Management Incentive. In addition to the Base Salary, the Executive will be eligible to receive an annual MIP Target payment under ​’s annual Management Incentive Plan, as in effect from time to time, upon the achievement of specific ​-wide and personal performance goals that will be determined each fiscal year by the Executive’s direct supervisor and/or the Compensation Committee as necessary and appropriate to comply with ​ policy; provided, however, the MIP Award may be based on a higher or lower percentage of the MIP Target for performance which is in excess of target goals or below target goals, respectively. Any MIP Award due and owing hereunder with respect to any fiscal year shall be paid no later than the fifteenth day of the third month following the end of ​’s fiscal year in which the MIP Award was earned.

On the Effective Date, the Reorganized Debtors shall adopt and implement the Management Incentive Plan. Confirmation shall be deemed approval of the Management Incentive Plan, without any further action or approval required by the Bankruptcy Court.

“Management Incentive Plan” shall mean each of the ​ 2007 Management Incentive Plan, the ​ 2011 Stock Incentive Plan, the ​ 2015 Long-Term Incentive Plan and the ​ Annual Incentive Plan, and each other management incentive plan adopted by the board of directors, board of managers or similar body of any Borrower and designed to attract and retain management and employees of the Borrowers; provided, that such other plan is commercially reasonable given the market capitalization of the Borrowers and their Subsidiaries, taken as a whole.

Transportation Management. Tenant shall fully comply with all present or future governmentally mandated programs intended to manage parking, transportation or traffic in and around the Project and/or the Building, and in connection therewith, Tenant shall take responsible action for the transportation planning and management of all employees located at the Premises as required by law by working directly with Landlord, any governmental transportation management organization or any other transportation-related committees or entities. Such programs may include, without limitation: # restrictions on the number of peak-hour vehicle trips generated by Tenant; # increased vehicle occupancy; # implementation of an in-house ridesharing program and an employee transportation coordinator; # working with employees and any Project, Building or area-wide ridesharing program manager; # instituting employer-sponsored incentives (financial or in-kind) to encourage employees to rideshare; and # utilizing flexible work shifts for employees.

Cash Management. Within three hundred sixty-five (365) days following the Closing Date, the Borrower and its Subsidiaries shall # open deposit accounts with Wells Fargo (such accounts collectively, the “Primary Cash Management Accounts”), and # maintain all of their cash management and operating accounts (other than as relates to credit cards) with Wells Fargo. The Borrower and its Subsidiaries shall use commercially reasonable efforts to direct all customers and any other Persons making payments to make payments to the Primary Cash Management Accounts promptly upon the opening of the Primary Cash Management Accounts. Any Subsidiary of the Borrower acquired or created after the Closing Date shall comply with the terms of this [Section 8.21(a)] within the later of # 365 days following the Closing Date; and # ninety (90) days of such acquisition or creation. The Primary Cash Management Accounts shall not be subject to deduction, set-off, banker’s lien, or any other right in favor of any Person other than the Administrative Agent.

Management Letters. To the extent not otherwise included in Borrower’s applicable Form ​ or Form ​ filed with the SEC, promptly after Borrower’s or any of its Subsidiaries’ receipt thereof, a copy of any “management letter” received from its certified public accountants and management’s response thereto.

Management Agreements. Prior to the Closing Date, Laidian, Yongzhou JIT and Guangzhou JIE shall cooperate in preparing agreements pursuant to which Laidian shall provide Yongzhou JIT with the management services of _Person A:Person_n exchange for which Yongzhou JIT shall pay to Laidian 85.53% of the net income earned by Yongzhou JIT during any period in which it received the management services of ​ or any successor to his position with Laidian. The agreements to be prepared shall include the following agreements (the “Management Agreements”):

Payment of any award to an employee is subject to management’s review.

Ownership/Management. There shall be no change in the President or Board of Directors of Borrower without Lender’s written consent.

Management Agreements. The Agent shall have received true, correct and complete copies of each Management Agreement affecting (i.e., being entered concurrently with the making of the Loan or to be entered promptly thereafter) any Property, and each shall be satisfactory in form and substance to the Agent. The Agent shall have received the Assignment of Management Agreements in form and substance satisfactory to the Agent, duly executed by the Borrowers and each Manager.