Document/ExhibitDescriptionPagesSize
1: 10-K Annual Report HTML 3.94M
2: EX-10.40 Material Contract HTML 45K
3: EX-21 Subsidiaries List HTML 198K
4: EX-23 Consent of Expert or Counsel HTML 35K
8: EX-97 Clawback Policy re: Recovery of Erroneously HTML 58K Awarded Compensation
5: EX-31.1 Certification -- §302 - SOA'02 HTML 36K
6: EX-31.2 Certification -- §302 - SOA'02 HTML 36K
7: EX-32 Certification -- §906 - SOA'02 HTML 34K
14: R1 Cover Page HTML 98K
15: R2 Audit Information HTML 37K
16: R3 Consolidated Statements of Income HTML 132K
17: R4 Consolidated Statements of Comprehensive Income HTML 82K
18: R5 Consolidated Balance Sheets HTML 192K
19: R6 Consolidated Balance Sheets (Parenthetical) HTML 43K
20: R7 Consolidated Statements of Cash Flows HTML 140K
21: R8 Consolidated Statements of Equity HTML 79K
22: R9 Consolidated Statements of Equity (Parenthetical) HTML 38K
23: R10 Accounting Policies HTML 107K
24: R11 Acquisitions and Divestitures HTML 126K
25: R12 Goodwill and Other Intangible Assets HTML 162K
26: R13 Taxes on Income HTML 123K
27: R14 Debt HTML 91K
28: R15 Derivative Instruments HTML 102K
29: R16 Employee Benefits HTML 253K
30: R17 Stock-Based Compensation HTML 96K
31: R18 Equity HTML 115K
32: R19 Earnings per Share HTML 54K
33: R20 Restructuring HTML 56K
34: R21 Segment and Geographic Information HTML 320K
35: R22 Commitments and Contingencies HTML 88K
36: R23 Schedule II - Valuation and Qualifying Accounts HTML 50K
37: R24 Pay vs Performance Disclosure HTML 44K
38: R25 Insider Trading Arrangements HTML 38K
39: R26 Accounting Policies (Policies) HTML 150K
40: R27 Accounting Policies (Tables) HTML 42K
41: R28 Acquisitions and Divestitures (Tables) HTML 111K
42: R29 Goodwill and Other Intangible Assets (Tables) HTML 164K
43: R30 Taxes on Income (Tables) HTML 121K
44: R31 Debt (Tables) HTML 74K
45: R32 Derivative Instruments (Tables) HTML 98K
46: R33 Employee Benefits (Tables) HTML 251K
47: R34 Stock-Based Compensation (Tables) HTML 97K
48: R35 Equity (Tables) HTML 108K
49: R36 Earnings per Share (Tables) HTML 51K
50: R37 Restructuring (Tables) HTML 54K
51: R38 Segment and Geographic Information (Tables) HTML 317K
52: R39 Commitments and Contingencies (Tables) HTML 82K
53: R40 Accounting Policies - Narrative (Details) HTML 129K
54: R41 Accounting Policies - Remaining Performance HTML 47K
Obligations (Details)
55: R42 Accounting Policies - Schedule Of Other Expense HTML 39K
(Income), Net (Details)
56: R43 Acquisitions and Divestitures - Acquisitions HTML 59K
Narrative (Details)
57: R44 Acquisitions and Divestitures - Schedule of HTML 51K
Estimated Fair Value of the Consideration
Transferred for IHS Markit (Details)
58: R45 Acquisitions and Divestitures - Schedule of HTML 92K
Allocation of Purchase Price (Details)
59: R46 Acquisitions and Divestitures - Schedule of HTML 51K
Acquired Identifiable Intangible Assets (Details)
60: R47 Acquisitions and Divestitures - Schedule of Pro HTML 38K
Forma Information (Details)
61: R48 Acquisitions and Divestitures - Schedule of HTML 42K
Liabilities Assumed In Conjunction With
Acquisitions Businesses (Details)
62: R49 Acquisitions and Divestitures - Divestitures HTML 97K
Narrative (Details)
63: R50 Acquisitions and Divestitures - Schedule of Key HTML 93K
Components of Assets and Liabilities Held for Sale
(Details)
64: R51 Goodwill and Other Intangible Assets - Schedule of HTML 71K
Change in Carrying Amount of Goodwill (Details)
65: R52 Goodwill and Other Intangible Assets - Narrative HTML 55K
(Details)
66: R53 Goodwill and Other Intangible Assets - Schedule of HTML 91K
Other Intangible Assets (Details)
67: R54 Goodwill and Other Intangible Assets - Schedule of HTML 43K
Amortization Expense for Intangible Assets
(Details)
68: R55 Taxes on Income - Schedule of Income Before Taxes HTML 42K
from Domestic and Foreign Operations (Details)
69: R56 Taxes on Income - Schedule of Provision for Taxes HTML 63K
on Income (Details)
70: R57 Taxes on Income - Schedule of Reconciliation of HTML 54K
Federal Statutory Income Tax Rate to Effective
Income Tax Rate (Details)
71: R58 Taxes on Income - Schedule of Differences Between HTML 65K
the Accounting for Income and Expenses for
Financial Reporting and Income Tax (Details)
72: R59 Taxes on Income - Narrative (Details) HTML 50K
73: R60 Taxes on Income - Schedule of Reconciliation of HTML 44K
Unrecognized Tax Benefits (Details)
74: R61 Debt - Schedule of Short-term and Long-term Debt HTML 114K
Outstanding (Details)
75: R62 Debt - Narrative (Details) HTML 190K
76: R63 Derivative Instruments - Narrative (Details) HTML 78K
77: R64 Derivative Instruments - Schedule of Fair Value HTML 50K
Amounts of Cash Flow Hedges (Details)
78: R65 Derivative Instruments - Schedule of Pre-tax Gains HTML 64K
(Losses) on Cash Flow Hedges (Details)
79: R66 Derivative Instruments - Schedule of Unrealized HTML 68K
Gains (Losses) in AOCI (Details)
80: R67 Employee Benefits - Schedule of the Benefit HTML 130K
Obligation (Details)
81: R68 Employee Benefits - Narrative (Details) HTML 88K
82: R69 Employee Benefits - Schedule of Net Periodic HTML 84K
Benefit Cost / Other Changes in Plan Assets and
Benefit Obligations Recognized in Other
Comprehensive Income, Net of Tax (Details)
83: R70 Employee Benefits - Schedule of Assumptions HTML 52K
(Details)
84: R71 Employee Benefits - Schedule of Information about HTML 50K
the Expected Cash Flows for Retirement and
Post-Retirement Plans (Details)
85: R72 Employee Benefits - Schedule of Fair Value of HTML 81K
Defined Benefit Plan Assets (Details)
86: R73 Employee Benefits - Schedule of Effect of HTML 44K
Significant Unobservable Inputs, Changes in Plan
Assets (Details)
87: R74 Stock-Based Compensation - Narrative (Details) HTML 75K
88: R75 Stock-Based Compensation - Schedule of Number of HTML 50K
Common Shares Reserved for Issuance (Details)
89: R76 Stock-Based Compensation - Schedule of Stock-based HTML 41K
Compensation Expense (Details)
90: R77 Stock-Based Compensation - Schedule of Stock HTML 59K
Option Activity (Details)
91: R78 Stock-Based Compensation - Schedule of Stock HTML 39K
Option Exercises (Details)
92: R79 Stock-Based Compensation - Schedule of Restricted HTML 71K
Stock and Unit Activity (Details)
93: R80 Equity - Capital Stock (Details) HTML 49K
94: R81 Equity - Schedule of Capital Stock (Details) HTML 38K
95: R82 Equity - Stock Repurchases (Details) HTML 55K
96: R83 Equity - Schedule of Accelerated Share Repurchase HTML 172K
Agreements (Details)
97: R84 Equity - Redeemable Noncontrolling Interest HTML 39K
(Details)
98: R85 Equity - Schedule of Redeemable Noncontrolling HTML 45K
Interest (Details)
99: R86 Equity - Schedule of Changes in the Components of HTML 77K
Accumulated Other Comprehensive Loss (Details)
100: R87 Earnings per Share - (Details) HTML 75K
101: R88 Restructuring - Narrative (Details) HTML 44K
102: R89 Restructuring - Schedule of Initial Restructuring HTML 69K
Charge Recorded and the Ending Reserve Balance
(Details)
103: R90 Segment and Geographic Information - Narrative HTML 38K
(Details)
104: R91 Segment and Geographic Information - Segment HTML 118K
Information (Details)
105: R92 Segment and Geographic Information - Schedule of HTML 168K
Disaggregation of Revenue (Details)
106: R93 Segment and Geographic Information - Geographic HTML 69K
Information (Details)
107: R94 Commitments and Contingencies - Narrative HTML 78K
(Details)
108: R95 Commitments and Contingencies - Schedule of HTML 41K
Location and Amounts of Leases (Details)
109: R96 Commitments and Contingencies - Schedule of HTML 39K
Components of Lease Expense (Details)
110: R97 Commitments and Contingencies - Schedule of HTML 39K
Supplemental Cash Flow Information (Details)
111: R98 Commitments and Contingencies - Schedule of HTML 37K
Weighted-Average Lease Terms and Discount Rates
(Details)
112: R99 Commitments and Contingencies - Schedule of HTML 51K
Maturities of Operating Lease Liabilities
(Details)
113: R100 Schedule II - Valuation and Qualifying Accounts HTML 40K
(Details)
115: XML IDEA XML File -- Filing Summary XML 217K
118: XML XBRL Instance -- spgi-20231231_htm XML 5.26M
114: EXCEL IDEA Workbook of Financial Report Info XLSX 283K
10: EX-101.CAL XBRL Calculations -- spgi-20231231_cal XML 343K
11: EX-101.DEF XBRL Definitions -- spgi-20231231_def XML 1.27M
12: EX-101.LAB XBRL Labels -- spgi-20231231_lab XML 3.22M
13: EX-101.PRE XBRL Presentations -- spgi-20231231_pre XML 1.99M
9: EX-101.SCH XBRL Schema -- spgi-20231231 XSD 275K
116: JSON XBRL Instance as JSON Data -- MetaLinks 824± 1.26M
117: ZIP XBRL Zipped Folder -- 0000064040-24-000071-xbrl Zip 1.22M
‘EX-97’ — Clawback Policy re: Recovery of Erroneously Awarded Compensation
This S&P Global, Inc. Financial Statement Compensation Recoupment Policy (“Policy”) has been adopted by the Compensation and Leadership Development Committee of the Board of Directors (the “Board”) of S&P Global, Inc. (the “Company”) on June 27, 2023, effective as of December
1, 2023. This Policy provides for the recoupment of certain executive compensation in the event of an accounting restatement resulting from material noncompliance with financial reporting requirements under U.S. federal securities laws in accordance with the terms and conditions set forth herein. This Policy is intended to comply with the requirements of Section 10D of the Exchange Act (as defined below) and Section 303A.14 of the NYSE Listed Company Manual.
1.Definitions. For the purposes of this Policy, the following terms shall have the meanings set forth below.
(a)“Committee” means the Compensation and Leadership Development Committee of the Board or any successor committee thereof.
(b)“Covered
Compensation” means any Incentive-based Compensation “received” by a Covered Executive during the applicable Recoupment Period; provided that:
(i) such Covered Compensation was received by such Covered Executive (A) after the Effective Date, (B) after he or she commenced service as an Executive Officer and (C) while the Company had a class of securities publicly listed on a United States national securities exchange; and
(ii) such Covered Executive served as an Executive Officer at any time during the performance period applicable to such Incentive-based Compensation.
For purposes of this Policy, Incentive-based Compensation is “received”
by a Covered Executive during the fiscal period in which the Financial Reporting Measure applicable to such Incentive-based Compensation (or portion thereof) is attained, even if the payment or grant of such Incentive-based Compensation is made thereafter.
(c)“Covered Executive” means any current or former Executive Officer.
(d)“Effective Date” means the date on which Section 303A.14 of the NYSE Listed Company Manual becomes effective.
(e)“Exchange Act” means the U.S. Securities Exchange Act of 1934, as amended.
(f)“Executive Officer” means, with respect to the Company, (i) its president, (ii) its principal financial officer, (iii) its principal accounting officer (or if there is no such accounting officer, its controller), (iv) any vice-president in charge of a principal business unit, division or function (such as sales, administration or finance), (v) any other officer who performs a policy-making function for the Company (including any officer of the Company’s parent(s) or subsidiaries if they
perform policy-making functions for the Company), and (vi) any other person who performs similar policy-making functions for the Company. Policy-making function is not intended to include policy-making functions that are not significant. The determination as to an
individual’s status as an Executive Officer shall be made by the Committee and such determination shall be final, conclusive and binding on such individual and all other interested persons.
(g)“Financial Reporting Measure”
means any (i) measure that is determined and presented in accordance with the accounting principles used in preparing the Company’s financial statements, (ii) stock price measure or (iii) total shareholder return measure (and any measures that are derived wholly or in part from any measure referenced in clause (i), (ii) or (iii) above). For the avoidance of doubt, any such measure does not need to be presented within the Company’s financial statements or included in a filing with the U.S. Securities and Exchange Commission to constitute a Financial Reporting Measure.
(h)“Financial Restatement” means a restatement of the
Company’s financial statements due to the Company’s material noncompliance with any financial reporting requirement under U.S. federal securities laws that is required in order to correct:
(i)an error in previously issued financial statements that is material to the previously issued financial statements; or
(ii) an error that would result in a material misstatement if (A) the error were corrected in the current period or (B) left uncorrected in the current period.
For purposes of this Policy, a Financial Restatement shall not be deemed to occur in the event of a restatement of the Company’s financial statements
due to an out-of-period adjustment or a retrospective (1) application of a change in accounting principles; (2) revision to reportable segment information due to a change in the structure of the Company’s internal organization; (3) reclassification due to a discontinued operation; (4) application of a change in reporting entity, such as from a reorganization of entities under common control; or (5) revision for stock splits, reverse stock splits, stock dividends or other changes in capital structure.
(j)“Incentive-based Compensation” means any compensation (including, for the avoidance of doubt, any cash or equity or equity-based compensation, whether deferred or current) that is granted, earned and/or vested based wholly or in part upon the
achievement of a Financial Reporting Measure. For purposes of this Policy, “Incentive-based Compensation” shall also be deemed to include any amounts which were determined based on (or were otherwise calculated by reference to) Incentive-based Compensation (including, without limitation, any amounts under any long-term disability, life insurance or supplemental retirement or severance plan or agreement or any notional account that is based on Incentive-based Compensation, as well as any earnings accrued thereon).
(k)“NYSE” means the New York Stock Exchange, or any successor thereof.
(l)“Recoupment Period” means the three fiscal years completed immediately preceding the date of
any applicable Recoupment Trigger Date. Notwithstanding the foregoing, the Recoupment Period additionally includes any transition period (that results from a change in the Company’s fiscal year) within or immediately following those three completed fiscal years, provided that a transition period between the last day of the Company’s previous fiscal year end and the first day of its new fiscal year that comprises a period of nine (9) to twelve (12) months would be deemed a completed fiscal year.
2
(m)“Recoupment
Trigger Date” means the earlier of (i) the date that the Board (or a committee thereof or the officer(s) of the Company authorized to take such action if Board action is not required) concludes, or reasonably should have concluded, that the Company is required to prepare a Financial Restatement, and (ii) the date on which a court, regulator or other legally authorized body causes the Company to prepare a Financial Restatement.
2.Recoupment of Erroneously Awarded Compensation.
(a)In
the event of a Financial Restatement, if the amount of any Covered Compensation received by a Covered Executive (the “Awarded Compensation”) exceeds the amount of such Covered Compensation that would have otherwise been received by such Covered Executive if calculated based on the Financial Restatement (the “Adjusted Compensation”), the Company shall reasonably promptly recover from such Covered Executive an amount equal to the excess of the Awarded Compensation over the Adjusted Compensation, each calculated on a pre-tax basis (such excess amount, the “Erroneously Awarded Compensation”), subject to Section (2)(b) hereof.
(b) If (i) the Financial Reporting Measure applicable to the
relevant Covered Compensation is stock price or total shareholder return (or any measure derived wholly or in part from either of such measures) and (ii) the amount of Erroneously Awarded Compensation is not subject to mathematical recalculation directly from the information in the Financial Restatement, then the amount of Erroneously Awarded Compensation shall be determined (on a pre-tax basis) based on the Company’s reasonable estimate of the effect of the Financial Restatement on the Company’s stock price or total shareholder return (or the derivative measure thereof) upon which such Covered Compensation was received.
(c)For the avoidance of doubt, the Company’s
obligation to recover Erroneously Awarded Compensation is not dependent on (i) if or when the restated financial statements are filed; or (ii) any fault of any Covered Executive for the accounting errors or other actions leading to a Financial Restatement.
(d)Notwithstanding anything to the contrary in Sections 2(a) through (c) hereof, the Company shall not be required to recover any Erroneously Awarded Compensation if both (x) the conditions set forth in either of the following clauses (i) or (ii) are satisfied and (y) the Committee (or a majority of the independent directors serving on the Board) has determined that recovery of the Erroneously Awarded Compensation would be impracticable:
(i)the
direct expense paid to a third party to assist in enforcing the recovery of the Erroneously Awarded Compensation under this Policy would exceed the amount of such Erroneously Awarded Compensation to be recovered; provided that, before concluding that it would be impracticable to recover any amount of Erroneously Awarded Compensation pursuant to this Section 2(d), the Company shall have first made a reasonable attempt to recover such Erroneously Awarded Compensation, document such reasonable attempt(s) to make such recovery and provide that documentation to the NYSE;
(ii)recovery of the Erroneously Awarded Compensation would likely cause an otherwise tax-qualified retirement plan, under which benefits are broadly available to employees of the
Company, to fail to meet the requirements of Sections 401(a)(13) or 411(a) of the U.S. Internal Revenue Code of 1986, as amended (the “Code”).
3
(e)The Company shall not indemnify any Covered Executive, directly or indirectly, for any losses that such Covered Executive may incur in connection with the recovery of Erroneously Awarded Compensation pursuant to this Policy, including through the payment of insurance premiums or gross-up payments.
(f)The
Committee shall determine, in its sole discretion, the manner and timing in which any Erroneously Awarded Compensation shall be recovered from a Covered Executive in accordance with applicable law, including, without limitation, by (i) requiring reimbursement of Covered Compensation previously paid in cash; (ii) seeking recovery of any gain realized on the vesting, exercise, settlement, sale, transfer or other disposition of any equity or equity-based awards; (iii) offsetting the Erroneously Awarded Compensation amount from any compensation otherwise owed by the Company or any of its affiliates to the Covered Executive; (iv) cancelling outstanding vested or unvested equity or equity-based awards; and/or (v) taking any other remedial and recovery action permitted by applicable law. For the avoidance of doubt, except as set forth in Section 2(d), in no event may the
Company accept an amount that is less than the amount of Erroneously Awarded Compensation; provided that, to the extent necessary to avoid any adverse tax consequences to the Covered Executive pursuant to Section 409A of the Code, any offsets against amounts under any nonqualified deferred compensation plans (as defined under Section 409A of the Code) shall be made in compliance with Section 409A of the Code.
3.Administration. This Policy shall be administered by the Committee. All decisions of the Committee shall be final, conclusive and binding upon the Company and the Covered Executives, their beneficiaries, executors, administrators and any other legal representative. The Committee shall have full power and
authority to (i) administer and interpret this Policy; (ii) correct any defect, supply any omission and reconcile any inconsistency in this Policy; and (iii) make any other determination and take any other action that the Committee deems necessary or desirable for the administration of this Policy and to comply with applicable law (including Section 10D of the Exchange Act) and applicable stock market or exchange rules and regulations. Notwithstanding anything to the contrary contained herein, to the extent permitted by Section 10D of the Exchange Act and Section 303A.14 of the NYSE Listed Company Manual, the Board may, in its sole discretion, at any time and from time to time, administer this Policy in the same manner as the Committee.
4.Amendment/Termination. Subject to Section 10D of the Exchange Act and Section 303A.14 of the NYSE Listed
Company Manual, this Policy may be amended or terminated by the Committee at any time. To the extent that any applicable law, or stock market or exchange rules or regulations require recovery of Erroneously Awarded Compensation in circumstances in addition to those specified herein, nothing in this Policy shall be deemed to limit or restrict the right or obligation of the Company to recover Erroneously Awarded Compensation to the fullest extent required by such applicable law, stock market or exchange rules and regulations. Unless otherwise required by applicable law, this Policy shall no longer be effective from and after the date that the Company no longer has a class of securities publicly listed on a United States national securities exchange.
5.Interpretation.
Notwithstanding anything to the contrary herein, this Policy is intended to comply with the requirements of Section 10D of the Exchange Act and Section 303A.14 of the NYSE Listed Company Manual (and any applicable regulations, administrative interpretations or stock market or exchange rules and regulations adopted in connection therewith). The provisions of this Policy shall be interpreted in a manner that satisfies such requirements and this Policy
4
shall be operated accordingly. If any provision of this Policy would otherwise frustrate or conflict with this intent, the provision shall be interpreted and deemed amended so as to avoid such conflict.
6.Other
Compensation Clawback/Recoupment Rights. Any right of recoupment under this Policy is in addition to, and not in lieu of, any other remedies, rights or requirements with respect to the clawback or recoupment of any compensation that may be available to the Company pursuant to the terms of any other recoupment or clawback policy of the Company (or any of its affiliates) that may be in effect from time to time, any provisions in any employment agreement, offer letter, equity plan, equity award agreement or similar plan or agreement, and any other legal remedies available to the Company, as well as applicable law, stock market or exchange rules, listing standards or regulations; provided,
however, that any amounts recouped or clawed back under any other policy that would be recoupable under this Policy shall count toward any required clawback or recoupment under this Policy and vice versa.
7. Exempt Compensation. Notwithstanding anything to the contrary herein, the Company has no obligation to seek recoupment of amounts paid to a Covered Executive which are granted, vested or earned based solely upon the occurrence or non-occurrence of nonfinancial events. Such exempt compensation includes, without limitation, base salary, time-vesting awards, compensation awarded on the basis of the achievement of metrics that are not Financial Reporting Measures or compensation awarded solely at the
discretion of the Committee or the Board, provided that such amounts are in no way contingent on, and were not in any way granted on the basis of, the achievement of any Financial Reporting Measure performance goal.
8.Miscellaneous.
(a)Any applicable award agreement or other document setting forth the terms and conditions of any compensation covered by this Policy shall be deemed to include the restrictions imposed herein and incorporate this Policy by reference and, in the event of any inconsistency, the terms of this Policy will govern. For the avoidance of doubt, this Policy applies to all compensation that is received on or after the Effective Date, regardless of the date on which
the award agreement or other document setting forth the terms and conditions of the Covered Executive’s compensation became effective, including, without limitation, compensation received under the Key Executive Short-Term Incentive Compensation Plan and the 2019 Stock Incentive Plan, and any successor plan to each of the foregoing.
(b)This Policy shall be binding and enforceable against all Covered Executives and their beneficiaries, heirs, executors, administrators or other legal representatives.
(c)All issues concerning the construction, validity, enforcement and interpretation of this Policy and all related documents, including, without limitation, any employment agreement, offer letter, equity award agreement or similar agreement, shall be governed by, and construed in accordance with, the
laws of the State of New York, without giving effect to any choice of law or conflict of law rules or provisions (whether of the State of New York or any other jurisdiction) that would cause the application of the laws of any jurisdiction other than the State of New York.
(d)The Covered Executives, their beneficiaries, executors, administrators and any other legal representative and the Company shall initially attempt to resolve all claims, disputes or controversies arising under, out of or in connection with this Policy by conducting good faith negotiations amongst themselves. The federal and state courts sitting within the State of New York shall be the sole and exclusive forums for any and all disputes, claims, or causes of action
5
arising
from or relating to the enforcement, performance or interpretation of this Policy. The Covered Executives, their beneficiaries, executors, administrators, and any other legal representative and the Company, shall not commence any suit, action or other proceeding arising out of or based upon this Agreement except in a federal and state court sitting within the State of New York, and hereby waive, and agree not to assert, by way of motion, as a defense, or otherwise, in any such suit, action or proceeding, any claim that such party is not subject to the jurisdiction of the above-named courts, that its property is exempt or immune from attachment or execution, that the suit, action or proceeding is brought in an inconvenient forum, that the venue of the suit, action or proceeding is improper or that this Policy or the subject matter hereof may not be enforced in or by such courts. To the
fullest extent permitted by law, the Covered Executives, their beneficiaries, executors, administrators, and any other legal representative, and the Company, shall waive (and shall hereby be deemed to have waived) the right to resolve any such dispute through a trial by jury.
(e)If any provision of this Policy is determined to be unenforceable or invalid under any applicable law, such provision will be applied to the maximum extent permitted by applicable law and shall automatically be deemed amended in a manner consistent with its objectives to the extent necessary to conform to any limitations required under applicable law.
6
Dates Referenced Herein and Documents Incorporated by Reference
