Confidentiality Agreement has the meaning specified in the recitals.
Equity Securities means equity securities, including securities convertible or exchangeable into, exercisable or settleable for equity securities, other equity-linked securities or hybrid debt-equity securities or similar securities.
Exchange Act means the United States Securities Exchange Act of 1934, as amended from time to time, and the rules and regulations of the Commission promulgated thereunder.
Extraordinary Transaction has the meaning set forth in Section 3(a).
Governmental Authority means, with respect to a particular Person, any country, state, county, city and political subdivision in which such Person or such Persons property is located or that exercises valid jurisdiction over any such Person or such Persons property, and any court, agency, department, commission, board, bureau or instrumentality of any of them and any monetary authority that exercises valid jurisdiction over any such Person or such Persons property. Unless otherwise specified, all references to Governmental Authority herein with respect to the Company mean a Governmental Authority having jurisdiction over the Company, its subsidiaries or any of their respective properties.
Investor has the meaning specified in the preamble.
Law means any federal, state, local or foreign order, writ, injunction, judgment, settlement, award, decree, statute, law, rule or regulation.
Permitted Recipients has the meaning specified in Section 4(a).
Person means an individual or a corporation, limited liability company, partnership, joint venture, trust, unincorporated organization, association, government agency or political subdivision thereof or other form of entity.
Portfolio Companies means the Investors or any of its Affiliates operating or portfolio companies, investment funds or vehicles, or investee companies.
Purpose has the meaning specified in Section 4(a).
Registration Rights Agreement means the Registration Rights Agreement, dated as of the date hereof, by and between the Company and the Investor.
Representatives of any Person means the officers, directors, managers, employees, agents, counsel, accountants, investment bankers and other representatives of such Person.
Routine Non-Targeted Regulatory Examinations has the meaning specified in Section 4(b).
Securities Act means the United States Securities Act of 1933, as amended from time to time, and the rules and regulations of the Commission promulgated thereunder.
Stock Purchase Agreement has the meaning specified in the recitals.
Standstill Period has the meaning specified in Section 3(a).
Subsidiary of a Person means (i) any corporation, association or other business entity of which fifty percent (50%) or more of the right to distributions or total voting power of shares or other voting or economic securities or interests outstanding thereof is at the time owned or controlled, directly or indirectly, by that Person or one or more of the other Subsidiaries of that Person (or a combination thereof) and (ii) any partnership or limited liability company of which such Person or one or more of the other Subsidiaries of such Person (or any combination thereof) is a general partner or managing member.