Plan Assets, etc.; ERISA Clause Samples

Plan Assets, etc.; ERISA. (i) US Warburg will do, or cause to be done, all things necessary to ensure that US Warburg will not at any time be deemed to hold "plan assets" within the meaning and as defined in the Plan Asset Regulations. (ii) US Warburg will do, or cause to be done, all things necessary to ensure that it will not be deemed to hold "plan assets" within the meaning of the Plan Asset Regulations at any time, and as soon as practicable after the beginning of each "annual valuation period" of US Warburg (as defined in the Plan Asset Regulations), US Warburg shall deliver to the Agent a copy of the legal opinion concerning the compliance of US Warburg with the "venture capital operating company" exemption of the Plan Asset Regulations as required pursuant to section 12(d) of US Warburg's partnership agreement. (iii) US Warburg will not establish any Plan.