Common use of Prime Broker Ceasing to Act Clause in Contracts

Prime Broker Ceasing to Act. Client understands and agrees that GS&Co. may, (a) at any time, cease to act as prime broker for Client’s Account, (b) decline to affirm, clear and settle any Prime Brokerage Transaction to the extent permissible by the No-Action Letter, or upon the occurrence of a Close-Out Event, or for any reason it deems advisable for its protection, or (c) at any time decline to affirm, clear and settle any transactions effected by an executing broker other than a Prime Brokerage Transaction. If GS&Co. does cease to act or so declines, GS&Co. will make reasonable efforts promptly to notify Client, but such notice shall not be a condition to GS&Co.’s right to cease to act as prime broker or to decline to affirm, clear or settle Prime Brokerage Transactions and GS&Co. shall incur no liability to Client or any third party for exercising such right. In any such case and in the case of any termination of this Prime Brokerage Supplement, Client understands and agrees that Client must settle outstanding trades that have been “DK’d” or

Prime Broker Ceasing to Act. Client understands and agrees that GS&Co. may, (a) at any time, cease to act as prime broker for Client’s 's Account, (b) decline to affirm, clear and settle any Prime Brokerage Transaction to the extent permissible by the No-Action Letter, or upon the occurrence of a Close-Out Event, or for any reason it deems advisable for its protection, or (c) at any time decline to affirm, clear and settle any transactions effected by an executing broker other than a Prime Brokerage Transaction. If GS&Co. does cease to act or so declines, GS&Co. will make reasonable efforts promptly to notify Client, but such notice shall not be a condition to GS&Co.’s 's right to cease to act as prime broker or to decline to affirm, clear or settle Prime Brokerage Transactions and GS&Co. shall incur no liability to Client or any third party for exercising such right. In any such case and in the case of any termination of this Prime Brokerage Supplement, Client understands and agrees that Client must settle outstanding trades that have been “DK’dDK'd” oror disaffirmed and all future trades (in the event this Prime Brokerage Supplement is terminated) directly with the Executing Broker.

Prime Broker Ceasing to Act. Client understands and agrees that GS&Co. may, (a) at any time, cease to act as prime broker for Client’s Account, (b) decline to affirm, clear and settle any Prime Brokerage Transaction to the extent permissible by the No-Action Letter, or upon the occurrence of a Close-Out Event, or for any reason it deems advisable for its protection, or (c) at any time decline to affirm, clear and settle any transactions effected by an executing broker other than a Prime Brokerage Transaction. If GS&Co. does cease to act or so declines, GS&Co. will make reasonable efforts promptly to notify Client, but such notice shall not be a condition to GS&Co.’s right to cease to act as prime broker or to decline to affirm, clear or settle Prime Brokerage Transactions and GS&Co. shall incur no liability to Client or any third party for exercising such right. In any such case and in the case of any termination of this Prime Brokerage Supplement, Client understands and agrees that Client must settle outstanding trades that have been “DK’d” oror disaffirmed and all future trades (in the event this Prime Brokerage Supplement is terminated) directly with the Executing Broker.