R Expense [[Unknown Identifier]] Expense shall mean the stock-based compensation expense reported by the Company as set forth in the audited consolidated financial statements of the Company and its subsidiaries for the applicable fiscal year.
Arnold R. Robinson. Notwithstanding [Section 3.1], the benefit payable to Arnold R. Robinson under Article Two hereof shall be paid on its scheduled payment date in the form of a single sum payment, the amount of which shall be determined by converting the single life annuity (including for this purpose, the benefit described in [Section 2.6(a)]) into to a single sum payment by using the applicable interest rate and mortality assumptions of [Section 2.05(c)] of the Pension Plan and treating such scheduled payment date as the “Benefit Payment Date” for purposes of [Section 2.05(c)] of the Pension Plan; provided that Arnold R. Robinson is not entitled to receive any payment from another nonqualified deferred compensation plan required to be aggregated with the Supplemental Plan (409A Non-Grandfathered Component) under the regulations promulgated under Section 409A of the Code and the amount of the single sum payment does not exceed the applicable dollar amount under [Section 402(g)(1)(B)] of the Code for the 2017 calendar year.
The plan administrator is:
Severance benefits are paid by the Company from its general assets. There are no funds set aside for such benefits.
BRPA A&R Charter. BRPA shall have adopted the BRPA A&R Charter.
R&W Insurance Policy . The Purchaser has provided to the Seller a correct and complete copy of the representations and warranties insurance policy, bound as of the date of this Agreement, between the Purchaser and Euclid Transactional, LLC (collectively the “Insurer(s)”), and any applicable excess representations and warranties insurance policies obtained in connection therewith (collectively, the “R&W Insurance Policy”). The R&W Insurance Policy has not been materially amended or modified, no such material amendment or modification is contemplated, and the commitments contained in the R&W Insurance Policy have not been withdrawn or rescinded in any respect. There are no side letters or other arrangements related to the insuring of the transactions contemplated hereby other
(a) will be responsible for paying the premiums, commissions, fees, Taxes and other costs and expenses of procuring and maintaining the R&W Insurance Policy promptly when due and the Seller and the Purchaser shall take all other actions within their respective control in order for the R&W Insurance Policy to be issued at Closing. Except as expressly set forth in this Agreement, neither the Seller nor any Affiliate thereof will have any liability or obligation to indemnify or compensate the Purchaser or any other Person regardless of whether the Purchaser can maintain the R&W Insurance Policy, whether the terms thereof do not provide coverage for any specific type or category of claims or losses, or whether the issuer or underwriter of such policy terminates the same or does not for any reason accept or pay any claims made thereunder. The Purchaser will not, and will cause the insureds not to, waive, amend, modify or otherwise revise the R&W Waiver under the R&W Insurance Policy and the Purchaser will enforce the R&W Waiver under the R&W Insurance Policy. The Purchaser acknowledges and agrees that , subject only to the satisfaction or waiver of the conditions to the Closing set forth in Section 5.
Class R shares of any Fund may be exchanged, at the holder’s option, for Class R shares of any other Fund that offers Class R shares without the payment of a sales charge, provided that Class R shares of such other Fund are available to residents of the relevant state.
With respect to any Class A-R Conversion Date # if the applicable Class A-R Lender holds a Note evidencing its Class A-R Loans, such Lender shall cooperate with the Administrative Agent to either # deliver such Note for cancellation to the extent that the Class A-R Commitment of such Class A-R Lender is terminated in full or # make a notation on [Schedule I] of such Note to reduce the principal amount of the Class A-R Loan outstanding thereunder, in either case, in respect of any Converted Class A-R Loans, and simultaneously with any such delivery for cancellation or notation described in subclauses [(x) and (y) above], the Administrative Agent shall cooperate with the applicable Lender to execute and deliver a Note evidencing the Class A-T Loans in respect of the Converted Class A-R Loan that is payable to such Lender, and # if the applicable Class A-R Lender does not hold a Note evidencing its Class A-R Loans, the Administrative Agent shall make appropriate entries into the accounts to reflect the conversion of such Class A-R Loan (or portion thereof) into a Class A-T Loan.
IF "1" = "1" "CG&R DraftCurrent date: 01/22/2020 7:20 PM53850151v17" "" CG&R DraftCurrent date: 01/22/2020 7:20 PM53850151v17
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