Verification. Upon the occurrence and during the continuance of an Event of Default, then upon prior written notice from Agent to Borrowers, all rights of Borrowers to collect any payments due under the Contracts and the Collateral and all rights of Borrowers to exercise the consensual rights which it would otherwise be entitled to exercise pursuant to [Section 5.2(a)], above, shall immediately terminate. During the continuance of an Event of Default, Borrowers, at Agent’s request, shall direct all Contract Debtors to make all payments due under the Contracts and the Collateral directly to Agent or to a bank account designated by Agent, and Borrowers shall otherwise cooperate with Agent in that regard. All payments received by Borrowers contrary to this [Section 5.2(d)] shall be received in trust for the exclusive right of Agent, shall be segregated from other funds of Borrowers, and shall forthwith be delivered to Agent. Agent shall reinstate Borrowers’ rights to collect payments and to exercise its consensual rights if no Event of Default is in effect for a 60-day period.

Employment Verification. This offer, and your employment by the Company, is contingent upon satisfactory employment authorization verification, and the submission of a completed Form 1-9 and required documents thereunder.

Account Verification Agent shall have the right at any time, # whether or not a Default or Event of Default exists, in the name of any Borrower or # solely while a Default or Event of Default exists, in the name of Agent or any designee of Agent, to verify the validity, amount or any other matter relating to any Accounts of Borrowers by mail, telephone or otherwise. Borrowers shall cooperate fully with Agent in an effort to facilitate and promptly conclude any such verification process.

Rate Verification. For a period of five (5) years following the Closing Date, Purchaser (or its Affiliates) shall conduct annual market checks to verify the competitiveness of the Holding Corporation rates related to insurer placements, the results of which will be promptly shared by Purchaser with the Holding Corporation. To the extent that the Holding Corporation reasonably determines, based on such market checks that the pricing offered to the Holding Corporation (and its Affiliates) on any insurance policies otherwise subject to [Section 7.4] is not competitive with pricing available from other insurance brokers (such rates, “Competitive Rates”), the Holding Corporation (or its applicable Affiliate) shall, notwithstanding [Section 7.4] to the contrary, be permitted to move such policies to such other insurance brokers; {provided, however, that the Holding Corporation may not exercise the rights contemplated in this Section without first # providing Purchaser with written notice of the insurance policies that are not competitive with the applicable Competitive Rates and setting out the differences between the rates quoted by Purchaser and the Competitive Rates and # providing Purchaser with an opportunity within a thirty (30) day period after the receipt of such written notice to obtain reasonably competitive rates.

Background Check. This offer is contingent upon a successful employment verification of criminal, education, and employment background. This offer can be rescinded based upon data received in the verification.

Employment Eligibility Verification. For purposes of federal immigration law, Executive will be required to provide to the Company documentary evidence of Executive’s identity and eligibility for employment in the United States. Such documentation must be provided to the Company within three (3) business days of Executive’s Start Date, or Executive’s employment relationship with the Company may be terminated.

Verification of Authorization. With each tendered delivery of shares as provided in [Subsections 2.1.1 through 2.1.4, ALY]Y] shall provide IIM with certified copies of the resolutions of ALY’s board of directors and its shareholders, if applicable, authorizing the issuance of common shares, subject to the parameters imposed by the CDNX. Similarly, with each tendered delivery of shares as provided in [Subsections 2.1.1 through 2.1.4, IIM]M] shall provide ALY with certified copies of the resolutions of IIM’s board of directors and IIM’s shareholders, if applicable, authorizing the acceptance of common shares of ALY.

Data. The Ceding Company acknowledges that it has provided the Reinsurer with the data described in [Schedule IX] prior to the execution of this Agreement by the Reinsurer. All factual information and actuarial data set forth in the documents listed in [Schedule IX] as delivered to the Reinsurer was complete and accurate in all material respects as of the date the document containing the information was prepared. Further, the Ceding Company has not become aware, since the date on which such documents were prepared, of any omissions, errors, changes or discrepancies that would materially affect such data. The factual information and actuarial data set forth in the documents listed in [Schedule IX] was compiled in a commercially reasonable manner given its intended purpose, and such actuarial data was prepared in a manner consistent with applicable actuarial principles. The Ceding Company acknowledges that the Reinsurer has relied on such data in entering into this Agreement.

Data. Any Participant or Beneficiary entitled to benefits under the Plan must furnish to the Committee such documents, evidence, or information as the Committee considers necessary or desirable for the purpose of administering the Plan, or to protect the Committee and the Employer; and it is a condition of the Plan that each such Participant or Beneficiary must furnish promptly true and complete data, evidence, or information and sign such documents as the Committee may require consistent with the Plan and Regulations before any benefits become payable under the Plan.

Data Privacy. By entering into this Agreement, the Grantee: # authorizes the Company or any of the NextEra Entities (as defined in section 9(e) hereof), and any agent of the Company or any of the NextEra Entities administering the Plan or providing Plan recordkeeping services, to disclose to the Company or any of the NextEra Entities such information and data as the Company or any such NextEra Entities shall reasonably request in order to facilitate the administration of this Agreement; and # authorizes the Company or any of the NextEra Entities to store and transmit such information in electronic form, provided such information is appropriately safeguarded in accordance with Company policy.