(i) Repay in full and cancel the Refinanced Fassi Indebtedness, including accrued and unpaid interest thereon (ii) repay in full of the Existing Vendor Loan, including accrued and unpaid interest thereon (iii) fund the purchase price for the Bolt-on Acquisitions, (iv) fund a distribution to the parent (Elevation Investment Opportunities S.à r.l.) and (v) pay fees and expenses in connection with the Transactions