Cohort Threshold Test definition

Cohort Threshold Test has the meaning set forth in the Specified Commercial Terms.

Cohort Threshold Test has the meaning set forth in the Specified Commercial Terms. "Commitment Period" has the meaning set forth in the Specified Commercial Terms. "Control" of any Person means the possession, directly or indirectly, of either (a) the power to vote, or the beneficial ownership of, 50.1% or more of the equity interests having ordinary voting power for the election of directors of such Person or (b) the power to direct or cause the direction of the management and policies of such Person, whether through the ability to exercise voting power, by contract or otherwise. "Controlled Investment Affiliate" of any Person means any fund or investment vehicle that (a) is organized or managed by such Person for the purpose of making equity or debt investments or (b) is Controlled by such Person or an Affiliate of such Person. "Customer" means each Person who entered into a Customer Agreement with Company or any Affiliate of Company. "Customer Agreement" means, with respect to any Customer, each of the agreements and other documents entered into between such Customer and Company (whether by the execution of a single contract or through the acceptance of generally available terms of service) governing their commercial relationship. "Data Protection Law" means any law, rule or regulation applicable from time to time governing the protection, privacy, security, or processing of data in any jurisdiction applicable to Company or data processed by Company, including (without limitation) the General Data Protection Regulation (EU) 2016/679 (the "GDPR"), the Data Protection Act 2018 ("DPA 2018"), the UK GDPR (as defined in section 3(10) (as supplemented by section 205(4)) of the Data Protection Act 2018), the Privacy and Electronic Communications (EC Directive) Regulations 2003 (and any applicable implementing legislation), the California Consumer Privacy Act ("CCPA"), the California Privacy Rights Act ("CPRA") and the Massachusetts Data Security Regulation, in each case as the same may be re-enacted, applied, amended, superseded, repealed or consolidated. "Default Rate" shall be a rate equal to 16.00% per annum.

Cohort Threshold Test means a test which is satisfied for any Tested Cohort if each of the following, calculated as of the end of each Growth Period, is satisfied: (i) the Threshold M0 is equal to or greater than [***]%, (ii) the Threshold M12 is equal to or greater than [***]%; (iii) the Threshold M24 is equal to or greater than [***]% and (iv) the Threshold Delta M+1 is greater than or equal to [***]%. "Commitment Breach" means, with respect to any Tested Cohort, the failure to satisfy the Cohort Threshold Test on any day on or prior to the Original Commitment End Date; provided, however, that if only one (1) Tested Cohort does not satisfy the Cohort Threshold Test, then no Commitment Breach will have occurred. For the avoidance of doubt, a Commitment Breach will occur if at any time there is more than one (1) Tested Cohort which does not satisfy the Cohort Threshold Test. "Commitment Period" means the period of time from the Effective Date through December 31, 2025; provided that, the Commitment Period may be modified upon mutual written agreement of Company and Arranger (which written agreement may be in email form); provided further, that, the Commitment Period shall end on December 31, 2024 (the "Original Commitment End Date") in the event a Commitment Breach has occurred at any time on or prior to the Original Commitment End Date. "Funding Threshold Test" means a test which is satisfied for any Tested Cohort if each of the following, calculated as of the end of each Growth Period, is satisfied: (i) the Threshold M0 is equal to or greater than [***]%, (ii) the Threshold M12 is equal to or greater than [***]%; (iii) the Threshold M24 is equal to or greater than [***]% and (iv) the Threshold Delta M+1 is greater than or equal to [***]%. "Internal Rate of Return" means the rate of return, expressed as a percentage, obtained by running the XIRR function in Microsoft Excel, Google Sheets, or similar spreadsheet tool or computer program, with such function taking as inputs the cash disbursements/collections and associated dates of such disbursements/collections as described when such term is used in this Agreement. For the avoidance of doubt, cash disbursements from Arranger to Company shall be expressed as negative amounts and cash disbursements from Company to Arranger shall be expressed as positive amounts in the calculation of such Internal Rate of Return.