Common use of Good Standing of the Adviser Clause in Contracts

Good Standing of the Adviser. The Adviser has been duly organized and is validly existing and in good standing as a limited liability company under the laws of the State of Delaware with full limited liability company power and authority to own, lease and operate its properties and to conduct its business as described in the Registration Statement, the Preliminary Prospectus and the Prospectus and is duly qualified as a foreign entity to transact business and is in good standing in each other jurisdiction in which such qualification is required except where the failure so to register or to qualify would not, individually or in the aggregate, have a material adverse effect on the condition, financial or otherwise, or in the earnings, business affairs or business prospects of the Adviser, whether or not arising in the ordinary course of business (an “Adviser Material Adverse Effect”).

Good Standing of the Adviser. The Adviser has been duly organized and is validly existing and in good standing as a limited liability company under the laws of the State of Delaware New York with full limited liability company power and authority to own, lease and operate its properties and to conduct its business as described in the Registration Statement, the Original Registration Statement, Preliminary Prospectus and the Prospectus and is duly qualified as a foreign entity to transact business and is in good standing in each other jurisdiction in which such qualification is required except where the failure so to register or to qualify would not, individually or in the aggregate, have a material adverse effect on the Adviser’s ability to provide services to the Fund under the Investment Advisory Agreement or on the condition, financial or otherwise, or in the earnings, business affairs or business prospects of the Adviser, whether or not arising in the ordinary course of business (an “Adviser Material Adverse Effect”).

Good Standing of the Adviser. The Adviser has been duly organized and is validly existing and in good standing as a limited liability company under the laws of the State of Delaware with full limited liability company power and authority to own, lease and operate its properties and to conduct its business as described in the Registration Statement, the Preliminary Prospectus and the Prospectus Disclosure Package and is duly qualified as a foreign entity to transact business and is in good standing in each other jurisdiction in which such qualification is required except where the failure so to register or to qualify would not, individually or in the aggregate, have a material adverse effect on the condition, financial or otherwise, or in the earnings, business affairs or business prospects of the Adviser, whether or not arising in the ordinary course of business (an “Adviser Material Adverse Effect”).

Good Standing of the Adviser. The Adviser has been duly organized and is validly existing and in good standing as a limited liability company duly organized and validly existing in good standing under the laws of the State of Delaware New York, with full limited liability company power and authority to own, lease and operate its properties and to conduct its business as described in the Registration Statement, the Preliminary Prospectus Statement and the Prospectus (and any amendment or supplement to either of them), and is duly registered and qualified as a foreign entity to transact conduct its business and is in good standing in each other jurisdiction in which or place where the nature of its properties or the conduct of its business requires such qualification is required registration or qualification, except where the failure so to register or to qualify would not, individually or in the aggregate, does not have a material adverse effect on the condition, condition (financial or otherwiseother), business, prospects, properties, net assets or results of operations of the Adviser and its subsidiaries, taken as a whole, or in on the earnings, business affairs or business prospects ability of the Adviser, whether or not arising in Adviser to perform its obligations under this Agreement and the ordinary course of business (an “Adviser Material Adverse Effect”)Investment Advisory Agreement.

Good Standing of the Adviser. The Adviser has been duly organized and is validly existing and in good standing as a limited liability company under the laws of the State of Delaware New York with full limited liability company power and authority to own, lease and operate its properties and to conduct its business as described in the Registration Statement, the Original Registration Statement, Preliminary Prospectus and the Prospectus and is duly qualified as a foreign entity to transact business and is in good standing in each other jurisdiction in which such qualification is required except where the failure so to register or to qualify would not, individually or in the aggregate, have a material adverse effect on the condition, financial or otherwise, or in the earnings, business affairs or business prospects of the Adviser, whether or not arising in the ordinary course of business (an “Adviser Material Adverse Effect”).

Good Standing of the Adviser. The Adviser has been duly organized and is validly existing and in good standing as a limited liability company under the laws of the State of Delaware New York with full limited liability company power and authority to own, lease and operate its properties and to conduct its business as described in the Registration Statement, the Basic Prospectus, Preliminary Prospectus and the Prospectus and is duly qualified as a foreign entity to transact business and is in good standing in each other jurisdiction in which such qualification is required except where the failure so to register or to qualify as would not, individually or in the aggregate, have result in a material adverse effect on change in the condition, financial or otherwise, or in the earnings, business affairs or business prospects of the such Adviser, whether or not arising in the ordinary course of business (an “Adviser Material Adverse Effect”).