Client Assignment Arrangement definition

Client Assignment Arrangement means, with respect to any Client, (i) the assignment of such Client’s Existing Advisory Contract to a Subsidiary of Buyer such that the Subsidiary may provide advisory services to such Client in accordance with such Existing Advisory Contract or otherwise on terms substantially comparable (but having the same advisory and same aggregate non-advisory fees (it being understood that, in this case, and in every other case in this Agreement in which it is contemplated that the same advisory and same aggregate non-advisory fees will be maintained (or carried over to a New Advisory Contract), there is no obligation to eliminate any fee waivers in connection with the transactions contemplated hereby)) to those of the applicable Existing Advisory Contract in effect on the date hereof or (ii) if required by applicable Law, the replacement of such Client’s Existing Advisory Contract with a New Advisory Contract between such Client and a Subsidiary of Buyer, such New Advisory Contract to be on terms substantially comparable (but having the same advisory and same aggregate non-advisory fees) to those of the applicable Existing Advisory Contract in effect on the date hereof.