Fundamental Change means any event or circumstance that constitutes or results in (i) a Change in Control, as defined in the Credit Agreement (as in effect as of the date hereof) or (ii) the liquidation, bankruptcy, dissolution or winding-up (or the occurrence of any analogous proceeding) of the Company.
Holder has the meaning set forth in the preamble.
Investors Rights Agreement means that certain Amended and Restated Investors Rights Agreement by and among the Company and certain investors party thereto dated as of June, 5, 2020, as may be amended, updated or supplemented from time to time.
Issue Date has the meaning set forth in the preamble.
Liquidity Event means a transaction that qualifies as a Deemed Liquidation Event as defined in the Charter.
Nasdaq means The Nasdaq Stock Market, Inc.
OTC Bulletin Board means the National Association of Securities Dealers, Inc. OTC Bulletin Board.
Person means any individual, sole proprietorship, partnership, limited liability company, corporation, joint venture, trust, incorporated organization or government or department or agency thereof.
Prospectus means the prospectus or prospectuses included in any Registration Statement, as amended or supplemented by any prospectus supplement with respect to the terms of the offering of any portion of the Registrable Securities covered by such Registration Statement and by all other amendments and supplements to the prospectus, including post-effective amendments and all material incorporated by reference in such prospectus or prospectuses.
Registration Statement means any registration statement of the Company which covers any of the Registrable Securities, including the Prospectus, amendments and supplements to such Registration Statement, including post-effective amendments, all exhibits and all materials incorporated by reference in such Registration Statement.
SEC means the Securities and Exchange Commission or any successor thereto.
Securities Act means the Securities Act of 1933, as amended.
Series B Preferred Stock means the Series B Preferred Stock, par value $0.0005 per share, of the Company, and any capital stock into which such Series B Preferred Stock shall have been converted, exchanged or reclassified following the date hereof.
Substitute Warrant Certificate has the meaning set forth in Exhibit B.
Trading Day means a day on which the principal Trading Market is open for trading.