1.14 GAAP means generally accepted accounting principles in the United States, as in effect from time to time.
1.15 Holder means any Investor owning Registrable Securities.
1.16 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.
1.17 Initiating Holders means, collectively, Holders who properly initiate a registration request under this Agreement.
1.18 Investment Fund has the meaning set forth in Section 3.4.
1.19 IPO means the Companys first underwritten public offering of its securities under the Securities Act; it being acknowledged that such public offering may only occur after the conversion of the Company to a corporation as contemplated by Article 8 of the LLC Agreement.
1.20 LLC Agreement means that certain Second Amended and Restated Limited Liability Company Agreement, dated as of the date hereof, by and among the Company and the other parties thereto, as amended and/or restated from time to time after the date hereof.
1.21 Major Investor means any Investor that, individually or together with such Investors Affiliates, holds at least 571,429 units of Registrable Securities (as adjusted for any unit split, distribution, combination, or other recapitalization or reclassification effected after the date hereof), and Mayo Clinic.
1.22 Matrix shall mean Matrix Capital Management Master Fund, LP, together with its Affiliates.
1.23 Member shall have the meaning given to such term in the LLC Agreement.
1.24 New Securities means, collectively, units and any other equity securities of the Company or its subsidiaries, whether or not currently authorized, as well as rights, options, or warrants to purchase such units or other equity securities, or securities of any type whatsoever that are, or may become, convertible or exchangeable into or exercisable for such units or other equity securities.
1.25 Perceptive means Perceptive Life Sciences Master Fund LTD.
1.26 Person means any individual, corporation, partnership, trust, limited liability company, association or other entity.