SEC Filings

VIRTU KCG HOLDINGS LLC filed this Form 8-K on 07/24/2017
Entire Document


order is made against the Company or Associated Company, You acknowledge that any such Company will have a claim against You for damages of not less than the amount of the judgment or order.


17.3.                     Any failure or delay of the Company or any Associated Company to insist upon or enforce any right, remedy or power conferred upon it by this Agreement shall not be construed as a waiver thereof.


18.                               GOVERNING LAW AND JURISDICTION


This Agreement is to be construed in accordance with the laws of England and Wales and is subject to the exclusive jurisdiction of the Courts of England and Wales.


19.                               INTERPRETATION AND ENFORCEABILITY


19.1.                     In this Agreement:


Associated Company                                                              means Virtu Financial Inc., the Company and any holding company or any parent company or any subsidiary or subsidiary undertaking of the Company or such companies, as such terms are defined in section 1159, section 1162 (together with Schedule 7 and the definition of “parent company” in s 1173), section 1161 and Schedule 6 of the Companies Act 2006, and “Associated Company” means any of them.


“Closing”                                                                                                                                       has the meaning as defined in the Merger Agreement.


“Closing Date”                                                                                                          has the meaning as defined in the Merger Agreement.


“Merger Agreement”                                                                      means the Agreement and Plan of Merger, dated as of April 20, 2017, by and among Virtu Financial, Inc., Orchestra Merger Sub, Inc. and KCG Holdings, Inc. (as may be amended from time to time)


Statutory Claim                                                                                         means:


i.                                     any claim for wrongful dismissal or any other claim for breach of contract;


ii.                                  any claim pursuant to section 2 of the Equal Pay Act 1970 and/or sections 120 and 127 of the Equality Act 2010 arising from any act or omission relating to sex equality described in sections 64 — 68 of the Equality Act 2010;


iii.                               any claim under or related to the Statutory Maternity Pay (General) Regulations 1986;


iv.                              any claim for unfair dismissal under Part X of the Employment Rights Act 1996;


v.                                 any claim for a statutory redundancy payment pursuant to section 135 of the Employment Rights Act 1996;


vi.                              any claim arising out of a contravention or an alleged contravention of Part II of the Employment Rights Act