Tality definition

Tality means Tality Corporation, a Delaware corporation and a Subsidiary of Parent.

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Tality has the meaning ascribed thereto in the preamble hereto.

Tality means the entity formed to own and operate Cadence Design Systems, Inc.'s electronics design services group business under the name "Tality Corporation" or any other name.

Examples of Tality in a sentence

• Each Holder desiring to include in any such registration statement all or any part of such Holder's Registrable Securities shall within twenty (20) days after receipt of the above-described notice from Tality, so notify Tality in writing, and in such notice shall inform Tality of the number of Registrable Securities such Holder wishes to include in such registration statement.

• Tality shall (and it shall cause its Subsidiaries to) reimburse Cadence for all additional costs and expenses incurred by Cadence or any other member of the Cadence Group in connection with the performance of its obligations under this Section 4.7.

• If a Holder decides not to include all of its Registrable Securities in any registration statement thereafter filed by Tality, such Holder shall nevertheless continue to have the right to include any of such Holder's Registrable Securities in any subsequent registration statement or registration statements as may be filed by Tality with respect to offerings of its securities, all upon the terms and conditions set forth herein.

• Notwithstanding the foregoing, this prohibition on solicitation, recruitment or hiring shall not apply to actions taken by any member of the Tality Group either (a) solely as a result of an employee's affirmative response to a general recruitment effort carried out through a public solicitation or (b) as a result of an employee's initiative.

• No member of either the Cadence Group or the Tality Group shall have any liability to a member of the Tality Group or Cadence Group, respectively, in the event that any Information exchanged or provided pursuant to this Section 4.2 is found to be incomplete or inaccurate, in the absence of gross negligence or willful misconduct by the party providing such Information.

• Each Holder participating in a registration pursuant to this Section 3.4(b) shall bear such Holder's proportionate share (based on the total number of shares sold in such registration other than for the account of Tality) of all discounts, commissions or other amounts payable to underwriters or brokers in connection with such offering by the Holders.

• It shall be a condition precedent to the obligations of Tality to take any action pursuant to Section 3.4(b), (c) or (d) that the selling Holders shall furnish to Tality such information regarding themselves, the Registrable Securities held by them, and the intended method of disposition of such securities as shall be reasonably required to timely effect the Registration of their Registrable Securities.

• Tality shall consult with, and cooperate in all respects with, Cadence in connection with the pricing of the Class A Common Stock to be offered in the IPO and shall, at Cadence's direction, promptly take any and all actions necessary or desirable to consummate the IPO as contemplated by the Registration Statement and the Underwriting Agreement.

• All expenses incurred in connection with any registration pursuant to this Section 3.4(b), including all federal and "blue sky" registration, filing and qualification fees, printer's and accounting fees, and fees and disbursements of counsel for Tality and one counsel for the Holders, reasonably acceptable to Tality (but excluding underwriters' discounts and commissions relating to shares sold by the Holders), shall be borne by Tality.

• If a registration statement as to which Tality gives notice under this Section 3.4(c) is for an underwritten offering, then Tality shall so advise the Holders of Registrable Securities.

More Definitions of Tality

Tality. Stock Plan" means substantially similar plans, programs, or arrangements to be established by Tality or the Partnership pursuant to Section 2.2 and Article VI.

Tality. Unemployment Insurance Program" means any group unemployment insurance program to be established by the Partnership pursuant to Section 9.7.

Tality. Section 125 Plan" means a plan or program providing flexible or other benefits that may be established by the Partnership pursuant to Sections 2.2 and 5.1.

Tality. Group Life Plan" means the group life plan to be established by the Partnership pursuant to Sections 2.2 and 5.

Tality means the entity formed under the name "Tality Corporation," or any other name, to own and operate the electronics design services group business of the Employer.