Common use of Representation by Company Clause in Contracts

Representation by Company. Each of NSAM and OZCI represents and warrants to the Fund that the Shares are being acquired for investment for its own account and not on behalf of any other person or persons and not with a view to, or for sale in connection with, any public distributions thereof. Each of NSAM and OZCI is purchasing the Shares in order to provide seed capital for the Fund prior to the commencement of the public offering of its shares. Each of NSAM and OZCI have either consulted its own investment adviser, attorney or accountant about the investment and proposed purchase of Shares and its suitability to it or chosen not to do so, despite the recommendation of that course of action by the Fund. Each of NSAM and OZCI has received a copy of the forms of the Declaration of Trust and Bylaws of the Fund, as well as a copy of the Registration Statement on file with the Securities and Exchange Commission, and each understands the risks of, and other considerations relating to, a purchase of Shares. Each of NSAM and OZCI (i) is knowledgeable and experienced with respect to the financial, tax and business aspects of the ownership of Shares and of the business contemplated by the Fund and is capable of evaluating the risks and merits of purchasing Shares and, in making a decision to proceed with this investment, have not relied upon any representations, warranties or agreements, other than those set forth in this Agreement and (ii) can bear the economic risk of an investment in the Fund for an indefinite period of time, and can afford to suffer the complete loss thereof. Each of NSAM and OZCI has been given access to, and prior to the execution of this Agreement was provided with an opportunity to ask questions of, and receive answers from, the Fund or any of its principals concerning the terms and conditions of the offering of Shares, and to obtain any other information which either NSAM or OZCI and its respective investment representative(s) and professional advisor(s) requested with respect to the Fund and the investment in the Fund by NSAM and OZCI in order to evaluate NSAM’s and OZCI’s investment and verify the accuracy of all information furnished to NSAM and OZCI regarding the Fund. All such questions, if asked, were answered satisfactorily and all information or documents provided were found to be satisfactory. Each of NSAM and OZCI has evaluated the risks involved in investing in the Shares and has determined that the Shares are a suitable investment. Specifically, the aggregate amount of the investments NSAM or OZCI, as applicable, has in, and NSAM’s or OZCI’s, as applicable, commitments to, all similar investments that are illiquid is reasonable in relation to such entity’s net worth, both before and after the purchase of the Shares pursuant to this Agreement. No consent, approval or authorization of, or filing, registration or qualification with, any court or governmental authority on NSAM’s or OZCI’s part is required for the execution and delivery of this Agreement by NSAM or OZCI, as applicable, or the performance of NSAM’s and OZCI’s obligations and duties hereunder.

Representation by Company. Each of NSAM and OZCI represents and warrants to the Fund Trust that the Shares are being acquired for investment for its own account and not on behalf of any other person or persons and not with a view to, or for sale in connection with, any public distributions thereof. Each of NSAM and OZCI is purchasing the Shares in order to provide seed capital for the Fund Trust prior to the commencement of the public offering of its shares. Each of NSAM and OZCI have has either consulted its own investment adviseradvisor, attorney or accountant about the investment and proposed purchase of Shares and its suitability to it or chosen not to do so, despite the recommendation of that course of action by the FundTrust. Each of NSAM and OZCI has received a copy of the forms of the Declaration of Trust and Bylaws of the FundTrust, as well as a copy of the Registration Statement on file with the Securities and Exchange Exhibit A Commission, and each understands the risks of, and other considerations relating to, a purchase of Shares. Each of NSAM and OZCI (i) is knowledgeable and experienced with respect to the financial, tax and business aspects of the ownership of Shares and of the business contemplated by the Fund Trust and is capable of evaluating the risks and merits of purchasing Shares and, in making a decision to proceed with this investment, have has not relied upon any representations, warranties or agreements, other than those set forth in this Agreement and (ii) can bear the economic risk of an investment in the Fund Trust for an indefinite period of time, and can afford to suffer the complete loss thereof. Each of NSAM and OZCI has been given access to, and prior to the execution of this Agreement was provided with an opportunity to ask questions of, and receive answers from, the Fund Trust or any of its principals concerning the terms and conditions of the offering of Shares, and to obtain any other information which either NSAM or OZCI and its respective investment representative(s) and professional advisor(s) requested with respect to the Fund Trust and the investment in the Fund Trust by NSAM and OZCI in order to evaluate NSAM’s and OZCI’s 's investment and verify the accuracy of all information furnished to NSAM and OZCI regarding the FundTrust. All such questions, if asked, were answered satisfactorily and all information or documents provided were found to be satisfactory. Each of NSAM and OZCI has evaluated the risks involved in investing in the Shares and has determined that the Shares are a suitable investment. Specifically, the aggregate amount of the investments investment NSAM or OZCI, as applicable, has in, and NSAM’s or OZCI’s, as applicable, 's commitments to, to all similar investments that are illiquid is reasonable in relation to such entity’s 's net worth, both before and after the purchase of the Shares pursuant to this Agreement. No consent, approval or authorization of, or filing, registration or qualification with, any court or governmental authority on NSAM’s or OZCI’s 's part is required for the execution and delivery of this Agreement by NSAM or OZCI, as applicable, or the performance of NSAM’s and OZCI’s 's obligations and duties hereunder. Notwithstanding any other provision or representation within this Agreement, NSAM may direct one of its affiliates to purchase and retain the Shares on its behalf. In the event that an affiliate purchases and retains the Shares on behalf of NSAM, the representations and understandings made by NSAM herein shall be deemed to have been made by the affiliate purchasing the Shares on NSAM's behalf.

Representation by Company. Each of NSAM and OZCI represents and warrants to the Fund that the Shares are being acquired for investment for its own account and not on behalf of any other person or persons and not with a view to, or for sale in connection with, any public distributions thereof. Each of NSAM and OZCI ______ is purchasing the Shares in order to provide seed capital for the Fund in connection with Section 14(a) of the Investment Company Act of 1940, as amended, prior to the commencement of the public offering of its shares. Each of NSAM and OZCI have ________ has either consulted its own investment adviser, attorney or accountant about the investment and proposed purchase of Shares and its suitability to it or chosen not to do so, despite the recommendation of that course of action by the Fund. Each of NSAM and OZCI __________ has received a copy of the forms of the Declaration of Trust and Bylaws of the FundTrust, as well as a copy of the Registration Statement on file with the Securities and Exchange Commission, and each understands the risks of, and other considerations relating to, a purchase of Shares. Each of NSAM and OZCI _________ (i) is knowledgeable and experienced with respect to the financial, tax and business aspects of the ownership of Shares and of the business contemplated by the Fund and is capable of evaluating the risks and merits of purchasing Shares and, in making a decision to proceed with this investment, have not relied upon any representations, warranties or agreements, other than those set forth in this Agreement and (ii) can bear the economic risk of an investment in the Fund for an indefinite period of time, and can afford to suffer the complete loss thereof. Each of NSAM and OZCI ___________ has been given access to, and prior to the execution of this Agreement was provided with an opportunity to ask questions of, and receive answers from, the Fund or any of its principals concerning the terms and conditions of the offering of Shares, and to obtain any other information which either NSAM it or OZCI and its respective investment representative(s) and professional advisor(s) requested with respect to the Fund and the investment in the Fund by NSAM and OZCI ______ in order to evaluate NSAM’s and OZCI__________’s investment and verify the accuracy of all information furnished to NSAM and OZCI _________ regarding the Fund. All such questions, if asked, were answered satisfactorily and all information or documents provided were found to be satisfactory. Each of NSAM and OZCI ________ has evaluated the risks involved in investing in the Shares and has determined that the Shares are a suitable investment. Specifically, the aggregate amount of the investments NSAM or OZCI, as applicable, has in, and NSAM’s or OZCI’s, as applicable, commitments to, all similar investments that are illiquid is reasonable in relation to such entity’s net worth, both before and after the purchase of the Shares pursuant to this Agreement. No consent, approval or authorization of, or filing, registration or qualification with, any court or governmental authority on NSAM’s or OZCI__________’s part is required for the execution and delivery of this Agreement by NSAM or OZCI__________, as applicable, or the performance of NSAM’s and OZCI’s ________s obligations and duties hereunder.

Representation by Company. Each of NSAM and OZCI represents and warrants to the Fund Trust that the Shares are being acquired for investment for its own account and not on behalf of any other person or persons and not with a view to, or for sale in connection with, any public distributions thereof. Each of NSAM and OZCI is purchasing the Shares in order to provide seed capital for the Fund Trust prior to the commencement of the public offering of its shares. Each of NSAM and OZCI have has either consulted its own investment adviser, attorney or accountant about the investment and proposed purchase of Shares and its suitability to it or chosen not to do so, despite the recommendation of that course of action by the FundTrust. Each of NSAM and OZCI has received a copy of the forms of the Declaration of Trust and Bylaws of the FundTrust, as well as a copy of the Registration Statement on file with the Securities and Exchange Commission, and each understands the risks of, and other considerations relating to, a purchase of Shares. Each of NSAM and OZCI (i) is knowledgeable and experienced with respect to the financial, tax and business aspects of the ownership of Shares and of the business contemplated by the Fund Trust and is capable of evaluating the risks and merits of purchasing Shares and, in making a decision to proceed with this investment, have has not relied upon any representations, warranties or agreements, other than those set forth in this Agreement and (ii) can bear the economic risk of an investment in the Fund Trust for an indefinite period of time, and can afford to suffer the complete loss thereof. Each of NSAM and OZCI has been given access to, and prior to the execution of this Agreement was provided with an opportunity to ask questions of, and receive answers from, the Fund Trust or any of its principals concerning the terms and conditions of the offering of Shares, and to obtain any other information which either NSAM or OZCI and its respective investment representative(s) and professional advisor(s) requested with respect to the Fund Trust and the investment in the Fund Trust by NSAM and OZCI in order to evaluate NSAM’s and OZCI’s 's investment and verify the accuracy of all information furnished to NSAM and OZCI regarding the FundTrust. All such questions, if asked, were answered satisfactorily and all information or documents provided were found to be satisfactory. Each of NSAM and OZCI has evaluated the risks involved in investing in the Shares and has determined that the Shares are a suitable investment. Specifically, the aggregate amount of the investments NSAM or OZCI, as applicable, has in, and NSAM’s or OZCI’s, as applicable, 's commitments to, all similar investments that are illiquid is reasonable in relation to such entity’s 's net worth, both before and after the purchase of the Shares pursuant to this Agreement. No consent, approval or authorization of, or filing, registration or qualification with, any court or governmental authority on NSAM’s or OZCI’s 's part is required for the execution and delivery of this Agreement by NSAM or OZCI, as applicable, or the performance of NSAM’s and OZCI’s 's obligations and duties hereunder. Notwithstanding any other provision or representation within this Agreement, NSAM may direct one of its affiliates to purchase and retain the Shares on its behalf. In the event that an affiliate purchases and retains the Shares on behalf of NSAM, the representations and understandings made by NSAM herein shall be deemed to have been made by the affiliate purchasing the Shares on NSAM's behalf.

Representation by Company. Each of NSAM and OZCI Colony Capital FV represents and warrants to the Fund Trust that the Shares are being acquired for investment for its own account and not on behalf of any other person or persons and not with a view to, or for sale in connection with, any public distributions thereof. Each of NSAM and OZCI Colony Capital FV is purchasing the Shares in order to provide seed capital for the Fund Trust prior to the commencement of the public offering of its shares. Each of NSAM and OZCI have Colony Capital FV has either consulted its own investment adviseradvisor, attorney or accountant about the investment and proposed purchase of Shares and its suitability to it or chosen not to do so, despite the recommendation of that course of action by the FundTrust. Each of NSAM and OZCI Colony Capital FV has received a copy of the forms of the Second Amended Declaration of Trust and Amended and Restated Bylaws of the FundTrust, as well as a copy of the Registration Statement on file with the Securities and Exchange Commission, and each understands the risks of, and other considerations relating to, a purchase of Shares. Each of NSAM and OZCI Colony Capital FV (i) is knowledgeable and experienced with respect to the financial, tax and business aspects of the ownership of Shares and of the business contemplated by the Fund Trust and is capable of evaluating the risks and merits of purchasing Shares and, in making a decision to proceed with this investment, have has not relied upon any representations, warranties or agreements, other than those set forth in this Agreement and (ii) can bear the economic risk of an investment in the Fund Trust for an indefinite period of time, and can afford to suffer the complete loss thereof. Each of NSAM and OZCI Colony Capital FV has been given access to, and prior to the execution of this Agreement was provided with an opportunity to ask questions of, and receive answers from, the Fund Trust or any of its principals concerning the terms and conditions of the offering of Shares, and to obtain any other information which either NSAM or OZCI Colony Capital FV and its respective investment representative(s) and professional advisor(s) requested with respect to the Fund Trust and the investment in the Fund Trust by NSAM and OZCI Colony Capital FV in order to evaluate NSAM’s and OZCI’s Colony Capital FV's investment and verify the accuracy of all information furnished to NSAM and OZCI Colony Capital FV regarding the FundTrust. All such questions, if asked, were answered satisfactorily and all information or documents provided were found to be satisfactory. Each of NSAM and OZCI Colony Capital FV has evaluated the risks involved in investing in the Shares and has determined that the Shares are a suitable investment. Specifically, the aggregate amount of the investments NSAM or OZCI, as applicable, investment Colony Capital FV has in, and NSAM’s or OZCI’s, as applicable, Colony Capital FV's commitments to, to all similar investments that are illiquid is reasonable in relation to such entity’s 's net worth, both before and after the purchase of the Shares pursuant to this Agreement. No consent, approval or authorization of, or filing, registration or qualification with, any court or governmental authority on NSAM’s or OZCI’s Colony Capital FV's part is required for the execution and delivery of this Agreement by NSAM or OZCI, as applicable, Colony Capital FV or the performance of NSAM’s and OZCI’s Colony Capital FV's obligations and duties hereunder. Notwithstanding any other provision or representation within this Agreement, Colony Capital FV may direct one of its affiliates to purchase and retain the Shares on its behalf. In the event that an affiliate purchases and retains the Shares on behalf of Colony Capital FV, the representations and understandings made by Colony Capital FV herein shall be deemed to have been made by the affiliate purchasing the Shares on Colony Capital FV's behalf.

Representation by Company. Each of NSAM and OZCI represents and warrants to the Fund Trust that the Shares are being acquired for investment for its own account and not on behalf of any other person or persons and not with a view to, or for sale in connection with, any public distributions thereof. Each of NSAM and OZCI is purchasing the Shares in order to provide seed capital for the Fund Trust prior to the commencement of the public offering of its shares. Each of NSAM and OZCI have has either consulted its own investment adviser, attorney or accountant about the investment and proposed purchase of Shares and its suitability to it or chosen not to do so, despite the recommendation of that course of action by the FundTrust. Each of NSAM and OZCI has received a copy of the forms of the Declaration of Trust Charter and Bylaws of the FundTrust, as well as a copy of the Registration Statement on file with the Securities and Exchange Commission, and each understands the risks of, and other considerations relating to, a purchase of Shares. Each of NSAM and OZCI (i) is knowledgeable and experienced with respect to the financial, tax and business aspects of the ownership of Shares and of the business contemplated by the Fund Trust and is capable of evaluating the risks and merits of purchasing Shares and, in making a decision to proceed with this investment, have has not relied upon any representations, warranties or agreements, other than those set forth in this Agreement and (ii) can bear the economic risk of an investment in the Fund Trust for an indefinite period of time, and can afford to suffer the complete loss thereof. Each of NSAM and OZCI has been given access to, and prior to the execution of this Agreement was provided with an opportunity to ask questions of, and receive answers from, the Fund Trust or any of its principals concerning the terms and conditions of the offering of Shares, and to obtain any other information which either NSAM or OZCI and its respective investment representative(s) and professional advisor(s) requested with respect to the Fund Trust and the investment in the Fund Trust by NSAM and OZCI in order to evaluate NSAM’s and OZCI’s 's investment and verify the accuracy of all information furnished to NSAM and OZCI regarding the FundTrust. All such questions, if asked, were answered satisfactorily and all information or documents provided were found to be satisfactory. Each of NSAM and OZCI has evaluated the risks involved in with investing in the Shares and has determined that the Shares are a suitable investment. Specifically, the aggregate amount of the investments NSAM or OZCI, as applicable, has in, and NSAM’s or OZCI’s, as applicable, 's commitments to, all similar investments that are illiquid is reasonable in relation to such entity’s 's net worth, both before and after the purchase of the Shares pursuant to this Agreement. No consent, approval or authorization of, or filing, registration or qualification with, any court or governmental authority on NSAM’s or OZCI’s 's part is required for the execution and delivery of this Agreement by NSAM or OZCI, as applicable, or the performance of NSAM’s and OZCI’s 's obligations and duties hereunder. Notwithstanding any other provision or representation within this Agreement, NSAM may direct one of its affiliates to purchase and retain the Shares on its behalf. In the event that an affiliate purchases and retains the Shares on behalf of NSAM, the representations and understandings made by NSAM herein shall be deemed to have been made by the affiliate purchasing the Shares on NSAM's behalf.

Representation by Company. Each of NSAM and OZCI represents and warrants to the Fund Trust that the Shares are being acquired for investment for its own account and not on behalf of any other person or persons and not with a view to, or for sale in connection with, any public distributions thereof. Each of NSAM and OZCI is purchasing the Shares in order to provide seed capital for the Fund Trust prior to the commencement of the public offering of its shares. Each of NSAM and OZCI have has either consulted its own investment adviseradvisor, attorney or accountant about the investment and proposed purchase of Shares and its suitability to it or chosen not to do so, despite the recommendation of that course of action by the FundTrust. Each of NSAM and OZCI has received a copy of the forms of the Declaration of Trust and Bylaws of the FundTrust, as well as a copy of the Registration Statement on file with the Securities and Exchange Commission, and each understands the risks of, and other considerations relating to, a purchase of Shares. Each of NSAM and OZCI (i) is knowledgeable and experienced with respect to the financial, tax and business aspects of the ownership of Shares and of the business contemplated by the Fund Trust and is capable of evaluating the risks and merits of purchasing Shares and, in making a decision to proceed with this investment, have has not relied upon any representations, warranties or agreements, other than those set forth in this Agreement and (ii) can bear the economic risk of an investment in the Fund Trust for an indefinite period of time, and can afford to suffer the complete loss thereof. Each of NSAM and OZCI has been given access to, and prior to the execution of this Agreement was provided with an opportunity to ask questions of, and receive answers from, the Fund Trust or any of its principals concerning the terms and conditions of the offering of Shares, and to obtain any other information which either NSAM or OZCI and its respective investment representative(s) and professional advisor(s) requested with respect to the Fund Trust and the investment in the Fund Trust by NSAM and OZCI in order to evaluate NSAM’s and OZCI’s 's investment and verify the accuracy of all information furnished to NSAM and OZCI regarding the FundTrust. All such questions, if asked, were answered satisfactorily and all information or documents provided were found to be satisfactory. Each of NSAM and OZCI has evaluated the risks involved in investing in the Shares and has determined that the Shares are a suitable investment. Specifically, the aggregate amount of the investments investment NSAM or OZCI, as applicable, has in, and NSAM’s or OZCI’s, as applicable, 's commitments to, to all similar investments that are illiquid is reasonable in relation to such entity’s 's net worth, both before and after the purchase of the Shares pursuant to this Agreement. No consent, approval or authorization of, or filing, registration or qualification with, any court or governmental authority on NSAM’s or OZCI’s 's part is required for the execution and delivery of this Agreement by NSAM or OZCI, as applicable, or the performance of NSAM’s and OZCI’s 's obligations and duties hereunder. Notwithstanding any other provision or representation within this Agreement, NSAM may direct one of its affiliates to purchase and retain the Shares on its behalf. In the event that an affiliate purchases and retains the Shares on behalf of NSAM, the representations and understandings made by NSAM herein shall be deemed to have been made by the affiliate purchasing the Shares on NSAM's behalf.