Common use of Freedom to Pursue Opportunities Clause in Contracts

Freedom to Pursue Opportunities. In recognition that the Manager and its respective Indemnitees currently have, and will in the future have or will consider acquiring, investments in numerous companies with respect to which the Manager or its Indemnitees may serve as an advisor, a director or in some other capacity, and in recognition that the Manager and its respective Indemnitees have a myriad of duties to various investors and partners, and in anticipation that Parent and/or the Company, on the one hand, and the Manager (or one or more affiliates, associated investment funds or portfolio companies, or clients of the Manager), on the other hand, may engage in the same or similar activities or lines of business and have an interest in the same areas of corporate opportunities, and in recognition of the benefits to be derived by Parent and the Company hereunder and in recognition of the difficulties that may confront any advisor who desires and endeavors fully to satisfy such advisor’s duties in determining the full scope of such duties in any particular situation, the provisions of this Section 5(b) are set forth to regulate, define and guide the conduct of certain affairs of Parent and the Company as they may involve the Manager. Except as the Manager may otherwise agree in writing after the date hereof:

Appears in 2 contracts

Samples: Management Agreement (Gym-Card, LLC), Management Agreement (Gymboree Corp)

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Freedom to Pursue Opportunities. In recognition that the Manager and its respective Indemnitees currently have, and will in the future have or will consider acquiring, investments in numerous companies with respect to which the Manager or its Indemnitees may serve as an advisor, a director or in some other capacity, and in recognition that the Manager and its respective Indemnitees have a myriad of duties to various investors and partners, and in anticipation that Parent and/or the CompanyCompanies, on the one hand, and the Manager (or one or more affiliates, associated investment funds or portfolio companies, or clients of the Manager), on the other hand, may engage in the same or similar activities or lines of business and have an interest in the same areas of corporate opportunities, and in recognition of the benefits to be derived by Parent and the Company Companies hereunder and in recognition of the difficulties that may confront any advisor who desires and endeavors fully to satisfy such advisor’s duties in determining the full scope of such duties in any particular situation, the provisions of this Section 5(b) are set forth to regulate, define and guide the conduct of certain affairs of Parent and the Company Companies as they may involve the Manager. Except as the Manager may otherwise agree in writing after the date hereof:

Appears in 2 contracts

Samples: Management Agreement (Canada Goose Holdings Inc.), Management Agreement (Canada Goose Holdings Inc.)

Freedom to Pursue Opportunities. In recognition that the Manager Advisor and its respective Indemnitees Indemnified Parties currently have, and will in the future have or will consider acquiring, investments in numerous companies with respect to which the Manager Advisor or its Indemnitees Indemnified Parties may serve as an advisor, a director or in some other capacity, and in recognition that the Manager Advisor and its respective Indemnitees Indemnified Parties have a myriad of duties to various investors and partners, and in anticipation that Parent and/or the Company, on the one hand, hand and the Manager Advisor (or one or more affiliates, associated investment funds or portfolio companies, or clients of the ManagerAdvisor), on the other hand, may engage in the same or similar activities or lines of business and have an interest in the same areas of corporate opportunities, and in recognition of the benefits to be derived by Parent and the Company hereunder and in recognition of the difficulties that may confront any advisor who desires and endeavors fully to satisfy such advisor’s duties in determining the full scope of such duties in any particular situation, the provisions of this Section 5(b) 6.2 are set forth to regulate, define and guide the conduct of certain affairs of Parent and the Company as they may involve the ManagerAdvisor. Except as the Manager Advisor may otherwise agree in writing after the date hereof:

Appears in 1 contract

Samples: Expense Reimbursement Agreement (Dave & Busters Inc)

Freedom to Pursue Opportunities. In recognition that the Manager and its respective the Indemnitees currently have, and will in the future have have, or will consider acquiring, investments in numerous companies with respect to which the Manager or its Indemnitees another Indemnitee may serve as an advisor, a director or in some other capacity, and in recognition that the Manager and its respective Indemnitees have a myriad of duties to various investors and partners, and in anticipation that Parent and/or the CompanyCompanies and their respective affiliates, on the one hand, and the Manager (or one or more members, affiliates, associated investment funds or portfolio companies, companies or clients of the Managerclients), on the other hand, may engage in the same or similar activities or lines of business and have an interest in the same areas of corporate opportunities, and in recognition of the benefits to be derived by Parent and the Company hereunder Companies hereunder, and in recognition of the difficulties that may confront any advisor who desires and endeavors fully to satisfy such advisor’s 's duties in determining the full scope of such duties in any particular situation, the provisions of this Section 5(b6(b) are set forth to regulate, define and guide the conduct of certain affairs of Parent and the Company Companies as they may involve the ManagerManager or its members, managers or officers. Except as the Manager Manager, its members or any other Indemnitee may otherwise agree in writing after the date hereof:

Appears in 1 contract

Samples: Management Agreement (Osi Restaurant Partners, LLC)

Freedom to Pursue Opportunities. In recognition that the each Manager and its respective Indemnitees currently have, and will in the future have or will consider acquiring, investments in numerous companies with respect to which the each Manager or its respective Indemnitees may serve as an advisor, a director or in some other capacity, and in recognition that the each Manager and its respective Indemnitees have a myriad of duties to various investors and partners, and in anticipation that Parent and/or the CompanyLoews Corporations, on the one hand, and each of the Manager Managers (or one or more affiliates, associated investment funds or portfolio companies, or clients of the Manager), on the other hand, may engage in the same or similar activities or lines of business and have an interest in the same areas of corporate opportunities, and in recognition of the benefits to be derived by Parent and the Company Loews Corporations hereunder and in recognition of the difficulties that which may confront any advisor who desires and endeavors fully to satisfy such advisor’s duties in determining the full scope of such duties in any particular situation, the provisions of this Section 5(b) are set forth to regulate, define and guide the conduct of certain affairs of Parent and the Company Loews Corporations as they may involve the Managersuch Manager and its Indemnitees. Except as the a Manager may otherwise agree in writing after the date hereof:

Appears in 1 contract

Samples: Management Agreement (LCE AcquisitionSub, Inc.)

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Freedom to Pursue Opportunities. In recognition that the Manager Managers and its their respective Indemnitees currently have, and will in the future have or will consider acquiring, investments in numerous companies with respect to which the Manager Managers or its their respective Indemnitees may serve as an advisor, a director or in some other capacity, and in recognition that the Manager Managers and its their respective Indemnitees have a myriad of duties to various investors and partners, and in anticipation that Parent and/or the Company, on the one hand, hand and the Manager Managers (or one or more affiliates, associated investment funds or portfolio companies, or clients of the ManagerManagers), on the other hand, may engage in the same or similar activities or lines of business and have an interest in the same areas of corporate opportunities, and in recognition of the benefits to be derived by Parent and the Company hereunder and in recognition of the difficulties that may confront any advisor who desires and endeavors fully to satisfy such advisor’s duties in determining the full scope of such duties in any particular situation, the provisions of this Section 5(b) are set forth to regulate, define and guide the conduct of certain affairs of Parent and the Company as they may involve the ManagerManagers. Except as the Manager Managers may otherwise agree in writing after the date hereof:

Appears in 1 contract

Samples: Management Agreement (Michaels Stores Inc)

Freedom to Pursue Opportunities. In recognition that the Manager and its respective the Indemnitees currently have, and will in the future have have, or will consider acquiring, investments in numerous companies with respect to which the Manager or its Indemnitees another Indemnitee may serve as an advisor, a director or in some other capacity, and in recognition that the Manager and its respective Indemnitees have a myriad of duties to various investors and partners, and in anticipation that Parent and/or the CompanyCompanies and their respective affiliates, on the one hand, and the Manager (or one or more members, affiliates, associated investment funds or portfolio companies, companies or clients of the Managerclients), on the other hand, may engage in the same or similar activities or lines of business and have an interest in the same areas of corporate opportunities, and in recognition of the benefits to be derived by Parent and the Company hereunder Companies hereunder, and in recognition of the difficulties that may confront any advisor who desires and endeavors fully to satisfy such advisor’s duties in determining the full scope of such duties in any particular situation, the provisions of this Section 5(b6(b) are set forth to regulate, define and guide the conduct of certain affairs of Parent and the Company Companies as they may involve the ManagerManager or its members, managers or officers. Except as the Manager Manager, its members or any other Indemnitee may otherwise agree in writing after the date hereof:

Appears in 1 contract

Samples: Management Agreement (Bloomin' Brands, Inc.)

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