Common use of Confidentiality; Disclosure of Certain Information Clause in Contracts

Confidentiality; Disclosure of Certain Information. You agree that, without the prior written consent of the Manager (which consent may be withheld at the sole discretion of the Manager), (a) you shall keep confidential and shall not copy, reproduce, sell, assign, license, market, distribute, make available, or otherwise disclose, directly or indirectly, any information relating to the Fund to any person who is not involved with your investment in the Fund and either (i) one of your employees, officers or directors, or an employee, officer or director of a person who controls, is controlled by or is under common control with you, (ii) an attorney, consultant or accountant engaged by you, or (iii) a person agreed to in writing by you and the Manager, and (b) you shall not use any information relating to the Fund for any purpose (other than the evaluation of the Interests and the Fund, the preparation of your tax returns and the evaluation of the performance of your investment in the Fund), including to effect or replicate any transactions described in any report or information relating to the Fund received by you. You also agree that you will not obtain, or attempt to obtain (lawfully or unlawfully) the identity of any other Interestholder or any information regarding any other Interestholder, whether or not such information is available generally to persons who are Interestholders, or to contact any other Interestholders regarding the Fund. You further agree that (a) you shall ensure that any such recipient is made aware of, and adheres to, the terms of this paragraph 14, (b) you shall be responsible for any disclosure of any such information by any such person in contravention of the terms of this paragraph 14, unless you obtain the prior written consent of the Fund or the Manager or such disclosure is permitted as described below, (c) you are at all times subject to your obligation to act, and to cause persons to whom you may disclose information pursuant to this paragraph 14 to act, in accordance with applicable laws and regulations relating to the receipt or use of such information including, without limitation, those governing insider dealing or trading, market abuse and market manipulation, and (d) the Manager may, in its sole discretion, refuse your request to furnish any correspondence, documents or other information relating to the Fund to any person not described in (i), (ii) or (iii) above. The terms of this paragraph 14 shall apply indefinitely to information related to the Fund unless disclosure is required by applicable law or regulation (including pursuant to a subpoena or other legal process) or ordered by a court of competent jurisdiction, or such information has become publicly available (including, for the avoidance of doubt, through any filings with the Commission) other than as a result of any breach of this Subscription Agreement by you or any person to whom you have disclosed such information. You hereby represent and warrant that, except as disclosed to the Manager and the Fund in writing, you are not subject to any law, governmental rule, regulation or legal process in any jurisdiction (including, without limitation, lawsuits, subpoenas administrative proceedings or the US Freedom of Information Act, or any comparable laws or regulations of any US or non-US jurisdiction) requiring you to disclose (on receipt of a request to do so or otherwise) any information relating to the Fund or your investment in the Fund (collectively, “Disclosure Laws”). Upon your receipt of requests, pursuant to a Disclosure Law, if applicable, or if you are otherwise compelled by law or legal process, to make public disclosure of information relating to the Fund, you shall (i) immediately send written notice to the Fund (copied to the Manager) of the request, so that the Fund and/or the Manager may consult with you as to the exact disclosure obligation to which you are subject, and take any action legally available to the Fund or the Manager under the laws and regulations of the relevant jurisdiction and (ii) furnish only that portion of the requested information that is legally required and use your best efforts to obtain assurance that confidential treatment is accorded to that information. In addition, upon receipt by the Fund of written notice from you of a public disclosure request, the Fund may, in its sole discretion, cause the sale, transfer, repurchase or redemption of your Interests if the Fund determines, in its sole discretion, that the disclosure of this information could adversely affect the Fund, the Fund’s investors or the Manager. The right of the Fund to cause the sale, transfer, repurchase or redemption of your Interests as set forth in the preceding sentence shall be in addition to, and shall not prejudice, any right of the Fund and/or the Manager set forth in this Subscription Agreement, the Fund Agreement or the Prospectus and Statement of Additional Information to compulsorily sell, transfer, repurchase or redeem your Interests. You further agree that the Manager may, in its sole discretion, keep confidential and not disclose to you or any other person any information relating to the Fund (including, but not limited to, information that you or any other person would be required to disclose pursuant to applicable Disclosure Laws were you or such person to receive such information) if the Manager determines in its sole discretion that the disclosure of such information is not in the best interest of the Fund or could damage the Fund or its business, or if the Fund is required by law or by agreement with a third party to keep such information confidential. For purposes of this paragraph 14 and paragraph 15 below, “information relating to the Fund” shall be construed broadly and shall include, without limitation, any

Confidentiality; Disclosure of Certain Information. You agree that, without the prior written consent of the Manager (which consent may be withheld at the sole discretion of the Manager), (a) you shall keep confidential and shall not copy, reproduce, sell, assign, license, market, distribute, make available, or otherwise disclose, directly or indirectly, any information relating to the Fund to any person who is not involved with your investment in the Fund and either (i) one of your employees, officers or directors, or an employee, officer or director of a person who controls, is controlled by or is under common control with you, (ii) an attorney, consultant or accountant engaged by you, or (iii) a person agreed to in writing by you and the Manager, and (b) you shall not use any information relating to the Fund for any purpose (other than the evaluation of the Interests and the Fund, the preparation of your tax returns and the evaluation of the performance of your investment in the Fund), including to effect or replicate any transactions described in any report or information relating to the Fund received by you. You also agree that you will not obtain, or attempt to obtain (lawfully or unlawfully) the identity of any other Interestholder or any information regarding any other Interestholder, whether or not such information is available generally to persons who are Interestholders, or to contact any other Interestholders regarding the Fund. You further agree that (a) you shall ensure that any such recipient is made aware of, and adheres to, the terms of this paragraph 14, (b) you shall be responsible for any disclosure of any such information by any such person in contravention of the terms of this paragraph 14, unless you obtain the prior written consent of the Fund or the Manager or such disclosure is permitted as described below, (c) you are at all times subject to your obligation to act, and to cause persons to whom you may disclose information pursuant to this paragraph 14 to act, in accordance with applicable laws and regulations relating to the receipt or use of such information including, without limitation, those governing insider dealing or trading, market abuse and market manipulation, and (d) the Manager may, in its sole discretion, refuse your request to furnish any correspondence, documents or other information relating to the Fund to any person not described in (i), (ii) or (iii) above. The terms of this paragraph 14 shall apply indefinitely to information related to the Fund unless disclosure is required by applicable law or regulation (including pursuant to a subpoena or other legal process) or ordered by a court of competent jurisdiction, or such information has become publicly available (including, for the avoidance of doubt, through any filings with the Commission) other than as a result of any breach of this Subscription Agreement by you or any person to whom you have disclosed such information. You hereby represent and warrant that, except as disclosed to the Manager and the Fund in writing, you are not subject to any law, governmental rule, regulation or legal process in any jurisdiction (including, without limitation, lawsuits, subpoenas administrative proceedings or the US Freedom of Information Act, or any comparable laws or regulations of any US or non-US jurisdiction) requiring you to disclose (on receipt of a request to do so or otherwise) any information relating to the Fund or your investment in the Fund (collectively, “Disclosure Laws”). Upon your receipt of requests, pursuant to a Disclosure Law, if applicable, or if you are otherwise compelled by law or legal process, to make public disclosure of information relating to the Fund, you shall (i) immediately send written notice to the Fund (copied to the Manager) of the request, so that the Fund and/or the Manager may consult with you as to the exact disclosure obligation to which you are subject, and take any action legally available to the Fund or the Manager under the laws and regulations of the relevant jurisdiction and (ii) furnish only that portion of the requested information that is legally required and use your best efforts to obtain assurance that confidential treatment is accorded to that information. In addition, upon receipt by the Fund of written notice from you of a public disclosure request, the Fund may, in its sole discretion, cause the sale, transfer, repurchase or redemption of your Interests if the Fund determines, in its sole discretion, that the disclosure of this information could adversely affect the Fund, the Fund’s investors or the Manager. The right of the Fund to cause the sale, transfer, repurchase or redemption of your Interests as set forth in the preceding sentence shall be in addition to, and shall not prejudice, any right of the Fund and/or the Manager set forth in this Subscription Agreement, the Fund Agreement or the Prospectus and Statement of Additional Information to compulsorily sell, transfer, repurchase or redeem your Interests. You further agree that the Manager may, in its sole discretion, keep confidential and not disclose to you or any other person any information relating to the Fund (including, but not limited to, information that you or any other person would be required to disclose pursuant to applicable Disclosure Laws were you or such person to receive such information) if the Manager determines in its sole discretion that the disclosure of such information is not in the best interest of the Fund or could damage the Fund or its business, or if the Fund is required by law or by agreement with a third party to keep such information confidential. For purposes of this paragraph 14 and paragraph 15 below, “information relating to the Fund” shall be construed broadly and shall include, without limitation, anyto

Confidentiality; Disclosure of Certain Information. You agree that, without the prior written consent of the Manager (which consent may be withheld at the sole discretion of the Manager), (a) you shall keep confidential and shall not copy, reproduce, sell, assign, license, market, distribute, make available, or otherwise disclose, directly or indirectly, any information relating to the Fund Company to any person who is not involved with your investment in the Fund Company and either (i) one of your employees, officers or directors, or an employee, officer or director of a person who controls, is controlled by or is under common control with you, (ii) an attorney, consultant or accountant engaged by you, or (iii) a person agreed to in writing by you and the Manager, and (b) you shall not use any information relating to the Fund Company for any purpose (other than the evaluation of the Interests Shares and the FundCompany, the preparation of your tax returns and the evaluation of the performance of your investment in the FundCompany), including to effect or replicate any transactions described in any report or information relating to the Fund Company received by you. You also agree that you will not obtain, or attempt to obtain (lawfully or unlawfully) the identity of any other Interestholder Member or any information regarding any other InterestholderMember, whether or not such information is available generally to persons who are InterestholdersMembers, or to contact any other Interestholders Members regarding the FundCompany. You further agree that (a) you shall ensure that any such recipient is made aware of, and adheres to, the terms of this paragraph 14, (b) you shall be responsible for any disclosure of any such information by any such person in contravention of the terms of this paragraph 14, unless you obtain the prior written consent of the Fund Company or the Manager or such disclosure is permitted as described below, (c) you are at all times subject to your obligation to act, and to cause persons to whom you may disclose information pursuant to this paragraph 14 to act, in accordance with applicable laws and regulations relating to the receipt or use of such information including, without limitation, those governing insider dealing or trading, market abuse and market manipulation, and (d) the Manager may, in its sole discretion, refuse your request to furnish any correspondence, documents or other information relating to the Fund Company to any person not described in (i), (ii) or (iii) above. The terms of this paragraph 14 shall apply indefinitely to information related to the Fund Company unless disclosure is required by applicable law or regulation (including pursuant to a subpoena or other legal process) or ordered by a court of competent jurisdiction, or such information has become publicly available (including, for the avoidance of doubt, through any filings with the Commission) other than as a result of any breach of this Subscription Agreement by you or any person to whom you have disclosed such information. You hereby represent and warrant that, except as disclosed to the Manager and the Fund Company in writing, you are not subject to any law, governmental rule, regulation or legal process in any jurisdiction (including, without limitation, lawsuits, subpoenas administrative proceedings or the US Freedom of Information Act, or any comparable laws or regulations of any US or non-US jurisdiction) requiring you to disclose (on receipt of a request to do so or otherwise) any information relating to the Fund Company or your investment in the Fund Company (collectively, “Disclosure Laws”). Upon your receipt of requests, pursuant to a Disclosure Law, if applicable, or if you are otherwise compelled by law or legal process, to make public disclosure of information relating to the FundCompany, you shall (i) immediately send written notice to the Fund Company (copied to the Manager) of the request, so that the Fund Company and/or the Manager may consult with you as to the exact disclosure obligation to which you are subject, and take any action legally available to the Fund Company or the Manager under the laws and regulations of the relevant jurisdiction and (ii) furnish only that portion of the requested information that is legally required and use your best efforts to obtain assurance that confidential treatment is accorded to that information. In addition, upon receipt by the Fund Company of written notice from you of a public disclosure request, the Fund Company may, in its sole discretion, cause the sale, transfer, repurchase or redemption of your Interests Shares if the Fund Company determines, in its sole discretion, that the disclosure of this information could adversely affect the FundCompany, the FundCompany’s investors or the Manager. The right of the Fund Company to cause the sale, transfer, repurchase or redemption of your Interests Shares as set forth in the preceding sentence shall be in addition to, and shall not prejudice, any right of the Fund Company and/or the Manager set forth in this Subscription Agreement, the Fund Agreement or the Prospectus and Statement of Additional Information Memorandum to compulsorily sell, transfer, repurchase or redeem your InterestsShares. You further agree that the Manager may, in its sole discretion, keep confidential and not disclose to you or any other person any information relating to the Fund Company (including, but not limited to, information that you or any other person would be required to disclose pursuant to applicable Disclosure Laws were you or such person to receive such information) if the Manager determines in its sole discretion that the disclosure of such information is not in the best interest of the Fund Company or could damage the Fund Company or its business, or if the Fund Company is required by law or by agreement with a third party to keep such information confidential. For purposes of this paragraph 14 and paragraph 15 below, “information relating to the FundCompany” shall be construed broadly and shall include, without limitation, anyany information furnished to, or otherwise obtained from the Manager or your Financial Advisor by, you in respect of the Shares for which you are subscribing pursuant to this Subscription Agreement, including, without limitation, information regarding any other Member (including their identity), information regarding existing, past, or prospective direct or indirect investments made by or other investment positions and trading activities and strategies of and/or transactions effected directly or indirectly for the Company, the Company’s financial reports and correspondence with its Members, and the terms of this Subscription Agreement, the Memorandum or any other agreement entered into between you or your affiliates and the Company, the Manager, your Financial Advisor, any other distributor or placement agent or their respective affiliates.

Confidentiality; Disclosure of Certain Information. You agree that, without the prior written consent of the Manager (which consent may be withheld at the sole discretion of the Manager), (a) you shall keep confidential and shall not copy, reproduce, sell, assign, license, market, distribute, make available, or otherwise disclose, directly or indirectly, any information relating to the Fund to any person who is not involved with your investment in the Fund and either (i) one of your employees, officers or directors, or an employee, officer or director of a person who controls, is controlled by or is under common control with you, (ii) an attorney, consultant or accountant engaged by you, or (iii) a person agreed to in writing by you and the Manager, and (b) you shall not use any information relating to the Fund for any purpose (other than the evaluation of the Interests and the Fund, the preparation of your tax returns and the evaluation of the performance of your investment in the Fund), including to effect or replicate any transactions described in any report or information relating to the Fund received by you. You also agree that you will not obtain, or attempt to obtain (lawfully or unlawfully) the identity of any other Interestholder or any information regarding any other Interestholder, whether or not such information is available generally to persons who are Interestholders, or to contact any other Interestholders regarding the Fund. You further agree that (a) you shall ensure that any such recipient is made aware of, and adheres to, the terms of this paragraph 14, (b) you shall be responsible for any disclosure of any such information by any such person in contravention of the terms of this paragraph 14, unless you obtain the prior written consent of the Fund or the Manager or such disclosure is permitted as described below, (c) you are at all times subject to your obligation to act, and to cause persons to whom you may disclose information pursuant to this paragraph 14 to act, in accordance with applicable laws and regulations relating to the receipt or use of such information including, without limitation, those governing insider dealing or trading, market abuse and market manipulation, and (d) the Manager may, in its sole discretion, refuse your request to furnish any correspondence, documents or other information relating to the Fund to any person not described in (i), (ii) or (iii) above. The terms of this paragraph 14 shall apply indefinitely to information related to the Fund unless disclosure is required by applicable law or regulation (including pursuant to a subpoena or other legal process) or ordered by a court of competent jurisdiction, or such information has become publicly available (including, for the avoidance of doubt, through any filings with the Commission) other than as a result of any breach of this Subscription Agreement by you or any person to whom you have disclosed such information. You hereby represent and warrant that, except as disclosed to the Manager and the Fund in writing, you are not subject to any law, governmental rule, regulation or legal process in any jurisdiction (including, without limitation, lawsuits, subpoenas administrative proceedings or the US Freedom of Information Act, or any comparable laws or regulations of any US or non-US jurisdiction) requiring you to disclose (on receipt of a request to do so or otherwise) any information relating to the Fund or your investment in the Fund (collectively, “Disclosure Laws”). Upon your receipt of requests, pursuant to a Disclosure Law, if applicable, or if you are otherwise compelled by law or legal process, to make public disclosure of information relating to the Fund, you shall (i) immediately send written notice to the Fund (copied to the Manager) of the request, so that the Fund and/or the Manager may consult with you as to the exact disclosure obligation to which you are subject, and take any action legally available to the Fund or the Manager under the laws and regulations of the relevant jurisdiction and (ii) furnish only that portion of the requested information that is legally required and use your best efforts to obtain assurance that confidential treatment is accorded to that information. In addition, upon receipt by the Fund of written notice from you of a public disclosure request, the Fund may, in its sole discretion, cause the sale, transfer, repurchase or redemption of your Interests if the Fund determines, in its sole discretion, that the disclosure of this information could adversely affect the Fund, the Fund’s investors or the Manager. The right of the Fund to cause the sale, transfer, repurchase or redemption of your Interests as set forth in the preceding sentence shall be in addition to, and shall not prejudice, any right of the Fund and/or the Manager set forth in this Subscription Agreement, the Fund Agreement or the Prospectus and Statement of Additional Information to compulsorily sell, transfer, repurchase or redeem your Interests. You further agree that the Manager may, in its sole discretion, keep confidential and not disclose to you or any other person any information relating to the Fund (including, but not limited to, information that you or any other person would be required to disclose pursuant to applicable Disclosure Laws were you or such person to receive such information) if the Manager determines in its sole discretion that the disclosure of such information is not in the best interest of the Fund or could damage the Fund or its business, or if the Fund is required by law or by agreement with a third party to keep such information confidential. For purposes of this paragraph 14 and paragraph 15 below, “information relating to the Fund” shall be construed broadly and shall include, without limitation, anythe

Confidentiality; Disclosure of Certain Information. You agree that, without the prior written consent of the Manager (which consent may be withheld at the sole discretion of the Manager), (a) you shall keep confidential and shall not copy, reproduce, sell, assign, license, market, distribute, make available, or otherwise disclose, directly or indirectly, any information relating to the Fund to any person who is not involved with your investment in the Fund and either (i) one of your employees, officers or directors, or an employee, officer or director of a person who controls, is controlled by or is under common control with you, (ii) an attorney, consultant or accountant engaged by you, or (iii) a person agreed to in writing by you and the Manager, and (b) you shall not use any information relating to the Fund for any purpose (other than the evaluation of the Interests Shares and the Fund, the preparation of your tax returns and the evaluation of the performance of your investment in the Fund), including to effect or replicate any transactions described in any report or information relating to the Fund received by you. You also agree that you will not obtain, or attempt to obtain (lawfully or unlawfully) the identity of any other Interestholder Shareholder or any information regarding any other InterestholderShareholder, whether or not such information is available generally to persons who are InterestholdersShareholders, or to contact any other Interestholders Shareholders regarding the Fund. You further agree that (a) you shall ensure that any such recipient is made aware of, and adheres to, the terms of this paragraph 1410, (b) you shall be responsible for any disclosure of any such information by any such person in contravention of the terms of this paragraph 1410, unless you obtain the prior written consent of the Fund or the Manager or such disclosure is permitted as described below, (c) you are at all times subject to your obligation to act, and to cause persons to whom you may disclose information pursuant to this paragraph 14 10 to act, in accordance with applicable laws and regulations relating to the receipt or use of such information including, without limitation, those governing insider dealing or trading, market abuse and market manipulation, and (d) the Manager may, in its sole discretion, refuse your request to furnish any correspondence, documents or other information relating to the Fund to any person not described in (i), (ii) or (iii) above. The terms of this paragraph 14 10 shall apply indefinitely to information related to the Fund unless disclosure is required by applicable law or regulation (including pursuant to a subpoena or other legal process) or ordered by a court of competent jurisdiction, or such information has become publicly available (including, for the avoidance of doubt, through any filings with the Commission) other than as a result of any breach of this Subscription Agreement by you or any person to whom you have disclosed such information. You hereby represent and warrant that, except as disclosed to the Manager and the Fund in writing, you are not subject to any law, governmental rule, regulation or legal process in any jurisdiction (including, without limitation, lawsuits, subpoenas administrative proceedings or the US Freedom of Information Act, or any comparable laws or regulations of any US or non-US jurisdiction) requiring you to disclose (on receipt of a request to do so or otherwise) any information relating to the Fund or your investment in the Fund (collectively, “Disclosure Laws”). Upon your receipt of requests, pursuant to a Disclosure Law, if applicable, or if you are otherwise compelled by law or legal process, to make public disclosure of information relating to the Fund, you shall (i) immediately send written notice to the Fund (copied to the Manager) of the request, so that the Fund and/or the Manager may consult with you as to the exact disclosure obligation to which you are subject, and take any action legally available to the Fund or the Manager under the laws and regulations of the relevant jurisdiction and (ii) furnish only that portion of the requested information that is legally required and use your best efforts to obtain assurance that confidential treatment is accorded to that information. In addition, upon receipt by the Fund of written notice from you of a public disclosure request, the Fund may, in its sole discretion, cause the sale, transfer, repurchase or redemption of your Interests Shares if the Fund determines, in its sole discretion, that the disclosure of this information could adversely affect the Fund, the Fund’s investors or the Manager. The right of the Fund to cause the sale, transfer, repurchase or redemption of your Interests Shares as set forth in the preceding sentence shall be in addition to, and shall not prejudice, any right of the Fund and/or the Manager set forth in this Subscription Agreement, the Fund Agreement or the Prospectus and Statement of Additional Information Memorandum to compulsorily sell, transfer, repurchase or redeem your InterestsShares. You further agree that the Manager may, in its sole discretion, keep confidential and not disclose to you or any other person any information relating to the Fund (including, but not limited to, information that you or any other person would be required to disclose pursuant to applicable Disclosure Laws were you or such person to receive such information) if the Manager determines in its sole discretion that the disclosure of such information is not in the best interest of the Fund or could damage the Fund or its business, or if the Fund is required by law or by agreement with a third party to keep such information confidential. SUBSCRIPTION AGREEMENT FOR SHARES OF XXXXXXX XXXXX PRIVATE CREDIT CORP. PAGE 24 For purposes of this paragraph 14 10 and paragraph 15 11 below, “information relating to the Fund” shall be construed broadly and shall include, without limitation, anyany information furnished to, or otherwise obtained from the Manager or your Financial Advisor by, you in respect of the Shares for which you are subscribing pursuant to this Subscription Agreement, including, without limitation, information regarding any other Shareholder (including their identity), information regarding existing, past, or prospective direct or indirect investments made by or other investment positions and trading activities and strategies of and/or transactions effected directly or indirectly for the Fund, the Fund’s financial reports and correspondence with its Shareholders, and the terms of this Subscription Agreement, the Memorandum or any other agreement entered into between you or your affiliates and the Fund, the Manager, your Financial Advisor, any other distributor or placement agent or their respective affiliates. You acknowledge and agree that: (i) the Fund and the Manager would suffer irreparable injury if you were to violate any provision of this paragraph 10 and monetary damages would not be a sufficient remedy for any such violation and (ii) that in the event that you breach or threaten to breach any provision of this paragraph 10, in addition to any other remedies available to the Fund in respect of any such breach, the Fund and/or the Manager shall be entitled to obtain an immediate permanent injunction against such breach and other equitable relief to enforce any and all of the provisions of this paragraph 10 and that you will not oppose the granting of such relief. The remedies afforded to the Fund and the Manager by this paragraph 10 shall be in addition to any and all other remedies available to the Fund and the Manager resulting from your violation, breach or threatened breach of this Subscription Agreement. Notwithstanding anything to the contrary in this Subscription Agreement or the Memorandum, except as reasonably necessary to comply with applicable securities laws, you (and your employees, representatives or other agents) may disclose to any and all persons, without limitation of any kind, the tax treatment and tax structure of the offering and ownership of the Shares (including the tax treatment and tax structure of any Fund transactions) and all materials of any kind (including opinions and other tax analyses) that are provided to you relating to such tax treatment and tax structure. For this purpose, “tax structure” means any facts relevant to the US federal or state income tax treatment of (a) the offering and ownership of the Shares and (b) any transactions by the Fund, and does not include information relating to the identity of the Fund or its affiliates. Nothing in this paragraph shall be deemed to require the Manager to disclose to you any information that the Manager is permitted or is required to keep confidential in accordance with this Subscription Agreement, the Memorandum or otherwise. You acknowledge that the Fund, the Manager or its affiliates and/or service providers to or agents of the Fund or the Manager may from time to time be required or may, in their sole discretion, determine that it is advisable to disclose certain information about the Fund and its Shareholders including, but not limited to, investments held by the Fund or the names and levels of beneficial ownership of Shareholders, to (i) regulatory authorities of certain jurisdictions, which have or assert jurisdiction over the disclosing party or in which the Fund directly or indirectly invests, or (ii) any counterparty of or service provider to the Manager or the Fund, and you hereby consent to such disclosure.