Common use of Conflicts of Interest and Exclusivity Clause in Contracts

Conflicts of Interest and Exclusivity. 16.1 None of the Services of Mainspring under this Agreement are to be provided on an exclusive basis to the Manager. Mainspring and any Affiliate shall be free to provide similar services to (or engage in other activities with) others on such terms as Mainspring (or any Affiliate) may arrange and to retain for its own use and benefit, fees or other monies payable for its doing so, so long as the Services hereunder are not impaired thereby. Mainspring shall not be deemed to be affected with notice of, or to be under any duty to disclose to the Manager, any fact or thing which may come into its notice or the notice of any employee or agent of it in the course of Mainspring rendering similar services to others or in the course of carrying out its duties under this Agreement. 16.2 The Conflicts of Interest Policy sets out the types of actual or potential conflicts of interest that affect Mainspring’s business and provides details of how these are managed and deals with any fees, commission or any monetary benefits paid or provided by any third party or a person acting on behalf of a third party. A copy of Mainspring’s Conflicts of Interest Policy is available from Mainspring at the following link xxxxx://xxxxxxxxxxxx.xxx/policies/conflictsofinterest. Mainspring shall disclose to the Manager any conflicts that Mainspring is not able to manage effectively as soon as reasonably practicable. 16.3 Where Mainspring pays, provides, accepts or receives a fee, commission or non-monetary benefit in accordance with the FCA Rules, Mainspring will inform the Manager, prior to the provision of the relevant service: a) of the existence and nature of the payment or benefit; and b) the amount of the payment or benefit or, where the amount cannot be ascertained, the method for calculating that amount. 16.4 Mainspring will provide the Manager with periodic reporting statements to inform the Manager regarding any fees, commission or any monetary benefits transferred to the Manager. 16.5 Mainspring may share any fees and non-monetary benefits with any Affiliate or other third parties (including a person acting on their behalf) or receive fees and non-monetary benefits from them in respect of the Services provided pursuant to this Agreement. Details of the nature and amount of any such fees or non-monetary benefits (excluding exempt fees, which for these purposes mean custody costs, settlement and exchange fees, regulatory levies or legal fees) are available to the Manager on written request.

Conflicts of Interest and Exclusivity. 16.1 None of the our Services of Mainspring under this Agreement are to be provided on an exclusive basis to the ManagerParties. Mainspring We and any Affiliate shall be free to provide similar services to (or engage in other activities with) others on such terms as Mainspring we (or any Affiliate) may arrange and to retain for its our own use and benefit, fees or other monies payable for its us doing so, so long as the Services hereunder are not impaired thereby. Mainspring We shall not be deemed to be affected with notice of, or to be under any duty to disclose to the ManagerParties, any fact or thing which may come into its to our notice or the notice of any employee or agent of it in the course of Mainspring us rendering similar services to others or in the course of carrying out its our duties under this Agreement. 16.2 The Conflicts of Interest Policy sets out the types of actual or potential conflicts of interest that affect Mainspring’s our business and provides details of how these are managed and deals with any fees, commission or any monetary benefits paid or provided by any third party or a person acting on behalf of a third party. A copy of Mainspring’s our Conflicts of Interest Policy is available from Mainspring us at the following link xxxxx://xxxxxxxxxxxx.xxx/policies/conflictsofinterest. Mainspring We shall disclose to the Manager Parties any conflicts that Mainspring is we are not able to manage effectively as soon as reasonably practicable. 16.3 Where Mainspring payswe pay, providesprovide, accepts accept or receives receive a fee, commission or non-monetary benefit in accordance with the FCA Rules, Mainspring we will inform the ManagerParties, prior to the provision of the relevant service: a) of the existence and nature of the payment or benefit; and b) the amount of the payment or benefit or, where the amount cannot be ascertained, the method for calculating that amount. 16.4 Mainspring We will provide the Manager Manager, who will pass onto you (as applicable), with periodic reporting statements to inform the Manager regarding Parties of any fees, commission or any monetary benefits transferred to the Manageryou. 16.5 Mainspring We may share any fees and non-monetary benefits with any Affiliate or other third parties (including a person acting on their behalf) or receive fees and non-monetary benefits from them in respect of the Services provided pursuant to this Agreement. Details of the nature and amount of any such fees or non-monetary benefits (excluding exempt fees, which for these purposes mean custody costs, settlement and exchange fees, regulatory levies or legal fees) are available to the Manager on written request.

Conflicts of Interest and Exclusivity. 16.1 None of the our Services of Mainspring under this Agreement are to be provided on an exclusive basis to the ManagerParties. Mainspring We and any Affiliate shall be free to provide similar services to (or engage in other activities with) others on such terms as Mainspring we (or any Affiliate) may arrange and to retain for its our own use and benefit, fees or other monies payable for its us doing so, so long as the Services hereunder are not impaired thereby. Mainspring We shall not be deemed to be affected with notice of, or to be under any duty to disclose to the ManagerParties, any fact or thing which may come into its to our notice or the notice of any employee or agent of it in the course of Mainspring us rendering similar services to others or in the course of carrying out its our duties under this Agreement. 16.2 The Conflicts of Interest Policy sets out the types of actual or potential conflicts of interest that affect Mainspring’s our business and provides details of how these are managed and deals with any fees, commission or any monetary benefits paid or provided by any third party or a person acting on behalf of a third party. A copy of Mainspring’s our Conflicts of Interest Policy is available from Mainspring us at the following link xxxxx://xxxxxxxxxxxx.xxx/policies/conflictsofinteresthttps:ƒƒmainspringfs.comƒpoliciesƒconflictsofinterest. Mainspring We shall disclose to the Manager Parties any conflicts that Mainspring is we are not able to manage effectively as soon as reasonably practicable. 16.3 Where Mainspring payswe pay, providesprovide, accepts accept or receives receive a fee, commission or non-monetary non−monetary benefit in accordance with the FCA Rules, Mainspring we will inform the ManagerParties, prior to the provision of the relevant service: a) of the existence and nature of the payment or benefit; and b) the amount of the payment or benefit or, where the amount cannot be ascertained, the method for calculating that amount. 16.4 Mainspring We will provide the Manager Manager, who will pass onto you (as applicable), with periodic reporting statements to inform the Manager regarding Parties of any fees, commission or any monetary benefits transferred to the Manageryou. 16.5 Mainspring We may share any fees and non-monetary non−monetary benefits with any Affiliate or other third parties (including a person acting on their behalf) or receive fees and non-monetary non−monetary benefits from them in respect of the Services provided pursuant to this Agreement. Details of the nature and amount of any such fees or non-monetary non−monetary benefits (excluding exempt fees, which for these purposes mean custody costs, settlement and exchange fees, regulatory levies or legal fees) are available to the Manager on written request.