Except as set forth in the immediately preceding sentence, there is no valid offset, defense, counterclaim or right of rescission available to the related Mortgagor with respect to any of the related Mortgage Notes, Mortgages or other Loan Documents, including, without limitation, any such valid offset, defense, counterclaim or right based on intentional fraud by the ​ in connection with the origination of the Mortgage

“Governing Documents” means, with respect to any entity, its certificate of incorporation, certificate of formation or similar charter document and its bylaws, operating agreement or similar governing document.

Governing Document: This Employment Agreement, when signed by both parties, supersedes and replaces all prior agreements with Executive and shall be the sole document governing the Executive’s duties and compensation.

Governing Documents. If any contradiction occurs between the Plan and any Deferral Election or other written agreement between a participating Director and the Company that the Administrator has approved, the Plan will govern, unless it is expressly specified in such agreement or other written document that a specific provision of the Plan will not apply.

Plan. “Plan” means the nonqualified, unfunded income deferral program maintained by the Company and established for the benefit of Participants eligible to participate therein, as set forth in this Plan Statement. As used herein, “Plan” does not refer to the documents pursuant to which this Plan is maintained. That document is referred to herein as the “Plan Statement”. The Plan shall be referred to as the “Target Corporation DDCP” (formerly known as the Target Corporation Director Deferred Compensation Plan).

Plan. The Saul Centers, Inc. 2004 Stock Plan, as amended from time to time.

Plan. “Plan” means this plan set forth in this instrument, and known as “The Sherwin-Williams Company 2005 Director Deferred Fee Plan”, amended and restated effective as of ​.

Plan. “Plan” shall mean the Second Amended and Restated 2014 Stock Incentive Plan of ​ Holdings, Inc.

Plan. The Lilly Directors' Deferral Plan, as set forth herein and as it may be amended from time to time.

Plan. The Company’s grant of Units pursuant to this Agreement is subject to the terms and conditions of the Plan. The Participant acknowledges receipt and review of the Plan.