Exchange Securities shall mean senior notes issued by the Company under the Indenture containing terms identical to the Securities (except that the Exchange Securities will not be subject to restrictions on transfer or to any increase in annual interest rate for failure to comply with this Agreement) and to be offered to Holders of Securities in exchange for Registrable Securities pursuant to the Exchange Offer.
FINRA shall mean the Financial Industry Regulatory Authority.
Free Writing Prospectus shall mean a free writing prospectus, as defined in Rule 405 under the Securities Act.
Holder shall mean each Initial Purchaser, for so long as it owns any Registrable Securities, and each of the Initial Purchasers successors, assigns and direct and indirect transferees who becomes an owner of Registrable Securities under the Indenture; provided that for purposes of Sections 4 and 5 of this Agreement, the term Holders shall include Participating Broker-Dealers.
Indemnified Person shall have the meaning set forth in Section 5(c) hereof.
Indemnifying Person shall have the meaning set forth in Section 5(c) hereof.
Indenture shall mean the indenture relating to the Securities, dated as of February 4, 2020 between the Company and U.S. Bank National Association, as trustee, and as the same may be amended from time to time in accordance with the terms thereof.
Initial Purchasers shall have the meaning set forth in the preamble.
Inspector shall have the meaning set forth in Section 3(a)(xiii) hereof.
Issuer Free Writing Prospectus shall mean an issuer free writing prospectus, as defined in Rule 433 under the Securities Act.
Participating Broker-Dealers shall have the meaning set forth in Section 4(a) hereof.
Permitted Free Writing Prospectus shall have the meaning set forth in Section 6(k) hereof.
Person shall mean an individual, partnership, limited liability company, corporation, trust or unincorporated organization, or a government or agency or political subdivision thereof.
Prospectus shall mean the prospectus included in, or, pursuant to the rules and regulations of the Securities Act, deemed a part of, a Registration Statement, including any preliminary prospectus, and any such prospectus as amended or supplemented by any prospectus supplement, including a prospectus supplement with respect to the terms of the offering of any portion of the Registrable Securities covered by a Shelf Registration Statement, and by all other amendments and supplements to such prospectus, and in each case including any document incorporated by reference therein.