Documents. The Administrative Agent shall have received each of the following documents, each of which shall be reasonably satisfactory to the Administrative Agent (and to the extent specified below, to each Lender) in form and substance:

Documents. Consultant agrees that, without the written consent of the Company, Consultant will not remove from the Company’s premises, any notes, formulas, programs, data, records, machines or any other documents or items that in any manner contain or constitute Confidential Information; nor will Consultant make reproductions or copies of same. In the event Consultant receives any such documents or items from any officer or director of the Company, or any other Company employee who is Consultant’s supervisor, Consultant shall be deemed to have received the express written consent of the Company. In the event that Consultant receives any such documents or items, other than as described in the preceding sentence, Consultant agrees to inform the Company promptly of Consultant’s possession of such documents or items. Consultant shall promptly return any such documents or items, along with any reproductions or copies, to the Company upon the Company’s demand or upon termination of Consultant’s services.

“Business Combination” has the meaning ascribed to such term in BRPA’s Charter Documents.

Charter Documents: Cause or permit any amendments to its Certificate or Articles of Incorporation or Bylaws;

The Articles of Incorporation, Bylaws and other corporate documents and agreements of the Company (collectively, the “Company Charter Documents”) are set forth in [Section 3.01] of the Company Disclosure Schedules. The Company has taken all actions required by law, the Company Charter Documents, or otherwise to authorize the execution and delivery of this Agreement. The Company has full power, authority, and legal capacity to consummate the transactions herein contemplated.

Amend its Charter Documents in any respect, other than # to effectuate the BRPA A&R Charter and the BRPA A&R Bylaws or # make any necessary amendments to the BRPA’s Amended and Restated Certificate of Incorporation solely in connection with the Extension;

“Organizational Documents” means any charter, certificate of incorporation, articles of association, partnership agreement, limited liability ​ agreement, bylaws, operating agreement or similar formation or governing documents and instruments.

Pursuant to BRPA’s Charter Documents, BRPA shall provide an opportunity to its stockholders to have their BRPA Common Stock redeemed for the consideration, and on the terms and subject to the conditions and limitations, set forth in this Agreement, BRPA’s Charter Documents, the Trust Agreement, and the Proxy Statement in conjunction with, inter alia, obtaining approval from the BRPA Stockholders for the Business Combination (the “Offer”).

Corporate Charter and Good Standing Certificates. The Administrative Agent shall have received: # an original certified copy of the Certificate or Articles of Incorporation or equivalent formation document of the Borrower and any and all amendments and restatements thereof, certified as of a recent date by the relevant Secretary of State; # an original good standing certificate for each Credit Party from the Secretary of State of the state of its incorporation or formation, dated as of a recent date, listing all charter documents affecting such Credit Party and certifying as to the good standing of such Credit Party; and # copies of the Certificate or Articles of Incorporation or equivalent formation document of each Credit Party and any and all amendments and restatement thereof, certified by the Secretary (or equivalent officer) of such Credit Party.

Neither any amendment to the formation documents of the ​ nor any other charter document with respect to the ​ has been filed, recorded or executed since ​ ​, ​, and no authorization for the filing, recording or execution of any such amendment or other charter document is outstanding.