Employment or Similar Agreements. The provisions of Sections 1, 3, 5, 6, 7 and 14 of these Terms and Conditions shall not be applied to or interpreted in a manner which would decrease the rights held by, or the payments owing to, an Employee under an employment agreement, termination benefits agreement or similar agreement with the Company that pre-exists the Grant Date and contains specific provisions applying to Plan awards in the case of any change in control or similar event or termination of employment, and if there is any conflict between the terms of such employment agreement, termination benefits agreement or similar agreement and the terms of Sections 1, 3, 5, 6, 7 and 14, the employment agreement, termination benefits agreement or similar agreement shall control.

Employment Agreements. Prior to the Closing, BRPA shall enter into employment agreements with the Company executives listed on [Schedule 5.19] of the Company Schedules, in a form which is reasonably acceptable to the Company and such executives.

Employment Agreements. Key employees of [[Organization B:Organization]] are listed on Schedule “E” herein, some of whom shall receive employment agreements from the Company with respect to their continued employment (the “Employment Agreements”). The Employment Agreements shall be consistent with such compensation and benefits as currently awarded by the Company to similarly situated personnel. Current management of [[Organization B:Organization]] shall remain in place to oversee the technology department of the business of [[Organization B:Organization]] following the Closing of the Acquisition, which shall include the current CTO of [[Organization B:Organization]] and his direct staff; provided that no key employee of [[Organization B:Organization]] will become an executive officer or director of the Company by entering into such Employment Agreements. The terms of such anticipated Employment Agreements will be circulated and agreed upon prior to the Closing, and shall specify that the foregoing key employees shall be eligible to participate in the Company’s Stock Ownership Plan (“SOP”) to provide such key employees with the opportunity to earn additional Common Stock in the Company, and the criteria of such awards shall be determined by the Company prior to the Closing.

The parties hereto agree, subject to the other provisions of this Intercreditor Agreement, upon request by First Lien Agent or Second Lien Agent, as the case may be, to advise the other from time to time of the Collateral for which such party has taken steps to perfect its Liens and to identify the parties obligated under the First Lien Documents or the Second Lien Documents, as the case may be.

Similar Treatment. Notwithstanding the foregoing, each Lender agrees that amounts claimed under this [Section 3.04] shall be reasonably determined by such Lender (which determination shall be made in good faith (and not on an arbitrary or capricious basis) and consistent with similarly situated customers of the applicable Lender under agreements having provisions similar to this [Section 3.04] after consideration of such factors as such Lender then reasonably determines to be IF " DOCVARIABLE "SWDocIDLocation" 1" = "1" " DOCPROPERTY "SWDocID" US 172801506" "" US 172791558

Fringe and Similar Benefits. During the Employment Period, Employee shall be entitled to fringe benefits in accordance with the plans, practices, programs and policies of the Employer in effect for its senior employees.

“Employment Agreements” mean all employment agreements, consulting agreements and other similar contracts or agreements, whether written or unwritten between the Seller or any Affiliate, on the one hand, and any employee, director, individual independent contractor or individual consultant that provides services to the Business, on the other hand.

Agreements. Entered into any agreement, or otherwise obligated itself, to do any of the foregoing.

Agreements. Except for Permitted Encumbrances, neither ​ nor any ​ Party is party to any agreement or instrument (including any Major Contract), or subject to any restriction, which could reasonably be expected to materially adversely affect ​ or the Property, or ​’s business, properties or assets, operations or condition, financial or otherwise. ​ has not entered into any Major Contract other than those disclosed to ​ in writing prior to the Closing Date. ​ has delivered to ​ true, correct and complete copies of all Major Contracts. Each of the Major Contracts is in full force and effect. Neither ​ nor any ​ Party, nor (to ​’s knowledge, any prior owner of the Property) is in default in any material respect in the performance, observance or fulfillment of any of the obligations, covenants or conditions contained in any Major Contract or any other agreement or instrument to which it is a party or by which ​ or the Property are bound. ​ has no material financial obligation under any indenture, mortgage, deed of trust, loan agreement or other agreement or instrument to which ​ is a party or by which ​ or the Property is otherwise bound, other than # obligations incurred in the ordinary course of the operation of the Property as permitted pursuant to [Section 5.1] hereof, and # obligations under the Loan Documents. The Loan Documents contain provisions that render the rights and remedies of ​ adequate for the practical realization against the Property of the principal benefits of the security intended to be provided thereby, including realization by judicial or, if applicable, nonjudicial foreclosure.

Interference Proceedings and Similar Claims. Except as set forth in Part ​(h)(iii) of the Disclosure Schedule, no interference, opposition, reissue, reexamination or other Proceeding is or has been pending or, to the Knowledge of the Seller, has been threatened against the Seller or any Seller Affiliate, in which the scope, validity or enforceability of any Registered IP is being or has been contested or challenged. To the Knowledge of the Seller, there is no basis for a claim that any Registered IP is invalid or unenforceable.