Charter means the Companys Amended and Restated Certificate of Incorporation;
Class A-1 Shares means the shares of
Class A-1 Common Stock, par value $0.0001 per share, of the Company, or, as applicable, of Pace, immediately following the Pace Domestication, but prior to the Stock Purchase and consummation of the
Business Combination;
Class A-2 Shares means the shares of Class A-2 Common Stock, par value $0.0001 per share, of the Company, or, as applicable, of Pace, immediately following the Pace Domestication, but prior to the Stock Purchase and consummation of the Business
Combination;
Class F Shares means the shares of Class F common stock, par value $0.0001 per share, of the
Company, or, as applicable, of Pace, immediately following the Pace Domestication, but prior to the Stock Purchase and consummation of the Business Combination;
Common Stock means the Class A-1 Shares, the
Class A-2 Shares and Class F Shares;
Company Board means the board of directors of
the Company;
Credit Agreement means that certain Credit Agreement, dated as of November 13, 2019, among Accel Entertainment LLC, as
borrower, Capital One, National Association, as Administrative Agent (in such capacity, the Agent), Collateral Agent and Issuing Bank and Swing Line Lender, the other lenders party thereto and Capital One, National Association,
Fifth Third Bank, CIBC Bank USA, JPMorgan Chase Bank, N.A., and Keybank National Association, as Joint Lead Arrangers and Joint Lead Bookrunners and Mizuho Bank, Ltd., and West Suburban Bank as Co-Documentation Agents, as amended;
DGCL means the Delaware General Corporation Law;
Director Share Exchange refers to the receipt by the independent directors of Pace of 200,000
Class A-1 Shares, in the aggregate, in exchange for an equal number of their Founder Ordinary Shares pursuant to the terms of those certain letter agreements, dated June 13, 2019, by and between Pace
and such independent directors;
Exchange Act means the Securities Exchange Act of 1934, as amended, together with the rules and
regulations promulgated thereunder;
Founder Ordinary Shares mean the Class F ordinary shares, par value $0.0001 per share, of
Pace;
IGB means the Illinois Gaming Board;
Illinois Video Gaming Act means the Illinois Video Gaming Act and amendments thereto enacted by the Illinois state legislature;
Initial Pace Holders means Chad Leat, Kathleen Philips, Robert Suss, Paul Walsh and Kneeland Youngblood;
Initial Pace Sponsor means TPG Pace II Sponsor, LLC, a Cayman Islands exempted limited liability company and an affiliate of TPG;
Investment Private Placement means the purchase of 4,696,675 Class A-1 Shares, for cash, in a
private placement to the PIPE Investors (as defined below) consummated pursuant to the terms of the Subscription Agreements (as defined below in the definition of PIPE Investors);
Grand River Jackpot means Grand River Jackpot, LLC, an Illinois limited liability company;