AGERE CONTRACTS definition

AGERE CONTRACTS means the following contracts and agreements to which Lucent or any of its Affiliates is a party or by which it or any of its Affiliates or any of their respective Assets is bound, whether or not in writing, except for any such contract or agreement that is contemplated to be retained by Lucent or any member of the Lucent Group pursuant to any provision of this Agreement or any Ancillary Agreement: (a) any supply or vendor contracts or agreements listed or described on Schedule 1.12 (a) and any other supply or vendor contracts or agreements entered into after the date hereof and prior to the Closing Date that relate primarily to the Agere Business; (b) any contract or agreement entered into in the name of, or expressly on behalf of, any division, business unit or member of the Agere Group; (c) any contract or agreement, including any joint venture agreement, that relates primarily to the Agere Business; (d) federal, state and local government and other contracts and agreements that are listed or described on Schedule 1.12(d); (e) any contract or agreement representing capital or operating equipment lease obligations reflected on the Agere Balance Sheet, including obligations as lessee under those contracts or agreements listed on Schedule 1.12(e); (f) any contract or agreement that is otherwise expressly contemplated pursuant to this Agreement or any of the Ancillary Agreements to be assigned to Agere or any member of the Agere Group; (i) any guarantee, indemnity, representation, warranty or other Liability of any member of the Agere Group or the Lucent Group in respect of any other Agere Contract, any Agere Liability or the Agere Business (including guarantees of financing incurred by customers or other third parties in connection with purchases of products or services from the Agere Business), and (ii) the contracts, agreements and other documents listed or described on Schedule 1.12(g)); and (h) any Agere OFL.

Related to AGERE CONTRACTS

  • Existing Contracts means the existing licenses and contracts given by the Railway Administration / Authority, in relation to commercial establishments, as existing on Station Development Land, as on the date of the Agreement, and as further set out in the Schedules, which shall, for avoidance of doubt, exclude any licenses and/ or contracts in relation to any Excluded Activities and/or Railway Operational Activities;

  • Business Contracts has the meaning ascribed to it in Section 1.01(a)(v).

  • SpinCo Contracts means the following contracts and agreements to which either Party or any other member of its Group is a party or by which it or any other member of its Group or any of their respective Assets is bound, whether or not in writing, in each case as in effect as of immediately prior to the Effective Time:

  • Project Contracts mean a contract or contracts with respect to the acquisition and/or construction of the Improvements entered into by the Company or the Issuer.

  • IT Contracts means any agreements, licences or other contractual arrangements with third parties relating to the IT Systems or IT Services, including licences of all software, leases of hardware and other procurement of IT Systems or IT Services;