1.12 GAAP means generally accepted accounting principles in the United States.
1.13 Hillhouse means HH RSV-CAK Holdings Limited and its Affiliates.
1.14 Holder means any holder of Registrable Securities who is a party to this Agreement.
1.15 Immediate Family Member means a child, stepchild, grandchild, parent, stepparent, grandparent, spouse, sibling, mother-in-law, father-in-law, son-in-law, daughter-in-law, brother-in-law, or sister-in-law, including, adoptive relationships, of a natural person referred to herein.
1.16 Initiating Holders means, collectively, Holders who properly initiate a registration request under this Agreement.
1.17 IPO means the Companys first underwritten public offering of its Common Stock under the Securities Act.
1.18 Key Employee means any executive-level employee (including, division director and vice president-level positions) as well as any employee who, either alone or in concert with others, develops, invents, programs, or designs any Company Intellectual Property (as defined in the Purchase Agreement).
1.19 Major Investor means (i) any Investor that, individually or together with such Investors Affiliates, holds at least 500,000 shares of Registrable Securities (as adjusted for any stock split, stock dividend, combination, or other recapitalization or reclassification effected after the date hereof), (ii) each Fidelity Investor that holds any Registrable Securities and (iii) Hillhouse, so long as it holds any Registrable Securities.
1.20 New Securities means, collectively, equity securities of the Company, whether or not currently authorized, as well as rights, options, or warrants to purchase such equity securities, or securities of any type whatsoever that are, or may become, convertible or exchangeable into or exercisable for such equity securities.
1.21 Person means any individual, corporation, partnership, trust, limited liability company, association or other entity.
1.22 Preferred Director means any director of the Company that the holders of record of the Preferred Stock are entitled to elect pursuant to the Companys Certificate of Incorporation.
1.23 Preferred Stock means, collectively, shares of the Companys Series A Preferred Stock, Series B Preferred Stock and Series C Preferred Stock.
1.24 Registrable Securities means (i) the Common Stock issuable or issued upon conversion of the Preferred Stock; (ii) any Common Stock, or any Common Stock issued or issuable (directly or indirectly) upon conversion and/or exercise of any other securities of the Company, acquired by the Investors on or after the date hereof; provided, however that shares of Common Stock acquired on the date hereof shall not be deemed Registrable Securities for