Common use of Operation in Accordance with REOC/REIT Requirements Clause in Contracts

Operation in Accordance with REOC/REIT Requirements. (a) The Members acknowledge that SOIF III and one or more of its Affiliates (each, a “BR Affiliate”), intends to qualify as a “real estate operating company” or “venture capital operating company” within the meaning of U.S. Department of Labor Regulation 29 C.F.R. §2510.3-101 (a “REOC”), and agree that the Company and its Subsidiaries shall be operated in a manner that will enable SOIF III and such BR Affiliate to so qualify. Notwithstanding anything herein to the contrary, the Company and its Subsidiaries shall not take, or refrain from taking, any action that would result in SOIF III or a BR Affiliate, from failing to qualify as a REOC. The Members (a) shall not fund any Capital Contribution "with the 'plan assets' of any 'employee benefit plan' within the meaning of Section 3(3) of the Employee Retirement Income Security Act of 1974, as amended or any 'plan' as defined by Section 4975 of the Internal Revenue Code of 1986, as amended", and (b) shall comply with any requirements specified by SOIF III in order to ensure compliance with this Section 9.5.

Operation in Accordance with REOC/REIT Requirements. (a) The Members acknowledge that SOIF III and or one or more of its Affiliates (each, a an “BR Affiliate”), ) intends to qualify as a “real estate operating company” or “venture capital operating company” within the meaning of U.S. Department of Labor Regulation 29 C.F.R. §2510.3-101 (a “REOC”), and agree that the Company and its Subsidiaries shall be operated in a manner that will enable SOIF III and such BR SOIF III Affiliate to so qualify. Notwithstanding anything herein to the contrary, the Company and its Subsidiaries shall not take, or refrain from taking, any action that would result in SOIF III or a BR Affiliate, SOIF III Affiliate from failing to qualify as a REOC. The Members BEMT (a) shall not fund any Capital Contribution "with the 'plan assets' of any 'employee benefit plan' within the meaning of Section 3(3) of the Employee Retirement Income Security Act of 1974, as amended or any 'plan' as defined by Section 4975 of the Internal Revenue Code of 1986, as amended", and (b) shall comply with any requirements specified by SOIF III in order to ensure compliance with this Section 9.59.4.

Operation in Accordance with REOC/REIT Requirements. (a) The Members acknowledge that SOIF III and or one or more of its Affiliates (each, a an “BR Affiliate”), ) intends to qualify as a “real estate operating company” or “venture capital operating company” within the meaning of U.S. Department of Labor Regulation 29 C.F.R. §2510.3-101 (a “REOC”), and agree that the Company and its Subsidiaries shall be operated in a manner that will enable SOIF III and such BR SOIF Affiliate to so qualify. Notwithstanding anything herein to the contrary, the Company and its Subsidiaries shall not take, or refrain from taking, any action that would result in SOIF III or a BR Affiliate, SOIF Affiliate from failing to qualify as a REOC. The Members Neither BR MDA Investors nor BEMT (a) shall not fund any Capital Contribution "with the 'plan assets' of any 'employee benefit plan' within the meaning of Section 3(3) of the Employee Retirement Income Security Act of 1974, as amended or any 'plan' as defined by Section 4975 of the Internal Revenue Code of 1986, as amended", and (b) shall comply with any requirements specified by SOIF III in order to ensure compliance with this Section 9.5.

Operation in Accordance with REOC/REIT Requirements. (a) The Members acknowledge that SOIF II and SOIF III and or one or more of its their Affiliates (each, a “BR Affiliate”), ) intends to qualify as a “real estate operating company” or “venture capital operating company” within the meaning of U.S. Department of Labor Regulation 29 C.F.R. §2510.3-101 (a “REOC”), and agree that the Company and its Subsidiaries shall be operated in a manner that will enable SOIF II and SOIF III and such BR SOIF II Affiliate and/or SOIF III Affiliate to so qualify. Notwithstanding anything herein to the contrary, the Company and its Subsidiaries shall not take, or refrain from taking, any action that would result in SOIF II or SOIF III or a BR Affiliate, SOIF II Affiliate and/or a SOIF III Affiliate from failing to qualify as a REOC. The Members (a) No Member shall not fund any Capital Contribution "with the 'plan assets' of any 'employee benefit plan' within the meaning of Section 3(3) of the Employee Retirement Income Security Act of 1974, as amended or any 'plan' as defined by Section 4975 of the Internal Revenue Code of 1986, as amended", and (b) . Each Member shall comply with any requirements specified by SOIF III BRG in order to ensure compliance with this Section 9.5.

Operation in Accordance with REOC/REIT Requirements. (a) The Members acknowledge that SOIF III and II or one or more of its Affiliates (each, a “BR Affiliate”), ) intends to qualify as a “real estate operating company” or “venture capital operating company” within the meaning of U.S. Department of Labor Regulation 29 C.F.R. §2510.3-101 (a “REOC”), and agree that the Company and its Subsidiaries shall be operated in a manner that will enable SOIF III II and such BR Affiliate to so qualify. Notwithstanding anything herein to the contrary, the Company and its Subsidiaries shall not take, or refrain from taking, any action that would result in SOIF III II or a BR Affiliate, SOIF II Affiliate from failing to qualify as a REOC. The Members (a) shall not fund any Capital Contribution "with the 'plan assets' of any 'employee benefit plan' within the meaning of Section 3(3) of the Employee Retirement Income Security Act of 1974, as amended or any 'plan' as defined by Section 4975 of the Internal Revenue Code of 1986, as amended", and (b) shall comply with any requirements specified by SOIF III II in order to ensure compliance with this Section 9.59.4.

Operation in Accordance with REOC/REIT Requirements. (a) The Members acknowledge that SOIF III and BR Member or one or more of its Affiliates (each, a “BR Affiliate”), ) intends to qualify as a “real estate operating company” or “venture capital operating company” within the meaning of U.S. Department of Labor Regulation 29 C.F.R. §2510.3-101 (a “REOC”), and agree that the Company and its Subsidiaries shall be operated in a manner that will enable SOIF III BR Member and such BR Affiliate to so qualify. Notwithstanding anything herein to the contrary, the Company and its Subsidiaries shall not take, or refrain from taking, any action that BR Member notifies the Company would result in SOIF III BR Member or a BR Affiliate, Affiliate from failing to qualify as a REOC. The Members Except as disclosed to BR Member, the Hxxxxxxx Member (ai) shall not fund any Capital Contribution "“with the '‘plan assets' ’ of any '‘employee benefit plan' ’ within the meaning of Section 3(3) of the Employee Retirement Income Security Act of 1974, as amended or any '‘plan' ’ as defined by Section 4975 of the Internal Revenue Code of 1986, as amended"”, and (bii) shall comply with any requirements specified by SOIF III BR Member in order to ensure compliance with this Section 9.56.11.

Operation in Accordance with REOC/REIT Requirements. (a) The Members acknowledge that SOIF III or one or more of its Affiliates, and SOIF II and one or more of its Affiliates (each, a “BR Affiliate”), intends to qualify as a “real estate operating company” or “venture capital operating company” within the meaning of U.S. Department of Labor Regulation 29 C.F.R. §2510.3-101 (a “REOC”), and agree that the Company and its Subsidiaries shall be operated in a manner that will enable SOIF, SOIF III II and such BR Affiliate to so qualify. Notwithstanding anything herein to the contrary, the Company and its Subsidiaries shall not take, or refrain from taking, any action that would result in SOIF III or a BR SOIF Affiliate, or SOIF II or a SOIF II Affiliate, from failing to qualify as a REOC. The Members (a) shall not fund any Capital Contribution "with the 'plan assets' of any 'employee benefit plan' within the meaning of Section 3(3) of the Employee Retirement Income Security Act of 1974, as amended or any 'plan' as defined by Section 4975 of the Internal Revenue Code of 1986, as amended", and (b) shall comply with any requirements specified by SOIF III or SOIF II in order to ensure compliance with this Section 9.59.4.

Operation in Accordance with REOC/REIT Requirements. (a) The Members acknowledge that SOIF III and Investor or one or more of its Affiliates (each, a “BR Affiliate”), ) intends to qualify as a “real estate operating company” or “venture capital operating company” within the meaning of U.S. Department of Labor Regulation 29 C.F.R. §2510.3-101 (a “REOC”), and agree that the Company and its Subsidiaries shall be operated in a manner that will enable SOIF III Investor and such BR Affiliate to so qualify. Notwithstanding anything herein to the contrary, the Company and its Subsidiaries shall not take, or refrain from taking, any action that Investor notifies the Company would result in SOIF III Investor or a BR Affiliate, Affiliate from failing to qualify as a REOC. The Members Except as disclosed to Investor, Hxxxxxxx and/or JHVG (a) shall not fund any Capital Contribution "with the 'plan assets' of any 'employee benefit plan' within the meaning of Section 3(3) of the Employee Retirement Income Security Act of 1974, as amended or any 'plan' as defined by Section 4975 of the Internal Revenue Code of 1986, as amended", and (b) shall comply with any requirements specified by SOIF III Investor in order to ensure compliance with this Section 9.56.4.

Operation in Accordance with REOC/REIT Requirements. (a) The Members acknowledge that SOIF III and or one or more of its Affiliates (each, a an “BR Affiliate”), ) intends to qualify as a “real estate operating company” or “venture capital operating company” within the meaning of U.S. Department of Labor Regulation 29 C.F.R. §2510.3-101 (a “REOC”), and agree that the Company and its Subsidiaries shall be operated in a manner that will enable SOIF III and such BR SOIF Affiliate to so qualify. Notwithstanding anything herein to the contrary, the Company and its Subsidiaries shall not take, or refrain from taking, any action that would result in SOIF III or a BR Affiliate, SOIF Affiliate from failing to qualify as a REOC. The Members BEMT (a) shall not fund any Capital Contribution "with the 'plan assets' of any 'employee benefit plan' within the meaning of Section 3(3) of the Employee Retirement Income Security Act of 1974, as amended or any 'plan' as defined by Section 4975 of the Internal Revenue Code of 1986, as amended", and (b) shall comply with any requirements specified by SOIF III in order to ensure compliance with this Section 9.59.4.