definiens: means : ( a ) Sections 1.1 ( Sale and Issuance of Preferred Stock ), 1.2 ( Closing ; Delivery ), 1.3 ( Call Option ), 2.1(Organization, Good Standing, Corporate Power and Qualification ), 2.2 ( Capitalization ), 2.4 ( Authorization ) and2.5 ( Valid Issuance of Shares ) of the Purchase Agreement ] ( b ) Section FOURTH, B.3.3 . ( Series A Preferred Stock Protective Provisions ) of the Amended andRestated Certificate of Incorporation of [COMPANY] Therapeutics, Inc., dated as of the date hereof ( the ) ; ( c ) Article 2 ( Agreement Among the Company, the Investors and the Stockholders ) of the Right of FirstRefusal and Co - Sale Agreement, dated as of the date hereof, by and among AKERO, the Investors ( as suchterm is defined therein ) and the Key Holders ( as such term is defined therein ) ( the ) ; ( d ) Articles 2 ( Registration Rights ), 3 ( Information and Observer Rights ) and 4 ( Rights to Future StockIssuances ) and Section 6.6 ( Amendment and Waivers ) of the Investors ’ Rights Agreement, dated as of thedate hereof, by and among AKERO and the Investors ( as such term is defined therein ) ( the ) ; ( e ) Articles 1 ( Voting Provisions Regarding Board of Directors ) and 5 ( Matters ) andSection 7.8(f ) of the Voting Agreement, dated as of the date hereof, by and among AKERO, the Key Holders(as such term is defined therein ) and the Investors ( as such term is defined therein ) ( the ) ; and ( f ) The terms of the letter agreement, dated as of the date hereof, by and between AKERO and AMGEN(the )