AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF FXCM GROUP, LLC DATED AS OF SEPTEMBER 1, 2016Limited Liability Company Agreement • September 8th, 2016 • FXCM Inc. • Security & commodity brokers, dealers, exchanges & services • Delaware
THIS AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT (the “Agreement”) of FXCM Group, LLC (the “Company”) dated as of this 1st day of September 2016 (the “Effective Date”), by and among FXCM Holdings, LLC, a Delaware corporation (“HoldCo”), LUK-FX Holdings, LLC, a Delaware limited liability company, which is a wholly-owned subsidiary of Leucadia National Corporation, a New York corporation, each Person who hereafter becomes a holder of Class B Units pursuant to the Management Incentive Plan, each transferee of such Class B Units (or any fractional interest therein) and each subsequent transferee thereof, in each case other than the Lead Member Holders (each as defined below), as set forth in Schedule A hereto (the “Management Members”), each Person subsequently admitted as a member of the Company (each, including HoldCo, LUK-FX Holdings, LLC and the Management Members, a “Member” and, collectively, the “Members”), FXCM, Inc., a Delaware corporation (the “Parent”) and the Compa
FIRST AMENDMENT TO AMENDED AND RESTATED CREDIT AGREEMENTCredit Agreement • September 8th, 2016 • FXCM Inc. • Security & commodity brokers, dealers, exchanges & services • New York
This FIRST AMENDMENT TO AMENDED AND RESTATED CREDIT AGREEMENT (this “Amendment”), dated as of September 1, 2016, is made by and among FXCM HOLDINGS, LLC, a Delaware limited liability company (the “Company”), FXCM NEWCO, LLC, a Delaware limited liability company (“Newco” and, together with the Company, on a joint and several basis as borrowers, shall be referred to herein collectively as the “Borrower”), each of the other Loan Parties listed on the signature pages hereto, each Lender that is a party hereto (collectively, the “Consenting Lenders”) and LEUCADIA NATIONAL CORPORATION, as administrative agent (in such capacity, the “Administrative Agent”).
FXCM GROUP LLC MANAGEMENT AGREEMENTManagement Agreement • September 8th, 2016 • FXCM Inc. • Security & commodity brokers, dealers, exchanges & services • Delaware
This MANAGEMENT AGREEMENT (the “Agreement”) is entered into as of September 1, 2016, by and between FXCM Group, LLC, a Delaware Limited Liability Company (hereinafter called the “Company”), and FXCM Holdings, LLC, a Delaware Limited Liability Company (hereinafter called the “Manager”). Capitalized terms used and not otherwise defined herein will have the meanings set forth in the LLC Agreement (as defined below).
