Common use of Proprietary Information of Manager Clause in Contracts

Proprietary Information of Manager. (i) Each Member and Assignee acknowledges and agrees that Manager, its Affiliates and their respective licensors own all rights, title and interest in and to the trading models, strategies, software and other proprietary materials utilized or generated by them in the course of managing and conducting the business and affairs of the Company and each Series, including all patent, trademark, copyright and trade secret rights therein (all of the foregoing, “Proprietary Information”). (ii) Nothing in this Agreement shall be construed as granting the Members or Assignees of any Series any rights or license of any kind with respect to the Proprietary Information. (iii) Each Member and Assignee agrees: (A) to keep the Proprietary Information confidential pursuant to Section 8.6(a), and (B) not to copy, alter, reverse engineer or decompile the Proprietary Information or otherwise attempt to access or use any of the trade secrets contained therein.