on reasonable investigation: (a) None of the Subscriber’s capital contributions to investment in the Fund (whether payable in cash or otherwise) Company shall be derived from money laundering or similar activities deemed illegal under federal laws and regulations. (b) To the extent within the Subscriber’s control, none of the Subscriber’s capital contributions to investment in the Fund Company will cause the Fund Company or any of its personnel to be in violation of federal anti-money laundering laws, including without limitation the Bank Secrecy Act (31 U.S.C. 5311 et seq.), the United States Money Laundering Control Act of 1986 or the International Money Laundering Abatement and Anti-Terrorist Financing Act of 2001, and any regulations promulgated thereunder. (c) When requested by the Manager, Company the Subscriber will provide any and all additional information, and the Subscriber understands and agrees that the Manager may release confidential information about the Subscriber and, if applicable, any underlying beneficial owner or Related Person to U.S. regulators and law enforcement authorities, deemed reasonably necessary to ensure compliance with all applicable laws and regulations concerning money laundering and similar activities. (d) Neither Except as otherwise disclosed in writing to the Company, the Subscriber represents and warrants neither it, nor any person or entity controlled by, controlling or under common control with the Subscriber, any of the Subscriber’s beneficial owners, any person for whom the Subscriber is acting as agent or nominee in connection with this investment norinvestment, if nor in the case of any Subscriber which is an entity, any Related Person Person1 is: (i) i. a Prohibited InvestorSubscriber2; (ii) . a Senior Foreign Political FigureFigure3, any member of a Senior Foreign Political Figure’s “immediate family,” which includes the figure’s parents, siblings, spouse, children and in-laws, or any Close Associate Associate4 of a Senior Foreign Political Figure, or a person or entity resident in, or organized or chartered under, the laws of a Non-Cooperative JurisdictionJurisdiction5; (iii) . a person or entity resident in, or organized or chartered under, the laws of a jurisdiction that has been designated by the U.S. Secretary of the Treasury under Section 311 or 312 of the PATRIOT Act as warranting special measures due to money laundering concerns; or (iv) . a person or entity who gives the Subscriber reason to believe that its funds originate from, or will be or have been routed through, an account maintained at a Foreign Shell Bank, 6 an “offshore bank,” or a bank organized or chartered under the laws of a Non-Cooperative Jurisdiction. (e) If the Subscriber is purchasing the Notes as agent, representative, intermediary/nominee or in any particular capacity for any other person, or is otherwise requested to do so by the Company, it shall provide a copy of its anti-money laundering policies (“AML Policies”) to the Company. The Subscriber hereby agrees to immediately notify the Manager if the Subscriber knows or has reason to suspect represents that any of the representations in this Section 6 have become incorrect or if there is any change in the information affecting these representations and covenants. (f) The Subscriber agrees that, if at any time it is discovered that any in compliance with its AML Policies, its AML Policies have been approved by counsel or internal compliance personnel reasonably informed of the foregoing anti- money laundering representations are incorrectpolicies and their implementation and has not receive d a deficiency letter, negative report or if otherwise required any similar determination regarding its AML Policies from independent accountants, internal auditors or some other person responsible for reviewing compliance with its AML Policies. 1 With respect to any entity, any interest holder, director, senior officer, trustee, beneficiary or grantor of such entity; provided that in the case of an entity that is a publicly traded company or a tax qualified pension or retirement plan in which at least 100 employees participate that is maintained by applicable laws an employer that is organized in the U.S. or regulationsis a U.S. government entity (a “Qualified Plan”), the Manager may undertake appropriate actions, term “Related Person” shall exclude any interest holder holding less than 5% of any class of securities of such publicly traded company and the Subscriber agrees to cooperate with beneficiaries of such actions, to ensure compliance with such laws or regulations, including, but not limited to segregation and/or redemption of the Subscriber’s Interest in the Fund or the freezing of the Subscriber’s accountQualified Plan.

Anti-Money Laundering Regulations. The Manager’s and Subscriber hereby acknowledges that the FundCompany’s intent is to comply with all applicable federal, state and local laws designed to combat money laundering and similar illegal activities, including the provisions of the Uniting and Strengthening America by Providing Appropriate Tools Required to Intercept and Obstruct Terrorism Act of 2001 (“PATRIOT Act”). The In furtherance of such efforts, Subscriber hereby represents, covenants, and agrees that, to the best of the Subscriber’s knowledge knowledge, based on reasonable investigation: (a) None of the Subscriber’s capital contributions to investment in the Fund (whether payable in cash or otherwise) Company shall be derived from money laundering or similar activities deemed illegal under federal laws and regulations. (b) To the extent within the Subscriber’s control, none of the Subscriber’s capital contributions to investment in the Fund Company will cause the Fund Company, the Placement Agent or any of its their personnel to be in violation of federal anti-money laundering laws, including without limitation the Bank Secrecy Act (31 U.S.C. 5311 et seq.), the United States Money Laundering Control Act of 1986 or the International Money Laundering Abatement and Anti-Terrorist Financing Act of 2001, and any regulations promulgated thereunder. (c) When requested by the ManagerCompany or the Placement Agent, the Subscriber will provide any and all additional information, and the Subscriber understands and agrees that the Manager may release confidential information about the Subscriber and, if applicable, any underlying beneficial owner or Related Person to U.S. regulators and law enforcement authorities, deemed reasonably necessary to ensure compliance with all applicable laws and regulations concerning money laundering and similar activities. (d) Neither Except as otherwise disclosed in writing to the Company, the Subscriber represents and warrants neither it, nor any person or entity controlled by, controlling or under common control with the Subscriber, any of the Subscriber’s beneficial owners, any person for whom the Subscriber is acting as agent or nominee in connection with this investment norinvestment, if nor in the case of any Subscriber which is an entity, any Related Person is: (i) i. a Prohibited InvestorSubscriber; (ii) . a Senior Foreign Political Figure, any member of a Senior Foreign Political Figure’s “immediate family,” which includes the figure’s parents, siblings, spouse, children and in-laws, or any Close Associate of a Senior Foreign Political Figure, or a person or entity resident in, or organized or chartered under, the laws of a Non-Cooperative Jurisdiction; (iii) . a person or entity resident in, or organized or chartered under, the laws of a jurisdiction that has been designated by the U.S. Secretary of the Treasury under Section 311 or 312 of the PATRIOT Act as warranting special measures due to money laundering concerns; or (iv) . a person or entity who gives the Subscriber reason to believe that its funds originate from, or will be or have been routed through, an account maintained at a Foreign Shell Bank, an “offshore bank,” or a bank organized or chartered under the laws of a Non-Cooperative Jurisdiction. (e) If the Subscriber is purchasing the Units as agent, representative, intermediary/nominee or in any particular capacity for any other person, or is otherwise requested to do so by the Company, it shall provide a copy of its anti-money laundering policies (“AML Policies”) to the Company. The Subscriber represents that it is in compliance with its AML Policies, its AML Policies have been approved by counsel or internal compliance personnel reasonably informed of anti- money laundering policies and their implementation and has not received a deficiency letter, negative report or any similar determination regarding its AML Policies from independent accountants, internal auditors or some other person responsible for reviewing compliance with its AML Policies. (f) The Subscriber hereby agrees to immediately notify the Manager Company if the Subscriber knows it knows, or has reason to suspect that any of the representations in this Section 6 have paragraph 5(u) become incorrect or if there is any change in the information affecting these representations and covenants. (fg) The Subscriber agrees that, if at any time it is discovered that any of the foregoing anti- anti-money laundering representations are incorrect, or if otherwise required by applicable laws or regulationsregulations related to money laundering and similar activities, the Manager Company may undertake appropriate actions, and the Subscriber agrees to cooperate with such actions, to ensure compliance with such laws or regulations, including, but not limited to segregation and/or redemption of the Subscriber’s Interest Investment in the Fund or the freezing of the Subscriber’s accountCompany.