Common use of Fund Accounting and Financial Administration Clause in Contracts

Fund Accounting and Financial Administration. In addition to the maintenance of the books and records specified above, Citi shall perform the following accounting services (monthly, unless expressly provided otherwise) and administrative services all in accordance with the Fund’s Offering Documents: (i) Calculate the net asset value per share (“Net Asset Value”) of each class of shares, (“Shares”) in accordance with the Fund’s valuation policy and procedures (the “Valuation Policy”), the Fund’s applicable governing documents (“Governing Documents”), Offering Documents and applicable regulations under the 1940 Act; allocate profit and loss, income and expenses to each share class (ii) Apply securities pricing information as required or authorized under the terms of the Valuation Policy, including (A) pricing information from independent pricing services, with respect to securities for which market quotations are readily available, (B) if applicable to the Fund, fair value pricing information or adjustment factors from independent fair value pricing services or other vendors approved by the Adviser (collectively, “Fair Value Information Vendors”) with respect to securities for which market quotations are not readily available, for which a significant event has occurred following the close of the relevant market but prior to the Fund’s pricing time, or which are otherwise required to be made subject to a fair value determination under the Valuation Procedures, and (C) prices obtained from the Adviser or other designee, as approved by the Board (as defined below). (iii) Coordinate the preparation of reports that are prepared or provided by Fair Value Information Vendors which help the Adviser to monitor and evaluate its use of fair value pricing information under its Valuation Policy. Review daily the net asset value calculation and dividend factor (if any) for the Fund prior to release to shareholders, check and confirm the net asset values and dividend factors for reasonableness and deviations, and distribute net asset values. (iv) Verify and reconcile with the Fund’s custodian and prime broker(s) cash balances, and all daily trade activity. Compute as appropriate, each Fund’s net income (loss) and capital gains (losses), dividend payables and dividend factors and standard or non-standard performance information; (v) Accrue expenses (including any applicable expense waivers/reimbursements) of the Fund according to instructions received from the Adviser, and submit changes to accruals and expense items to authorized officers of the Fund for review and approval; (vi) Post Fund transactions to appropriate general ledger categories; (vii) Post aggregate shareholder activity and reconcile balances; (viii) Monitor and report to the Fund the outstanding receivables and payables for all (A) securities trades, (B) Fund share transactions , and (C) income and expense accounts; (ix) Determine unrealized appreciation and depreciation on securities held and account for the amortization of premiums or discounts in accordance with the Generally Accepted Accounting Principles of the United States or any successor principles; (x) Update fund accounting system to reflect rate changes, as received from the Adviser or third party vendors, on variable interest rate instruments; (xi) Identify and research corporate actions based on information received from any security or publicly-distributed information and update fund accounting system to reflect any such actions, including stock splits and reorganizations. (xii) Prepare and provide, monthly, quarterly and annual unaudited statement of assets, liabilities and capital, statement of operations, statement of changes in capital and schedule of investment; (xiii) Prepare and provide accounting information, as applicable, for registration statements on Form N-2, reports to investors, and other filings related to Shares, and examinations by the SEC or other regulators; (xiv) In connection with the annual audit and tax filings performed by the Fund’s auditor and tax accountant, provide the auditor and tax accountant with access to the Fund’s books and records and provide the following reports: (a) Working trial balances showing all adjusting entries reconciling to the audited financial statements; (b) audited financial statements; (c) interest, dividend income, expenses and gain/loss detail; and (d) Prepare informational schedules for use by the Fund’s tax preparers in connection with such tax preparer’s preparation of the Fund’s tax returns. Any modifications requested to the above reports will require additional programming at an additional cost to be mutually agreed; (xv) Coordinate and prepare, with the assistance of the Adviser and officers, drafts of communications to investors, including the annual report of the Fund; prepare the drafts of the semi-annual report for the Fund, file the certified final versions thereof of Form N-CSR; prepare and file the Fund’s Form N-SAR and Form N-Q; (xvi) Prepare financial materials for Board books, if requested; (xvii) Assist with regulatory audits and examinations of the Fund, including providing accounting reports of the Fund for such audits and examinations; (xviii) Calculate total returns of the Fund for dissemination to up to fifteen (15) information services covering the investment company industry; and (xix) Process disbursements for the Fund, subject to written authorization from both the Fund and Citi in accordance with the established procedures of the Fund for the payment of Fund expenses, which shall include Citi reviewing the support provided for each disbursement submitted for payment.

Appears in 3 contracts

Samples: Administration Agreement, Administration Agreement (Salient Midstream & MLP Fund), Administration Agreement (Salient Midstream & MLP Fund)

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Fund Accounting and Financial Administration. In addition to the maintenance of the books and records specified above, Citi shall perform the following accounting services (monthly, unless expressly provided otherwise) and administrative services all in accordance with the Fund’s Offering Documentsservices: (i) Calculate the net asset value per share of the Fund (“Net Asset Value”) of and each class of sharesshare or partnership interest, as applicable, (in either case, SharesInterests”) all in accordance with the Fund’s valuation policy and procedures (the “Valuation Policy”), the Fund’s Agreement of Limited Partnership, Memorandum and Articles of Association, or other applicable governing documents (“Governing Documents”), and Offering Documents and applicable regulations under the 1940 ActDocuments; allocate profit and lossloss to investor accounts, income and expenses to each share classif applicable; (ii) Apply securities pricing information as required or authorized under the terms of the Valuation Policy, including (A) pricing information from independent pricing services, with respect to securities for which market quotations are readily available, (B) if applicable to the Fund, fair value pricing information or adjustment factors from independent fair value pricing services or other vendors approved by the Adviser (collectively, “Fair Value Information Vendors”) with respect to securities for which market quotations are not readily available, for which a significant event has occurred following the close of the relevant market but prior to the Fund’s pricing time, or which are otherwise required to be made subject to a fair value determination under the Valuation Procedures, and (C) prices obtained from the Adviser or other designee, as approved by the Board (as defined below). (iii) Coordinate the preparation of reports that are prepared or provided by Fair Value Information Vendors which help the Adviser to monitor and evaluate its use of fair value pricing information under its Valuation Policy. Review daily the net asset value calculation and dividend factor (if any) for the Fund prior to release to shareholders, check and confirm the net asset values and dividend factors for reasonableness and deviations, and distribute net asset values. (iv) Verify and reconcile with the Fund’s custodian and prime broker(sinvestment adviser(s) (together with any sub-advisers, the “Adviser”) cash balances, balances and all daily trade activity. ; (iii) Compute as appropriate, each Fund’s net income (loss) and capital gains (losses), dividend payables and dividend factors and standard or non-standard performance informationmonthly return as mutually agreed; (viv) Accrue Calculate contractual expenses (of the Fund, including any applicable calculation of management fees, expense waivers/reimbursements) , servicing fees and adviser fees, amortization of the Fund according to organizational expenses, all in accordance with instructions received from the Adviser, and submit changes to accruals and expense items to authorized officers of the Fund for review and approvalor other persons authorized by the Fund; (viv) Post Fund transactions to appropriate general ledger categories; (vi) Accrue Fund expenses in accordance with budgets or as otherwise directed by authorized officers of the Fund or other persons authorized by the Fund; (vii) Post aggregate shareholder investor activity and reconcile monthly balances; (viii) Monitor and report to the Fund and its custodian the outstanding receivables and payables for all (A) securities tradestrades in Investments, (B) Fund share transactions in Interests, and (C) income and expense accounts; (ix) Determine unrealized appreciation and depreciation on securities held (including Investments) and account for the amortization of premiums or discounts in accordance with the Generally Accepted Accounting Principles of the United States or any successor principlesdiscounts; (x) Update fund accounting system to reflect rate changes, as received from Bloomberg and other pricing sources, including the Adviser or third party vendorsAdviser, on variable interest rate instruments;; and (xi) Identify and research corporate actions based on information received from any security Investment or publicly-distributed information and update fund accounting system to reflect any such actions, including stock splits and reorganizations. (xii) Prepare After approval of Net Asset Value calculations by the Adviser, distribute Net Asset Values and provide, monthly, quarterly and annual unaudited statement of assets, liabilities and capital, statement of operations, statement of changes in capital and schedule of investmentother performance information as mutually agreed; (xiii) Prepare and provide detailed trial balance and supporting schedules; (xiv) Prepare and provide accounting information, as applicable, for registration statements on Form N-2, reports to investors, and other filings related to SharesInterests, and examinations by the SEC or other regulators; (xivxv) In connection with the annual audit and tax filings performed by the Fund’s auditor and tax accountant, provide the auditor and tax accountant with access to the Fund’s books and records and provide the following pre-programmed reports: (a) Tax extract for each entity in the Fund; (b) Working trial balances showing all adjusting entries reconciling to the audited financial statements; (bc) audited financial statements; (cd) lists of transfers between funds; and (e) interest, dividend income, expenses and gain/loss detail; and (d) Prepare informational schedules for use by the Fund’s tax preparers in connection with such tax preparer’s preparation of the Fund’s tax returns. Any modifications requested to the above pre-programmed reports will require additional programming at an additional cost to be mutually agreed; (xvxvi) Coordinate and prepare, with the assistance of the Adviser and officers, drafts of communications to investors, including the annual report of the Fund; prepare the drafts of the semi-annual report for the Fund, and, if the Fund is registered under the 1940 Act, file the certified final versions thereof of Form N-CSR; prepare and file the Fund’s Form N-SAR and Form N-Q; (xvixvii) Prepare financial materials for Board books, if requested; (xviixviii) Assist with regulatory audits and examinations of the Fund, including providing accounting reports of the Fund for such audits and examinations;; and (xviiixix) Calculate total returns of the Fund for dissemination to up to fifteen (15) information services covering the investment company industry; and (xix) Process disbursements for the Fund, subject to written authorization from both the Fund and Citi in accordance with the established procedures of the Fund for the payment of Fund expenses, which shall include Citi reviewing the support provided for each disbursement submitted for payment.;

Appears in 2 contracts

Samples: Administration Agreement (PMF TEI Fund, L.P.), Administration Agreement (Endowment PMF Master Fund, L.P.)

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