Benefits and Burdens. This 2018 Outperformance Plan shall inure to the benefit of and be binding upon the Company and the Participants, their respective successors, executors, administrators, heirs and permitted assigns.

other similar arrangement) and in the event that such arrangement is entered into and the Purchaser is provided with the benefits under the Business Portion of a Shared Contract, the Purchaser shall bear the costs, liabilities and burdens with respect to the Business Portion of such Shared Contract.

If the Royalty Burdens on any Lease are greater than nineteen percent (19%), but less twenty-three percent (23%), then the ORRI shall be equal to the positive difference between twenty-three percent (23%) and the actual Royalty Burdens.

Except for the Royalty Burdens shown in the column denoted as “ROY” on the attached [Exhibit B], there are no burdens that would reduce Seller’s Lease Net Revenue Interest in any Existing Lease to less than twenty-three percent (23%);

Seller has not created, and there are not, any payments out of production, except for the Royalty Burdens; and

Royalty Burdens mean the mineral owner royalty reserved in any Lease, plus any ORRI granted to the Seller or others.

Lease Net Revenue Interest means the lessee’s share of total production from the lands covered by any Lease after deduction of Royalty Burdens.

Benefits. Each of the Company and its Subsidiaries will benefit from the financing arrangement established by this Agreement. The Administrative Agent and the Lenders have stated and acknowledge that, but for the agreement by each of the Subsidiary Guarantors to execute and deliver the Subsidiary Guaranty, the Subsidiary Borrower to assume joint and several liability for the Obligations to the extent provided in Section 1.4 or any other Subsidiary to execute and deliver any Loan Document to which it is a party, the Administrative Agent and the Lenders would not have made available the credit facilities established hereby on the terms set forth herein.

Benefits. The L/C Issuer shall act on behalf of the Lenders with respect to any Letters of Credit issued by it and the documents associated therewith, and the L/C Issuer shall have all of the benefits and immunities # provided to the Administrative Agent in Article IX with respect to any acts taken or omissions suffered by the L/C Issuer in connection with Letters of Credit issued by it or proposed to be issued by it and Issuer Documents pertaining to such Letters of Credit as fully as if the term “Administrative Agent” as used in Article IX included the L/C Issuer with respect to such acts or omissions, and # as additionally provided herein with respect to the L/C Issuer.

Benefits. In addition to the Base Salary and other compensation provided for in Section 3 and Section 4 above, the Executive shall be eligible to participate in such health and welfare benefit plans (including Executive’s eligible dependents) and any qualified and/or non-qualified retirement plans of Adtalem as may be in effect from time to time; provided, however, that participation shall be subject to all of the terms and conditions of such plans, including, without limitation, all waiting periods, eligibility requirements,