Definitions; Incorporation by Reference. (a) This Agreement is entered into in connection with the terms and conditions of the Indenture. Any capitalized term used but not defined herein shall have the meaning given to it in the Indenture. Furthermore, for any capitalized term defined herein but defined in greater detail in the Indenture, the detailed information from the Indenture shall be incorporated herein by reference.
Definitions; Incorporation by Reference a. Capitalized terms used but not otherwise defined herein shall have the following meanings: Accredited Investor. Includes any of the following: (1) a natural person whose net worth (individually or with their spouse) exceeds $1,000,000; or (2) an XXX in which the grantor is an Accredited Investor. For purposes of clause (1) of this paragraph, “net worth” shall mean a natural person’s assets minus liabilities, provided that for purposes of calculating net worth (i) the person’s primary residence shall not be included as an asset, (ii) indebtedness secured by the primary residence, up to the fair market value of the primary residence as of the date on which an Interest is purchased, shall not be included as a liability (except that if the amount of such indebtedness outstanding as of the date on which an Interest is purchased exceeds the amount outstanding 60 days before such date, other than as a result of the acquisition of the primary residence, the amount of such excess shall be included as a liability), and (iii) indebtedness that is secured by the person’s primary residence in excess of the fair market value of the primary residence as of the date on which an Interest is purchased shall be included as a liability.
Definitions; Incorporation by Reference a. Capitalized terms used but not otherwise defined herein shall have the following meanings: Accredited Investor. Includes any of the following: (1) a natural person whose net worth (individually or with their spouse) exceeds $1,000,000; (2) an organization described in Section 501(c)(3) of the IRS Code, a corporation, a Massachusetts or similar business trust, or a partnership, not formed for the specific purpose of acquiring the securities offered, with total assets in excess of $5,000,000; (3) a trust with total assets in excess of $5,000,000, not formed for the specific purpose of acquiring the securities offered, whose purchase is directed by a Sophisticated Person; (4) a broker or dealer registered pursuant to Section 15 of the Exchange Act; (5) an insurance company (as defined in the Securities Act); (6) an Investment Company registered under the Investment Company Act or a “business development company” (as defined in the Investment Company Act); (7) a “private business development company” (as defined in the Investment Advisers Act); (8) a small business investment company licensed by the US Small Business Administration under Section 301(c) or (d) of the Small Business Investment Act of 1958; (9) a bank or a savings and loan association (each as defined in the Securities Act), whether acting in its individual or fiduciary capacity; (10) a plan established and maintained by a state, its political subdivisions, or any agency or instrumentality thereof, for the benefit of its employees, if such plan has total assets in excess of $5,000,000; (11) an Employee Benefit Plan (other than a self-directed plan), whether or not it is subject to the provisions of Title I of ERISA, if it has total assets in excess of $5,000,000, or if the investment decision is made by a plan fiduciary that is a bank, savings and loan association, insurance company, or registered investment adviser; (12) a self-directed benefit plan, with investment decisions made solely by persons that are Accredited Investors; (13) a revocable trust in which all of the grantors are Accredited Investors; (14) an XXX in which the grantor is an Accredited Investor; or (15) an entity (other than a trust) in which all of the equity owners are Accredited Investors. For purposes of clause (1) of this paragraph, “net worth” shall mean a natural person’s assets minus liabilities, provided that for purposes of calculating net worth (i) the person’s primary residence shall not be included as an asset,...
Definitions; Incorporation by Reference a. Capitalized terms used but not otherwise defined herein shall have the following meanings: Accredited Investor. Includes any of the following: (1) a natural person whose net worth (individually or with their spouse or Spousal Equivalent) exceeds $1,000,000; (2) a natural person holding in good standing one or more of the following professional certifications administered by FINRA: Licensed General Securities Representative (Series 7), Licensed Adviser Representative (Series 65) and/or Licensed Private Securities Offerings Representative (Series 82); (3) an organization described in Section 501(c)(3) of the IRS Code, a corporation, a Massachusetts or similar business trust, a partnership, or limited liability company not formed for the specific purpose of acquiring the securities offered, with total assets in excess of $5,000,000; (4) an entity, not formed for the specific purpose of acquiring the securities offered, owning Investments in excess of $5,000,000; (5) a trust with total assets in excess of $5,000,000, not formed for the specific purpose of acquiring the securities offered, whose purchase is directed by a Sophisticated Person; (6) a broker or dealer registered pursuant to Section 15 of the Exchange Act; (7) an investment adviser registered pursuant to Section 203 of the Investment Advisers Act or registered pursuant to the laws of a state; (8) an investment adviser relying on the exemption from registering with the Commission under Section 203(l) or (m) of the Investment Advisers Act; (9) an insurance company (as defined in the Securities Act); (10) an Investment Company registered under the Investment Company Act or a “business development company” (as defined in the Investment Company Act); (11) a “private business development company” (as defined in the Investment Advisers Act); (12) a small business investment company licensed by the US Small Business Administration under Section 301(c) or (d) of the Small Business Investment Act of 1958; (13) a rural business investment company as defined in Section 384A of the Consolidated Farm and Rural Development Act; (14) a bank or a savings and loan association (each as defined in the Securities Act), whether acting in its individual or fiduciary capacity; (15) a plan established and maintained by a state, its political subdivisions, or any agency or instrumentality thereof, for the benefit of its employees, if such plan has total assets in excess of $5,000,000; (16) an Employee Benefit Plan (other...
Definitions; Incorporation by Reference. The introductory paragraphs of this Agreement are hereby incorporated into this Agreement as if fully set forth herein. Except as otherwise specifically required by the context, the following terms shall have the respective meanings as hereinafter set forth in this Section 1.
Definitions; Incorporation by Reference. The definitions contained in the WISeKey Root CA CPS Glossary Appendix shall apply to this Agreement (available at xxxx://xxx.xxxxxxx.xxx/repository/). The OISTE WISeKey Root CA Certification Practice Statement is incorporated herein by reference.
Definitions; Incorporation by Reference. 1.1 For purposes of this Supplemental Indenture, the terms defined in the preamble and recitals hereto shall have the meanings therein specified; any capitalized terms used and not defined herein shall have the same respective meanings as assigned to them in the Indenture; and references to Articles or Sections shall, unless the context indicates otherwise, be references to Articles or Sections of the Indenture.
Definitions; Incorporation by Reference. All capitalized terms used and not defined herein shall have the meanings given them in the Credit Agreement, and the rules of construction set forth in Section 1.2 of the Credit Agreement shall apply to this Amendment. The recitals hereto are hereby incorporated by reference.
Definitions; Incorporation by Reference. “Investor” refers to each entity or individual subscribing for the ordinary shares of the Company (“Ordinary Shares”) pursuant to this Agreement being the party named as Investor on page 11 of this Agreement. “Company” refers to IRP Holdings Limited, a private limited company incorporated under the laws of the Republic of Ireland. “Operating Company” refers to Irish Partners Reinsurance Limited, a private limited company incorporated under the laws of the Republic of Ireland and a wholly-owned subsidiary of the Company. “SCOR” refers to SCOR, a société anonyme organized under the laws of the Republic of France, and/or its affiliates. “Offering” refers to the offering of Ordinary Shares contemplated by this Subscription Agreement and the Private Placement Memorandum. All references to the “Subscription Agreement” shall include any appendices thereto, which form an integral part of this Subscription Agreement. Additional definitions are set out herein and in Appendix A to this Subscription Agreement.
Definitions; Incorporation by Reference. Capitalized terms used herein and not defined herein shall have the meanings specified in the Security Agreement or in the Note Purchase Agreement (as defined in the Security Agreement), as applicable.
