Securities Intermediary Uses in Definitions Clause

Definitions from Limited Forbearance Agreement

This LIMITED FORBEARANCE AGREEMENT (this Agreement) is made as of May 18, 2015 by and among VALERITAS, INC., a Delaware corporation (the Borrower), VALERITAS HOLDINGS, LLC, a Delaware limited liability company (Parent), as a Guarantor (as such term is defined in the Credit Agreement), each of the other Guarantors party hereto, and the undersigned Lenders.

Definitions. Certain Defined Terms. As used herein, the following terms have the following respective meanings: Agreement has the meaning set forth in the introduction hereto. Borrower has the meaning set forth in the introduction hereto. Bridge Equity Financing has the meaning set forth in Section 4(n) hereof. Budgeted Cash Flow has the meaning set forth in Section 4(b)(i) hereof. Collateral has the meaning set forth in the Security Agreement. Control Accounts shall mean, collectively (i) Account No. DE3550 that is subject to that certain Account Control Agreement, dated as of May 27, 2013, by and among the Borrower, Capital Advisors Group, Inc., as Investment Manager, Capital Royalty Partners II, L.P., as Lender, and State Street Bank and Trust Company, as Securities Intermediary; (ii) Account Nos. 3300994367 and 3300994371 that are subject to that certain Deposit Account Control Agreement, dated as of August15, 2013, by and among Borrower, Capital Royalty Partners II, L.P. and Silicon Valley Bank and (iii) Account No. DE 3551 that is subject to that certain Account Control Agreement, dated as of April 2015, by and among Valeritas Security Corporation, as Borrower, Capital Advisors Group, Inc., as Investment Manager, Capital Royalty Partners II L.P., as Lender, and State Street Bank and Trust Company, as Securities Intermediary. Control Agent has the meaning set forth in the Security Agreement. Cost Reduction Plan has the meaning set forth in Section 4(o) hereof. Credit Agreement has the meaning set forth in the Recitals hereof. Credit Parties means the Borrower and each Guarantor. CRII means Capital Royalty Partners II L.P., a Delaware limited partnership. CRII Parallel means Capital Royalty Partners II Parallel Fund A L.P., a Delaware limited partnership. Designated Defaults has the meaning set forth in the Recitals hereof. Final Plan has the meaning set forth in Section 4(m) hereof. Financial Reports has the meaning set forth in Section 4(c) hereof. Forbearance Period has the meaning set forth in Section 3(a) hereof. Lenders Costs has the meaning set forth in Section 4(b)(iii) hereof. Parallel Investment means Parallel Investment Opportunities Partners II L.P., a Delaware limited partnership. Permitted Expenditures has the meaning set forth in Section 4(b)(iii) hereof. Plan has the meaning set forth in Section 4(m) hereof. Qualified Equity Financing has the meaning set forth in Section (p) hereof. Released Party has the meaning set forth in Section 7(a) hereof. Reserve Account has the meaning set forth in Section 11(c) hereof. Sale Transaction has the meaning set forth in Section (p) hereof. Secured Party has the meaning set forth in the Security Agreement. Security Agreement means that certain Security Agreement, dated as of May 24, 2013, among Borrower, each of the other Grantors party thereto, CRII, CRII Parallel, Parallel Investment and the other Secured Parties from time to time party thereto, as amended from time to time, and including the Valeritas Guarantee Assumption, the Valeritas Joinder and the instruments and documents executed in connection therewith. Senior Debt has the meaning set forth in the Subordination Agreement. Side Letter Agreement means that certain Side Letter Agreement, dated of even date herewith, by and among the parties hereto. Subordinated Debt has the meaning set forth in the Subordination Agreement. Subordination Agreement means that certain Subordination Agreement, dated as of May 24, 2013, among CRII, CRII Parallel, Parallel Investment (and their successors and assigns), and WCAS (as to be amended by the terms of the Amended and Restated Subordination Agreement). Unencumbered Assets has the meaning set forth in Section 4(e) hereof. Valeritas Guarantee Assumption means the Guarantee Assumption Agreement, dated as of April 16, 2015, by Valeritas in favor of the Lenders. Valeritas Joinder means the Joinder Agreement, dated as of April 16, 2015, by Valeritas, the Control Agent and the other Lenders. Valeritas Security means Valeritas Security Corporation, a Delaware corporation. Valeritas Security Control Account means the Control Account No. DE 3551 that is subject to that certain Account Control Agreement, dated as of April 2015, by and among Valeritas, as Borrower, Capital Advisors Group, Inc., as Investment Manager, Capital Royalty Partners II L.P., as Lender, and State Street Bank and Trust Company, as Securities Intermediary. WCAS means WCAS Capital Partners IV, L.P., a Delaware limited partnership. Waiver Agreement means that certain Consent, Waiver, and Amendment Agreement dated as of June 19, 2014, among the Borrower and the Lenders party thereto.

Definitions from Limited Forbearance Agreement

This LIMITED FORBEARANCE AGREEMENT (this Agreement) is made as of May 18, 2015 by and among VALERITAS, INC., a Delaware corporation (the Borrower), VALERITAS HOLDINGS, LLC, a Delaware limited liability company (Parent), as a Guarantor (as such term is defined in the Credit Agreement), each of the other Guarantors party hereto, and the undersigned Lenders.

Definitions. Certain Defined Terms. As used herein, the following terms have the following respective meanings: Agreement has the meaning set forth in the introduction hereto. Borrower has the meaning set forth in the introduction hereto. Bridge Equity Financing has the meaning set forth in Section 4(n) hereof. Budgeted Cash Flow has the meaning set forth in Section 4(b)(i) hereof. Collateral has the meaning set forth in the Security Agreement. Control Accounts shall mean, collectively (i) Account No. DE3550 that is subject to that certain Account Control Agreement, dated as of May 27, 2013, by and among the Borrower, Capital Advisors Group, Inc., as Investment Manager, Capital Royalty Partners II, L.P., as Lender, and State Street Bank and Trust Company, as Securities Intermediary; (ii) Account Nos. 3300994367 and 3300994371 that are subject to that certain Deposit Account Control Agreement, dated as of August15, 2013, by and among Borrower, Capital Royalty Partners II, L.P. and Silicon Valley Bank and (iii) Account No. DE 3551 that is subject to that certain Account Control Agreement, dated as of April 2015, by and among Valeritas Security Corporation, as Borrower, Capital Advisors Group, Inc., as Investment Manager, Capital Royalty Partners II L.P., as Lender, and State Street Bank and Trust Company, as Securities Intermediary. Control Agent has the meaning set forth in the Security Agreement. Cost Reduction Plan has the meaning set forth in Section 4(o) hereof. Credit Agreement has the meaning set forth in the Recitals hereof. Credit Parties means the Borrower and each Guarantor. CRII means Capital Royalty Partners II L.P., a Delaware limited partnership. CRII Parallel means Capital Royalty Partners II Parallel Fund A L.P., a Delaware limited partnership. Designated Defaults has the meaning set forth in the Recitals hereof. Final Plan has the meaning set forth in Section 4(m) hereof. Financial Reports has the meaning set forth in Section 4(c) hereof. Forbearance Period has the meaning set forth in Section 3(a) hereof. Lenders Costs has the meaning set forth in Section 4(b)(iii) hereof. Parallel Investment means Parallel Investment Opportunities Partners II L.P., a Delaware limited partnership. Permitted Expenditures has the meaning set forth in Section 4(b)(iii) hereof. Plan has the meaning set forth in Section 4(m) hereof. Qualified Equity Financing has the meaning set forth in Section (p) hereof. Released Party has the meaning set forth in Section 7(a) hereof. Reserve Account has the meaning set forth in Section 11(c) hereof. Sale Transaction has the meaning set forth in Section (p) hereof. Secured Party has the meaning set forth in the Security Agreement. Security Agreement means that certain Security Agreement, dated as of May 24, 2013, among Borrower, each of the other Grantors party thereto, CRII, CRII Parallel, Parallel Investment and the other Secured Parties from time to time party thereto, as amended from time to time, and including the Valeritas Guarantee Assumption, the Valeritas Joinder and the instruments and documents executed in connection therewith. Senior Debt has the meaning set forth in the Subordination Agreement. Side Letter Agreement means that certain Side Letter Agreement, dated of even date herewith, by and among the parties hereto. Subordinated Debt has the meaning set forth in the Subordination Agreement. Subordination Agreement means that certain Subordination Agreement, dated as of May 24, 2013, among CRII, CRII Parallel, Parallel Investment (and their successors and assigns), and WCAS (as to be amended by the terms of the Amended and Restated Subordination Agreement). Unencumbered Assets has the meaning set forth in Section 4(e) hereof. Valeritas Guarantee Assumption means the Guarantee Assumption Agreement, dated as of April 16, 2015, by Valeritas in favor of the Lenders. Valeritas Joinder means the Joinder Agreement, dated as of April 16, 2015, by Valeritas, the Control Agent and the other Lenders. Valeritas Security means Valeritas Security Corporation, a Delaware corporation. Valeritas Security Control Account means the Control Account No. DE 3551 that is subject to that certain Account Control Agreement, dated as of April 2015, by and among Valeritas, as Borrower, Capital Advisors Group, Inc., as Investment Manager, Capital Royalty Partners II L.P., as Lender, and State Street Bank and Trust Company, as Securities Intermediary. WCAS means WCAS Capital Partners IV, L.P., a Delaware limited partnership. Waiver Agreement means that certain Consent, Waiver, and Amendment Agreement dated as of June 19, 2014, among the Borrower and the Lenders party thereto.

Definitions from Pledge and Security Agreement

This PLEDGE AND SECURITY AGREEMENT, dated as of December 9, 2015, among each of the signatories hereto designated as a Grantor on the signature pages hereto (together with any other entity that may become a party hereto as a Grantor as provided herein, each a Grantor and collectively, the Grantors), and DBD Credit Funding LLC, as collateral agent (in such capacity and together with its successors and assigns in such capacity, the Collateral Agent) for (i) the banks and other financial institutions or entities (the Lenders) from time to time parties to that certain Credit and Guaranty Agreement, dated as of December 9, 2015 (as amended, restated, supplemented or otherwise modified or replaced from time to time, the Credit Agreement), among Ares Commercial Real Estate Corporation, a Maryland corporation (the Borrower), ACRC Holdings LLC, a Delaware limited liability company (ACRC Holdings), ACRC Mezz Holdings LLC, a Delaware limited liability company (ACRC Mezz), ACRC CP Investor, LLC, a

Definitions. (a) Unless otherwise defined herein, terms defined in the Credit Agreement and used herein shall have the meanings given to them in the Credit Agreement, and the following terms which are defined in the UCC are used herein as so defined (and if defined in more than one article of the UCC shall have the meaning specified in Article 9 thereof): Accounts, Account Debtor, Adverse Claims, As-Extracted Collateral, Authenticate, Certificated Security, Chattel Paper, Commodity Account, Commodity Contract, Commodity Intermediary, Documents, Electronic Chattel Paper, Entitlement Order, Equipment, Farm Products, Financial Asset, Fixtures, Goods, Health-Care-Insurance Receivable, Instruments, Inventory, Investment Property, Letter of Credit Rights, Manufactured Homes, Money, Payment Intangibles, Proceeds, Securities Account, Securities Intermediary, Security, Security Entitlement, Supporting Obligations, Tangible Chattel Paper and Uncertificated Security. (b) The following terms shall have the following meanings: ACRC CP Investor shall have the meaning set forth in the preamble hereto. ACRC Holdings shall have the meaning set forth in the preamble hereto. ACRC Lender shall mean ACRC Lender LLC, a Delaware limited liability company. ACRC Mezz shall have the meaning set forth in the preamble hereto. ACRC Mezz Collateral shall have the meaning set forth in Section 2(a)(i) of this Agreement. ACRC Warehouse shall have the meaning set forth in the preamble hereto. Agreement shall mean this Pledge and Security Agreement, as the same may be amended, restated, supplemented or otherwise modified from time to time. Borrower shall have the meaning set forth in the preamble hereto. Collateral shall have the meaning set forth in Section 2(a) of this Agreement. Collateral Account shall mean any collateral account established by the Collateral Agent as provided in Section 5.4. Copyright Licenses shall mean all agreements, licenses and covenants providing for the grant to or from a Grantor of any right in or to any Copyright or otherwise providing for a covenant not to sue for infringement or other violation of any Copyright. Copyrights shall mean, with respect to any Grantor, all of such Grantors right, title and interest in and to all works of authorship and all intellectual property rights therein, all United States and foreign copyrights (whether or not the underlying works of authorship have been published), including but not limited to copyrights in software and databases, all designs (including but not limited to all industrial designs, Protected Designs within the meaning of 17 U.S.C. 1301 et. Seq. and Community designs), and all Mask Works (as defined in 17 U.S.C. 901 of the U.S. Copyright Act), whether registered or unregistered, and with respect to any and all of the foregoing: (i) all registrations and applications for registration thereof, (ii) all extensions, renewals, and restorations thereof, (iii) all rights to sue or otherwise recover for any past, present and future infringement or other violation thereof, (iv) all Proceeds of the foregoing, including, without limitation, license fees, royalties, income, payments, claims, damages and proceeds of suit now or hereafter due and/or payable with respect thereto, and (v) all other rights of any kind accruing thereunder or pertaining thereto throughout the world. Credit Agreement shall have the meaning set forth in the preamble hereto. De Minimis Deposit Accounts shall mean Deposit Accounts (other than any Excluded Accounts, Deposit Accounts that are Excluded Assets and Necessary Funding Amounts Accounts) with a minimum balance at any time outstanding of less than $200,000 individually and $1,000,000 in the aggregate when taken together with all other Deposit Accounts that are not subject to the Collateral Agents Control. Discharge of the Secured Obligations shall mean and shall have occurred when (i) all Secured Obligations shall have been paid in full in cash (other than (a) those expressly stated to survive termination and (b) contingent obligations as to which no claim has been asserted and (c) obligations and liabilities under Bank Product Agreements and Swap Agreements as to which arrangements satisfactory to the applicable Secured Counterparties shall have been made), and (ii) all Commitments shall have terminated or expired. Equity Interests (i) shall mean, with respect to any Person, any and all shares, interests, rights to purchase, warrants, options, participations or other equivalents, including membership interests (however designated, including voting or non-voting, common or preferred) of the equity of such Person, including, if such person is a partnership, partnership interests (whether general or limited), if such Person is a limited liability company, membership interests (however designated, including voting or non-voting, common or preferred), and, if such Person is a trust, all beneficial interests therein, and shall also include any other interest or

Definitions from Transaction Agreement

This TRANSACTION AGREEMENT (this "Agreement") is made and entered into as of August 9, 2015 by and among CVR Partners, LP, a Delaware limited partnership (the "Partnership"), each of the Holders listed on Schedule A hereto (collectively, the "Partnership Unitholders"), as holders of outstanding Common Units of the Partnership, and GSO Capital Partners LP, a Delaware limited partnership, in its capacity as the Holders' Representative (the "Holders' Representative").

Definitions. Capitalized terms used herein without definition shall have the meanings given to them in the Merger Agreement, except that the terms set forth below are used herein as so defined:"Affiliate" means, with respect to a specified Person, any other Person, whether now in existence or hereafter created, directly or indirectly controlling, controlled by or under common control with such specified Person. For purposes of this definition, "control" (including, with correlative meanings, "controlling", "controlled by" and "under common control with") means, with respect to a Person, the power to direct or cause the direction of the management and policies of such Person, directly or indirectly, whether through the ownership of equity interests, including but not limited to voting securities, by contract or agency or otherwise."Agreement" has the meaning specified therefor in the introductory paragraph.US 3699944v.4"Common Units" means common units representing limited partner interests in the Partnership."Exchange Act" means the Securities Exchange Act of 1934, as amended, and the rules and regulations promulgated thereunder."Exchange Agreement" has the meaning specified therefor in the recitals of this Agreement."Loan Documents" refers to the (i) Second Amended and Restated Term Loan Credit Agreement, to be dated the Closing Date, among Rentech Nitrogen Holdings, Inc., the lenders party thereto, and Credit Suisse AG, Cayman Islands Branch, as Administrative Agent, as amended, supplemented or otherwise modified from time to time; (ii) the Amended and Restated Pledge Agreement, dated as of February 12, 2015, by and between Rentech Nitrogen Holdings, Inc. and Credit Suisse AG, Cayman Islands Branch, as Administrative Agent, as amended, supplemented or otherwise modified from time to time; and (iii) Collateral Account Control Agreement, dated as of April 11, 2014 among Rentech Nitrogen Holdings, Inc., Credit Suisse AG, Cayman Islands Branch, as Administrative Agent and The Bank of New York Mellon, as Securities Intermediary, as amended, supplemented or otherwise modified from time to time."Lock-up Securities" has the meaning specified therefore in Section 2.01(a)."Merger Agreement" has the meaning specified therefor in the recitals of this Agreement."Partnership" has the meaning specified therefor in the introductory paragraph."Partnership Common Units" means Common Units issued or assigned to the Partnership Unitholders pursuant to the Exchange Agreement."Partnership GP" means CVR GP, LLC, a Delaware limited liability company and the general partner of the Partnership."Partnership GP LLC Agreement" means the Third Amended and Restated Limited Liability Company Agreement of the Partnership GP, dated April 13, 2011, as amended from time to time."Partnership Unitholders" has the meaning specified therefor in the introductory paragraph."Permitted Assignee" has the meaning specified therefor in Section 2.01(b)."Person" means any individual, corporation, limited liability company, limited or general partnership, joint venture, association, joint stock company, trust, unincorporated organization, governmental authority, or any group comprised of two or more of the foregoing."Representatives" means with respect to a Person, its directors, officers, employees, agents and representatives, including any investment banker, financial advisor, attorney, accountant or other advisor, agent or representative.-2-US 3699944v.4"Restricted Period" has the meaning specified therefore in Section 2.02(a)."SEC" means the U.S. Securities and Exchange Commission."Securities Act" means the Securities Act of 1933, as amended, and the rules and regulations promulgated thereunder.

Definitions from Transaction Agreement

This TRANSACTION AGREEMENT (this "Agreement") is made and entered into as of August 9, 2015 by and among CVR Partners, LP, a Delaware limited partnership (the "Partnership"), each of the Holders listed on Schedule A hereto (collectively, the "Partnership Unitholders"), as holders of outstanding Common Units of the Partnership, and GSO Capital Partners LP, a Delaware limited partnership, in its capacity as the Holders' Representative (the "Holders' Representative").

Definitions. Capitalized terms used herein without definition shall have the meanings given to them in the Merger Agreement, except that the terms set forth below are used herein as so defined:"Affiliate" means, with respect to a specified Person, any other Person, whether now in existence or hereafter created, directly or indirectly controlling, controlled by or under common control with such specified Person. For purposes of this definition, "control" (including, with correlative meanings, "controlling", "controlled by" and "under common control with") means, with respect to a Person, the power to direct or cause the direction of the management and policies of such Person, directly or indirectly, whether through the ownership of equity interests, including but not limited to voting securities, by contract or agency or otherwise."Agreement" has the meaning specified therefor in the introductory paragraph.US 3699944v.4"Common Units" means common units representing limited partner interests in the Partnership."Exchange Act" means the Securities Exchange Act of 1934, as amended, and the rules and regulations promulgated thereunder."Exchange Agreement" has the meaning specified therefor in the recitals of this Agreement."Loan Documents" refers to the (i) Second Amended and Restated Term Loan Credit Agreement, to be dated the Closing Date, among Rentech Nitrogen Holdings, Inc., the lenders party thereto, and Credit Suisse AG, Cayman Islands Branch, as Administrative Agent, as amended, supplemented or otherwise modified from time to time; (ii) the Amended and Restated Pledge Agreement, dated as of February 12, 2015, by and between Rentech Nitrogen Holdings, Inc. and Credit Suisse AG, Cayman Islands Branch, as Administrative Agent, as amended, supplemented or otherwise modified from time to time; and (iii) Collateral Account Control Agreement, dated as of April 11, 2014 among Rentech Nitrogen Holdings, Inc., Credit Suisse AG, Cayman Islands Branch, as Administrative Agent and The Bank of New York Mellon, as Securities Intermediary, as amended, supplemented or otherwise modified from time to time."Lock-up Securities" has the meaning specified therefore in Section 2.01(a)."Merger Agreement" has the meaning specified therefor in the recitals of this Agreement."Partnership" has the meaning specified therefor in the introductory paragraph."Partnership Common Units" means Common Units issued or assigned to the Partnership Unitholders pursuant to the Exchange Agreement."Partnership GP" means CVR GP, LLC, a Delaware limited liability company and the general partner of the Partnership."Partnership GP LLC Agreement" means the Third Amended and Restated Limited Liability Company Agreement of the Partnership GP, dated April 13, 2011, as amended from time to time."Partnership Unitholders" has the meaning specified therefor in the introductory paragraph."Permitted Assignee" has the meaning specified therefor in Section 2.01(b)."Person" means any individual, corporation, limited liability company, limited or general partnership, joint venture, association, joint stock company, trust, unincorporated organization, governmental authority, or any group comprised of two or more of the foregoing."Representatives" means with respect to a Person, its directors, officers, employees, agents and representatives, including any investment banker, financial advisor, attorney, accountant or other advisor, agent or representative.-2-US 3699944v.4"Restricted Period" has the meaning specified therefore in Section 2.02(a)."SEC" means the U.S. Securities and Exchange Commission."Securities Act" means the Securities Act of 1933, as amended, and the rules and regulations promulgated thereunder.

Definitions

THIRD AMENDED AND RESTATED REVOLVING CREDIT AND SECURITY AGREEMENT dated as of May 22, 2015 among PENNANTPARK FLOATING RATE FUNDING I, LLC, a Delaware limited liability company, as borrower (together with its permitted successors and assigns, the Borrower); PENNANTPARK INVESTMENT ADVISERS, LLC, a Delaware limited liability company, as the collateral manager (together with its permitted successors and assigns, the Collateral Manager), the LENDERS from time to time party hereto; SUNTRUST BANK, as administrative agent for the Secured Parties (as hereinafter defined) (in such capacity, together with its successors and assigns, the Administrative Agent), SUNTRUST BANK, as the swingline lender (the Swingline Lender), U.S. BANK NATIONAL ASSOCIATION, as collateral agent for the Secured Parties (as hereinafter defined) (in such capacity, together with its successors and assigns, the Collateral Agent); U.S. BANK NATIONAL ASSOCIATION, as custodian (in such capacity, together with its successors a

Definitions. As used in this Agreement, the following terms shall have the meanings indicated: ABL Facility means a lending facility pursuant to which the loans thereunder are secured by a perfected, first priority security interest in accounts receivable, inventory, machinery, equipment, or periodic revenues, where such collateral security consists of assets generated or acquired by the related Obligor in its business. Account Control Agreement means an agreement in substantially the form of Exhibit E hereto. Adjusted LIBOR Rate means (a) for the Interest Accrual Period for any Eurocurrency Advance denominated in a LIBOR Quoted Currency, an interest rate per annum (rounded upwards, if necessary, to the next 1/100 of 1%) equal to (i) the LIBOR Rate for such Interest Accrual Period multiplied by (ii) the Statutory Reserve Rate for such Interest Accrual Period and (b) for the Interest Accrual Period for any Eurocurrency Advance denominated in a Non-LIBO Quoted Currency, an interest rate per annum (rounded upwards, if necessary, to the next 1/16 of 1%) equal to the LIBOR Rate for such Interest Accrual Period. Administrative Agent has the meaning assigned to such term in the introduction to this Agreement. Administrative Agent Fee Letter means that certain Amended and Restated Administrative Agent Fee Letter, dated as of October 1, 2013, by and among the Administrative Agent and the Borrower, as the same may be amended or amended and restated from time to time. Administrative Expense Cap means, for any rolling 12-month period, an amount equal to $150,000. Administrative Expenses means the fees and expenses (including indemnities) and other amounts of the Borrower due or accrued with respect to any Payment Date and payable in the following order:

Definitions from Credit and Security Agreement

AMENDED AND RESTATED CREDIT AND SECURITY AGREEMENT, dated as of May 29, 2015, among COOPER RIVER LLC, a Delaware limited liability company, as borrower (the "Borrower"), the LENDERS from time to time party hereto, CITIBANK, N.A. ("Citibank"), as administrative agent for the Secured Parties (as hereinafter defined) (in such capacity, the "Administrative Agent"), Citibank, N.A., acting through its Agency & Trust division ("Citibank Agency & Trust"), as collateral custodian for the Secured Parties (in such capacity, the "Custodian") and as collateral agent for the Secured Parties (in such capacity, the "Collateral Agent"), and VIRTUS GROUP, LP ("Virtus"), as collateral administrator (in such capacity, the "Collateral Administrator").

Definitions. As used in this Agreement, the following terms shall have the meanings indicated: "Account Control Agreement" means the Amended and Restated Account Control Agreement, dated as of the Closing Date, among the Borrower, the Collateral Agent and Citibank Agency & Trust, as the Securities Intermediary, as the same may be amended, modified, waived, supplemented or restated from time to time. "Adjusted Eurodollar Rate" means, for any Interest Accrual Period, an interest rate per annum equal to the greater of (a) a fraction, expressed as a percentage, (i) the numerator of which is equal to the LIBOR Rate for such Interest Accrual Period and (ii) the denominator of which is equal to 100% minus the Eurodollar Reserve Percentage for such Interest Accrual Period and (b) 0.0%. "Administrative Agent" has the meaning assigned to such term in the introduction to this Agreement. "Administrative Agent Fee Letter" means that certain fee letter, dated as of the Closing Date, by and among Citibank and the Borrower setting forth the amounts payable by the Borrower to the Administrative Agent in connection with the transactions contemplated by this Agreement. "Administrative Expense Cap" means, for any Payment Date, an amount equal (when taken together with any Administrative Expenses paid during the period since the preceding Payment Date or, in the case of the first Payment Date, the Closing Date) to $200,000 per annum.

Definitions from Security Agreement

SECURITY AGREEMENT dated as of March 12, 2015 (as amended, restated, supplemented or otherwise modified from time to time in accordance with the provisions hereof, this Security Agreement) made by (i) THE WET SEAL, INC., a Delaware corporation, as lead borrower for itself and the other Borrowers, each as a debtor and debtor-in-possession (the Lead Borrower), (ii) THE OTHER BORROWERS LISTED ON THE SIGNATURE PAGES HERETO, each as a debtor and debtor-in-possession (together with the Lead Borrower, the Original Borrowers) OR FROM TIME TO TIME PARTY HERETO BY EXECUTION OF A JOINDER AGREEMENT, each as a debtor and debtor-in-possession (the Additional Borrowers, and together with the Original Borrowers, the Borrowers), and (iii) THE GUARANTORS LISTED ON THE SIGNATURE PAGES HERETO, each as a debtor and debtor-in-possession (the Original Guarantors) AND THE OTHER GUARANTORS FROM TIME TO TIME PARTY HERETO BY EXECUTION OF A JOINDER AGREEMENT, as Debtors and Debtors-in-Possession (the Additional G

Definitions. Unless otherwise defined herein or in the Credit Agreement, capitalized terms used herein that are defined in the UCC shall have the meanings assigned to them in the UCC. (b) Capitalized terms used but not otherwise defined herein that are defined in the Credit Agreement shall have the meanings given to them in the Credit Agreement. (c) The following terms shall have the following meanings: Additional Guarantors shall have the meaning assigned to such term in the Preamble hereof. Borrowers shall have the meaning assigned to such term in the Preamble hereof. Claims shall mean any and all property taxes and other taxes, assessments and special assessments, levies, fees and all governmental charges imposed upon or assessed against, and all claims (including, without limitation, landlords, carriers, mechanics, workmens, repairmens, laborers, materialmens, suppliers and warehousemens Liens and other claims arising by operation of Law) against, all or any portion of the Collateral. Collateral shall have the meaning assigned to such term in SECTION 2.1 hereof. Control shall mean in the case of any security entitlement, control, as such term is defined in Section 8-106 of the UCC. Control Agreements shall mean, collectively, the Blocked Account Agreements and the Securities Account Control Agreements. Copyrights shall mean, collectively, with respect to each Grantor, all copyrights (whether statutory or common Law, whether established or registered in the United States or any other country or any political subdivision thereof whether registered or unregistered and whether published or unpublished) and all copyright registrations and applications made by such Grantor, in each case, whether now owned or hereafter created or acquired by or assigned to such Grantor, including, without limitation, the registrations and applications listed on Schedule II hereto, together with any and all (i) rights and privileges arising under applicable Law with respect to such Grantors use of such copyrights, (ii) reissues, renewals, continuations and extensions thereof, (iii) income, fees, royalties, damages, claims and payments now or hereafter due and/or payable with respect thereto, including, without limitation, damages and payments for past, present or future infringements thereof, (iv) rights corresponding thereto throughout the world and (v) rights to sue for past, present or future infringements thereof. Credit Agreement shall have the meaning assigned to such term in Recital B hereof. Distributions shall mean, collectively, with respect to each Grantor, all Restricted Payments from time to time received, receivable or otherwise distributed to such Grantor in respect of or in exchange for any or all of the Pledged Securities or Intercompany Notes. Goodwill shall mean, collectively, with respect to each Grantor, the goodwill connected with such Grantors business including, without limitation, (i) all goodwill connected with the use of and symbolized by any of the Intellectual Property Collateral in which such Grantor has any interest, (ii) all know-how, trade secrets, customer and supplier lists, proprietary information, inventions, methods, procedures, formulae, descriptions, compositions, technical data, drawings, specifications, name plates, catalogs, confidential information and the right to limit the use or disclosure thereof by any Person, pricing and cost information, business and marketing plans and proposals, consulting agreements, engineering contracts and such other assets which relate to such goodwill and (iii) all product lines of such Grantors business. Grantor shall have the meaning assigned to such term in the Preamble hereof. Guaranteed Obligations shall have the meaning assigned to such term in the Guaranty. Guarantors shall have the meaning assigned to such term in the Preamble hereof. Guaranty shall have the meaning assigned to term Facility Guaranty in the Credit Agreement. Intellectual Property Collateral shall mean, collectively, the Patents, Trademarks, Copyrights, Licenses and Goodwill. Intercompany Notes shall mean, with respect to each Grantor, all intercompany notes described on Schedule I hereto and each intercompany note hereafter acquired by such Grantor and all certificates, instruments or agreements evidencing such intercompany notes, and all assignments, amendments, restatements, supplements, extensions, renewals, replacements or modifications thereof to the extent permitted pursuant to the terms hereof. Lead Borrower shall have the meaning assigned to such term in the Preamble hereof. Lender shall have the meaning assigned to such term in the Preamble hereof. Letters of Credit unless the context otherwise requires, shall have the meaning given to such term in the UCC. Licenses shall mean, collectively, with respect to each Grantor, all license and distribution agreements with any other Person with respect to any Patent, Trademark or Copyright or any other patent, trademark or copyright, whethe

Definitions from Credit and Security Agreement

CREDIT AND SECURITY AGREEMENT, dated as of October 27, 2014, among TICC FUNDING, LLC, a Delaware limited liability company, as borrower (the "Borrower"), the LENDERS from time to time party hereto, CITIBANK, N.A. ("Citibank"), as administrative agent for the Secured Parties (as hereinafter defined) (in such capacity, the "Administrative Agent"), THE BANK OF NEW YORK MELLON TRUST COMPANY, NATIONAL ASSOCIATION ("BNYM"), as collateral agent for the Secured Parties (as hereinafter defined) (in such capacity, the "Collateral Agent") and as collateral custodian for the Secured Parties (in such capacity, the "Custodian"), and TICC CAPITAL CORP., a Maryland corporation, as collateral manager (in such capacity, the "Collateral Manager").

Definitions. As used in this Agreement, the following terms shall have the meanings indicated: "Account Control Agreement" means the Account Control Agreement, dated as of the Closing Date, among the Borrower, the Collateral Agent and BNYM, as the Securities Intermediary, as the same may be amended, modified, waived, supplemented or restated from time to time. "Adjusted Eurodollar Rate" means, for any Interest Accrual Period, an interest rate per annum equal to a fraction, expressed as a percentage, (i) the numerator of which is equal to the LIBOR Rate for such Interest Accrual Period and (ii) the denominator of which is equal to 100% minus the Eurodollar Reserve Percentage for such Interest Accrual Period. "Administrative Agent" has the meaning assigned to such term in the introduction to this Agreement. "Administrative Agent Fee Letter" means that certain fee letter, dated as of the Closing Date, by and among the Administrative Agent and the Borrower. "Administrative Expense Cap" means, for any Payment Date, an amount equal (when taken together with any Administrative Expenses paid during the period since the preceding Payment Date or, in the case of the first Payment Date, the Closing Date) to $50,000 per annum. "Administrative Expenses" means the fees and expenses (including indemnities) and other amounts of the Borrower (or any Permitted Subsidiary) due or accrued with respect to any Payment Date and payable in the following order:

Definitions from Amended and Restated

Article I DEFINITIONS AND INTERPRETATION 3 Section 1.1 Definitions. 3 Section 1.2 Accounting Terms and Determinations and UCC Terms. 51 Section 1.3 Assumptions and Calculations with respect to Collateral Loans. 51 Section 1.4 Cross-References; References to Agreements. 53 Section 1.5 Reference to Secured Parties. 53 Article II THE LOANS 54 Section 2.1 The Commitments. 54 Section 2.2 Making of the Loans. 55 Section 2.3 Evidence of Indebtedness; Notes. 56 Section 2.4 Maturity of Loans. 57 Section 2.5 Interest Rates. 57 Section 2.6 Commitment Fees. 57 Section 2.7 Reduction of Commitments; Prepayments. 58 Section 2.8 General Provisions as to Payments. 59 Section 2.9 Funding Losses. 60 Section 2.10 Computation of Interest and Fees. 60 Section 2.11 Increased Commitments; Additional Loans. 60 Section 2

Definitions. The following terms, as used herein, have the following meanings: "ABL Facility" means a lending facility pursuant to which the loans thereunder are secured by a perfected, first priority security interest in accounts receivable, inventory, machinery, equipment, real estate, oil and gas reserves, vessels or periodic revenues, where such collateral security consists of assets generated or acquired by the related Obligor in its business. "Account Control Agreement" means the Account Control Agreement among the Borrower, as debtor, the Collateral Agent, as secured party, and U.S. Bank National Association, as Custodian and Securities Intermediary, dated as of the Original Closing Date. "Accountants' Report" means an agreed upon procedures report prepared by a nationally recognized firm of independent certified public accountants appointed by the Borrower. "Additional Draw Date" means October 30, 2014, subject to satisfaction of the conditions set forth in Section 2.1(h). "Additional Lender" means a Lender that has made an Additional Loan or provided an Increased Commitment hereunder. "Additional Loans" has the meaning assigned to such term in Section 2.11(a). "Adjusted London Interbank Offered Rate" means, with respect to any Interest Period, a rate per annum (expressed as a percentage) equal to the quotient obtained (rounded upward, if necessary, to the next higher 1/100th of 1%) by dividing (i) the applicable London Interbank Offered Rate by (ii) 1.00 minus the Euro-Dollar Reserve Percentage. "Administrative Agent" means Natixis, in its capacity as administrative agent for the Lenders hereunder, and its successors in such capacity. "Administrative Agent Fee" means the fee payable to the Administrative Agent in arrears on each Quarterly Payment Date, equal to $2,500 per Quarterly Payment Date. "Administrative Expenses" means, without duplication, fees, expenses (including indemnities) and other amounts due or accrued with respect to any Quarterly Payment Date (including, with respect to any Quarterly Payment Date, any such amounts that were due and not paid on any prior Quarterly Payment Date) and payable in the following order by the Borrower to: