0001104659-07-047999 Sample Contracts

EXCHANGE AGREEMENT by and among INTERACTIVE BROKERS GROUP, INC., IBG HOLDINGS LLC, IBG LLC and MEMBERS OF IBG LLC Dated as of May 3, 2007
Exchange Agreement • June 15th, 2007 • Interactive Brokers Group, Inc. • Security brokers, dealers & flotation companies • Delaware

This EXCHANGE AGREEMENT (this “Agreement”), dated as of May 3, 2007, by and among Interactive Brokers Group, Inc., a Delaware corporation (“IBGI”), IBG Holdings LLC, a Delaware limited liability company (“IBG Holdings”), IBG LLC, a Connecticut limited liability company (formerly known as Interactive Brokers Group LLC, “IBG LLC”), and the members of IBG LLC party hereto (the “IBG LLC Members,” and together with IBGI, IBG Holdings and IBG LLC, the “Parties” and each a “Party”).

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TAX RECEIVABLE AGREEMENT
Tax Receivable Agreement • June 15th, 2007 • Interactive Brokers Group, Inc. • Security brokers, dealers & flotation companies • New York

This TAX RECEIVABLE AGREEMENT (this “Agreement”) is dated as of May 3, 2007, by and between Interactive Brokers Group, Inc., a Delaware company (“IBGI”), and IBG Holdings LLC, a Delaware limited liability company (“IBG Holdings”).

AMENDED AND RESTATED OPERATING AGREEMENT OF IBG LLC Dated as of May 3, 2007
Operating Agreement • June 15th, 2007 • Interactive Brokers Group, Inc. • Security brokers, dealers & flotation companies • Connecticut

This AMENDED AND RESTATED OPERATING AGREEMENT of IBG LLC (formerly known as Interactive Brokers Group LLC) (the “Company”) is entered into and shall be effective as of the commencement of business on the 3rd day of May, 2007, by and among IBG Holdings LLC, a Delaware limited liability company (“IBG Holdings”), and Interactive Brokers Group, Inc., a Delaware corporation (“IBGI”), pursuant to the provisions of the Act, on the terms and conditions set forth hereinafter.

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