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the Company's initial listing of its Common Stock (other than shares of Common Stock not eligible for resale under Rule 144 under the Securities Act) on a national securities exchange by means of an effective registration statement on Form S-1 filed by the Company with the SEC that registers shares of existing capital stock of the Company for resale, as approved by the Company's board of directors. For the avoidance of doubt, a Direct Listing shall not be deemed to be an underwritten offering and shall not involve any underwriting services.

all losses, liabilities, claims, demands, actions, costs, expenses and damages, proceedings, demands and charges whether arising under statute, contracts or at common law;

Directly or Indirectly means acting alone, jointly, or in another's stead, in any role or relationship.

Director at Large means a selected individual on a board, committee, or organization, unfettered by specific officer duties.

a director or directors of the Company from time to time;

Directors’ Certificate means a document signed by [number of directors] from [organization], confirming the accuracy of specified information.

Director's Fee means total remuneration for services provided by a Director, excluding reimbursements and non-cash benefits.

Directors Fees means the annual fees, retainers, or compensation, excluding expenses, paid to a board member for services rendered.

Direct Recruitment means hiring an individual externally, not by promoting or transferring within an [organization].