Common use of Subscriber's Sophistication Clause in Contracts

Subscriber's Sophistication. In view of the fact that Subscriber is sophisticated, has had access to information sufficient to make an investment decision and has conducted its own due diligence, and has made its investment decision without reliance on (i) the General Partner or the Investment Adviser, (ii) any material information the General Partner or the Investment Adviser may have about the Portfolio Company Securities and Portfolio Company, or (iii) any disclosures of non-public information that may have been made to the General Partner or the Investment Adviser (or that the General Partner or the Investment Adviser may have independently obtained), and further in view of all of the representations Subscriber has made in Section 2, Subscriber hereby irrevocably: (i) waives any right to any and all actions, suits, proceedings, investigations, claims or liabilities of any nature, including but not limited to actions under Rule 10b-5 of the Securities Exchange Act of 1934 or similar laws (collectively "Claims") that may arise from or relate to the possession of or failure to disclose non-public information, (ii) releases any Claims against the Covered Persons, and (iii) agrees to refrain from pursuing against any Claims against those parties.

Subscriber's Sophistication. In view of the fact that Subscriber is sophisticated, has had access to information sufficient to make an investment decision and has conducted its own due diligence, and has made its investment decision without reliance on (i) the General Partner or the Investment Adviser, (ii) any material information the General Partner or the Investment Adviser may have about the Portfolio Company Securities and Portfolio Company, or (iii) any disclosures of non-public information that may have been made to the General Partner or the Investment Adviser (or that the General Partner or the Investment Adviser may have independently obtained), and further in view of all of the representations Subscriber has made in Section 2, Subscriber hereby irrevocably: (i) waives any right to any and all actions, suits, proceedings, investigations, claims or liabilities of any nature, including but not limited to actions under Rule 10b-5 of the Securities Exchange Act of 1934 or similar laws (collectively "“Claims"”) that may arise from or relate to the possession of or failure to disclose non-public information, (ii) releases any Claims against the Covered Persons, and (iii) agrees to refrain from pursuing against any Claims against those parties.

Subscriber's Sophistication. In view of the fact that Subscriber is sophisticated, has had access to information sufficient to make an investment decision and has conducted its own due diligence, and has made its investment decision without reliance on (i) the General Partner Manager or the Investment AdviserOrganizer, (ii) any material information the General Partner Manager or the Investment Adviser Organizer may have about the Portfolio Asset and any Portfolio Company Securities and Portfolio Company, or (iii) any disclosures of non-public information that may have been made to the General Partner Manager or the Investment Adviser Organizer (or that the General Partner Manager or the Investment Adviser Organizer may have independently obtained), and further in view of all of the representations Subscriber has made in Section 2, Subscriber hereby irrevocably: (i) waives any right to any and all actions, suits, proceedings, investigations, claims or liabilities of any nature, including but not limited to actions under Rule 10b-5 of the Securities Exchange Act of 1934 1934, as amended (the "Exchange Act") or similar laws (collectively "Claims") that may arise from or relate to the possession of or failure to disclose non-public information, (ii) releases any Claims against the Covered Persons, and (iii) agrees to refrain from pursuing against any Claims against those parties.

Subscriber's Sophistication. In view of the fact that Subscriber is sophisticated, has had access to information sufficient to make an investment decision and has conducted its own due diligence, and has made its investment decision without reliance on (i) the General Partner Administrator or the Investment AdviserOrganizer, (ii) any material information the General Partner Administrator or the Investment Adviser Organizer may have about the any Portfolio Company Securities and Portfolio Company, or (iii) any disclosures of non-public information that may have been made to the General Partner Administrator or the Investment Adviser Organizer (or that the General Partner Administrator or the Investment Adviser Organizer may have independently obtained), and further in view of all of the representations Subscriber has made in Section 2, Subscriber hereby irrevocably: (i) waives any right to any and all actions, suits, proceedings, investigations, claims or liabilities of any nature, including but not limited to actions under Rule 10b-5 of the Securities Exchange Act of 1934 or similar laws (collectively "“Claims"”) that may arise from or relate to the possession of or failure to disclose non-non- public information, (ii) releases any Claims against the Covered Persons, and (iii) agrees to refrain from pursuing against any Claims against those parties.

Subscriber's Sophistication. In view of the fact that Subscriber is sophisticated, has had access to information sufficient to make an investment decision and has conducted its own due diligence, and has made its investment decision without reliance on (i) the General Partner Manager or the Investment AdviserOrganizer, (ii) any material information the General Partner Manager or the Investment Adviser Organizer may have about the Portfolio Asset and any Portfolio Company Securities and Portfolio Company, or (iii) any disclosures of non-public non­public information that may have been made to the General Partner Manager or the Investment Adviser Organizer (or that the General Partner Manager or the Investment Adviser Organizer may have independently obtained), and further in view of all of the representations Subscriber has made in Section 2, Subscriber hereby irrevocably: (i) waives any right to any and all actions, suits, proceedings, investigations, claims or liabilities of any nature, including but not limited to actions under Rule 10b-5 10b­5 of the Securities Exchange Act of 1934 1934, as amended (the “Exchange Act”) or similar laws (collectively "“Claims"”) that may arise from or relate to the possession of or failure to disclose non-public non­public information, (ii) releases any Claims against the Covered Persons, and (iii) agrees to refrain from pursuing against any Claims against those parties.

Subscriber's Sophistication. In view of the fact that Subscriber is sophisticated, has had access to information sufficient to make an investment decision and has conducted its own due diligence, and has made its investment decision without reliance on (i) the General Partner Manager or the Investment AdviserOrganizer, (ii) any material information the General Partner Manager or the Investment Adviser Organizer may have about the Portfolio Company Securities and Portfolio Company, or (iii) any disclosures of non-public information that may have been made to the General Partner Manager or the Investment Adviser Organizer (or that the General Partner Manager or the Investment Adviser Organizer may have independently obtained), and further in view of all of the representations Subscriber has made in Section 2, Subscriber hereby irrevocably: (i) waives any right to any and all actions, suits, proceedings, investigations, claims or liabilities of any nature, including but not limited to actions under Rule 10b-5 of the Securities Exchange Act of 1934 or similar laws (collectively "Claims") that may arise from or relate to the possession of or failure to disclose non-public information, (ii) releases any Claims against the Covered Persons, and (iii) agrees to refrain from pursuing against any Claims against those parties.