Person
shall mean an individual, a corporation, a limited
liability company, a partnership, an association, a trust or any other entity or organization, including a Governmental Authority.
Portfolio Company
shall mean (a) with respect to the Company and its Subsidiaries, any entity in which
the Company or any of its Subsidiaries has made, makes or proposes to make a debt or equity investment that is, would or should be reflected in the Schedule of Investments included in the Companys quarterly or annual reports and (b) with
respect to Parent, any entity in which Parent or any of its Subsidiaries has made, makes or proposes to make a debt or equity investment that is, would or should be reflected in the Schedule of Investments included in Parents quarterly or
annual SEC reports.
Proceeding
shall mean an action, suit, arbitration, investigation, examination,
litigation, lawsuit or other proceeding, whether civil, criminal or administrative.
Quarterly Dividend
shall have the meaning set forth in
Section
6.1(d)
.
Reference Price
shall
mean $19.57.
Regulatory Documents
shall mean, with respect to a Person, all forms, reports,
registration statements, schedules and other documents filed, or required to be filed, by such Person pursuant to applicable Securities Laws or the applicable rules and regulations of any United States or foreign governmental or
non-governmental
self-regulatory organization, agency or authority.
Release
shall mean any actual or threatened release, spill, emission, discharge, leaking, pumping,
injection, deposit, disposal, dispersal, leaching or migration of Hazardous Materials, including the movement of Hazardous Materials through or in the air, soil, surface water, groundwater or real property.
Representative
shall mean, with respect to any Person, such Persons Affiliates and its and their
respective officers, directors, managers, partners, employees, accountants, counsel, financial advisors, consultants and other advisors or representatives.
Repurchase Program
shall have the meaning set forth in
Section
6.21
.
RIC
shall have the meaning set forth in
Section
3.14(i)
.
SDAT
shall have the meaning set forth in
Section
1.3(a)
.
SEC
shall mean the United States Securities and Exchange Commission.
Second Effective Time
shall have the meaning set forth in
Section
1.3(b)
.
Second Merger
shall have the meaning set forth in the Recitals.
Securities Act
shall mean the Securities Act of 1933, as amended, and the rules and regulations promulgated
thereunder.
Appendix 12