MASTER FUND. The Master Fund covenants that:
MASTER FUND. The Master Fund represents and warrants to the Feeder Fund that:
MASTER FUND. (a) The Master Fund agrees to indemnify and hold harmless the Feeder Fund and any affiliate providing services to the Feeder Fund, and any manager, director, officer, employee or agent of any of them (in this Section, each, a “Covered Person” and collectively, “Covered Persons”), against any and all losses, claims, demands, damages, liabilities or expenses (including, with respect to each Covered Person, the reasonable cost of investigating and defending against any claims therefor and any counsel fees incurred in connection therewith, except as provided in subparagraph (b)) (“Losses”), that:
(i) arise out of or are based upon any violation or alleged violation of any of the Securities Laws, or any other applicable statute, rule, regulation or common law or are incurred in connection with or as a result of any formal or informal administrative proceeding or investigation by a regulatory agency, insofar as such violation or alleged violation, proceeding or investigation arises out of or is based upon any direct or indirect omission or commission (or alleged omission or commission) by the Master Fund, or any of its directors, officers, employees or agents; or
(ii) arise out of or are based upon any untrue statement or alleged untrue statement of a material fact contained in any advertising or sales literature, or any other SEC Filing relating to the Master Fund, or any amendments or supplements to the foregoing (in this Section, collectively, the “Offering Documents”) of the Master Fund, or arise out of or are based upon the omission or alleged omission to state therein, a material fact required to be stated therein, or necessary to make the statements therein in light of the circumstances under which they were made, not misleading; or
(iii) arise out of or are based upon any untrue statement or alleged untrue statement of a material fact contained in any Offering Documents relating to the Master Fund, or arise out of or are based upon the omission or alleged omission to state therein a material fact required to be stated therein or necessary to make the statements therein in light of the circumstances under which they were made, not misleading, in each case to the extent, but only to the extent, that such untrue statement or alleged untrue statement or omission or alleged omission was made in reliance upon and in conformity with written information furnished to the Master Fund by the Feeder Fund for use therein or for use by the Master Fund in preparing suc...
MASTER FUND. 2 ARTICLE II COVENANTS..........................................................3
MASTER FUND. PNC Alternative Strategies Master Fund LLC, a Delaware limited liability company, or any other company in which the Company invests all or substantially all of its assets.
MASTER FUND. The limited liability company governed hereby, as such limited liability company may from time to time be constituted.
MASTER FUND. PNC Long-Short Master Fund LLC, a Delaware limited liability company, or any other company in which the Offshore Fund invests all or substantially all of its assets.
MASTER FUND. PNC Absolute Return Master Fund LLC, a Delaware limited liability company, or any other company in which the Company invests all or substantially all of its assets.
MASTER FUND. Establish, periodically review and update the Fund’s accounting systems and internal controls;
MASTER FUND. Mercantile Long-Short Manager Master Fund LLC, a Delaware limited liability company, or any other company in which the Company invests all or substantially all of its assets.
