LENSAR Business definition

LENSAR Business means (a) the medical technology business conducted by the LENSAR Entities focused on the design, development and commercialization of technologies for the treatment of cataracts and other ophthalmology conditions and (b) any other ophthalmology business (other than the PDL Business) directly conducted by any LENSAR Entity as of or prior to the date of this Agreement.
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LENSAR Business shall have the meaning set forth in the Separation Agreement.
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Examples of LENSAR Business in a sentence

  • PDL shall be responsible for all Taxes reported, or required to be reported, on any Joint Return that any PDL Entity files or is required to file under the Code or other applicable Tax Law; provided, however, that to the extent any such Joint Return includes any Tax Item attributable to any LENSAR Entity or to the LENSAR Business for any Post-Distribution Period, LENSAR shall be responsible for all Taxes attributable to such Tax Items, computed in a manner reasonably determined by PDL.

  • If neither is available, PDL shall in good faith determine an equitable apportionment of Liability as between PDL and LENSAR based on the portion of Liability relating primarily to each of the PDL Business and LENSAR Business, respectively.

  • Each Insurance Policy owned or maintained by or on behalf of the PDL Entities that relates exclusively to (i) the LENSAR Business (“LENSAR Specific Policies”) shall be a LENSAR Asset and (ii) the PDL Business shall be a PDL Asset.

  • Except (a) as provided in the Tax Matters Agreement or (b) when a longer retention period is otherwise required by Law or agreed to in writing, the PDL Entities and the LENSAR Entities shall retain all Records relating to the PDL Business and the LENSAR Business as of the Effective Time for the periods of time provided in each Party’s record retention policy (with respect to the documents of such Party and without regard to the Distribution or its effects) as in effect on the Distribution Date.

  • Except as provided in the Tax Matters Agreement or when a longer retention period is otherwise required by Law or agreed to in writing, the PDL Entities and the LENSAR Entities shall retain all Records relating to the PDL Business and the LENSAR Business as of the Effective Time for the periods of time provided in each Party’s record retention policy (with respect to the documents of such Party and without regard to the Distribution or its effects) as in effect on the Distribution Date.

  • LENSAR shall be entitled, in perpetuity, to control the assertion or waiver of all privileges in connection with privileged information which relates solely to the LENSAR Business (other than with respect to Liabilities as to which PDL is required to provide indemnification under Article V or Article VI), whether or not the privileged information is in the possession of or under the control of PDL, LENSAR or any other Entity.

  • Upon completion of the transactions contemplated by Sections 2.1, 2.2(a), 2.2(b), 2.2(c) and 2.2(d) above: LENSAR will own, directly or indirectly, the LENSAR Business and the LENSAR Assets and be subject to the LENSAR Liabilities; and PDL will continue to own, directly or indirectly, the PDL Business and the PDL Retained Assets and continue to be subject to the PDL Liabilities.

  • Each Insurance Policy owned or maintained by or on behalf of the PDL Entities that relates exclusively to the LENSAR Business (“LENSAR Specific Policies”) shall be a LENSAR Asset and the PDL Business shall be a PDL Asset.

  • PDL, by no later than the Effective Time, shall cause all of its (or its Subsidiaries’) rights, title and interest in and to all of the LENSAR Assets and LENSAR Business to be contributed, assigned, transferred, conveyed and delivered, directly or indirectly, to LENSAR, and LENSAR agrees to accept or cause to be accepted all such rights, title and interest in and to all the LENSAR Assets and LENSAR Business.

Related to LENSAR Business

  • Similar Business means any business conducted or proposed to be conducted by the Issuer and its Restricted Subsidiaries on the Issue Date or any business that is similar, reasonably related, incidental or ancillary thereto.

  • Business concern or business means a business that has annual gross sales of less than $75,000,000 as evidenced by the federal income tax return of the business. A firm with gross sales in excess of this cap may apply to the Council for certification for a particular contract if the firm can demonstrate that the contract would have significant impact on businesses owned by minorities, women, or persons with disabilities as suppliers or subcontractors or in employment of minorities, women, or persons with disabilities.

  • Former Business means any corporation, partnership, entity, division, business unit, business or set of business operations that has been sold, conveyed, assigned, transferred or otherwise disposed of or divested (other than solely in connection with the Restructuring), in whole or in part, or the operations, activities or production of which has been discontinued, abandoned, liquidated, completed or otherwise terminated, in whole or in part, in each case, by either Group prior to the Distribution Time.

  • Active Trade or Business means the active conduct (determined in accordance with Section 355(b) of the Code) of the trades or businesses described in the Tax Opinion Representations for purposes of satisfying the requirements of Section 355(b) of the Code as it applies to the Transactions with respect to the businesses conducted by members of the SpinCo Group that are the ATB Entities.

  • Micro Business means a company which either: