Common use of Placement Fees Clause in Contracts

Placement Fees. Notwithstanding any provision of this Agreement, the Company and the Investment Adviser shall not cause any Member, directly or indirectly, pursuant to any arrangement or agreement entered into by the Company, the Investment Adviser or any of its Affiliates, to owe any fees (including, but not limited to, subscription fees) or other compensation to any third-party placement agent, marketer, adviser or otherwise in connection with the Members’ subscriptions for their interests in the Company. Each of the Company and the Investment Adviser hereby represents and warrants that no placement, finders’, arrangers’ or similar fees were paid or promised to any third-party placement agent in connection with any Member’s subscription for its interest in the Company. For the avoidance of doubt, payment by Xxxxxxx Xxxxx of regular and customary compensation and benefits to the Investment Adviser’s or its Affiliates’ employees in the ordinary course of business and consistent with past practice shall not violate either this Paragraph 8 or Paragraph 2(a) above.