principal amount of this Note in accordance with the provisions hereof. This Note is subject to the following additional provisions:
SECTION 1. DEFINITIONS.
For the purposes of this Note (a) capitalized terms not otherwise defined herein shall have the meanings set forth in the Purchase Agreement (as defined below), and (b) the following terms shall have the following meanings:
Business Day means any day except any Saturday, any Sunday, any day which is a federal legal holiday in the United States or any day on which banking institutions in the State of New York are authorized or required by law or other governmental action to close.
Common Stock means the Companys common stock, $0.001 par value.
Conversion shall have the meaning ascribed to such term in Section 4(a).
Conversion Date shall have the meaning set forth in Section 4(a).
Conversion Price shall have the meaning set forth in Section 4(b).
Conversion Shares means, collectively, the shares of Common Stock issuable upon conversion of this Note in accordance with the terms hereof.
Credit Agreement means that certain Credit Agreement, dated as of October 5, 2018 (as amended by Amendment No. 1 to Credit Agreement dated as of June 14, 2019, as amended by Amendment No. 2 to Credit Agreement and Limited Waiver dated as of September 25, 2019 and as amended by Amendment No. 3 to Credit Agreement dated as of December 31, 2019), each by and among the Company, as borrower, the Guarantors (as defined in the Credit Agreement) party thereto, the Senior Lenders party thereto and Hayfin Services LLP, as Administrative Agent (as defined in the Credit Agreement) and as Collateral Agent (as defined in the Credit Agreement) for the Senior Lenders (in such capacities, the Senior Agent), as the same may be further amended, supplemented, amended and restated, increased, extended, replaced or otherwise modified from time to time.
Debtor Relief Law means the Bankruptcy Code of the United States, and all other liquidation, conservatorship, bankruptcy, assignment for the benefit of creditors, moratorium, rearrangement, receivership, insolvency, reorganization, or similar debtor relief laws of the United States or other applicable jurisdictions from time to time in effect and affecting the rights of creditors generally.
Dollar(s), dollar(s) or $ or any similar reference means the coin or currency of the United States of America as at the time of payment is legal tender for the payment of purchase and/or public debts.
Insolvency Proceeding means (a) a case or other proceeding shall be commenced or a petition shall be filed seeking (i) bankruptcy, liquidation, reorganization or other relief in respect of the Company or any of its Subsidiaries or its or their respective debts, or of a substantial part of its or their respective assets, under any Debtor Relief Laws or (ii) the appointment of a receiver,