| ||(B) || |
the grant of permission to deal in any part of the issued share capital of the Borrower (or a new Holding Company of the Borrower) on the New York Stock Exchange, the National Association of Securities Dealers Automated Quotations exchange (NASDAQ) or the Stock Exchange of Hong Kong (SEHK); or
| ||(C) || |
the issued share capital of the Borrower is listed or quoted on any of the stock exchanges referred to in sub-paragraphs (A) or (B) above pursuant to the formation of the Rockley SPAC.
Funding Source means in respect of a SPV Lender, obligations incurred or securities issued by that SPV Lender in order to fund a participation by that SPV Lender in the Loan.
GAAP means generally accepted accounting principles in the United Kingdom.
Governmental Approval means any consent, authorisation, approval, order, licence, franchise, permit, certificate, accreditation, registration, filing or notice, of, issued by, from or to, or other act by or in respect of, any Governmental Authority.
Governmental Authority means any nation or government, any state or other political sub-division thereof, any agency, authority, instrumentality, regulatory body, court, central bank or other entity exercising executive, legislative, judicial, taxing, regulatory or administrative functions of or pertaining to government, any securities exchange and any self-regulatory organisation.
Greater Value Exit means any Qualified Exit that occurs in respect of which the Equity Valuation exceeds the Strike Price Valuation.
Group means the Borrower and its Affiliates.
Guarantor means the Parent or the Original Borrower.
Holding Company means, in relation to a person, any other person in respect of which it is a Subsidiary.
IFRS means international accounting standards within the meaning of the IAS Regulation 1606/2002 to the extent applicable to the relevant financial statements.
Intellectual Property means all present and future intellectual property rights in any part of the world including Patents and rights of a similar nature, applications for Patents and such rights, divisions, prolongations, renewals, extensions, supplementary protection certificates and continuations of such applications for Patents, registered and unregistered Trade Marks, registered and unregistered service marks, registered and unregistered designs and rights in designs, utility models (in each case for their full period and all extensions and renewals of them), Copyrights and rights in the nature of database rights and Copyright, registered or unregistered semiconductor topography rights and mask works and applications for any of the foregoing and the right to apply for any of them in any part of the world, inventions, processes, software, formulae, technology (whether patentable or not) data, drawings, specifications, business or trade secrets, technical information, confidential information, Know-how, business names, trade names, brand names, domain names, database rights and rights in the nature of database rights, get-up and any uniform resource identifier and any similar or analogous rights existing in any country and all legal equitable and other rights in any of them whether registered or unregistered (and including applications) and the benefit (subject to the burden) of any and all agreements, arrangements and licences (where such agreements and licences permit the creation of security without prior consent) in connection with any of the foregoing.