1 Definitions. For the purpose of this Renewal License, the following words, terms, phrases and their derivations and abbreviations shall have the meanings given herein, unless the context clearly requires a different meaning. When not inconsistent with the context, the masculine pronoun includes the feminine pronoun, words used in the present tense include the future tense, words in the plural number include the singular number and words in the singular number include the plural number. The word shall is always mandatory and not merely directory.
1 Definitions. 1.1 In this deed unless the context otherwise requires the following expressions shall have the following meanings: 1.1:1 'the Accounting Date' means 31st October 1997 1.1:2 'the Audited Accounts' means the audited accounts of the companies for the period to the Accounting Date 1.1:3 'Business Day' means a day (other than a Saturday) when banks are open for the transaction of normal banking business in London 1.1:4 'Claim' means any notice, demand, assessment letter, direction or order or other document issued or action taken by or on behalf of any fiscal revenue or other authority or official anywhere in the world whereby the Company is liable or is sought to be made liable to make any payment to the authority or official or other person (whether the same is primarily payable by the Company and whether or not the Company shall or may have any right of reimbursement against any other person) or is denied or sought to be denied any Relief
1 Definitions. Acquired Inventory” has the meaning set forth in Section 2(a)(ii) below. “Adverse Consequences” means all losses, Liabilities, damages, deficiencies, costs or expenses (whether or not arising out of third party claims) in connection with any actions, suits, proceedings, hearings, investigations, charges, complaints, claims, demands, injunctions, judgments, orders, decrees, rulings, penalties, fines, amounts paid in settlement, obligations, Taxes, liens, and fees, including court costs and reasonable attorneys’ fees and expenses. “Affiliate” is used to indicate a relationship to a specified person, firm, corporation, partnership, limited liability company, association or entity, and means any person, firm, corporation, partnership, limited liability company, association or entity that, directly or indirectly or through one or more intermediaries, controls, is controlled by or is under common control with such person, firm, corporation, partnership, limited liability company, association or entity. “Affiliated Group” means any affiliated group within the meaning of Code Section 1504(a) (or any similar group defined under a similar provision of state, local, or foreign law). “Aggregate Consideration” has the meaning set forth in Section 2(d)(i). “Antek Industrial Delaware” has the meaning set forth in the preface above. “Antek Industrial Texas” has the meaning set forth in the preface above. “Antek Industrial Shares” means the shares of the common stock of Antek Industrial Delaware, par value $0.01 per share. “Antek Instruments Delaware” has the meaning set forth in the preface above. “Antek Instruments Texas” has the meaning set forth in the preface above. “Antek Instruments Shares” means the shares of the common stock of Antek Instruments Delaware, par value $0.01 per share. “Applicable Rate” means the corporate base rate of interest announced from time to time by Bank One, NA. “Arbitrator” has the meaning set forth in Section 2(i)(viii) below. “Basis” means any past or present fact, situation, circumstance, status, condition, activity, practice, occurrence, event, incident, action, failure to act, or transaction that forms or could reasonably be expected to form the basis for any specified consequence. “Business” means the business conducted by the Companies and the German Subsidiary prior to and as of the Closing Date, taken as a whole.
1 Definitions. Add the following at the conclusion of the definition of "Enterprise": Notwithstanding the above, the definition of "Enterprise" does not apply to the licenses granted under any Statement of Work for Services which are "global" and valid worldwide." SECTION 1.2, AGREEMENT STRUCTURE - In the 2nd sentence of the 1st paragraph, delete the word "provide" and replace it with the word "purpose". Delete the last sentence in the 1st paragraph and replace it with the following: "Attachments must be approved and signed by both of us if reasonably requested by either of us. SECTION 1.2, AGREEMENT STRUCTURE - In the subsection entitled "Transaction Documents", delete the 2nd sentence and replace it with the following: "Transaction Documents must be approved and signed by both of us if reasonably requested by either of us." SECTION 1.2, AGREEMENT STRUCTURE - In the subsection entitled "Your Acceptance of Additional Terms", delete item number 2 and item number 3. SECTION 1.4, CHARGES AND PAYMENTS - In the 2nd paragraph, add the following at the conclusion of the paragraph: "and after such notification, you may inform IBM that you do not wish to incur these additional charges and, therefore, do not wish to receive this particular Product or Service." SECTION 1.4, CHARGES AND PAYMENTS - In the 3rd sentence, delete the word "authority" and replace it with "government entity". SECTION 1.5, CHANGES TO THE AGREEMENT TERMS - Add the following at the beginning of this section: "Changes in this section apply to all customers generally." SECTION 1.5, CHANGES TO THE AGREEMENT TERMS - In the final paragraph in the section, after the word "order" in the parenthetical, add the following: "or form us such as a bill of lading)". SECTION 1.7, MUTUAL RESPONSIBILITIES - In item number 1, add the word "the" prior to the word "prior". Add the phrase "of the other", after the word "consent". SECTION 1.7, MUTUAL RESPONSIBILITIES - Add the following prior to item number 5: "except for notices required hereunder which will be sent in accordance with Section 5.9 below," SECTION 1.7, MUTUAL RESPONSIBILITIES - Delete item number 7 and replace it with the following: "Neither party will bring a legal action more than two (2) years after the cause of action arose, except in the case of infringement of copyright, trademark, trade secrets or patent rights". SECTION 1.7, MUTUAL RESPONSIBILITIES - In item number 8, add the word "reasonable" prior to the word "control". SECTION 1.7, MUTUAL RESPONSIBILITIE...