This excerpt taken from the RVBD 8-K filed Feb 20, 2009.
Company Option Plan. Company Option Plan shall mean the Companys 2000 Stock Option Plan.
Company Preferred Stock. Company Preferred Stock shall mean the shares of Series A Preferred Stock, Series B Preferred Stock, Series C Preferred Stock and Series D Preferred Stock, each having a par value of $0.0001 per share.
Company Transaction Expenses. Company Transaction Expenses shall mean all fees, costs, expenses, payments, expenditures or Liabilities of the Company (including those described in Section 10.3 of the Agreement), whether incurred prior to the date of the Agreement, during the Pre-Closing Period or at the Effective Time, and whether or not invoiced prior to the Effective Time, that relate to the Agreement, any of the transactions contemplated by the Agreement, including any fees, costs or expenses payable to the Companys outside legal counsel or to any financial advisor, accountant or other Person who performed services for or on behalf of the Company, or who is otherwise entitled to any compensation from the Company, in connection with the Agreement, any of the transactions contemplated by the Agreement and the process resulting in such transactions.
Company Warrant. Company Warrant shall mean each warrant to purchase shares of Company Capital Stock (or exercisable for cash).
Company Website. Company Website shall mean the website operated by the Company at http://www.mazunetworks.com.
Confidentiality Agreement. Confidentiality Agreement shall mean that certain Mutual Nondisclosure Agreement dated September 11, 2007 between Parent and the Company.
Consent. Consent shall mean any approval, clearance, consent, ratification, permission, waiver or authorization (including any Governmental Authorization).
Contaminant. Contaminant includes any material, substance, chemical, gas, liquid, waste, effluent, pollutant or contaminant which, whether on its own or admixed with another, is identified or defined in or regulated by or pursuant to any Environmental Laws or which upon release into the Environment presents a danger to the Environment or to the health or safety or welfare of any Person.
Contract. Contract shall mean any written, oral or other agreement, contract, subcontract, lease, understanding, arrangement, instrument, note, warranty, insurance policy, benefit plan or legally binding commitment or undertaking of any nature.
Damages. Damages shall include any loss, damage, injury, decline in value, lost opportunity, Liability, claim, demand, settlement, judgment, award, fine, penalty, Tax, fee (including reasonable and documented attorneys fees), charge, cost (including reasonable costs of investigation) or expense of any nature.
Disclosure Schedule. Disclosure Schedule shall mean the schedule (dated as of the date of the Agreement) delivered to Parent on behalf of the Company and prepared in accordance with Section 10.17 of the Agreement.
Effective Time Holders. Effective Time Holders shall mean the Non-Dissenting Stockholders.
Encumbrance. Encumbrance shall mean any lien, pledge, hypothecation, charge, mortgage, security interest, encumbrance, claim or restriction of any nature.
Entity. Entity shall mean any corporation (including any non-profit corporation), general partnership, limited partnership, limited liability partnership, joint venture, estate, trust, company (including any limited liability company or joint stock company), firm or other enterprise, association, organization or entity.
Environment. Environment includes: (a) any and all buildings, structures, fixtures, fittings, appurtenances, pipes, conduits, valves, tanks, vessels and containers whether above or below ground level; and (b) ambient air, land surface, sub-surface strata, soil, surface water, ground water, river sediment, marshes, wet lands, flora and fauna.
Environmental Law. Environmental Law shall mean: (a) the common law; and (b) all Legal Requirements, by-laws, orders, instruments, directives, decisions, injunctions and judgments of any government, local government, international, supranational, executive, administrative, judicial or regulatory authority or agency and all approved codes of practice (whether voluntary or compulsory) relating to the protection of the Environment or of human health or safety or welfare or to the manufacture, formulation, processing, treatment, storage, containment, labeling, handling, transportation, distribution, recycling, reuse, release, disposal, removal, remediation, abatement or clean-up of any Contaminant and any amendment thereto and any and all regulations, orders and notices made or served thereunder or pursuant thereto).
Environmental Licenses. Environmental License means any Consent or Governmental Approval required by or pursuant to any applicable Environmental Laws.
Environmental Release. Environmental Release means the spilling, leaking, pumping, pouring, emitting, releasing, emptying, discharging, injecting, escaping, leaching, dumping, leaving, discarding or disposing of any Contaminant into or upon the Environment.