Common use of Continuation Vehicles Clause in Contracts

Continuation Vehicles. The Managing Member may create one or more investment vehicles (each a “Continuation Vehicle”), which may include Members and/or third- party investors and shall be managed by the Managing Member or an Affiliate thereof on customary terms (which, for the avoidance of doubt, may include carried interest, management fee and other fee terms consistent with those of the Fund), to facilitate the purchase by certain Members of any Longer-Term Investments that have not previously been the subject of a disposition. Any purchase of a Longer-Term Investment by a Continuation Vehicle from the Fund shall be at a fair market value as determined by an independent valuation expert or with reference to a third-party bid (pursuant to a marketed bid process). Members may, but are not required to, participate in any Continuation Vehicle and may at the time of the continuation transaction cease their ongoing participation in a Continuation Vehicle.‌

Continuation Vehicles. The Managing Member may create one or more investment vehicles (each a “Continuation Vehicle”), which may include Members and/or third- party investors and shall be managed by the Managing Member or an Affiliate thereof on customary terms (which, for the avoidance of doubt, may include carried interest, management fee and other fee terms consistent with those of the Fund), to facilitate the purchase by certain Members of any Longer-Term Investments that have not previously been the subject of a disposition. Any purchase of a Longer-Term Investment by a Continuation Vehicle from the Fund shall be at a fair market value as determined by an independent valuation expert or with reference to a third-party bid (pursuant to a marketed bid process). Members may, but are not required to, participate in any Continuation Vehicle and may at the time of the continuation transaction cease their ongoing participation in a Continuation Vehicle.‌Vehicle.