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“ Independent Director ” means a natural person who (I) is not at the time of initial appointment, or at any time while serving
as Independent Director of a Lessee, and has not been at any time during the preceding five (5) years: (a) a stockholder, member,
director, manager (with the exception of serving as an independent manager or independent director of any Lessee), officer,
employee, partner, attorney or counsel of such Lessee or Guarantor or any of their respective Affiliates (other than the other
Lessees); (b) a supplier or other Person who derives any of its purchases or revenues from its activities with such Lessee or
Guarantor or any of their respective Affiliates (except in such person’s capacity as an independent manager or independent director
of any Lessee); or (c) a member of the immediate family of any such supplier, stockholder, member, director, manager, officer,
employee, partner, attorney, counsel or other Person described in clauses (a) or (b) above and (II) (1) has prior experience as an
independent manager or independent director for a company whose charter documents required the unanimous consent of all
independent managers or independent directors thereof before such company could consent to the institution of bankruptcy or
insolvency proceedings against it or could file a petition seeking relief under any applicable federal or state law relating to
bankruptcy and (2) has at least three years of relevant employment experience.
“ Investment Company Act ” means the Investment Company Act of 1940, as amended.
“ Lease Closing Date Devices ” means the wireless mobile device identified on Schedule I hereto.
“ Lessee Permitted Additional Tranche ” means, in respect of any Lessee, any transaction or arrangement whereby (i) such
Lessee sells (directly or indirectly) mobile wireless devices and rights in customer leases to Mobile Leasing Solutions acting for
itself and/or on behalf of any Series (other than Series 1) and leases back (directly or indirectly) such devices from Mobile Leasing
Solutions acting for itself and/or on behalf of any Series (other than Series 1) and (ii) Mobile Leasing Solutions acting for itself
and/or on behalf of any Series finances such sale pursuant to a Permitted Additional Tranche.
“ Lessee Permitted Additional Tranche Transaction Documents ” means the documents mutually agreed to by the relevant
Lessees and Mobile Leasing Solutions acting for itself and/or on behalf of any Series evidencing a Lessee Permitted Additional
Tranche.
“ Lessee Representative ” shall have the meaning provided in Section 8.14 of this Agreement.
“ Like-Kind Exchange Transfer Date ” means the date a Like-Kind Exchange occurs.
“ MLS Collection Account Interest ” means, as of the Final Settlement Date, the sum of (i) the aggregate amount of interest
payments on or credited to the MLS Collection Account (Tranche 1) accrued to such date minus (ii) the aggregate amount of interest
payments on or credited to the MLS Collection Account (Tranche 1) paid to the Lessee Representative pursuant to the Waterfall to
such date.
“ Mobile Leasing Solutions ” means Mobile Leasing Solutions LLC, a Delaware limited liability company.
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