Definitions Section 1 Clause Samples
The DEFINITIONS Section 1 clause establishes the specific meanings of key terms used throughout the contract. It typically lists important words or phrases and assigns each a precise definition to ensure all parties interpret them consistently. By clarifying terminology at the outset, this clause prevents misunderstandings and disputes over ambiguous language, thereby promoting clarity and certainty in the agreement.
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Definitions Section 1. 1). The definition of the term “Maturity Date” set forth in Section 1.1 of the Original Agreement shall be amended in its entirety to read as follows:
Definitions Section 1. Definitions, definition of "All Applicable Laws and Regulations" is deleted in its entirety and the following section is "Applicable Laws and Regulations" definition is inserted:
Definitions Section 1. 1Definitions. Unless otherwise defined herein, each capitalized term will have the meaning specified for such term in the Separation Agreement. As used in this Agreement: “Additional Services” means the Additional ▇▇▇▇▇▇▇ International Services or the Additional ▇▇▇▇▇▇▇ Electronics Services, individually, or the Additional ▇▇▇▇▇▇▇ International Services and the Additional ▇▇▇▇▇▇▇ Electronics Services, collectively, as the context may indicate. Any Additional Services provided pursuant to this Agreement will be deemed to be “Services” under this Agreement. “Additional ▇▇▇▇▇▇▇ Electronics Service” has the meaning set forth in Section 2.2(b). “Additional ▇▇▇▇▇▇▇ International Service” has the meaning set forth in Section 2.2(a). “Agreement” has the meaning set forth in the Preamble. “Authorized Representative” means, for each Party, any of the individuals listed on Annex A under the name of such Party. “Availed Party” has the meaning set forth in Section 5.2(a). “Fees” means the fees for a particular Service as set forth on Annex B or Annex C as the case may be. “Force Majeure Events” has the meaning set forth in Section 3.5(b). “▇▇▇▇▇▇▇ Electronics” has the meaning set forth in the Preamble. “▇▇▇▇▇▇▇ Electronics Services” means the Services generally described on Annex C and any other Service provided by ▇▇▇▇▇▇▇ Electronics or any of its Subsidiaries pursuant to this Agreement. “▇▇▇▇▇▇▇ International” has the meaning set forth in the Preamble. “▇▇▇▇▇▇▇ International Services” means the Services generally described on Annex B and any other Service provided by ▇▇▇▇▇▇▇ International or any of its Subsidiaries pursuant to this Agreement. “Materials” has the meaning set forth in Section 2.5(a). “Partial Termination” has the meaning set forth in the Section 6.3(a). “Party” has the meaning set forth in the Preamble. “Payment Due Date” has the meaning set forth in Section 4.4. “Safety and Security Policies” has the meaning set forth in Section 5.2(a). “Separation” has the meaning set forth in the Recitals. “Separation Agreement” has the meaning set forth in the Recitals. “Service Provider” means (a) in the case of ▇▇▇▇▇▇▇ International Services, ▇▇▇▇▇▇▇ International or any of its Subsidiaries providing a ▇▇▇▇▇▇▇ International Service hereunder, or (b) in the case of ▇▇▇▇▇▇▇ Electronics Services, ▇▇▇▇▇▇▇ Electronics or any of its Subsidiaries providing a ▇▇▇▇▇▇▇ Electronics Service hereunder. “Service Recipient” means (a) in the case of ▇▇▇▇▇▇▇ International Service...
Definitions Section 1. 01. Definitions Each of the following terms is defined in the Section set forth opposite such term:
(a) Class B Common Stock 6.05 Code 5.14(a) Company first paragraph Company Common Stock recitals Company Disclosure Documents 5.09(a) Company Option 3.04(a) Company Proxy Statement 5.09(a) Company Securities 5.05 Company Stockholder Meeting 7.02 Company 10-K 5.07(a) Company 10-Qs 5.07(a) Confidentiality Agreements 7.08 Control Date 2.03 Delaware Law 2.02(a) Effective Time 3.01(b) Employee Plans 5.14(a) Environmental Laws 5.19(d) Environmental Permits 5.19(d) ERISA 5.14(a) ERISA Affiliate 5.14(a) Exchange Act recitals Exchange Agent 3.03(a) Exchange Form S-4 2.01(b) Exchange Form TO 2.01(b) Exchange Offer recitals Exchange Offer Documents 2.01
(b) Exchange Offer Ratio 2.01(c) Exchange Ratio 3.02(c) Exchange Schedule 14D-9 2.02(c) Failed Tender Offer 3.06 Final Expiration Date 2.01(d) Form TO recitals Form TO/A 2.01(a) Hazardous Substances 5.19 HSR Act 5.03 Independent Directors 2.03(c) Intellectual Property Right 5.18 International Plan 5.14(i) Lien 5.04 Material Adverse Effect 5.01 Maximum Amount recitals Merger 3.01(a)
(a) Stockholders recitals Subsidiary 5.06(a) Subsidiary Securities 5.06(b) Superior Proposal 7.04 Surviving Corporation 3.01(a) Tax 5.13(b) Tax Asset 5.13(a) 368(a) Reorganization 7.06(c) Title IV Plan 5.14(b)
Definitions Section 1. For the purposes of this Third Amendment to Lease, and all agreements supplemental to this Second Amendment to Lease, unless the context otherwise requires: A. All capitalized terms used herein and not otherwise defined herein but defined in the Lease shall have the meanings ascribed to said terms as set forth in the Lease, unless otherwise defined herein. B. “Second Additional Space Commencement Date” shall mean the date which is the sooner of: (i) the date that Landlord’s Second Additional Space Work and Tenant’s Second Additional Space Work (as hereinafter defined) are Substantially Complete (as hereinafter defined), (ii) the date which is such number of days prior to the Second Additional Space Commencement Date as shall equal the number of days, if any, by which commencement or performance of Landlord’s Second Additional Space Work and/or Tenant’s Additional Space Work shall have been delayed by reason of Tenant Delays (as hereinafter defined, or (iii) the date upon which Tenant takes possession of all or any part of the Additional Space. C. “Second Additional Space Rent Commencement Date” shall mean the date which is
Definitions Section 1. As used in this bond:
Definitions Section 1. 1. (a) “Business Day” means a day other than a Saturday, a Sunday or a day on which commercial banks are required or authorized to close in the United States. (b) “Damages” shall mean any and all loss, liability, claim, damage, expense (including, but not limited to, costs of investigation and defense and reasonable attorneys’ fees) or diminution of value arising from or in connection with (i) any inaccuracy, in any material respect, in any of the representations and warranties of Sellers in this Agreement, or any actions, omissions or statements of fact inconsistent with any such representation or warranty, (ii) any claim for brokerage or finder’s fees or commissions or similar payments based upon any agreement or understanding alleged to have been made by any third party with Sellers in connection with any of the transactions contemplated by this Agreement, or (iii) any litigation, action, claim, proceeding or investigation by any third party relating to or arising out of the business or actions of Sellers prior to the Closing Date. (c) “Securities Act” shall mean the Securities Act of 1933, as amended. ARTICLE
Definitions Section 1. 1). The definition of the term “Note” in Section 1.1 of the Original Agreement shall be amended to replace Exhibit A to the Original Agreement with Exhibit A to this Third Amendment (the “Restated Note”).
Definitions Section 1. For the purposes of this Agreement, (a) unless otherwise defined herein capitalized terms used herein shall have the meanings assigned to them in the Purchase Agreement and (b) the following terms shall have the meanings hereinafter specified: “Affiliate” shall mean, with respect to any other Person, any other Person, directly or indirectly, controlling, controlled by, or under common control with such Person. As used in this definition of Affiliate, the term “control” shall mean possession, directly or indirectly, of the power to direct or cause the direction of the management or policies of a Person, whether through the ownership of voting securities, by contract or otherwise. “Agreement” shall mean this Agreement, including the Schedules hereto, as the same may be amended, supplemented or otherwise modified from time to time. “Company” shall have the meaning set forth in the introductory paragraph hereof. “Company Indemnified Parties” shall have the meaning set forth in Section 6.1(b). D-1 “▇▇▇▇▇▇” shall have the meaning set forth in the introductory paragraph hereof. “Modification” shall have the meaning set forth in Section 3.1(d). “Party” or “Parties” shall have the meaning set forth in the introductory paragraph hereof. “Person” shall mean any individual, entity or governmental body. “Purchase Agreement” shall have the meaning set forth in the recitals hereof. “Representative” shall mean officers, directors, employees, attorneys, accountants, advisors and agents of a Party. “Seller” shall have the meaning set forth in the introductory paragraph hereof. “Seller Indemnified Parties” shall have the meaning set forth in Section 6.1(a). “Service” or “Services” shall mean (a) those services listed and described on Schedule A, (b) any other services that are not listed on Schedule A and which ▇▇▇▇▇▇ and Seller mutually agree in writing (pursuant to Section 3.1(c)), and (c) any Modifications to a Service or Services provided pursuant to clause (a) or (b) to which ▇▇▇▇▇▇ and Seller mutually agree in writing (pursuant to Section 3.1(c)) to be provided or obtained hereunder.
Definitions Section 1. I Unless the context otherwise requires, the terms defined in this Article 1 will have the meanings herein specified for all purposes of this Agreement, applicable to both the singular and plural forms of any of the terms herein defined . " Company Balance Sheet " means the Companybalance sheet at December 31, 2017. " Company Board " means the Board of Directors of the Company. "Company Common Stock " means Company ' s common stock par value $0.0001 per share. "A ffiliate " means any Person thatdirectly or indirectly controls, is controlled by or is under common control with the indicated Person. " Agreement " means this Share Exchange Agreement, including all Schedules and Exhibits hereto, as this Share Exchange Agreement may befrom time to time amended, modified or supplemented by agreement of the parties . " Skylab Board " means the Board of Directors of Skylab. " Skylab Shares " means the One Hundred Percent (100%) of all issued and outstanding shares of common stock of Skylab , all of which are held of record by the Skylab Shareholders. " Closing Date " has the meaning set forth in Article III. "Code" means the United States Internal Revenue Code of 1986, as amended. "Comm i ssion" means the United States Securities and Exchange Commission or any other federal agency then administering the Securities Act or any successor statute. " Company Indemnified Party " has the meaning set forth in Section 11.2. I
