Common use of Other Activities of the Members Clause in Contracts

Other Activities of the Members. Notwithstanding any duty otherwise existing at law or in equity but subject to Section 5.3(a)(vi), each Member and its respective Affiliates (collectively, the “Permitted Persons”) may have any other business interests and may engage or invest in any other business or trade, profession or employment whatsoever, on its own account, or in partnership with, or as an employee, officer, advisor, director, stockholder or in any other capacity as a representative of any other Person, and no Permitted Person shall be required to devote its or his entire time to the business of the Company. Without limiting the generality of the foregoing, each Permitted Person may, directly or indirectly, (i) engage or invest in the same or similar activities or lines of business as the Company (including, without limitation, any business activities or lines of business that are the same as or similar to those pursued by, or competitive with, the Company or any of its Subsidiaries) or develop or market any products or services (including, without limitation, any products or services that are the same as or similar to those pursued by, or competitive with, the Company or any of its Subsidiaries); (ii) do business with any client or customer of the Company; and (iii) hold beneficially or own any ownership interest in, or develop a business relationship with, any Person engaged in the same or similar activities or lines of business as, or otherwise in competition with, the Company. Neither the Company nor any Member nor any Affiliate thereof by virtue of this Agreement shall have any rights in and to any Permitted Person’s independent venture or the income or profits derived therefrom, regardless of whether such venture was presented to a Permitted Person as a direct or indirect result of his, her or its connection with the Company. No Permitted Person shall have any obligation to present any business opportunity to the Company, even if the opportunity is one that the Company might reasonably be deemed to have pursued or had the ability or desire to pursue if granted the opportunity to do so, and no Permitted Person shall be liable to the Company or any Member (or any Affiliate thereof) for breach of any fiduciary or other duty, as a Member or otherwise, by reason of the fact that a Permitted Person pursues or acquires such business opportunity, directs such business opportunity to another Person or fails to present such business opportunity, or information regarding such business opportunity, to the Company. To the fullest extent permitted by law, each Member and its Affiliates shall not be liable to the Company, any Member or any of their respective Affiliates for breach of any duty (contractual or otherwise) by reason of any activities or omissions of the types referred to in this Section 7.1 or such Member’s or its Affiliates’ participation therein.

Other Activities of the Members. (a) Notwithstanding any duty otherwise existing at law or in equity but subject to Section 5.3(a)(vi)equity, each of the Members and any Person employed by, related to or in any way affiliated with any Member and its respective Affiliates (collectively, the “Permitted Persons”) may have any other business interests and may engage or invest in any other business or trade, profession profession, employment or employment whatsoeveractivity whatsoever (regardless of whether any such activity competes, on directly or indirectly, with the business or activities of the Company or any of its subsidiaries), for its own account, or in partnership or participation with, or as an employee, officer, advisor, director, stockholder stockholder, member, manager, trustee, general or in any other capacity as a limited partner, agent or representative of of, any other Person, and no Permitted Person shall be required to devote its or his entire time (business or otherwise), or any particular portion of its time (business or otherwise) to the business of the CompanyCompany or any of its subsidiaries. Without Notwithstanding any duty otherwise existing at law or in equity, without limiting the generality of the foregoing, each Permitted Person may, directly or indirectly, (i) may engage or invest in the same or similar activities or lines of business as the Company (including, without limitation, any business activities or lines of business that are the same as or similar to those pursued by, or competitive with, the Company or any of its Subsidiaries) it s subsidiaries or develop or market any products or services (includingthat compete, without limitationdirectly or indirectly, any products or services that are the same as or similar to with those pursued by, or competitive with, of the Company or any of its Subsidiaries); subsidiaries, including owning, operating or investing in electronic trading systems in alternative asset classes or geographies, (ii) do business with any client or customer of the Company; and (iii) hold beneficially may invest or own any ownership interest in, or develop a business relationship with, any Person engaged in the same or similar activities or lines of business as, or otherwise in competition with, the CompanyCompany or any of its subsidiaries and (iii) may do business with any client or customer of the Company or any of its subsidiaries. Neither the Company nor any Member nor Manager, nor any Affiliate thereof of any thereof, by virtue of this Agreement Agreement, shall have any rights in and to any Permitted Person’s such independent venture or the income or profits derived therefrom, regardless of whether or not such venture was initially presented to a Permitted Person as a direct or indirect result of his, her or its connection relationship with the CompanyCompany or any of its subsidiaries. No Notwithstanding any duty otherwise existing at law or in equity, no Permitted Person shall have any obligation hereunder to present any business opportunity to the CompanyCompany or any of its subsidiaries, even if the opportunity is one that the Company or any of its subsidiaries might reasonably be deemed to have pursued or had the ability or desire to pursue pursue, in each case, if granted the opportunity to do so, and and, to the fullest extent permitted by law, no Permitted Person shall be liable to the Company Company, any of its subsidiaries or any Member (or any Affiliate thereof) for breach of any fiduciary or other duty, as a Member duty relating to the Company (whether imposed by applicable law or otherwise), by reason of the fact that a the Permitted Person pursues or acquires such business opportunity, directs such business opportunity o pportunity to another Person person or fails to present such business opportunity, or information regarding such business opportunity, to the Company. To the fullest extent permitted by law, each Member and its Affiliates shall not be liable to the Company, any Member Company or any of their respective Affiliates for breach of any duty (contractual or otherwise) by reason of any activities or omissions of the types referred to in this Section 7.1 or such Member’s or its Affiliates’ participation thereinsubsidiaries.

Other Activities of the Members. Notwithstanding Each of the Members understands that the other Members or their respective Affiliates may be interested, directly or indirectly, in various other businesses and undertakings not included in the Company. Each of the Members hereby agrees that: (i) the other Members and their respective Affiliates shall have the right to have such other interests and activities and to receive and enjoy profits or compensation therefrom; (ii) the Member waives any duty right such Member might otherwise existing at law have to share or participate in such other interests or activities; (iii) some of the other business interests, activities and investments of the other Members or their respective Affiliates may be in conflict or in equity but subject to Section 5.3(a)(vi), competition with the business of the Company; (iv) each Member of the other Members and its their respective Affiliates (collectively, the “Permitted Persons”) may have any other business interests and may engage in or invest possess an interest in any other business or tradeventure of any kind, profession independently or employment whatsoeverwith others, on its own accountincluding, without limitation, owning, financing, acquiring, leasing, promoting, developing, improving, operating and managing any apparel design, manufacturing, wholesale or in partnership with, or as an employee, officer, advisor, director, stockholder or retail business; (v) the other Members and their respective Affiliates may engage in any other capacity as a representative such activities, whether or not competitive with the Company, without any obligation to offer any interest in such activities to the Company or the Member; (vi) the pursuit of any other Personsuch activities, and no Permitted Person shall be required to devote its or his entire time to even if competitive with the business of the Company. Without limiting the generality , shall not be deemed wrongful or improper; and (vii) none of the foregoingother Members, each Permitted their respective Affiliates or any other Person mayemployed by, directly related to or indirectlyin any way Affiliated therewith shall have any duty or obligation to disclose or offer to the Member, (i) engage or invest in obtain for the same or similar activities or lines benefit of business as the Company (including, without limitationMember, any business activities other activity or lines of business that are the same as venture or similar to those pursued byinterest therein. No Member, or competitive with, the Company or nor any of its Subsidiaries) or develop or market any products or services (including, without limitation, any products or services that are the same as or similar to those pursued by, or competitive with, the Company creditors or any of its Subsidiaries); (ii) do business with any client or customer of the Company; and (iii) hold beneficially or own any ownership other Person having an interest inin such Member, or develop a business relationship with, any Person engaged in the same or similar activities or lines of business as, or otherwise in competition with, the Company. Neither the Company nor any Member nor any Affiliate thereof by virtue of this Agreement shall have any rights claim, right or cause of action against the other Members or any other Person employed by, related to or in and any way Affiliated with the other Members by reason of any direct or indirect investment or other participation, whether active or passive, in any such activity or interest therein, or any right to any Permitted Person’s independent venture such activity or interest therein or the income or profits derived therefrom, regardless of whether such venture was presented to a Permitted Person as a direct or indirect result of his, her or its connection with the Company. No Permitted Person shall have any obligation to present any business opportunity to the Company, even if the opportunity is one that the Company might reasonably be deemed to have pursued or had the ability or desire to pursue if granted the opportunity to do so, and no Permitted Person shall be liable to the Company or any Member (or any Affiliate thereof) for breach of any fiduciary or other duty, as a Member or otherwise, by reason of the fact that a Permitted Person pursues or acquires such business opportunity, directs such business opportunity to another Person or fails to present such business opportunity, or information regarding such business opportunity, to the Company. To the fullest extent permitted by law, each Member and its Affiliates shall not be liable to the Company, any Member or any of their respective Affiliates for breach of any duty (contractual or otherwise) by reason of any activities or omissions of the types referred to in this Section 7.1 or such Member’s or its Affiliates’ participation therein.

Other Activities of the Members. Notwithstanding any duty otherwise existing at law or in equity but subject to Section 5.3(a)(vi)equity, each Member of the Members, its Affiliates, Related Funds and its respective Affiliates investment managers (collectively, the “Permitted Identified Persons”) may have any other business interests and may engage or invest in any other business or trade, profession profession, employment or employment whatsoeveractivity whatsoever (regardless of whether any such activity competes, on directly or indirectly, with the business or activities of the Company or any of its Subsidiaries), for its own account, or in partnership or participation with, or as an employee, officer, advisor, director, stockholder stockholder, member, manager, trustee, general or in any other capacity as a limited partner, agent or representative of of, any other Person, and no Permitted Person Member shall be required to devote its or his entire time (business or otherwise), or any particular portion of its time (business or otherwise) to the business of the Company. Without limiting the generality of the foregoing, each Permitted Person may, directly or indirectly, (i) engage or invest in the same or similar activities or lines of business as the Company (including, without limitation, any business activities or lines of business that are the same as or similar to those pursued by, or competitive with, the Company or any of its Subsidiaries) or develop or market any products or services (including, without limitation, any products or services that are the same as or similar to those pursued by, or competitive with, the Company or any of its Subsidiaries); (ii) do business with any client or customer of the Company; and (iii) hold beneficially or own any ownership interest in, or develop a business relationship with, any Person engaged in the same or similar activities or lines of business as, or otherwise in competition with, the Company. Neither the Company nor any Member nor Director, nor any Affiliate thereof or investment manager of any thereof, by virtue of this Agreement Agreement, shall have any rights in and to any Permitted Person’s such independent venture or the income or profits derived therefrom. Notwithstanding any duty otherwise existing at law or in equity, regardless no Identified Person (other than a Member that is an officer or employee of whether such venture was presented to a Permitted Person as a direct the Company or indirect result any of his, her or its connection with the Company. No Permitted Person Subsidiaries) shall have any obligation hereunder to present any business opportunity to the Company, even if the opportunity is one that the Company might reasonably be deemed to have pursued or had the ability or desire to pursue pursue, in each case, if granted the opportunity to do soso and, and to the fullest extent permitted by law, no Permitted Identified Person (other than a Member that is an officer or employee of the Company or any of its Subsidiaries) shall be liable to the Company or any other Member (or any Affiliate or investment manager thereof) for breach of any fiduciary or other duty, as a Member duty relating to the Company (whether imposed by applicable law or otherwise), by reason of the fact that a Permitted such Identified Person pursues or acquires such business opportunity, directs such business opportunity to another Person or fails to present such business opportunity, opportunity or information regarding such business opportunity, to the Company. To For the fullest extent permitted by lawavoidance of doubt, each Member and its Affiliates none of the foregoing shall not be liable apply to the Company, any Member that is an officer or employee of the Company or any of their respective Affiliates for breach of its Subsidiaries or any duty (contractual or otherwise) by reason of any activities or omissions of the types referred to in this Section 7.1 or such Member’s or its Affiliates’ participation thereinDirector.

Other Activities of the Members. (a) Notwithstanding any duty otherwise existing at law or in equity but subject to Section 5.3(a)(vi)equity, each of the Members and any Person employed by, related to or in any way affiliated with any Member and its respective Affiliates (collectively, the “Permitted Persons”) may have any other business interests and may engage or invest in any other business or trade, profession profession, employment or employment whatsoeveractivity whatsoever (regardless of whether any such activity competes, on directly or indirectly, with the business or activities of the Company or any of its subsidiaries), for its own account, or in partnership or participation with, or as an employee, officer, advisor, director, stockholder stockholder, member, manager, trustee, general or in any other capacity as a limited partner, agent or representative of of, any other Person, and no Permitted Person shall be required to devote its or his entire time (business or otherwise), or any particular portion of its time (business or otherwise) to the business of the CompanyCompany or any of its subsidiaries. Without Notwithstanding any duty otherwise existing at law or in equity, without limiting the generality of the foregoing, each Permitted Person may, directly or indirectly, (i) may engage or invest in the same or similar activities or lines of business as the Company (including, without limitation, any business activities or lines of business that are the same as or similar to those pursued by, or competitive with, the Company or any of its Subsidiaries) subsidiaries or develop or market any products or services (includingthat compete, without limitationdirectly or indirectly, any products or services that are the same as or similar to with those pursued by, or competitive with, of the Company or any of its Subsidiariessubsidiaries, including owning, operating or investing in electronic trading systems in alternative asset classes or geographies, subject to Section 7.7(h)(4); , (ii) do business with any client or customer of the Company; and (iii) hold beneficially may invest or own any ownership interest in, or develop a business relationship with, any Person engaged in the same or similar activities or lines of business as, or otherwise in competition with, the CompanyCompany or any of its subsidiaries and (iii) may do business with any client or customer of the Company or any of its subsidiaries. Neither the Company nor any Member nor Manager, nor any Affiliate thereof of any thereof, by virtue of this Agreement Agreement, shall have any rights in and to any Permitted Person’s such independent venture or the income or profits derived therefrom, regardless of whether or not such venture was initially presented to a Permitted Person as a direct or indirect result of his, her or its connection relationship with the CompanyCompany or any of its subsidiaries. No Notwithstanding any duty otherwise existing at law or in equity, no Permitted Person shall have any obligation hereunder to present any business opportunity to the CompanyCompany or any of its subsidiaries, even if the opportunity is one that the Company or any of its subsidiaries might reasonably be deemed to have pursued or had the ability or desire to pursue pursue, in each case, if granted the opportunity to do so, and and, to the fullest extent permitted by law, no Permitted Person shall be liable to the Company Company, any of its subsidiaries or any Member (or any Affiliate thereof) for breach of any fiduciary or other duty, as a Member duty relating to the Company (whether imposed by applicable law or otherwise), by reason of the fact that a the Permitted Person pursues or acquires such business opportunity, directs such business opportunity to another Person person or fails to present such business opportunity, or information regarding such business opportunity, to the Company. To the fullest extent permitted by law, each Member and its Affiliates shall not be liable to the Company, any Member Company or any of their respective Affiliates for breach of any duty (contractual or otherwise) by reason of any activities or omissions of the types referred to in this Section 7.1 or such Member’s or its Affiliates’ participation thereinsubsidiaries.