Common use of Competing Products Clause in Contracts

Competing Products. The GS Group regularly offers a wide array of securities, financial instruments and other products into the marketplace, including existing or new products that are similar to the Notes and Assets. For example, the GS Group may place or underwrite certain of the Assets and may underwrite securities similar to the Notes. Noteholders should expect that the GS Group will offer securities, financial instruments, and other products that will compete with the Notes for liquidity, research coverage or otherwise. Relationships: The financial market activities and interests of the GS Group may include financial advisory, investment advisory or transactional services and interests in securities, instruments and companies that are directly or indirectly related to the Issuer, the issuer(s) of the Assets and/or the Trustee. In providing these or other services to, or engaging in transactions with, the Issuer, the issuer(s) of the Assets and/or the Trustee, or other market participants, or in acting for its own account, the GS Group may take actions that have a direct or indirect effects on the Issuer, the Notes and/or the Assets, which may be adverse to the interests of Noteholders. In particular, the GS Group may provide investment banking services (including without limitation underwriting, merger advisory, other financial advisory, placement agency or selling agency services), foreign currency hedging, research, asset management services, brokerage services or other services to the Issuer, the issuer(s) of the Assets and/or the Trustee. Revenues to the GS Group for providing these services generally have the potential to increase as the business and activities of the Issuer expand. Therefore, a successful offering of the Notes may result in additional revenues to the GS Group and its personnel for the future provision of these other services. In any offering, as well as in all other circumstances in which the GS Group receives any fees or other compensation in any form relating to services provided to or transactions with the Issuer, the issuer(s) of the Assets and/or the Trustee, no accounting, offset or payment in respect of the Notes will be required or made; the GS Group will be entitled to retain all such fees and other amounts, and no fees or other compensation payable by the Issuer, the issuer(s) of the Assets and/or the Trustee or indirectly by holders of the Notes will be reduced by reason of receipt by the GS Group of any such other fees or other amounts. The GS Group, including its personnel or business units involved in the management, sales, activities, business operations or distribution of the Issuer or the Notes, regularly provides advice and services to the Issuer and its affiliates and has interests other than those relating to the Notes. These activities may cause the interests of the GS Group or the Issuer or its affiliates to be adverse to the interests of investors in the Notes.