Definitions

Definitions. Section 1.1 (Definitions) of the Indenture is hereby amended by deleting from such Section those terms and their respective definitions and section references that, by virtue of the amendments set forth in Sections 2.1(a), 2.1(b), 2.1(c), 2.1(d) and 2.2(a) of this Second Supplemental Indenture, are no longer used in the Indenture or the Notes as amended hereby, and by deleting all references throughout the Indenture and the Notes to such defined terms and section references.

Definitions. Each capitalized term used herein but not otherwise defined herein has the meaning given to such term in the Agreement (as amended by this Amendment). Unless otherwise indicated, all section references in this Amendment refer to sections in the Agreement.

Definitions. (a)"Act" shall mean the Securities Act of 1933, as amended. (b)"Business Days" shall mean any day other than a Saturday, a Sunday or any other day on which the Federal Reserve Bank of New York is required by Law to be closed. (c)"Change of Control" shall mean a transaction or a series of related transactions involving (i) a consolidation or merger of the Company which results in the stockholders of the Company immediately prior to the transaction owning less than a majority of the equity or... voting power of the surviving entity, (ii) the sale, transfer or lease of all or substantially all of the Company's assets taken as a whole together with any assets of the Company's subsidiaries, whether by merger, consolidation or otherwise, and whether in a single transaction or a series of related transactions, (iii) the grant of an exclusive license to all or substantially all of the Company's intellectual property that is used to generate all or substantially all of the Company's revenues, or (iv) any sale of all or substantially all of the Company's equity or any other transaction which results in the stockholders of the Company immediately prior to the transaction owning less than a majority of the equity or voting power of the surviving entity but not including any transaction or series of transactions principally for bona fide equity financing purposes in which cash is received by the Company or indebtedness of the Company is cancelled or converted (or a combination thereof). (d)"Common Stock" shall mean the Common Stock, par value $0.0001 per share, of the Company. (e)"Initial Public Offering" means the first firm commitment underwritten public offering of securities of the Company pursuant to an effective registration statement under the Act (other than a registration statement relating either to a sale of securities to employees of the Company pursuant to a stock option, stock purchase or similar plan or an SEC Rule 145 transaction). (f)"Investors' Rights Agreement" means that certain Amended and Restated Investors' Rights Agreement, dated as of March 16, 2020, by and among the Company, Holder and the other parties thereto, as amended and/or restated from time to time. (g)"Restated Certificate" shall mean the Company's Amended and Restated Certificate of Incorporation as of the date hereof, as amended and/or restated from time to time. (h)"Series B Preferred Stock" shall mean the Series B Preferred Stock, par value $0.0001 per share, of the Company. (i)"Stock Purchase Agreement" shall mean that certain Series B Preferred Stock Purchase Agreement, dated as of March 16, 2020, by and among the Company and the Investors listed on Schedule A, thereto. (j)"Voting Agreement" means that certain Amended and Restated Voting Agreement, dated as of March 16, 2020, by and among the Company, Holder and the other parties thereto, as amended and/or restated from time to time. (k)"Warrant" as used herein shall include this warrant (as the same may be amended from time to time) and any warrants delivered in substitution or exchange therefor as provided herein. View More

Definitions. Each capitalized term used but not defined herein has the meaning ascribed thereto in Appendix A to the RPA. The rules of interpretation set forth in Appendix A to the RPA are hereby incorporated, mutatis mutandis, as if fully set forth herein.

Definitions. For all purposes of this Supplemental Indenture, except as otherwise herein expressly provided or unless the context otherwise requires: (i) the terms and expressions used herein shall have the same meanings as corresponding terms and expressions used in the Indenture; and (ii) the words "herein," "hereof" and "hereby" and other words of similar import used in this Supplemental Indenture refer to this Supplemental Indenture as a whole and not to any particular section hereof.

Definitions. For all purposes of and under this Agreement, the following terms shall have the following respective meanings:

Definitions. As used in this Note, the following capitalized terms have the following meanings: (a) "Applicable Rate" means, at any date the same is to be determined, the greater of (i) a rate per annum equal to 4.75% plus the Benchmark or (ii) 8%, which shall be calculated on the basis of a 360-day year and actual days elapsed. (b) "Benchmark" means the U.S. Prime Rate that appears in The Wall Street Journal from time to time as determined by Agent. (c) "Default Interest Rate" means the lesser of (i) 24%... or (ii) the maximum legal rate. (d) "Event of Default" has the meaning given in Section 4 hereof. (e) "Interest" has the meaning given in the introductory paragraph hereof. (f) "Maturity Date" has the meaning given in the introductory paragraph hereof. (g) "Subsequent Financing" shall mean any offering by any Obligor of Equity Interests, equity linked securities, or unsecured Indebtedness for cash. Subsequent Financing shall not include any offering of secured Indebtedness for which the Most Favored Lender Provisions apply or offerings of Equity Interests or Indebtedness for consideration other than cash, including Seller Notes. Additional capitalized terms used herein and not otherwise defined herein shall have the meanings given to such terms in the Note Purchase Agreement. View More

Definitions. The following capitalized terms, when used in this Agreement, any Additional Product Terms or any other Attachments, will have the corresponding meanings provided below:

Definitions. Capitalized terms that are not otherwise defined in this Agreement shall have the meanings ascribed to them in the Separation Agreement.

Definitions. (a) "Affiliate" of any particular Person means (a) any other Person controlling, controlled by, or under common control with such particular Person, where "control" means the possession, directly or indirectly, of the power to direct the management and policies of a Person whether through the ownership of voting securities, by contract or otherwise, or (b) in addition to the foregoing, with respect to (i) the Parent Investors, (ii) the Permira Investor, (iii) the Warburg Investor or (iv) the... Institutional Holders. For purposes of this Agreement, the Companyand its respective Subsidiaries shall not be considered Affiliates of any holder of interests in the Company (and vice versa). View More