Common use of Other Prohibited Legal Consequences Clause in Contracts

Other Prohibited Legal Consequences. No Transfer of Units shall be permitted, and the Board and the Investment Manager each shall withhold its consent with respect thereto, if such Transfer or the admission of the transferee to the Company as a substituted Member, might, in its respective judgment, result in: (a) A violation of the Investment Company Act or other laws ordinarily applicable to such transactions; (b) A violation of applicable securities law; (c) The Company or the Master Fund being subject to additional regulatory or compliance requirements imposed by laws other than the Securities Act, the Exchange Act or the Investment Company Act; (d) The Company or the Master Fund being terminated under Section 708(b)(1)(B) of the Code or result in the Company being treated as a publicly traded partnership within the meaning of Section 7704(b) of the Code (or failing any safe harbor to avoid such treatment under such Code section or the regulations promulgated thereunder) or otherwise being treated as a corporation for federal income tax purposes; (e) The ownership of Units by a Member that is not a “United States person” within the meaning of Section 7701(a)(30) of the Code; or (f) Any other direct or indirect adverse tax consequences to the Company or the Master Fund (or their respective members, generally).

Other Prohibited Legal Consequences. No Transfer of Units shall be permitted, and the Board and the Investment Manager each shall withhold its consent with respect thereto, if such Transfer or the admission of the transferee to the Company as a substituted Member, might, in its respective judgment, result in: (a) A violation of the Investment Company Act or other laws ordinarily applicable to such transactions; (b) A violation of applicable securities law; (c) The Company or the Master Fund being subject to additional regulatory or compliance requirements imposed by laws other than the Securities Act, the Exchange Act or the Investment Company Act; (d) The Company or the Master Fund being terminated under Section 708(b)(1)(B) of the Code or result in the Company being treated as a publicly traded partnership within the meaning of Section 7704(b) of the Code (or failing any safe harbor to avoid such treatment under such Code section or the regulations promulgated thereunder) or otherwise being treated as a corporation for federal income tax purposes; (e) The ownership of Units by a Member that is not a “United States person” within the meaning of Section 7701(a)(30) of the Code; or (f) Any other direct or indirect adverse tax consequences to the Company or the Master Fund (or their respective its members, generally).