American Home Shield 2009 Annual Report Download - page 216

standing or (ii) the board of directors of the Company has determined that Shares otherwise have become publicly-traded for this
purpose.
(q) "Related Document" means any agreement, certificate, instrument or other document to which any member of the
Company Group may be a party or by which it or any of its properties or assets may be bound or affected from time to time relating in
any way to the Transactions or any Securities Offering or any of the transactions contemplated thereby, including without limitation,
in each case as the same may be amended from time to time, (i) any registration statement filed by or on behalf of any member of the
Company Group with the Commission in connection with the Transactions or any Securities Offering, including all exhibits, financial
statements and schedules appended thereto, and any submissions to the Commission in connection therewith, (ii) any prospectus,
preliminary, free-writing or otherwise, included in such registration statements or otherwise filed by or on behalf of any member of the
Company Group in connection with the Transactions or any Securities Offering or used to offer or confirm sales of their respective
securities in any Securities Offering, (iii) any private placement or offering memorandum or circular, information statement or other
information or materials distributed by or on behalf of any member of the Company Group or any placement agent or underwriter in
connection with the Transactions or any Securities Offering, (iv) any federal, state or foreign securities law or other governmental or
regulatory filings or applications made in connection with any Securities Offering, the Transactions or any of the transactions
contemplated thereby, (v) any dealer-manager, underwriting, subscription, purchase, stockholders, option or registration rights
agreement or plan entered into or adopted by any member of the Company Group in connection with any Securities Offering, (vi) any
purchase, repurchase, redemption, recapitalization or reorganization or other agreement entered into by any member of the Company
Group in connection with any Redemption, or (vii) any quarterly, annual or current reports or other filing filed, furnished or
supplementally provided by any member of the Company Group with or to the Commission or any securities exchange, including all
exhibits, financial statements and schedules appended thereto, and any submission to the Commission or any securities exchange in
connection therewith.
(r) "Securities Act" means the Securities Act of 1933, as amended, and the rules and regulations promulgated
thereunder.
(s) "Securities Offerings" means the Equity Offering, the offering by ServiceMaster of its 10.75%/11.50% Senior
Toggle Notes due 2015, any Management Offering, any Redemption and any Subsequent Offering.
(t) "Subsidiary" means each corporation or other Person in which a Person owns or Controls, directly or indirectly,
capital stock or other equity interests representing more than 50% of the outstanding voting stock or other equity interests.
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