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 business trust under the laws of The Commonwealth of Massachusetts, with full power and authority to own, lease and operate its properties and to conduct its business as described in the Registration Statement, the General Disclosure Package, and the Prospectus and to enter into and perform its obligations under this Agreement and the Fund Agreements; and the Adviser is duly qualified as a foreign business trust to transact business and is in good standing in each other jurisdiction in which such qualification is required, except where the failure so to qualify or to be in good standing would not result in a material adverse effect on the Adviser’s ability to perform its obligations under the Investment Advisory Agreement, the Structuring Fee Agreement between Xxxxxxx Xxxxx and the Adviser (the “Fee Agreement”), the Structuring Fee Agreement between [EACH OTHER REPRESENTATIVE] and the Adviser (the “[EACH OTHER REPRESENTATIVE] Structuring Fee Agreement”) and, together with the Fee Agreement, the “Fee Agreements”) to which it is a party.

Good Standing of the Adviser. The Adviser has been duly organized and is validly existing and in good standing as a business trust limited liability company under the laws of The Commonwealth the state of MassachusettsTexas, 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 General Disclosure Package, and the Prospectus and to enter into and perform its obligations under this Agreement and the Fund Agreements; and the Adviser is duly qualified as a foreign business trust limited liability company to transact business and is in good standing in each other jurisdiction in which such qualification is required, except where the failure so to qualify or to be in good standing would not result in a material adverse effect on the Adviser’s ability to perform its obligations under the Investment Management Agreement, the Investment Sub-Advisory Agreement, the Structuring Fee Agreement between Xxxxxxx Xxxxx and the Adviser (the “Fee Agreement”), the Structuring Fee Agreement between [EACH OTHER REPRESENTATIVE] and the Adviser (the “[EACH OTHER REPRESENTATIVE] Structuring Fee Agreement”) and, together with the Fee Agreement, the “Fee Agreements”) to which it is a party).

Good Standing of the Adviser. The Adviser has been duly organized and is validly existing and in good standing as a business trust Corporation under the laws of The Commonwealth the state of MassachusettsDelaware, with full power and authority to own, lease and operate its properties and to conduct its business as described in the Registration Statement, the General Disclosure Package, and the Prospectus and to enter into and perform its obligations under this Agreement and the Fund Agreements; and the Adviser is duly qualified as a foreign business trust Corporation to transact business and is in good standing in each other jurisdiction in which such qualification is required, except where the failure so to qualify or to be in good standing would not result in a material adverse effect on the Adviser’s ability to perform its obligations under the Investment Advisory Agreement, the Structuring Fee Agreement between Xxxxxxx Xxxxx and the Adviser (the “Fee Agreement”), the Structuring Fee Agreement between [EACH OTHER REPRESENTATIVE] and the Adviser (the “[EACH OTHER REPRESENTATIVE] Structuring Fee Agreement”) and, together with the Fee Agreement, the “Fee Agreements”) to which it is a party).

Good Standing of the Adviser. The Adviser has been duly organized and is validly existing and in good standing as a business trust limited liability company under the laws of The Commonwealth the state of MassachusettsDelaware, with full power and authority to own, lease and operate its properties and to conduct its business as described in the Registration Statement, the General Disclosure Package, and the Prospectus and to enter into and perform its obligations under this Agreement and the Fund Agreements; and the Adviser is duly qualified as a foreign business trust limited liability company to transact business and is in good standing in each other jurisdiction in which such qualification is required, except where the failure so to qualify or to be in good standing would not reasonably be expected to result in a material adverse effect Material Adverse Effect on the Adviser’s ability to perform its obligations under the Investment Advisory and Management Agreement, the Structuring Fee Agreement between Xxxxxxx Xxxxx and the Adviser (the “Fee Agreement”), the Structuring Fee Agreement between [EACH OTHER REPRESENTATIVE] and the Adviser (the “[EACH OTHER REPRESENTATIVE] Structuring Fee Agreement”) and, together with the Fee Agreement, the “Fee Agreements”) to which it is a party).