$4.90 Uses in Definitions Clause

Definitions from Warrant Certificate

This Warrant Certificate has been issued pursuant to the terms of the Credit and Guaranty Agreement, dated as of June 2, 2016 (as amended or otherwise modified from time to time, the Credit Agreement), among the Company, as the borrower, the guarantors party thereto and Perceptive Credit Opportunities Fund, L.P., as lender.

Definitions. The following terms when used herein have the following meanings: Additional Compensation has the meaning set forth in Section 13(a). Additional Compensation Shares has the meaning set forth in Section 13(a). Aggregate Exercise Price means, with respect to any exercise of this Warrant Certificate for Warrant Shares, an amount equal to the product of (i) the number of Warrant Shares in respect of which this Warrant Certificate is then being exercised pursuant to Section 3 multiplied by (ii) the Exercise Price in effect as of the applicable Exercise Date in accordance with the terms of this Warrant Certificate. Bloomberg has the meaning set forth within the definition of VWAP. Board means the board of directors of the Company. Business Day means any day, except a Saturday, Sunday or legal holiday, on which banking institutions in the city of New York, New York are authorized or obligated by law or executive order to close. Cashless Exercise has the meaning set forth in Section 3(b). Class A Preferred Shares means the Class A Preferred Shares of the Company, and any capital into which such Class A Preferred Shares shall have been converted, exchanged or reclassified following the date hereof. Common Shares means the common shares of the Company, and any capital into which such Common Shares shall have been converted, exchanged or reclassified following the date hereof. Company has the meaning set forth in the preamble. Company Articles means the Companys Articles of Incorporation, as amended. Credit Agreement has the meaning set forth in the preamble. Delivery Deadline means (i) in the case of Warrant Shares to be issued upon exercise of this Warrant Certificate, five (5) Business Days after delivery of an Exercise Certificate in respect of such exercise, (ii) in the case Unlegended Shares requested by the Holder to be issued upon satisfaction of the Unrestricted Conditions, ten (10) Business Days after delivery of such requested by the Holder pursuant to Section 12(a)(iii), and (iii) in the case of Additional Compensation Shares, five (5) Business Days following the last day of each calendar month during which an Event of Failure occurred or was continuing, as provided in Section 13(b). Delivery Failure means the failure by the Company, for any reason, to deliver Warrant Shares, Unlegended Shares, Additional Compensations Shares, as the case may be, to the Holder or its designee on or prior to the applicable Delivery Deadline for such shares. DTC means the Depository Trust Company. DWAC has the meaning set forth in Section 3(i). Event of Default means the occurrence of any of the following events or circumstances: (i) the occurrence of a Registration Failure that remains uncured for a period of more than sixty (60) days following written notice thereof to the Company from the Holder; (ii) the occurrence of any Delivery Failure that remains uncured for a period of more than sixty (60) days; (iii) the occurrence of a Transfer Delivery Failure that remains uncured for a period of thirty (30) days or (iv) the breach by the Company of any obligations under Section 3(f) or 3(i) that has not been cured or waived on or before the fifth (5th) Business Day following notification in writing to the Company of such breach. Event of Failure means (i) the occurrence of a Delivery Failure or (ii) the occurrence of a Transfer Delivery Failure. Exchange Act means the Securities Exchange Act of 1934, as amended. Exercise Certificate has the meaning set forth in Section 3(a)(i). Exercise Date means, for any given exercise of this Warrant Certificate, whether in whole or in part, the date on which the conditions to such exercise as set forth in Section 3 shall have been satisfied at or prior to 5:00 p.m., Eastern time, on a Business Day, including, without limitation, the receipt by the Company of the Exercise Certificate and the applicable Aggregate Exercise Price. Exercise Period has the meaning set forth in Section 2. Exercise Price means, initially, USD $4.90 per Warrant Share, as the same may be adjusted as set forth herein. Failure Notice has the meaning set forth in Section 13(a). Fair Market Value means, if the Companys Shares are listed on a Trading Market, as of any particular Trading Date, the VWAP of the Companys Shares measured over the 10 Business Days immediately prior to such day or, if there have been no sales of such Shares on any Trading Market on any such day, the average of the highest bid and lowest asked prices for such Shares on all applicable Trading Markets at the end of such day. If the Companys Shares are not listed, quoted or otherwise available for trading, the Fair Market Value of the Class A Preferred Shares or Common Shares, as applicable, shall be the fair market value per share as determined jointly by the Board and the Holder. FAST has the meaning set forth in Section 3(i). Holder has the meaning set forth in the preamble. In-the-Money Liquidity Event means a Liquidity Event where the aggregate

Definitions from Warrant Certificate

This Warrant Certificate has been issued pursuant to the terms of the Credit and Guaranty Agreement, dated as of June 2, 2016 (as amended or otherwise modified from time to time, the Credit Agreement), among the Company, as the borrower, the guarantors party thereto and Perceptive Credit Opportunities Fund, L.P., as lender.

Definitions. The following terms when used herein have the following meanings: Additional Compensation has the meaning set forth in Section 13(a). Additional Compensation Shares has the meaning set forth in Section 13(a). Aggregate Exercise Price means, with respect to any exercise of this Warrant Certificate for Warrant Shares, an amount equal to the product of (i) the number of Warrant Shares in respect of which this Warrant Certificate is then being exercised pursuant to Section 3 multiplied by (ii) the Exercise Price in effect as of the applicable Exercise Date in accordance with the terms of this Warrant Certificate. Bloomberg has the meaning set forth within the definition of VWAP. Board means the board of directors of the Company. Business Day means any day, except a Saturday, Sunday or legal holiday, on which banking institutions in the city of New York, New York are authorized or obligated by law or executive order to close. Cashless Exercise has the meaning set forth in Section 3(b). Class A Preferred Shares means the Class A Preferred Shares of the Company, and any capital into which such Class A Preferred Shares shall have been converted, exchanged or reclassified following the date hereof. Common Shares means the common shares of the Company, and any capital into which such Common Shares shall have been converted, exchanged or reclassified following the date hereof. Company has the meaning set forth in the preamble. Company Articles means the Companys Articles of Incorporation, as amended. Credit Agreement has the meaning set forth in the preamble. Delivery Deadline means (i) in the case of Warrant Shares to be issued upon exercise of this Warrant Certificate, five (5) Business Days after delivery of an Exercise Certificate in respect of such exercise, (ii) in the case Unlegended Shares requested by the Holder to be issued upon satisfaction of the Unrestricted Conditions, ten (10) Business Days after delivery of such requested by the Holder pursuant to Section 12(a)(iii), and (iii) in the case of Additional Compensation Shares, five (5) Business Days following the last day of each calendar month during which an Event of Failure occurred or was continuing, as provided in Section 13(b). Delivery Failure means the failure by the Company, for any reason, to deliver Warrant Shares, Unlegended Shares, Additional Compensations Shares, as the case may be, to the Holder or its designee on or prior to the applicable Delivery Deadline for such shares. DTC means the Depository Trust Company. DWAC has the meaning set forth in Section 3(i). Event of Default means the occurrence of any of the following events or circumstances: (i) the occurrence of a Registration Failure that remains uncured for a period of more than sixty (60) days following written notice thereof to the Company from the Holder; (ii) the occurrence of any Delivery Failure that remains uncured for a period of more than sixty (60) days; (iii) the occurrence of a Transfer Delivery Failure that remains uncured for a period of thirty (30) days or (iv) the breach by the Company of any obligations under Section 3(f) or 3(i) that has not been cured or waived on or before the fifth (5th) Business Day following notification in writing to the Company of such breach. Event of Failure means (i) the occurrence of a Delivery Failure or (ii) the occurrence of a Transfer Delivery Failure. Exchange Act means the Securities Exchange Act of 1934, as amended. Exercise Certificate has the meaning set forth in Section 3(a)(i). Exercise Date means, for any given exercise of this Warrant Certificate, whether in whole or in part, the date on which the conditions to such exercise as set forth in Section 3 shall have been satisfied at or prior to 5:00 p.m., Eastern time, on a Business Day, including, without limitation, the receipt by the Company of the Exercise Certificate and the applicable Aggregate Exercise Price. Exercise Period has the meaning set forth in Section 2. Exercise Price means, initially, USD $4.90 per Warrant Share, as the same may be adjusted as set forth herein. Failure Notice has the meaning set forth in Section 13(a). Fair Market Value means, if the Companys Shares are listed on a Trading Market, as of any particular Trading Date, the VWAP of the Companys Shares measured over the 10 Business Days immediately prior to such day or, if there have been no sales of such Shares on any Trading Market on any such day, the average of the highest bid and lowest asked prices for such Shares on all applicable Trading Markets at the end of such day. If the Companys Shares are not listed, quoted or otherwise available for trading, the Fair Market Value of the Class A Preferred Shares or Common Shares, as applicable, shall be the fair market value per share as determined jointly by the Board and the Holder. FAST has the meaning set forth in Section 3(i). Holder has the meaning set forth in the preamble. In-the-Money Liquidity Event means a Liquidity Event where the aggregate

Definitions from Indenture

THIS INDENTURE, dated as of March 31, 2005, between 1st Pacific Bank of California, a member bank organized under the laws of California (the Bank), and Wilmington Trust Company, a Delaware banking corporation, as debenture trustee (the Trustee).

Definitions. The terms defined in this Section 1.1 (except as herein otherwise expressly provided or unless the context otherwise requires) for all purposes of this Indenture and of any indenture supplemental hereto shall have the respective meanings specified in this Section 1.1. All accounting terms used herein and not expressly defined shall have the meanings assigned to such terms in accordance with generally accepted accounting principles and the term generally accepted accounting principles means such accounting principles as are generally accepted in the United States at the time of any computation. The words herein, hereof and hereunder and other words of similar import refer to this Indenture as a whole and not to any particular Article, Section or other subdivision. Additional Interest means interest, if any, that shall accrue on any interest on the Debentures the payment of which has not been made on the applicable Interest Payment Date and which shall accrue at the Interest Rate, compounded quarterly (to the extent permitted by law). Affiliate has the same meaning as given to that term in Rule 405 of the Securities Act or any successor rule thereunder. Authenticating Agent means any agent or agents of the Trustee which at the time shall be appointed and acting pursuant to Section 6.12. Bank means 1st Pacific Bank of California, a member bank organized under the laws of California and, subject to the provisions of Article XI, shall include its successors and assigns. Bankruptcy Law means Title 11, U.S. Code, or any similar federal or state law for the relief of debtors. Board of Directors means the board of directors or the executive committee or any other duly authorized designated officers of the Bank. Board Resolution means a copy of a resolution certified by the Secretary or an Assistant Secretary of the Bank to have been duly adopted by the Board of Directors and to be in full force and effect on the date of such certification and delivered to the Trustee. Business Day means any day other than a Saturday, Sunday or any other day on which banking institutions in New York City or Wilmington, Delaware are permitted or required by any applicable law or executive order to close. Certificate means a certificate signed by any one of the principal executive officer, the principal financial officer or the principal accounting officer of the Bank. Coupon Rate has the meaning set forth in Section 2.8. Debenture or Debentures means a Temporary Debenture or a Permanent Debenture, as applicable. Debenture Register has the meaning specified in Section 2.5. Default means any event, act or condition that with notice or lapse of time, or both, would constitute an Event of Default. Defaulted Interest has the meaning set forth in Section 2.8. Distribution Period means (i) with respect to interest paid on the first Interest Payment Date, the period beginning on (and including) the date of original issuance and ending on (but excluding) the Interest Payment Date in June 2005 and (ii) thereafter, with respect to interest paid on each successive Interest Payment Date, the period beginning on (and including) the preceding Interest Payment Date and ending on (but excluding) such current Interest Payment Date. Determination Date has the meaning set forth in Section 2.10. Event of Default means any event specified in Section 5.1, continued for the period of time, if any, and after the giving of the notice, if any, therein designated. FDIC means the Federal Deposit Insurance Corporation and any successor federal agency that is primarily responsible for insuring the deposit accounts of banks or supervising state banks that are not members of the Federal Reserve. Federal Reserve means the Board of Governors of the Federal Reserve System, or its designated district bank, as applicable, and any successor federal agency that is primarily responsible for regulating the activities of bank holding companies and state member banks. Indenture means this instrument as originally executed or, if amended or supplemented as herein provided, as so amended or supplemented, or both. Interest Payment Date means March 15, June 15, September 15 and December 15 of each year during the term of this Indenture, or if such day is not a Business Day, then the next succeeding Business Day, commencing in June 2005. Interest Rate means for the Distribution Period beginning on (and including) the date of original issuance and ending on (but excluding) the Interest Payment Date in June 2005 the rate per annum of 4.90%, and for each Distribution Period beginning on or after the Interest Payment Date in June 2005, the Coupon Rate for such Distribution Period. Maturity Date means June 15, 2020. Member Bank Securities Laws means the federal laws applicable to state nonmember banks (12 U.S.C. 221 et seq.), as amended from time to time or any successor legislation, and the regulations promulgated thereunder, including 12 C.F.R. Part 208. Officers Certificate means a ce