Transferability of Interests A Limited Partner may not sell, assign, or transfer any interest
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Transferability of Interests A Limited Partner may not sell, assign, or transfer any interest
and Withdrawal: in the Fund or withdraw from the Fund except under certain
limited circumstances and with the prior written consent of the
General Partner.
Borrowings The Fund may borrow money on a short-term basis pending
and Guarantees: drawdowns of capital contributions in an aggregate amount
outstanding at any time not exceeding 15% of aggregate
Commitments, or such greater amount as is otherwise approved
by the Advisory Board; provided that the maturity of any such
borrowing shall not exceed 90 days. The Fund may guarantee
the indebtedness of any portfolio company; provided, however,
that, without the approval of the Advisory Board, the total
amount of outstanding Fund guarantees shall not exceed 15% of
aggregate Commitments.
Default: If any Limited Partner defaults in the payment of any part of its
Commitment when due, it will be subject to significant penalties
as specified in the Partnership Agreement, including forfeiture
of all or a portion of such Limited Partner’s interest in the Fund.
Reports: The Partners will receive (i) audited annual financial statements,
(ii) unaudited quarterly financial statements for the first three
quarters of each fiscal year, (ii) annual tax information
necessary for completion of their income tax returns and (iv)
periodically certain descriptive information related to portfolio
investments. Reports and information, and the General
Partner’s obligation to provide such reports and information,
will be subject to confidentiality restrictions and limitations as
set forth in the Partnership Agreement. Each Limited Partner
will be required to maintain information provided to it about
the Fund, its business and portfolio investments in the strictest
confidence and to not disclose such information except in
certain limited circumstances.
Parallel Funds: In order to facilitate investments by certain investors, the
General Partner may create parallel or other investment vehicles
or investment advisory programs, the structure of which may
differ from that of the Fund but which will generally invest
proportionately in all portfolio investments on substantially the
same terms and conditions as the Fund, subject to applicable
investment restrictions.
Alternative Investment If the General Partner determines that for legal, tax or
Vehicles: regulatory reasons that an investment should be made through
an alternative investment vehicle, the General Partner may
structure the making of all or a portion of such investment
53 CONTROL NUMBER 257 - CONFIDENTIAL
HOUSE_OVERSIGHT_024064
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