Fund Counsel. Counsel to the Fund may also be counsel to the Adviser and its respective Affiliates. The Fund has initially selected Xxxxxxx Xxxxxxx & Xxxxxxxx LLP (collectively, with any future counsel to the Fund, the “Fund Counsel”) as legal counsel to the Fund. Each Member acknowledges that the Fund Counsel does not represent any Member in connection with such Member’s or any other Member’s investment in the Fund, any matters that may arise out of the organization of the Fund, the offering of interests in the Fund, the management, operation and investment activities of the Fund and any other Fund matters (in the absence of a clear and explicit agreement to such effect between the Member and the Fund Counsel and only to the extent specifically set forth in that agreement), and that in the absence of any such agreement the Fund Counsel shall owe no duties directly to a Member. In the event any dispute or controversy arises between any Member and the Fund, or between any Member or the Fund, on the one hand, and the Adviser (or an Affiliate thereof) that the Fund Counsel represents, on the other hand, then each Member agrees that the Fund Counsel may represent either the Fund or the Adviser (or its Affiliate), or both, in any such dispute or controversy to the extent permitted by the New York Rules of Professional Conduct or similar rules in any other jurisdiction, and each Member hereby consents to such representation and waives any conflicts arising out of such representation, claims of attorney-client privilege or other basis for opposing Fund Counsel’s playing this role or seeking to disqualify Fund Counsel to the maximum extent permitted by the New York Rules of Professional Conduct or similar rules in any other jurisdiction. Each Member further acknowledges that, whether or not the Fund Counsel has in the past represented such Member with respect to other matters, the Fund Counsel has not represented the interests of any Member in the preparation and negotiation of this Agreement.
Fund Counsel. Each Member hereby acknowledges and agrees that the law firm of Xxxxxx Pepper LLP was retained by the Manager in connection with the offering of Units, the management and operation of the Fund, or any dispute between the Manager and any Member, and is acting as counsel to the Manager and as such does not represent or owe any duty to such Member or to the Members as a group.
Fund Counsel. 36 13.15 Compliance with Anti-Money Laundering Requirements ................................................ 37 13.16
Fund Counsel. Counsel to the Fund may also be counsel to the Adviser and its respective Affiliates. The Fund has initially selected Xxxxxxx Xxxxxxx & Xxxxxxxx LLP (collectively, with any future counsel to the Fund, the “Fund Counsel”) as legal counsel to the Fund. Each Member acknowledges that the Fund Counsel does not represent any Member in connection with such Member’s or any other Member’s
Fund Counsel. Each Limited Partner hereby acknowledges and agrees that the law firm of Dechert LLP of New York, New York was retained by the Fund and General Partner in connection with the organization of the Fund, the offering of Interests in the Fund and the management and operation of the Fund. Dechert LLP does not represent or owe any duty to any Limited Partner or to the Limited Partners as a group.
