Common use of The Support Payments Clause in Contracts

The Support Payments. The Support Payments to be made by Lord ▇▇▇▇▇▇ to Company shall be as follows: (a) Lord ▇▇▇▇▇▇ shall make quarterly Support Payments to Company in an amount equal to the product of: (i) the average daily net asset value of the Shares held by the Separate Accounts ("Qualifying Shares"); and (ii) an annual rate of 0.05% (5 basis points) in respect of the Qualifying Shares. The average daily net asset value of such Shares on a given day will be the net asset value reported by such Fund on that day to NASDAQ's Mutual Fund Quotation Service. (b) For purposes of this Agreement, Qualifying Shares do not include shares of: (i) money market Funds; and (ii) any Fund that is not available for purchase by new investors or is otherwise only available for purchase by existing shareholders pursuant to the terms of the Fund's then-current prospectus (a "Closed Fund"). The parties agree that in the event a Closed Fund is re-opened to new investors, shares of such previously Closed Fund no longer will be excluded from the definition of Qualifying Shares under this Section 2(b), provided that such shares otherwise satisfy the definition of "Qualifying Shares" under Section 2(a), and that no further amendment of this Agreement shall be necessary upon such event. The Support Payments shall be calculated for quarters ending on the last days of March, June, September and December. (c) Company shall send Lord ▇▇▇▇▇▇ the quarterly invoices for Support Payments with respect to Qualifying Shares no later than thirty (30) calendar days after the end of each of the quarterly periods referenced in Section 2(a) above. Each such quarterly invoice shall include the average daily net asset value of the Qualifying Shares. (d) Lord ▇▇▇▇▇▇ shall pay to Company by check the quarterly Support Payment calculated pursuant to this Section 2 not later than the 60th calendar day after the date on which Lord ▇▇▇▇▇▇ receives the corresponding invoice for such quarterly Support Payment from Company. Notwithstanding the foregoing, if Lord ▇▇▇▇▇▇ identifies what it believes may be an error in the calculation of a quarterly Support Payment, Lord ▇▇▇▇▇▇ shall promptly bring such error to the attention of Company, and Lord ▇▇▇▇▇▇ and Company shall promptly negotiate in good faith to determine the proper calculation of such quarterly Support Payment. (e) In addition to the foregoing Support Payments, and on a case-by-case basis as may be mutually agreed upon from time to time by Company and Lord ▇▇▇▇▇▇, Lord ▇▇▇▇▇▇ also may reimburse Company for Lord ▇▇▇▇▇▇' s participation in specific internal events sponsored by Company, such as training or educational seminars, conferences and meetings; provided that, in all cases, such payments must be consistent with applicable rules and procedures.