Common use of Determination of Net Assets Clause in Contracts

Determination of Net Assets. (a) The Company's Net Assets shall be determined in accordance with U.S. generally accepted accounting principles consistently applied as a guideline and the following principles: (i) The value of the Company's investment in a Portfolio Company or other investment fund shall be equal to the Company's proportionate interest in the NAV of the Portfolio Company or investment fund, determined in accordance with the terms and conditions of the respective governing agreement of each Portfolio Company or investment fund, as it may be amended, supplemented or otherwise modified from time to time. (ii) The assets of the Company that are invested pursuant to investment management agreements shall be valued at fair value in a commercially reasonable manner. (iii) All other assets or liabilities of the Company shall be valued by the Administrator in its sole discretion. (iv) The amount of the Company's assets and liabilities (including without limitation indebtedness for money borrowed, the Management Fee and the Administration Fee) shall be determined in accordance with U.S. generally accepted accounting principles and guidelines, applied on a consistent basis, provided that the Administrator in its discretion may provide reserves for estimated accrued expenses, liabilities and contingencies, even if such reserves are not required by U.S. generally accepted accounting principles. (v) The amount payable to a Member or former Member in redemption of part or all of such Member's or former Member's Units pursuant to Section 5.02 shall be treated as a liability of the Company, until paid, from (but not prior to) the beginning of the Accounting Period on the Redemption Date for such Units. (vi) The amount to be received by the Company on account of any Capital Contributions pursuant to Section 4.02 shall be treated as an asset of the Company from (but not before) the beginning of the Accounting Period on the effective date of such Capital Contributions. (vii) Distributions made pursuant to Section 5.04 (including deemed tax distributions pursuant to Section 5.03(c)) other than as of the beginning of an Accounting Period shall be treated as an advance and as an asset of the Company, until the beginning of the Accounting Period following the date of distribution. (viii) The Incentive Allocation, if any, credited to the Capital Account of the Managing Member pursuant to Section 4.05(d) shall be treated as a liability, until distributed, from the beginning of the Accounting Period following the Accounting Period in which the Incentive Allocation was credited to such Capital Account. (b) The Company may suspend the valuation of its assets and liabilities, and any distributions or redemptions of any amounts from Capital Accounts, for any period during which a Portfolio Company or other investment fund with which the Company has made an investment has suspended the valuation of its assets and liabilities. The Managing Member shall promptly notify Members of any such suspension, and the termination of any such suspension, by means of a written notice. (c) All values assigned to securities and other assets by the Managing Member or the Administrator pursuant to this Section 4.07 shall be final and conclusive as to all of the Members. The Managing Member may consult with and rely upon valuations of the Company's securities and other assets provided by the Administrator.

Determination of Net Assets. (a) The Company's Net Assets shall be determined in accordance with U.S. generally accepted accounting principles ("U.S. GAAP") consistently applied as a guideline and the following principles: (i) The value of the Company's investment in a Portfolio Company or other an investment fund shall be equal to the Company's proportionate interest in the NAV of the Portfolio Company or investment fund, determined in accordance with the terms and conditions of the respective governing agreement of each Portfolio Company investment fund as reported by its respective Advisor or investment fundother designee to the Company, as it may be amended, supplemented or otherwise modified from time to timetime (or based on such other information deemed relevant by the Managing Member). (ii) The assets of the Company that are invested pursuant to investment management agreements shall be valued at fair value in a commercially reasonable manner. (iii) All other assets or liabilities of the Company shall be valued by assigned such value as the Administrator in its sole discretionManaging Member may reasonably determine. (iv) The amount of the Company's assets and liabilities (including including, without limitation limitation, indebtedness for money borrowed, borrowed and the Management Fee and the Administration Fee) shall be determined in accordance with U.S. generally accepted accounting principles GAAP and guidelines, applied on a consistent basis, provided that the Administrator Managing Member in its discretion may provide reserves for estimated accrued expenses, liabilities and contingencies, even if such reserves are not required by U.S. generally accepted accounting principlesGAAP. (v) The amount payable to a Member or former Member in redemption of part or all of such Member's or former Member's Units pursuant to Section 5.02 shall be treated as a liability of the Company, until paid, from (but not prior to) the beginning of the Accounting Period that begins immediately after the close of business on the day immediately prior to the Redemption Date (as defined in Section 5.02(a)) for such Units. (vi) The amount to be received by the Company on account of any Capital Contributions pursuant to Section 4.02 shall be treated as an asset of the Company from (but not before) the beginning of the Accounting Period that begins immediately after the close of business on the day immediately prior to the effective date of such Capital Contributions. (vii) Distributions made pursuant to Section 5.04 (including deemed tax distributions pursuant to Section 5.03(c5.04(c)) other than as of the beginning of an Accounting Period shall be treated as an advance and as an asset of the Company, until the beginning of the Accounting Period following the date of distribution. (viii) The Incentive Allocation, if any, credited to the Capital Incentive Allocation Account of the Managing Member pursuant to Section 4.05(d) shall be treated as a liability, until distributed, from the beginning of the Accounting Period immediately following the Accounting Period in which the Incentive Allocation was credited to such Capital Incentive Allocation Account. (b) The Company may suspend the valuation of its assets and liabilities, and any distributions or redemptions of any amounts from Capital Accounts, for any period during which a Portfolio Company or other investment fund with which the Company has made an investment has suspended the valuation of its assets and liabilities. The Managing Member shall promptly notify Members of any such suspension, and the termination of any such suspension, by means of a written notice. (c) All values assigned to securities and other assets by the Managing Member or the Administrator pursuant to this Section 4.07 shall be final and conclusive as to all of the Members. The Managing Member may consult with and rely upon valuations of the Company's securities and other assets provided by the Administrator.

Determination of Net Assets. (a) The Company's Net Assets shall be determined in accordance with U.S. generally accepted accounting principles ("U.S. GAAP") consistently applied as a guideline and the following principles: (i) The value of the Company's investment in a Portfolio Company or other an investment fund shall be equal to the Company's proportionate interest in the NAV of the Portfolio Company or investment fund, determined in accordance with the terms and conditions of the respective governing agreement of each Portfolio Company investment fund as reported by its respective Advisor or investment fundother designee to the Company, as it may be amended, supplemented or otherwise modified from time to timetime (or based on such other information deemed relevant by the Managing Member). (ii) The assets of the Company that are invested pursuant to investment management agreements or in Portfolio Companies shall be valued at fair value in a commercially reasonable manner. (iii) All other assets or liabilities of the Company shall be valued by assigned such value as the Administrator in its sole discretionManaging Member may reasonably determine. (iv) The amount of the Company's assets and liabilities (including including, without limitation limitation, indebtedness for money borrowed, borrowed and the Management Fee and the Administration Fee) shall be determined in accordance with U.S. generally accepted accounting principles GAAP and guidelines, applied on a consistent basis, provided that the Administrator Managing Member in its discretion may provide reserves for estimated accrued expenses, liabilities and contingencies, even if such reserves are not required by U.S. generally accepted accounting principlesGAAP. (v) The amount payable to a Member or former Member in redemption of part or all of such Member's or former Member's Units pursuant to Section 5.02 shall be treated as a liability of the Company, until paid, from (but not prior to) the beginning of the Accounting Period that begins immediately after the close of business on the day immediately prior to the Redemption Date (as defined in Section 5.02(a)) for such Units. (vi) The amount to be received by the Company on account of any Capital Contributions pursuant to Section 4.02 shall be treated as an asset of the Company from (but not before) the beginning of the Accounting Period that begins immediately after the close of business on the day immediately prior to the effective date of such Capital Contributions. (vii) Distributions (other than in redemption of Units pursuant to Section 5.02) made pursuant to Section 5.04 (including deemed tax distributions pursuant to Section 5.03(c5.04(c)) other than as of the beginning of an Accounting Period shall be treated as an advance and as an asset of the Company, until the beginning of the Accounting Period following the date of distribution. (viii) The Incentive Allocation, if any, credited to the Capital Incentive Allocation Account of the Managing Member pursuant to Section 4.05(d) shall be treated as a liability, until distributed, from the beginning of the Accounting Period immediately following the Accounting Period in which the Incentive Allocation was credited to such Capital Incentive Allocation Account. (b) The Company may suspend the valuation of its assets and liabilities, and any distributions or redemptions of any amounts from Capital Accounts, for any period during which a Portfolio Company or other investment fund with which the Company has made an investment has suspended the valuation of its assets and liabilities. The Managing Member shall promptly notify Members of any such suspension, and the termination of any such suspension, by means of a written notice. (c) All values assigned to securities and other assets by the Managing Member or the Administrator pursuant to this Section 4.07 shall be final and conclusive as to all of the Members. The Managing Member may consult with and rely upon valuations of the Company's securities and other assets provided by the Administrator.

Determination of Net Assets. (a) The Company's Net Assets shall be determined in accordance with U.S. generally accepted accounting principles consistently applied as a guideline and the following principles: (i) The value of the Company's investment in a Portfolio Company or other investment fund shall be equal to the Company's proportionate interest in the NAV of the Portfolio Company or investment fund, determined in accordance with the terms and conditions of the respective governing agreement of each Portfolio Company or investment fund, as it may be amended, supplemented or otherwise modified from time to time. (ii) The assets of the Company that are invested pursuant to investment management agreements shall be valued at fair value in a commercially reasonable manner. (iii) All other assets or liabilities of the Company shall be valued by assigned such value as the Administrator in its sole discretionmay reasonably determine. (iv) The amount of the Company's assets and liabilities (including without limitation indebtedness for money borrowed, the Management Fee and the Administration Fee) shall be determined in accordance with U.S. generally accepted accounting principles and guidelines, applied on a consistent basis, provided that the Administrator in its discretion may provide reserves for estimated accrued expenses, liabilities and contingencies, even if such reserves are not required by U.S. generally accepted accounting principles. (v) The amount payable to a Member or former Member in redemption of part or all of such Member's or former Member's Units pursuant to Section 5.02 shall be treated as a liability of the Company, until paid, from (but not prior to) the beginning of the Accounting Period on the Redemption Date (as defined in Section 5.02(a)) for such Units. (vi) The amount to be received by the Company on account of any Capital Contributions pursuant to Section 4.02 shall be treated as an asset of the Company from (but not before) the beginning of the Accounting Period on the effective date of such Capital Contributions. (vii) Distributions (other than in redemption of Units pursuant to Section 5.02) made pursuant to Section 5.04 (including deemed tax distributions pursuant to Section 5.03(c5.04(c)) other than as of the beginning of an Accounting Period shall be treated as an advance and as an asset of the Company, until the beginning of the Accounting Period following the date of distribution. (viii) The Incentive Allocation, if any, credited to the Capital Account of the Managing Member pursuant to Section 4.05(d) shall be treated as a liability, until distributed, from the beginning of the Accounting Period following the Accounting Period in which the Incentive Allocation was credited to such Capital Account. (b) The Company may suspend the valuation of its assets and liabilities, and any distributions or redemptions of any amounts from Capital Accounts, for any period during which a Portfolio Company or other investment fund with which the Company has made an investment has suspended the valuation of its assets and liabilities. The Managing Member shall promptly notify Members of any such suspension, and the termination of any such suspension, by means of a written notice. (c) All values assigned to securities and other assets by the Managing Member or the Administrator pursuant to this Section 4.07 shall be final and conclusive as to all of the Members. The Managing Member may consult with and rely upon valuations of the Company's securities and other assets provided by the Administrator.

Determination of Net Assets. (a) The Company's Net Assets shall be determined in accordance with U.S. generally accepted accounting principles consistently applied as a guideline and the following principles: (i) The value of the Company's investment in a Sector Fund or Portfolio Company or other investment fund Fund shall be equal to the net asset value of the Company's proportionate interest in the NAV of the such Sector Fund or Portfolio Company or investment fundFund, determined in accordance with the terms and conditions of the respective governing agreement of each Sector Fund or Portfolio Company or investment fundFund, as it may be amended, supplemented or otherwise modified from time to timetime (or such other information deemed relevant by the Administrator). (ii) The assets of the Company that are invested pursuant to investment management agreements shall be valued at fair value in a commercially reasonable manner. (iii) All other assets or liabilities of the Company shall be valued by assigned such value as the Administrator in its sole discretionmay reasonably determine. (iviii) The amount of the Company's assets and liabilities (including without limitation indebtedness for money borrowed, borrowed and the Management Fee and the Administration Fee) shall be determined in accordance with U.S. generally accepted accounting principles and guidelines, applied on a consistent basis, provided that the Administrator in its discretion may provide reserves for estimated accrued expenses, liabilities and contingencies, even if such reserves are not required by U.S. generally accepted accounting principles. (viv) The amount payable to a Member or former Member in redemption of part or all of such Member's or former Member's Units pursuant to Section 5.02 shall be treated as a liability of the Company, until paid, from (but not prior to) the beginning of the Accounting Period that begins immediately after the close of business on the day immediately prior to the Redemption Date (as defined in Section 5.02(a)) for such Units. (viv) The amount to be received by the Company on account of any Capital Contributions pursuant to Section 4.02 shall be treated as an asset of the Company from (but not before) the beginning of the Accounting Period that begins immediately after the close of business on the day immediately prior to the effective date of such Capital Contributions. (viivi) Distributions (other than in redemption of Units pursuant to Section 5.02) made pursuant to Section 5.04 (including deemed tax distributions pursuant to Section 5.03(c5.04(c)) other than as of the beginning of an Accounting Period shall be treated as an advance and as an asset of the Company, until the beginning of the Accounting Period following the date of distribution. (viiivii) The Incentive Allocation, if any, credited to the Capital Account of the Managing Member pursuant to Section 4.05(d4.05(b) shall be treated as a liability, until distributed, from the beginning of the Accounting Period following the Accounting Period in which the Incentive Allocation was credited to such Capital Account. (b) The Company may suspend the valuation of its assets and liabilities, and any distributions or redemptions of any amounts from Capital Accounts, for any period during which a Portfolio Company or other investment fund with which the Company has made an investment Sector Fund has suspended the valuation of its assets and liabilities. The Managing Member shall promptly notify Members of any such suspension, and the termination of any such suspension, by means of a written notice. (c) All values assigned to securities and other assets by the Managing Member or the Administrator pursuant to this Section 4.07 shall be final and conclusive as to all of the Members. The Managing Member may consult with and rely upon valuations of the Company's securities and other assets provided by the Administrator.

Determination of Net Assets. (a) The Company's Net Assets shall be determined in accordance with U.S. generally accepted accounting principles consistently applied as a guideline and the following principles: (i) The value of the Company's investment in a Sector Fund or Portfolio Company or other investment fund Fund shall be equal to the net asset value of the Company's proportionate interest in the NAV of the such Sector Fund or Portfolio Company or investment fundFund, determined in accordance with the terms and conditions of the respective governing agreement of each the Sector Fund or Portfolio Company or investment fundFund, as it may be amended, supplemented or otherwise modified from time to timetime (or such other information deemed relevant by the Administrator). (ii) The assets of the Company that are invested pursuant to investment management agreements shall be valued at fair value in a commercially reasonable manner. (iii) All other assets or liabilities of the Company shall be valued by the Administrator in its sole discretion. (iviii) The amount of the Company's assets and liabilities (including without limitation indebtedness for money borrowed, borrowed and the Management Fee and the Administration Fee) shall be determined in accordance with U.S. generally accepted accounting principles and guidelines, applied on a consistent basis, provided that the Administrator in its discretion may provide reserves for estimated accrued expenses, liabilities and contingencies, even if such reserves are not required by U.S. generally accepted accounting principles. (viv) The amount payable to a Member or former Member in redemption of part or all of such Member's or former Member's Units pursuant to Section 5.02 shall be treated as a liability of the Company, until paid, from (but not prior to) the beginning of the Accounting Period that begins immediately after the close of business on the day immediately prior to the Redemption Date (as defined in Section 5.02(a)) for such Units. (viv) The amount to be received by the Company on account of any Capital Contributions pursuant to Section 4.02 shall be treated as an asset of the Company from (but not before) the beginning of the Accounting Period that begins immediately after the close of business on the day immediately prior to the effective date of such Capital Contributions. (viivi) Distributions (other than in redemption of Units pursuant to Section 5.02) made pursuant to Section 5.04 (including deemed tax distributions pursuant to Section 5.03(c5.04(c)) other than as of the beginning of an Accounting Period shall be treated as an advance and as an asset of the Company, until the beginning of the Accounting Period following the date of distribution. (viiivii) The Incentive Allocation, if any, credited to the Capital Account of the Managing Member pursuant to Section 4.05(d4.05(b) shall be treated as a liability, until distributed, from the beginning of the Accounting Period following the Accounting Period in which the Incentive Allocation was credited to such Capital Account. (b) The Company may suspend the valuation of its assets and liabilities, and any distributions or redemptions of any amounts from Capital Accounts, for any period during which a Portfolio Company or other investment fund with which the Company has made an investment Sector Fund has suspended the valuation of its assets and liabilities. The Managing Member shall promptly notify Members of any such suspension, and the termination of any such suspension, by means of a written notice. (c) All values assigned to securities and other assets by the Managing Member or the Administrator pursuant to this Section 4.07 shall be final and conclusive as to all of the Members. The Managing Member may consult with and rely upon valuations of the Company's securities and other assets provided by the Administrator.

Determination of Net Assets. (a) The Company's Net Assets shall be determined in accordance with U.S. generally accepted accounting principles consistently applied as a guideline and the following principles: (i) The value of the Company's investment in a Portfolio Company or other investment fund an Investment Fund shall be equal to the net asset value of the Company's proportionate interest in the NAV of the Portfolio Company or investment fundInvestment Fund, determined in accordance with the terms and conditions of the respective governing agreement of each Portfolio Company or investment fundInvestment Fund, as it may be amended, supplemented or otherwise modified from time to time. (ii) The assets of the Company that are invested pursuant to investment management agreements shall be valued at fair value in a commercially reasonable manner. (iii) All other assets or liabilities of the Company shall be valued by assigned such value as the Administrator in its sole discretionmay reasonably determine. (iviii) The amount of the Company's assets and liabilities (including without limitation indebtedness for money borrowed, borrowed and the Management Fee and the Administration Fee) shall be determined in accordance with U.S. generally accepted accounting principles and guidelines, applied on a consistent basis, provided that the Administrator in its discretion may provide reserves for estimated accrued expenses, liabilities and contingencies, even if such reserves are not required by U.S. generally accepted accounting principles. (viv) The amount payable to a Member or former Member in redemption of part or all of such Member's or former Member's Units pursuant to Section 5.02 shall be treated as a liability of the Company, until paid, from (but not prior to) the beginning of the Accounting Period on the Redemption Date (as defined in Section 5.02(a)) for such Units. (viv) The amount to be received by the Company on account of any Capital Contributions pursuant to Section 4.02 shall be treated as an asset of the Company from (but not before) the beginning of the Accounting Period on the effective date of such Capital Contributions. (viivi) Distributions (other than in redemption of Units pursuant to Section 5.02) made pursuant to Section 5.04 (including deemed tax distributions pursuant to Section 5.03(c5.04(c)) other than as of the beginning of an Accounting Period shall be treated as an advance and as an asset of the Company, until the beginning of the Accounting Period following the date of distribution. (viiivii) The Incentive Allocation, if any, credited to the Capital Account of the Managing Member pursuant to Section 4.05(d4.05(b) shall be treated as a liability, until distributed, from the beginning of the Accounting Period following the Accounting Period in which the Incentive Allocation was credited to such Capital Account. (b) The Company may suspend the valuation of its assets and liabilities, and any distributions or redemptions of any amounts from Capital Accounts, for any period during which a Portfolio Company or other investment fund with which the Company has made an investment Investment Fund has suspended the valuation of its assets and liabilities. The Managing Member shall promptly notify Members of any such suspension, and the termination of any such suspension, by means of a written notice. (c) All values assigned to securities and other assets by the Managing Member or the Administrator pursuant to this Section 4.07 shall be final and conclusive as to all of the Members. The Managing Member may consult with and rely upon valuations of the Company's securities and other assets provided by the Administrator.

Determination of Net Assets. (ai) The Company's ’s Net Assets shall be determined in accordance with U.S. generally accepted accounting principles GAAP consistently applied as a guideline and the following principles: (i) The value of the Company's investment in a Portfolio Company or other investment fund shall be equal according to the Company's proportionate interest in the NAV of the Portfolio Company or investment fund, determined in accordance with the terms and conditions of the respective governing agreement of each Portfolio Company or investment fund, such procedures as it may be amended, supplemented or otherwise modified established from time to time. (ii) The assets of the Company that are invested pursuant to investment management agreements shall be valued at fair value in a commercially reasonable manner. (iii) All other assets or liabilities of the Company shall be valued time by the Administrator Managing Member, in its sole discretion. (iv) The amount of the Company's assets and liabilities (including without limitation indebtedness for money borrowed, the Management Fee and the Administration Fee) shall be determined in accordance with U.S. generally accepted accounting principles and guidelines, applied on a consistent basis, ; provided that the Administrator Managing Member in its sole discretion may provide reserves for estimated accrued expenses, liabilities and contingencies, even if such reserves are not required by U.S. generally accepted accounting principles.GAAP (vb) The amount payable to a Member or former Member in redemption of part or all of such Member's ’s or former Member's Units ’s Interest pursuant to Section 5.02 shall be treated as a liability of the Company, until paid, from (but not prior to) the beginning of the Accounting Period that begins immediately after the close of business on the day immediately prior to the Redemption Date (as defined in Section 5.02(a)) for such UnitsInterest. (vic) The amount to be received by the Company on account of any Capital Contributions pursuant to Section 4.02 shall be treated as an asset of the Company from (but not before) the beginning of the Accounting Period that begins immediately after the close of business on the day immediately prior to the effective date of such Capital Contributions. (viid) Distributions made (other than in redemption of an Interest pursuant to Section 5.04 5.02) in respect of a Member (including deemed tax distributions pursuant to Section 5.03(c5.04(c)) other than as of (or the day immediately after) the beginning of an Accounting Period shall be treated as an advance and as an asset of the Company, until through the beginning end of the Accounting Period following the date of the distribution. (viii) The Incentive Allocation, if any, credited to the Capital Account of the Managing Member pursuant to Section 4.05(d) shall be treated as a liability, until distributed, from the beginning of the Accounting Period following the Accounting Period in which the Incentive Allocation was credited to such Capital Account. (be) The Company may suspend the valuation of its assets and liabilities, and any distributions or redemptions of any amounts from Capital Accounts, for any period during which a Portfolio Company or other investment fund Portfolio Fund with which the Company has made an investment has suspended the valuation of its assets and liabilities. The Managing Member shall promptly notify Members of any such suspension, and the termination of any such suspension, by means of a written notice. (cf) All values assigned to securities and other assets by the Managing Member (or the Administrator acting on behalf of the Managing Member) pursuant to this Section 4.07 4.06 shall be final and conclusive as to all of the Members. The Managing Member may consult with and rely upon valuations of the Company's ’s securities and other assets provided by the Administrator.

Determination of Net Assets. (a) The Company's Net Assets shall be determined in accordance with U.S. generally accepted accounting principles ("U.S. GAAP") consistently applied as a guideline and the following principles: (i) The value of the Company's investment in a Portfolio Company or other an investment fund shall be equal to the Company's proportionate interest in the NAV of the Portfolio Company or investment fund, determined in accordance with the terms and conditions of the respective governing agreement of each Portfolio Company investment fund as reported by its respective Advisor or investment fundother designee to the Company, as it may be amended, supplemented or otherwise modified from time to timetime (or based on such other information deemed relevant by the Managing Member). (ii) The assets of the Company that are invested pursuant to investment management agreements shall be valued at fair value in a commercially reasonable manner. (iii) All other assets or liabilities of the Company shall be valued by assigned such value as the Administrator in its sole discretionManaging Member may reasonably determine. (iv) The amount of the Company's assets and liabilities (including including, without limitation limitation, indebtedness for money borrowed, borrowed and the Management Fee and the Administration Fee) shall be determined in accordance with U.S. generally accepted accounting principles GAAP and guidelines, applied on a consistent basis, provided that the Administrator Managing Member in its discretion may provide reserves for estimated accrued expenses, liabilities and contingencies, even if such reserves are not required by U.S. generally accepted accounting principlesGAAP. (v) The amount payable to a Member or former Member in redemption of part or all of such Member's or former Member's Units pursuant to Section 5.02 shall be treated as a liability of the Company, until paid, from (but not prior to) the beginning of the Accounting Period that begins immediately after the close of business on the day immediately prior to the Redemption Date (as defined in Section 5.02(a)) for such Units. (vi) The amount to be received by the Company on account of any Capital Contributions pursuant to Section 4.02 shall be treated as an asset of the Company from (but not before) the beginning of the Accounting Period that begins immediately after the close of business on the day immediately prior to the effective date of such Capital Contributions. (vii) Distributions (other than in redemption of Units pursuant to Section 5.02) made pursuant to Section 5.04 (including deemed tax distributions pursuant to Section 5.03(c5.04(c)) other than as of the beginning of an Accounting Period shall be treated as an advance and as an asset of the Company, until the beginning of the Accounting Period following the date of distribution. (viii) The Incentive Allocation, if any, credited to the Capital Incentive Allocation Account of the Managing Member pursuant to Section 4.05(d) shall be treated as a liability, until distributed, from the beginning of the Accounting Period immediately following the Accounting Period in which the Incentive Allocation was credited to such Capital Incentive Allocation Account. (b) The Company may suspend the valuation of its assets and liabilities, and any distributions or redemptions of any amounts from Capital Accounts, for any period during which a Portfolio Company or other investment fund with which the Company has made an investment has suspended the valuation of its assets and liabilities. The Managing Member shall promptly notify Members of any such suspension, and the termination of any such suspension, by means of a written notice. (c) All values assigned to securities and other assets by the Managing Member or the Administrator pursuant to this Section 4.07 shall be final and conclusive as to all of the Members. The Managing Member may consult with and rely upon valuations of the Company's securities and other assets provided by the Administrator.

Determination of Net Assets. (a) The Company's ’s Net Assets shall be determined in accordance with U.S. generally accepted accounting principles (“U.S. GAAP”) consistently applied as a guideline and the following principles: (i) The value of the Company's ’s investment in a Portfolio Company or other an investment fund shall be equal to the Company's ’s proportionate interest in the NAV of the Portfolio Company or investment fund, determined in accordance with the terms and conditions of the respective governing agreement of each Portfolio Company investment fund as reported by its respective Advisor or investment fundother designee to the Company, as it may be amended, supplemented or otherwise modified from time to timetime (or based on such other information deemed relevant by the Managing Member). (ii) The assets of the Company that are invested pursuant to investment management agreements or in Portfolio Companies shall be valued at fair value in a commercially reasonable manner. (iii) All other assets or liabilities of the Company shall be valued by assigned such value as the Administrator in its sole discretionManaging Member may reasonably determine. (iv) The amount of the Company's ’s assets and liabilities (including including, without limitation limitation, indebtedness for money borrowed, borrowed and the Management Fee and the Administration Fee) shall be determined in accordance with U.S. generally accepted accounting principles GAAP and guidelines, applied on a consistent basis, provided that the Administrator Managing Member in its discretion may provide reserves for estimated accrued expenses, liabilities and contingencies, even if such reserves are not required by U.S. generally accepted accounting principlesGAAP. (v) The amount payable to a Member or former Member in redemption of part or all of such Member's ’s or former Member's ’s Units pursuant to Section 5.02 shall be treated as a liability of the Company, until paid, from (but not prior to) the beginning of the Accounting Period that begins immediately after the close of business on the day immediately prior to the Redemption Date (as defined in Section 5.02(a)) for such Units. (vi) The amount to be received by the Company on account of any Capital Contributions pursuant to Section 4.02 shall be treated as an asset of the Company from (but not before) the beginning of the Accounting Period that begins immediately after the close of business on the day immediately prior to the effective date of such Capital Contributions. (vii) Distributions (other than in redemption of Units pursuant to Section 5.02) made pursuant to Section 5.04 (including deemed tax distributions pursuant to Section 5.03(c5.04(c)) other than as of the beginning of an Accounting Period shall be treated as an advance and as an asset of the Company, until the beginning of the Accounting Period following the date of distribution. (viii) The Incentive Allocation, if any, credited to the Capital Incentive Allocation Account of the Managing Member pursuant to Section 4.05(d) shall be treated as a liability, until distributed, from the beginning of the Accounting Period immediately following the Accounting Period in which the Incentive Allocation was credited to such Capital Incentive Allocation Account. (b) The Company may suspend the valuation of its assets and liabilities, and any distributions or redemptions of any amounts from Capital Accounts, for any period during which a Portfolio Company or other investment fund with which the Company has made an investment has suspended the valuation of its assets and liabilities. The Managing Member shall promptly notify Members of any such suspension, and the termination of any such suspension, by means of a written notice. (c) All values assigned to securities and other assets by the Managing Member or the Administrator pursuant to this Section 4.07 shall be final and conclusive as to all of the Members. The Managing Member may consult with and rely upon valuations of the Company's ’s securities and other assets provided by the Administrator.

Determination of Net Assets. (a) The Company's ’s Net Assets shall be determined in accordance with U.S. generally accepted accounting principles (“U.S. GAAP”) consistently applied as a guideline and the following principles: (i) The value of the Company's ’s investment in a Portfolio Company or other an investment fund shall be equal to the Company's ’s proportionate interest in the NAV of the Portfolio Company or investment fund, determined in accordance with the terms and conditions of the respective governing agreement of each Portfolio Company investment fund as reported by its respective Advisor or investment fundother designee to the Company, as it may be amended, supplemented or otherwise modified from time to timetime (or based on such other information deemed relevant by the Managing Member). (ii) The assets of the Company that are invested pursuant to investment management agreements shall be valued at fair value in a commercially reasonable manner. (iii) All other assets or liabilities of the Company shall be valued by assigned such value as the Administrator in its sole discretionManaging Member may reasonably determine. (iv) The amount of the Company's ’s assets and liabilities (including including, without limitation limitation, indebtedness for money borrowed, borrowed and the Management Fee and the Administration Fee) shall be determined in accordance with U.S. generally accepted accounting principles GAAP and guidelines, applied on a consistent basis, provided that the Administrator Managing Member in its discretion may provide reserves for estimated accrued expenses, liabilities and contingencies, even if such reserves are not required by U.S. generally accepted accounting principlesGAAP. (v) The amount payable to a Member or former Member in redemption of part or all of such Member's ’s or former Member's ’s Units pursuant to Section 5.02 shall be treated as a liability of the Company, until paid, from (but not prior to) the beginning of the Accounting Period that begins immediately after the close of business on the day immediately prior to the Redemption Date (as defined in Section 5.02(a)) for such Units. (vi) The amount to be received by the Company on account of any Capital Contributions pursuant to Section 4.02 shall be treated as an asset of the Company from (but not before) the beginning of the Accounting Period that begins immediately after the close of business on the day immediately prior to the effective date of such Capital Contributions. (vii) Distributions made pursuant to Section 5.04 (including deemed tax distributions pursuant to Section 5.03(c5.04(c)) other than as of the beginning of an Accounting Period shall be treated as an advance and as an asset of the Company, until the beginning of the Accounting Period following the date of distribution. (viii) The Incentive Allocation, if any, credited to the Capital Incentive Allocation Account of the Managing Member pursuant to Section 4.05(d) shall be treated as a liability, until distributed, from the beginning of the Accounting Period immediately following the Accounting Period in which the Incentive Allocation was credited to such Capital Incentive Allocation Account. (b) The Company may suspend the valuation of its assets and liabilities, and any distributions or redemptions of any amounts from Capital Accounts, for any period during which a Portfolio Company or other investment fund with which the Company has made an investment has suspended the valuation of its assets and liabilities. The Managing Member shall promptly notify Members of any such suspension, and the termination of any such suspension, by means of a written notice. (c) All values assigned to securities and other assets by the Managing Member or the Administrator pursuant to this Section 4.07 shall be final and conclusive as to all of the Members. The Managing Member may consult with and rely upon valuations of the Company's ’s securities and other assets provided by the Administrator.

Determination of Net Assets. (a) The Company's Net Assets shall be determined in accordance with U.S. generally accepted accounting principles consistently applied as a guideline and the following principles: (i) The value of the Company's investment in a Portfolio Company or other investment fund an Investment Fund shall be equal to the net asset value of the Company's proportionate interest in the NAV of the Portfolio Company or investment fundInvestment Fund, determined in accordance with the terms and conditions of the respective governing agreement of each Portfolio Company or investment fundthe Investment Fund, as it may be amended, supplemented or otherwise modified from time to time. (ii) The assets of the Company that are invested pursuant to investment management agreements shall be valued at fair value in a commercially reasonable manner. (iii) All other assets or liabilities of the Company shall be valued by the Administrator in its sole discretion. (iviii) The amount of the Company's assets and liabilities (including without limitation indebtedness for money borrowed, borrowed and the Management Fee and the Administration Fee) shall be determined in accordance with U.S. generally accepted accounting principles and guidelines, applied on a consistent basis, provided that the Administrator in its discretion may provide reserves for estimated accrued expenses, liabilities and contingencies, even if such reserves are not required by U.S. generally accepted accounting principles. (viv) The amount payable to a Member or former Member in redemption of part or all of such Member's or former Member's Units pursuant to Section 5.02 shall be treated as a liability of the Company, until paid, from (but not prior to) the beginning of the Accounting Period on the Redemption Date (as defined in Section 5.02(a)) for such Units. (viv) The amount to be received by the Company on account of any Capital Contributions pursuant to Section 4.02 shall be treated as an asset of the Company from (but not before) the beginning of the Accounting Period on the effective date of such Capital Contributions. (viivi) Distributions made pursuant to Section 5.04 (including deemed tax distributions pursuant to Section 5.03(c5.04(c)) other than as of the beginning of an Accounting Period shall be treated as an advance and as an asset of the Company, until the beginning of the Accounting Period following the date of distribution. (viiivii) The Incentive Allocation, if any, credited to the Capital Account of the Managing Member pursuant to Section 4.05(d4.05(b) shall be treated as a liability, until distributed, from the beginning of the Accounting Period following the Accounting Period in which the Incentive Allocation was credited to such Capital Account. (b) The Company may suspend the valuation of its assets and liabilities, and any distributions or redemptions of any amounts from Capital Accounts, for any period during which a Portfolio Company or other investment fund with which the Company has made an investment Investment Fund has suspended the valuation of its assets and liabilities. The Managing Member shall promptly notify Members of any such suspension, and the termination of any such suspension, by means of a written notice. (c) All values assigned to securities and other assets by the Managing Member or the Administrator pursuant to this Section 4.07 shall be final and conclusive as to all of the Members. The Managing Member may consult with and rely upon valuations of the Company's securities and other assets provided by the Administrator.