Common use of Sub-Advisers Clause in Contracts

Sub-Advisers. The Adviser is hereby authorized to enter into one or more sub-advisory agreements with other investment advisers (each, a “Sub-Adviser”) pursuant to which the Adviser may obtain the services of the Sub-Adviser(s) to assist the Adviser in fulfilling its responsibilities hereunder. Specifically, but not by way of limitation, the Adviser may retain a Sub-Adviser to identify, evaluate, negotiate and structure prospective investments, perform, or cause to be performed, due diligence procedures and provide due diligence information to the Adviser, make investment and portfolio management recommendations for approval by the Adviser, monitor the Company’s investment portfolio and provide certain ongoing administrative services. (i) The Adviser and not the Company shall be responsible for any compensation for Advisory Services payable to any Sub-Adviser; provided, however, that the Adviser shall have the right to direct the Company to pay directly any Sub-Adviser the amounts due and payable to such Sub-Adviser from the fees and expenses payable to the Adviser under this Agreement. (ii) Any sub-advisory agreement entered into by the Adviser shall be in accordance with the requirements of the Investment Company Act and the Advisers Act, including, without limitation, the requirements of the Investment Company Act relating to Board and Company stockholder approval thereunder, and other applicable federal and state law. (iii) Any Sub-Adviser shall be subject to the same fiduciary duties imposed on the Adviser pursuant to this Agreement, the Investment Company Act and the Advisers Act, as well as other applicable federal and state law.

Sub-Advisers. The Adviser is hereby authorized to enter into one or more sub-advisory agreements (each, a “Sub-Advisory Agreement”) with other investment advisers or other service providers (each, a “Sub-Adviser”) pursuant to which the Adviser may obtain the services of the Sub-Adviser(s) to assist the Adviser in fulfilling its responsibilities hereunder, subject to the oversight of the Adviser and the Corporation. Specifically, but not by way of limitation, the Adviser may retain a Sub-Adviser to identifyrecommend specific securities or other investments based upon the Corporation’s investment objectives, evaluatepolicies and restrictions, negotiate and structure prospective investmentswork, perform, or cause to be performed, due diligence procedures and provide due diligence information to along with the Adviser, make investment in sourcing, structuring, negotiating, arranging or effecting the acquisition or disposition of such investments and portfolio management recommendations for approval by monitoring investments on behalf of the AdviserCorporation, monitor subject to the Company’s investment portfolio oversight of the Adviser and provide certain ongoing administrative servicesthe Corporation, with the scope of such services and oversight to be set forth in each Sub-Advisory Agreement. (i) The Adviser and not the Company Corporation shall be responsible for any compensation for Advisory Services payable to any Sub-Adviser; provided, however, that the Adviser shall have the right to direct the Company Corporation to pay directly any Sub-Adviser the amounts due and payable to such Sub-Adviser from the fees and expenses otherwise payable to the Adviser under this Agreement. (ii) Any subSub-advisory agreement Advisory Agreement entered into by the Adviser shall be in accordance with the requirements of the Investment Company Act Act, including without limitation the requirements relating to the Board and the Advisers Act, including, without limitation, the requirements of the Investment Company Act relating to Board and Company Corporation’s stockholder approval thereunder, and other applicable federal and state law. (iii) Any Sub-Adviser shall be subject to the same fiduciary duties imposed on the Adviser pursuant to this Agreement, the Investment Company Act and the Advisers Act, as well as other applicable federal and state law.

Sub-Advisers. The Adviser is hereby authorized to enter into one or more sub-advisory agreements (each, a “Sub-Advisory Agreement”) with other investment advisers or other service providers (each, a “Sub-Adviser”) pursuant to which the Adviser may obtain the services of the Sub-Adviser(s) to assist the Adviser in fulfilling its responsibilities hereunder, subject to the oversight of the Adviser and the Fund. Specifically, but not by way of limitation, the Adviser may retain a Sub-Adviser to identifyrecommend specific securities or other investments based upon the Fund’s investment objectives, evaluatepolicies and restrictions, negotiate and structure prospective investmentswork, perform, or cause to be performed, due diligence procedures and provide due diligence information to along with the Adviser, make investment in sourcing, structuring, negotiating, arranging or effecting the acquisition or disposition of such investments and portfolio management recommendations for approval by monitoring investments on behalf of the AdviserFund, monitor subject to the Company’s investment portfolio oversight of the Adviser and provide certain ongoing administrative servicesthe Fund, with the scope of such services and oversight to be set forth in each Sub-Advisory Agreement. (i) The Adviser and not the Company Fund shall be responsible for any compensation for Advisory Services payable to any Sub-Adviser; provided, however, that the Adviser shall have the right to direct the Company Fund to pay directly any Sub-Adviser the amounts due and payable to such Sub-Adviser from the fees and expenses otherwise payable to the Adviser under this Agreement. (ii) Any subSub-advisory agreement Advisory Agreement entered into by the Adviser shall be in accordance with the requirements of the Investment Company Act and the Advisers Act, including, without limitation, the requirements of the Investment Company Act relating to the Board and Company stockholder Fund shareholder approval thereunder, and other applicable federal and state law. (iii) Any Sub-Adviser shall be subject to the same fiduciary duties imposed on the Adviser pursuant to this Agreement, the Investment Company Act and the Advisers Act, as well as other applicable federal and state law.

Sub-Advisers. The Adviser is hereby authorized to enter into one or more sub-advisory agreements (each, a “Sub-Advisory Agreement”) with other investment advisers or other service providers (each, a “Sub-Adviser”) pursuant to which the Adviser may obtain the services of the Sub-Adviser(s) to assist the Adviser in fulfilling its responsibilities hereunder, subject to the oversight of the Adviser and the Company. Specifically, but not by way of limitation, the Adviser may retain a Sub-Adviser to identify, evaluate, negotiate and structure prospective investments, perform, recommend specific securities or cause to be performed, due diligence procedures and provide due diligence information to the Adviser, make investment and portfolio management recommendations for approval by the Adviser, monitor other Investments based upon the Company’s investment portfolio objectives, policies and provide certain ongoing administrative servicesrestrictions in accordance with the conditions set forth in Section 1(a) herein, and work, along with the Adviser, in sourcing, structuring, negotiating, arranging or effecting the acquisition or disposition of such Investments and monitoring Investments on behalf of the Company, subject to the oversight of the Adviser and the Company, with the scope of such services and oversight to be set forth in each Sub-Advisory Agreement. (i) The Adviser and not the Company shall be responsible for any compensation for Advisory Services payable to any Sub-Adviser; provided, however, that the Adviser shall have the right to direct the Company to pay directly any Sub-Adviser the amounts due and payable to such Sub-Adviser from the fees and expenses otherwise payable to the Adviser under this Agreement. (ii) Any subSub-advisory agreement Advisory Agreement entered into by the Adviser shall be in accordance with the requirements of the Investment Company Act and the Advisers Act, including, without limitation, the requirements of the Investment Company Act relating to the Board of Directors and Company stockholder approval by the Common Unitholders (as defined in the LLC Agreement) thereunder, and other applicable federal and state law. (iii) Any Sub-Adviser shall be subject to the same fiduciary duties imposed on the Adviser pursuant to this Agreement, the Investment Company Act and the Advisers Act, as well as other applicable federal and state law.

Sub-Advisers. The Adviser is hereby authorized to enter into one or more sub-advisory agreements (each, a “Sub-Advisory Agreement”) with other investment advisers or other service providers (each, a “Sub-Adviser”) pursuant to which the Adviser may obtain the services of the Sub-Adviser(s) to assist the Adviser in fulfilling its responsibilities hereunder, subject to the oversight of the Adviser and the Fund. Specifically, but not by way of limitation, the Adviser may retain a Sub-Adviser to identifyrecommend specific securities or other investments based upon the Fund’s investment objectives, evaluatepolicies and restrictions, negotiate and structure prospective investmentswork, perform, or cause to be performed, due diligence procedures and provide due diligence information to along with the Adviser, make investment in sourcing, structuring, negotiating, arranging or effecting the acquisition or disposition of such investments and portfolio management recommendations for approval by monitoring investments on behalf of the AdviserFund, monitor subject to the Company’s investment portfolio oversight of the Adviser and provide certain ongoing administrative servicesthe Fund, with the scope of such services and oversight to be set forth in each Sub-Advisory Agreement. (i) The Adviser and not the Company Fund shall be responsible for any compensation for Advisory Services payable to any Sub-Adviser; provided, however, that the Adviser shall have the right to direct the Company Fund to pay directly any Sub-Adviser the amounts due and payable to such Sub-Adviser from the fees and expenses otherwise payable to the Adviser under this Agreement. (ii) Any subSub-advisory agreement Advisory Agreement entered into by the Adviser shall be in accordance with the requirements of the Investment Company Act and the Advisers Act, including, without limitation, the requirements of the Investment Company Act relating to the Board and Company stockholder Fund shareholder approval thereunder, and other applicable federal and state law. (iii) Any Sub-Adviser shall be subject to the same fiduciary duties imposed on the Adviser pursuant to this Agreement, the Investment Company Act and the Advisers Act, as well as other applicable federal and state law.law and shall be subject to the same limitations on investments prescribed in Section 1(a) hereof

Sub-Advisers. The Adviser is hereby authorized to enter into one or more sub-advisory agreements (each, a “Sub-Advisory Agreement”) with other investment advisers or other service providers (each, a “Sub-Adviser”) pursuant to which the Adviser may obtain the services of the Sub-Adviser(s) to assist the Adviser in fulfilling its responsibilities hereunder, subject to the oversight of the Adviser and the Company. Specifically, but not by way of limitation, the Adviser may retain a Sub-Adviser to identify, evaluate, negotiate and structure prospective investments, perform, recommend specific securities or cause to be performed, due diligence procedures and provide due diligence information to the Adviser, make investment and portfolio management recommendations for approval by the Adviser, monitor other Investments based upon the Company’s investment portfolio objectives, policies and provide certain ongoing administrative servicesrestrictions in accordance with the conditions set forth in Section 1(a) herein, and work, along with the Adviser, in sourcing, structuring, negotiating, arranging or effecting the acquisition or disposition of such Investments and monitoring Investments on behalf of the Company, subject to the oversight of the Adviser and the Company, with the scope of such services and oversight to be set forth in each Sub-Advisory Agreement. (i) The Adviser and not the Company shall be responsible for any compensation for Advisory Services payable to any Sub-Adviser; provided, however, that the Adviser shall have the right to direct the Company to pay directly any Sub-Adviser the amounts due and payable to such Sub-Adviser from the fees and expenses otherwise payable to the Adviser under this Agreement. (ii) Any subSub-advisory agreement Advisory Agreement entered into by the Adviser shall be in accordance with the requirements of the Investment Company Act and the Advisers Act, including, without limitation, the requirements of the Investment Company Act relating to the Board of Directors and Company stockholder approval thereunder, and other applicable federal and state law. (iii) Any Sub-Adviser shall be subject to the same fiduciary duties imposed on the Adviser pursuant to this Agreement, the Investment Company Act and the Advisers Act, as well as other applicable federal and state law.

Sub-Advisers. The Adviser is hereby authorized to enter into one or more sub-advisory agreements (each, a “Sub-Advisory Agreement”) with other investment advisers or other service providers (each, a “Sub-Adviser”) pursuant to which the Adviser may obtain the services of the Sub-Adviser(s) to assist the Adviser in fulfilling its responsibilities hereunder, subject to the oversight of the Adviser and the Company. Specifically, but not by way of limitation, the Adviser may retain a Sub-Adviser to identify, evaluate, negotiate and structure prospective investments, perform, recommend specific securities or cause to be performed, due diligence procedures and provide due diligence information to the Adviser, make investment and portfolio management recommendations for approval by the Adviser, monitor other Investments based upon the Company’s investment portfolio objectives, policies and provide certain ongoing administrative servicesrestrictions in accordance with the conditions set forth in Section 1(a) herein, and work, along with the Adviser, in sourcing, structuring, negotiating, arranging or effecting the acquisition or disposition of such Investments and monitoring Investments on behalf of the Company, subject to the oversight of the Adviser and the Company, with the scope of such services and oversight to be set forth in each Sub-Advisory Agreement. (i) The Adviser and not the Company shall be responsible for any compensation for Advisory Services payable to any Sub-Adviser; Adviser; provided, however, that the Adviser shall have the right to direct the Company to pay directly any Sub-Adviser the amounts due and payable to such Sub-Adviser from the fees and expenses otherwise payable to the Adviser under this Agreement. (ii) Any subSub-advisory agreement Advisory Agreement entered into by the Adviser shall be in accordance with the requirements of the Investment Company Act and the Advisers Act, including, without limitation, the requirements of the Investment Company Act relating to the Board of Directors and Company stockholder approval by the Common Unitholders (as defined in the LLC Agreement) thereunder, and other applicable federal and state law. (iii) Any Sub-Adviser shall be subject to the same fiduciary duties imposed on the Adviser pursuant to this Agreement, the Investment Company Act and the Advisers Act, as well as other applicable federal and state law.

Sub-Advisers. The Adviser is hereby authorized to enter into one or more sub-advisory agreements (each, a “Sub-Advisory Agreement”) with other investment advisers or other service providers (each, a “Sub-Adviser”) pursuant to which the Adviser may obtain the services of the Sub-Adviser(s) to assist the Adviser in fulfilling its responsibilities hereunder, subject to the oversight of the Adviser and the Fund. Specifically, but not by way of limitation, the Adviser may retain a Sub-Adviser to identifyrecommend specific securities or other investments based upon the Fund’s investment objectives, evaluatepolicies and restrictions, negotiate and structure prospective investmentswork, perform, or cause to be performed, due diligence procedures and provide due diligence information to along with the Adviser, make investment in sourcing, structuring, negotiating, arranging or effecting the acquisition or disposition of such investments and portfolio management recommendations for approval by monitoring investments on behalf of the AdviserFund, monitor subject to the Company’s investment portfolio oversight of the Adviser and provide certain ongoing administrative servicesthe Fund, with the scope of such services and oversight to be set forth in each Sub-Advisory Agreement. (i) The Adviser and not the Company Fund shall be responsible for any compensation for Advisory Services payable to any Sub-Adviser; provided, however, that the Adviser shall have the right to direct the Company to pay directly any Sub-Adviser the amounts due and payable to such Sub-Adviser from the fees and expenses payable to the Adviser under this Agreement. (ii) Any subSub-advisory agreement Advisory Agreement entered into by the Adviser shall be in accordance with the requirements of the Investment Company Act and the Advisers Act, including, including without limitation, limitation the requirements of the Investment Company Act relating to Board and Company stockholder Fund shareholder approval thereunder, and other applicable federal and state law. (iii) Any Sub-Adviser shall be subject to the same fiduciary duties imposed on the Adviser pursuant to this Agreement, the Investment Company Act and the Advisers Act, as well as other applicable federal and state law.

Sub-Advisers. The Adviser is hereby authorized to enter into one or more sub-advisory agreements with other investment advisers (each, a “Sub-Adviser”) pursuant to which the Adviser may obtain the services of the Sub-Adviser(s) to assist the Adviser in fulfilling its responsibilities hereunder. Specifically, but not by way of limitation, the Adviser may retain a Sub-Adviser to identify, evaluate, negotiate and structure prospective investments, perform, or cause to be performed, due diligence procedures and provide due diligence information to the Adviser, make investment and portfolio management recommendations for approval by the Adviser, monitor the CompanyFund’s investment portfolio and provide certain ongoing administrative services. (i) The Adviser and not the Company Fund shall be responsible for any compensation for Advisory Services payable to any Sub-Adviser; provided, however, that the Adviser shall have the right to direct the Company Fund to pay directly any Sub-Adviser the amounts due and payable to such Sub-Adviser from the fees and expenses payable to the Adviser under this Agreement. (ii) Any sub-advisory agreement entered into by the Adviser shall be in accordance with the requirements of the Investment Company Fund Act and the Advisers Act, including, without limitation, the requirements of the Investment Company Fund Act relating to Board and Company Fund stockholder approval thereunder, and other applicable federal and state law. (iii) Any Sub-Adviser shall be subject to the same fiduciary duties imposed on the Adviser pursuant to this Agreement, the Investment Company Fund Act and the Advisers Act, as well as other applicable federal and state law.

Sub-Advisers. The Adviser is hereby authorized to enter into one or more sub-advisory agreements with other investment advisers (each, a “Sub-Adviser”) pursuant to which the Adviser may obtain the services of the Sub-Adviser(s) to assist the Adviser in fulfilling its responsibilities hereunder. Specifically, but not by way of limitation, the Adviser may retain a Sub-Adviser to identify, evaluate, negotiate and structure prospective investments, perform, or cause to be performed, due diligence procedures and provide due diligence information to the Adviser, make investment and portfolio management recommendations for approval by the Adviser, monitor the CompanyFund’s investment portfolio and provide certain ongoing administrative services. (i) The Adviser and not the Company Fund shall be responsible for any compensation for Advisory Services payable to any Sub-Adviser; provided, however, that the Adviser shall have the right to direct the Company Fund to pay directly any Sub-Adviser the amounts due and payable to such Sub-Adviser from the fees and expenses payable to the Adviser under this Agreement. (ii) Any sub-advisory agreement entered into by the Adviser shall be in accordance with the requirements of the Investment Company 1940 Act and the Advisers Act, including, without limitation, the requirements of the Investment Company 1940 Act relating to Board and Company stockholder Fund shareholder approval thereunder, and other applicable federal and state law. (iii) Any Sub-Adviser shall be subject to the same fiduciary duties imposed on the Adviser pursuant to this Agreement, the Investment Company 1940 Act and the Advisers Act, as well as other applicable federal and state law.

Sub-Advisers. The Adviser is hereby authorized to enter into one or more sub-advisory agreements (each, a “Sub-Advisory Agreement”) with other investment advisers or other service providers (each, a “Sub-Adviser”) pursuant to which the Adviser may obtain the services of the Sub-Adviser(s) to assist the Adviser in fulfilling its responsibilities hereunder, subject to the oversight of the Adviser and the Company. Specifically, but not by way of limitation, the Adviser may retain a Sub-Adviser to identify, evaluate, negotiate and structure prospective investments, perform, recommend specific securities or cause to be performed, due diligence procedures and provide due diligence information to the Adviser, make investment and portfolio management recommendations for approval by the Adviser, monitor other Investments based upon the Company’s investment portfolio objectives, policies and provide certain ongoing administrative servicesrestrictions in accordance with the conditions set forth in Section 1(a) herein, and work, along with the Adviser, in sourcing, structuring, negotiating, arranging or effecting the acquisition or disposition of such Investments and monitoring Investments on behalf of the Company, subject to the oversight of the Adviser and the Company, with the scope of such services and oversight to be set forth in each Sub-Advisory Agreement. (i) The Adviser and not the Company shall be responsible for any compensation for Advisory Services payable to any Sub-Adviser; Adviser; provided, however, that the Adviser shall have the right to direct the Company to pay directly any Sub-Adviser the amounts due and payable to such Sub-Adviser from the fees and expenses otherwise payable to the Adviser under this Agreement. (ii) Any subSub-advisory agreement Advisory Agreement entered into by the Adviser shall be in accordance with the requirements of the Investment Company Act and the Advisers Act, including, without limitation, the requirements of the Investment Company Act relating to the Board of Directors and Company stockholder approval thereunder, and other applicable federal and state law. (iii) Any Sub-Adviser shall be subject to the same fiduciary duties imposed on the Adviser pursuant to this Agreement, the Investment Company Act and the Advisers Act, as well as other applicable federal and state law.