Extract to table

" NOW, THEREFORE, in consideration of the foregoing and the mutual covenants and agreements set forth herein, and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties agree as follows: SECTION 1 — DEFINITIONS As used in this Agreement, the following terms shall have the meanings set forth below: "Act" means the Securities Act of 1933, as amended, and the rules and regulations of the Commission promulgated thereunder

] (Eastern time) on the date of this Agreement, which shall be the time of the first sale of the Shares

"Closing Date" means the third (3rd) Business Day following the date of this Agreement, or such other date as the Representative and the Company may mutually agree in writing; provided, that such date shall in no event be later than the tenth (10th) Business Day following the date of this Agreement

As used herein, "Disclosure Package" shall be deemed to include all information contained in or incorporated by reference into the foregoing documents as of the Applicable Time

333-264518; CIK 0001923847), as amended (including all amendments and post-effective amendments thereto), as filed with the Commission under the Act, including the Prospectus, all exhibits thereto, and all documents incorporated or deemed incorporated by reference therein; and, in the event that the Company files an abbreviated registration statement to register additional shares of Class A Common Stock pursuant to Rule 462(b) under the Act, any such abbreviated registration statement shall also be deemed to be part of the "Registration Statement

Other capitalized terms used but not defined in this Section 1 shall have the meanings ascribed to them elsewhere in this Agreement