Common use of Acknowledged and Permitted Activities Clause in Contracts

Acknowledged and Permitted Activities. (a) The Company and the Members recognize that (i) NGP and its Affiliates may own or will own substantial equity interests in other companies (existing and future) that participate in the energy industry (“NGP Portfolio Companies”) and enter into advisory service agreements with those NGP Portfolio Companies, (ii) the NGP Representatives who serve as members of the Board may also serve as principals of other NGP Portfolio Companies, and (iii) that at any given time, other NGP Portfolio Companies may be in direct or indirect competition with the Company and/or its subsidiaries. The Company and the Members acknowledge and agree that (A) NGP, its Affiliates and the NGP Representatives: (I) shall not be prohibited or otherwise restricted by their relationship with the Company and its subsidiaries from engaging in the business of investing in NGP Portfolio Companies, entering into agreements to provide services to such companies or acting as directors or advisors to, or other principals of, such NGP Portfolio Companies, regardless of whether such activities are in direct or indirect competition with the business or activities of the Company or its subsidiaries, and (II) shall not have any obligation to offer the Company or its subsidiaries any Excluded Business Opportunity, and (B) the Company and the Members hereby renounce any interest or expectancy in any Excluded Business Opportunity pursued by NGP, its Affiliates, the NGP Representatives or another NGP Portfolio Company and waive any claim that any such business opportunity constitutes a corporate, partnership or other business opportunity of the Company or any of its subsidiaries.

Acknowledged and Permitted Activities. (a) The Company and the Members recognize that (ia) NGP and its Affiliates may own or and will own substantial equity interests in other companies (existing and future) that participate in the energy industry (“NGP Portfolio Companies”) and enter into advisory service agreements with those NGP Portfolio Companies, (iib) the NGP Representatives who serve as members of the Board may also serve as principals of other NGP Portfolio Companies, and (iiic) that at any given time, other NGP Portfolio Companies may be in direct or indirect competition with the Company and/or its subsidiaries. The Company and the Members acknowledge and agree that (Aa) NGP, its Affiliates and the NGP Representatives: (Ii) shall not be prohibited or otherwise restricted by their relationship with the Company and its subsidiaries from engaging in the business of investing in NGP Portfolio Companies, entering into agreements to provide services to such companies or acting as directors or advisors to, or other principals of, such NGP Portfolio Companies, regardless of whether such activities are in direct or indirect competition with the business or activities of the Company or its subsidiaries, and (IIii) shall not have any obligation to offer the Company or its subsidiaries any Excluded Business Opportunity, and (Bb) the Company and the Members hereby renounce any interest or expectancy in any Excluded Business Opportunity pursued by NGP, its Affiliates, the NGP Representatives or another NGP Portfolio Company and waive any claim that any such business opportunity constitutes a corporate, partnership or other business opportunity of the Company or any of its subsidiaries. (b) The Company and the Members recognize that (a) X. Xxxx III serves and will serve as a portfolio manager of GRT Capital Partners, L.L.C., a Delaware limited liability company, and its Affiliates (the “GRT Companies”), and (b) at any given time, the GRT Companies may be in direct or indirect competition with the Company and/or its subsidiaries. The Company and the Members acknowledge and agree that (a) X. Xxxx III: (i) shall not be prohibited or otherwise restricted by his relationship with the Company and its subsidiaries from engaging in the business of investing in GRT Companies, entering into agreements to provide advisory services to such companies or acting as a director or advisor to, or other principal of, such GRT Companies, regardless of whether such activities are in direct or indirect competition with the business or activities of the Company or its subsidiaries, and (ii) shall not have any obligation to offer the Company or its subsidiaries any Excluded Business Opportunity, and (b) the Company and the Members hereby renounce any interest or expectancy in any Excluded Business Opportunity pursued by the GRT Companies and waive any claim that any such business opportunity constitutes a corporate, partnership or other business opportunity of the Company or any of its subsidiaries. Nothing in this Section 5.3(b) shall relieve X. Xxxx III of his confidentiality obligation with respect to Confidential Information as provided in Section 7.5. (c) The Company and the Members recognize that Rice Drilling A LLC, a subsidiary of Rice Energy, engages in oil and gas drilling operations in Xxxxxxx County, Texas. The Company and the Members acknowledge and agree that Rice Drilling A LLC shall not be prohibited or otherwise restricted by its relationship with the Company and its subsidiaries from conducting its operations in Xxxxxxx County, Texas with respect to the oil and gas properties held by Rice Drilling A LLC as of the date of this Agreement.