Outside Counsel

In accordance with the Instrument, Independent Review Inc.'s committees have the authority, at the expense of the Fund, to seek independent legal, tax, financial, administrative or other advice as well secure the attendance at meetings of the committee of outsiders with relevant expertise and experience (collectively "Outside Counsel"), if the committee deems it necessary for the proper discharge of its mandate and responsibilities under its written charter.

Independent Review Inc. manages this process (particularly the scope of any such engagement) and ensures that the expenses of any Outside Counsel are both reasonable and acceptable to the Fund.