Common use of Other Activities of the Members Clause in Contracts

Other Activities of the Members. (a) Notwithstanding any duty otherwise existing at law or in equity, each of the Members and any Person employed by, related to or in any way affiliated with any Member (the “Permitted Persons”) may have other business interests and may engage in any business or trade, profession, employment or activity whatsoever (regardless of whether any such activity competes, 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, director, stockholder, member, manager, trustee, general or limited partner, agent or representative of, any other Person, and no Permitted Person shall be required to devote its entire time (business or otherwise), or any particular portion of its time (business or otherwise) to the business of the Company or any of its subsidiaries. Notwithstanding any duty otherwise existing at law or in equity, without limiting the generality of the foregoing, each Permitted Person (i) may engage in the same or similar activities or lines of business as the Company or any of it s subsidiaries or develop or market any products or services that compete, directly or indirectly, with those of the Company or any of its subsidiaries, including owning, operating or investing in electronic trading systems in alternative asset classes or geographies, (ii) may invest or own any 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 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 of any thereof, by virtue of this Agreement, shall have any rights in and to any 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 its relationship with the Company or any of its subsidiaries. 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 Company or any of its subsidiaries, even if the opportunity is one that the Company or any of its subsidiaries might reasonably have pursued or had the ability or desire to pursue, in each case, if granted the opportunity to do so, and, to the fullest extent permitted by law, no Permitted Person shall be liable to the Company, any of its subsidiaries or any Member (or any Affiliate thereof) for breach of any fiduciary or other duty relating to the Company (whether imposed by applicable law or otherwise), by reason of the fact that the Permitted Person pursues or acquires such business opportunity, directs such business o pportunity to another person or fails to present such business opportunity, or information regarding such business opportunity, to the Company or any of its subsidiaries.

Other Activities of the Members. (a) Notwithstanding any duty otherwise existing at law or in equityequity but subject to Section 5.3(a)(vi), each of the Members Member and any Person employed byits respective Affiliates (collectively, related to or in any way affiliated with any Member (the “Permitted Persons”) may have any other business interests and may engage or invest in any other business or trade, professionprofession or employment whatsoever, employment or activity whatsoever (regardless of whether any such activity competes, directly or indirectly, with the business or activities of the Company or any of its subsidiaries), for on its own account, or in partnership or participation with, or as an employee, officer, advisor, director, stockholder, member, manager, trustee, general stockholder or limited partner, agent or in any other capacity as a 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 Company or any of its subsidiariesCompany. Notwithstanding any duty otherwise existing at law or in equity, without 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 it s subsidiaries its Subsidiaries) or develop or market any products or services (including, without limitation, any products or services that competeare the same as or similar to those pursued by, directly or indirectlycompetitive with, with those of the Company or any of its subsidiaries, including owning, operating or investing in electronic trading systems in alternative asset classes or geographies, Subsidiaries); (ii) may invest 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 or any of its subsidiaries and (iii) may do business with any client or customer of the Company or any of its subsidiariesCompany. Neither the Company nor any Member nor Manager, nor any Affiliate of any thereof, thereof by virtue of this Agreement, Agreement shall have any rights in and to any such Permitted Person’s 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 relationship connection with the Company or any of its subsidiariesCompany. Notwithstanding any duty otherwise existing at law or in equity, no No Permitted Person shall have any obligation hereunder to present any business opportunity to the Company or any of its subsidiariesCompany, 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, in each case, pursue if granted the opportunity to do so, and, to the fullest extent permitted by law, and no Permitted Person shall be liable to the Company, any of its subsidiaries Company or any Member (or any Affiliate thereof) for breach of any fiduciary or other duty relating to the Company (whether imposed by applicable law duty, as a Member or otherwise), by reason of the fact that the a Permitted Person pursues or acquires such business opportunity, directs such business o pportunity opportunity to another person Person or fails to present such business opportunity, or information regarding such business opportunity, to the Company 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 subsidiariesAffiliates’ participation therein.

Other Activities of the Members. (a) Notwithstanding any duty otherwise existing at law or in equity, each of the Members and any Person employed by, related to or in any way affiliated with any Member (the “Permitted Persons”) may have other business interests and may engage in any business or trade, profession, employment or activity whatsoever (regardless of whether any such activity competes, 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, director, stockholder, member, manager, trustee, general or limited partner, agent or representative of, any other Person, and no Permitted Person shall be required to devote its entire time (business or otherwise), or any particular portion of its time (business or otherwise) to the business of the Company or any of its subsidiaries. Notwithstanding any duty otherwise existing at law or in equity, without limiting the generality of the foregoing, each Permitted Person (i) may engage in the same or similar activities or lines of business as the Company or any of it s its subsidiaries or develop or market any products or services that compete, directly or indirectly, with those of the Company or any of its subsidiaries, including owning, operating or investing in electronic trading systems in alternative asset classes or geographies, subject to Section 7.7(h)(4), (ii) may invest or own any 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 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 of any thereof, by virtue of this Agreement, shall have any rights in and to any 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 its relationship with the Company or any of its subsidiaries. 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 Company or any of its subsidiaries, even if the opportunity is one that the Company or any of its subsidiaries might reasonably have pursued or had the ability or desire to pursue, in each case, if granted the opportunity to do so, and, to the fullest extent permitted by law, no Permitted Person shall be liable to the Company, any of its subsidiaries or any Member (or any Affiliate thereof) for breach of any fiduciary or other duty relating to the Company (whether imposed by applicable law or otherwise), by reason of the fact that the Permitted Person pursues or acquires such business opportunity, directs such business o pportunity opportunity to another person or fails to present such business opportunity, or information regarding such business opportunity, to the Company or any of its subsidiaries.

Other Activities of the Members. 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: (ai) Notwithstanding 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, competition with the business of the Company; (iv) each of the other Members and their respective Affiliates may engage in or possess an interest in any other business or venture of any kind, independently or with others, including, without limitation, owning, financing, acquiring, leasing, promoting, developing, improving, operating and managing any apparel design, manufacturing, wholesale or retail business; (v) the other Members and their respective Affiliates may engage in any 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 such activities, even if competitive with the business of the Company, shall not be deemed wrongful or improper; and (vii) none of the other Members, their respective Affiliates or any other Person employed by, related to or in any way affiliated with Affiliated therewith shall have any Member (duty or obligation to disclose or offer to the “Permitted Persons”) may have other business interests and may engage in any business Member, or trade, profession, employment or activity whatsoever (regardless of whether any such activity competes, directly or indirectly, with obtain for the business or activities benefit of the Company Member, any other activity or venture or interest therein. No Member, nor any of its subsidiaries), for its own account, creditors or in partnership or participation with, or as an employee, officer, director, stockholder, member, manager, trustee, general or limited partner, agent or representative of, any other Person, and no Permitted Person shall be required to devote its entire time (business or otherwise), or any particular portion of its time (business or otherwise) to the business of the Company or any of its subsidiaries. Notwithstanding any duty otherwise existing at law or having an interest in equity, without limiting the generality of the foregoing, each Permitted Person (i) may engage in the same or similar activities or lines of business as the Company or any of it s subsidiaries or develop or market any products or services that compete, directly or indirectly, with those of the Company or any of its subsidiaries, including owning, operating or investing in electronic trading systems in alternative asset classes or geographies, (ii) may invest or own any 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 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 of any thereof, by virtue of this Agreementsuch Member, 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 such independent venture activity or interest therein 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 its relationship with the Company or any of its subsidiaries. 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 Company or any of its subsidiaries, even if the opportunity is one that the Company or any of its subsidiaries might reasonably have pursued or had the ability or desire to pursue, in each case, if granted the opportunity to do so, and, to the fullest extent permitted by law, no Permitted Person shall be liable to the Company, any of its subsidiaries or any Member (or any Affiliate thereof) for breach of any fiduciary or other duty relating to the Company (whether imposed by applicable law or otherwise), by reason of the fact that the Permitted Person pursues or acquires such business opportunity, directs such business o pportunity to another person or fails to present such business opportunity, or information regarding such business opportunity, to the Company or any of its subsidiaries.

Other Activities of the Members. (a) Notwithstanding any duty otherwise existing at law or in equity, each of the Members Members, its Affiliates, Related Funds and any Person employed byits investment managers (collectively, related to or in any way affiliated with any Member (the “Permitted Identified Persons”) may have other business interests and may engage in any business or trade, profession, employment or activity whatsoever (regardless of whether any such activity competes, directly or indirectly, with the business or activities of the Company or any of its subsidiariesSubsidiaries), for its own account, or in partnership or participation with, or as an employee, officer, director, stockholder, member, manager, trustee, general or limited partner, agent or representative of, any other Person, and no Permitted Person Member shall be required to devote its entire time (business or otherwise), or any particular portion of its time (business or otherwise) to the business of the Company or any of its subsidiaries. Notwithstanding any duty otherwise existing at law or in equity, without limiting the generality of the foregoing, each Permitted Person (i) may engage in the same or similar activities or lines of business as the Company or any of it s subsidiaries or develop or market any products or services that compete, directly or indirectly, with those of the Company or any of its subsidiaries, including owning, operating or investing in electronic trading systems in alternative asset classes or geographies, (ii) may invest or own any 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 or any of its subsidiaries and (iii) may do business with any client or customer of the Company or any of its subsidiariesSubsidiaries. Neither the Company nor any Member nor ManagerDirector, nor any Affiliate or investment manager of any thereof, by virtue of this Agreement, shall have any rights in and to any 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 its relationship with the Company or any of its subsidiaries. Notwithstanding any duty otherwise existing at law or in equity, no Permitted Identified Person (other than a Member that is an officer or employee of the Company or any of its Subsidiaries) shall have any obligation hereunder to present any business opportunity to the Company or any of its subsidiariesCompany, even if the opportunity is one that the Company or any of its subsidiaries might reasonably have pursued or had the ability or desire to pursue, in each case, if granted the opportunity to do so, so 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, any of its subsidiaries Company or any other Member (or any Affiliate or investment manager thereof) for breach of any fiduciary or other duty relating to the Company (whether imposed by applicable law or otherwise), by reason of the fact that the Permitted such Identified Person pursues or acquires such business opportunity, directs such business o pportunity opportunity to another person Person or fails to present such business opportunity, opportunity or information regarding such business opportunity, to the Company. For the avoidance of doubt, none of the foregoing shall apply to the any Member that is an officer or employee of the Company or any of its subsidiariesSubsidiaries or any Director.

Other Activities of the Members. (a) Notwithstanding The Members, the Managers, the Company or any duty otherwise existing at law Subsidiary or in equity, each of the Members and any Person other person employed by, related to or in any way affiliated with any Member (Member, any Manager, the “Permitted Persons”) may Company or any Subsidiary shall have no obligation or duty to disclose or offer to the Company, any Subsidiary or the Members, or obtain for the benefit of the Company, any Subsidiary or the Members, any other business interests and may engage in activity or venture or interest therein, or to create on the part of the Company, any business or tradeSubsidiary, professionany of the Members, employment or activity whatsoever (regardless of whether any such activity competes, directly or indirectly, with the business or activities creditors of the Company or any of its subsidiaries), for its own account, Subsidiary or in partnership or participation with, or as an employee, officer, director, stockholder, member, manager, trustee, general or limited partner, agent or representative of, any other Person, and no Permitted Person shall be required to devote its entire time (business or otherwise), or having any particular portion of its time (business or otherwise) to the business of interest in the Company or any of its subsidiaries. Notwithstanding any duty otherwise existing at law or in equity, without limiting the generality of the foregoing, each Permitted Person Subsidiary (i) may engage in any claim, right or cause of action against any of the same or similar activities or lines of business as the Company Members, any Manager or any of it s subsidiaries other Person employed by, related to or develop or market in any products or services that competeway affiliated with, directly or indirectly, with those any of the Company Members by reason of any direct or indirect investment or other participation, whether active or passive, in any of its subsidiariesother activity or venture or interest therein, including owning, operating or investing in electronic trading systems in alternative asset classes or geographies, (ii) may invest or own any 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 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 of any thereof, by virtue of this Agreement, shall have any rights in and right to any such independent activity or venture or interest therein or the income or profits derived therefrom; provided, regardless however, notwithstanding anything to the contrary contained herein, in the event that any business opportunity, activity or venture relating exclusively to the Company’s operation of whether or not such venture was initially presented the Company’s business (each, a “Business Opportunity”) is referred to a Permitted Person any Manager as a direct or indirect result of its relationship Business Opportunity exclusively with the view to the participation therein by any entity which is a member of the Company or any of its subsidiaries. Notwithstanding any duty otherwise existing at law or in equityGroup, no Permitted Person then such Manager shall have any obligation hereunder to present any business opportunity such Business Opportunity to the Company and no Manager shall be permitted to refer such Business Opportunity, or any other Business Opportunity referred directly to any entity that is a member of its subsidiaries, even if the opportunity is one that the Company or any of its subsidiaries might reasonably have pursued or had the ability or desire to pursue, in each case, if granted the opportunity to do so, andGroup, to any other Person unless and until the fullest extent permitted by law, no Permitted Person shall be liable Board of Managers declines such Business Opportunity or does not proceed to investigate or consider such Business Opportunity within 180 days of such presentation to the Company, any of its subsidiaries or any Member (or any Affiliate thereof) for breach of any fiduciary or other duty relating . Notwithstanding anything to the Company (whether imposed by applicable law or otherwisecontrary contained herein, this Section 4.1(a) shall in no way limit the provisions of Sections 3.2(e), by reason of the fact that the Permitted Person pursues 3.2(f), 3.9(a), 3.9(b), 3.9(c) or acquires such business opportunity, directs such business o pportunity to another person or fails to present such business opportunity, or information regarding such business opportunity, to the Company or any of its subsidiaries3.9(d).