(iv) the Investment Manager shall at all times maintain general liability, D&O, E&O and litigation insurance providing for coverage in amounts at least as high as the coverage amounts provided for under the Investment Managers insurance policies in effect on the date hereof so long as the Investment Managers assets under management equal or exceed those as determined as of the date hereof;
(v) prior to making any investment in a portfolio company and as part of its regular diligence process, the Investment Manager shall consider whether such portfolio company provides D&O, E&O and litigation insurance coverage for representatives of the General Partner and/or the Investment Manager who may serve on the board of directors of such portfolio company; and
(vi) none of the General Partner, the Investment Manager, or any of their respective Affiliates shall cause the Partnership to invest through any commingled vehicle, including the Sarissa Funds, in the interests of the Investor Limited Partner or any of its Affiliates.
(d) The General Partner agrees to provide notice to the Limited Partners as soon as reasonably practicable in the event that any of the representations set forth in this Section 3.02(c) ceases to be true in any material respect and such change in circumstances is reasonably likely to have material adverse effect on the General Partners business and operations.
3.03. Payment of Costs and Expenses.
(a) The General Partner and/or the Investment Manager shall be responsible for the payment of certain overhead expenses of the Partnership, including office rent, utilities, furniture and fixtures, computer equipment and services (except as provided below), stationery, secretarial and administrative services, salaries, entertainment expenses, employee insurance and payroll taxes. In addition, any related overhead expenses that are not set forth in Section 3.03(b) shall be the responsibility of the General Partner and/or the Investment Manager.
(b) The Partnership shall bear its own operating and other expenses. The Partnerships direct and indirect expenses shall include, without limitation, the following expenses of the Partnership: investment and trading-related expenses of the Partnership (these are expenses directly related to the investment program and include, for instance, brokerage commissions, ticket charges, expenses related to short sales, clearing, and settlement charges, custodial fees, interest expenses, financing charges, initial and variation margin, broken deal expenses and other transactional charges, fees or costs, consulting, advisory, investment banking, valuation and any other professional fees or compensation relating to particular investments or contemplated investments, appraisal fees and expenses, investment-related travel and lodging expenses, and research-related expenses, including news and quotation equipment and services, market data services, fees to third-party providers of research, portfolio risk management services (including the costs of risk management software or database packages), market information systems and/or computer software and information expenses); costs relating to communications with Limited Partners; accounting, audit and tax preparation and compliance expenses (including preparation costs of financial statements, tax returns, reports to the Limited Partners); printing and mailing costs, fees of pricing services, valuation firms and financial modeling services; expenses relating