definiens: means ( a ) Series A-1 Stock Purchase Agreement, by and among Surface and the Purchaser listed on Schedule 1 ther eto, dated as of the Effective Date ; ( b ) Amendment No . 1 to Investors ’ Rights Agreement, by and among Surface and the investors party thereto, dated as o f the Effective Date ; ( c ) Amendment No . 1 to Voting A greement, by and among Surface and the stockholders party thereto, dated as of the Effecti ve Date ; ( d ) Amendment No . 1 to Right of First Refu sal and Co - Sale Agreement, by and among Surface and the stockholders party thereto, dated as of the Effective Date ; and ( e ) Participation Agreement, by and between Surface and [COMPANY], dated as of the Effective Date, in each case ( ( a)-(e ) ) as may be am ended or restated from time to time