Privileged Deal Communications definition

Privileged Deal Communications has the meaning set forth in Section 11.16(b).

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Privileged Deal Communications has the meaning ascribed to it in Section 5.9(d).

Privileged Deal Communications is defined in Section 9.14 of this Agreement.

Examples of Privileged Deal Communications in a sentence

If the Company or any other member of the Company Group is legally required to access or obtain a copy of all or a portion of the Privileged Deal Communications, then the Company shall promptly (and, in any event, within three (3) Business Days) notify GE in writing (including by making specific reference to this Section 7.10(d)) so that GE can, at its sole cost and expense, seek a protective order, and the Company agrees to use commercially reasonable efforts to assist therewith.
If the Company or any other member of the Company Group is legally required to access or obtain a copy of all or a portion of the Privileged Deal Communications, then the Company shall promptly (and, in any event, within three (3) Business Days) notify ▇▇▇▇▇▇▇ Parent in writing (including by making specific reference to this Section 7.10(d)) so that ▇▇▇▇▇▇▇ Parent can, at its sole cost and expense, seek a protective order, and the Company agrees to use commercially reasonable efforts to assist therewith.
Notwithstanding the foregoing, Purchaser shall not be in breach of this Agreement solely as a result of inadvertent access to any Privileged Deal Communications.
In the event of any Legal Request, Buyer or the Company shall promptly notify the Members in writing (prior to the disclosure by the Buyer Parties of any Privileged Deal Communications to the extent practicable) so that the Members can seek a protective order and Buyer agrees to use all commercially reasonable efforts (at the sole cost and expense of the Members) to assist therewith.
In the event that Purchaser is asked by any Third Party, for example in connection with a Proceeding, to access or obtain any of the Privileged Deal Communications, Purchaser shall immediately (and, in any event, within three Business Days) notify Seller in writing (including by making specific reference to this Section 5.17(f)).

More Definitions of Privileged Deal Communications

Privileged Deal Communications means, at any time, any and all communications in whatever form, whether written, oral, video, electronic or otherwise, that shall have occurred between or among any of the Seller, Holdings, the Company or its Subsidiaries, the Holders, or any of their respective Affiliates, equity holders, directors, officers, employees or agents, on the one hand, and attorneys (including Counsel or any predecessor or successor law firm of any Counsel), on the other hand, to the extent relating to or in connection with this Agreement, the negotiations leading to this Agreement, or any of the transactions contemplated herein.

Privileged Deal Communications. Section 8.4(d)

Privileged Deal Communications has the meaning set forth in Section 10.19(b). “Product Approvals” means, with respect to any Product, any and all written approvals, clearances, exemptions, notifications, licenses, consents, permits, registrations, discretions, waivers or authorizations of any Governmental Authority necessary to research, develop, manufacture, commercially distribute, sell or market such Product. “Product Requirements” has the meaning set forth in Section 4.24(a). “Products” has the meaning set forth in Section 4.24(a). “Prohibited Modifications” has the meaning set forth in Section 6.18(b). “Prohibited Transferee” means, as of any date of determination, (1) [***], or (2) any Person listed on Schedule 1.1(b). “Proposed Final Closing Statement” has the meaning set forth in Section 2.5(a). “Public Official” means: (i) any officer, employee or representative of any Governmental Authority; (ii) any officer, employee or representative of any commercial enterprise that is owned or controlled by a Governmental Authority; (iii) any officer, employee or representative of any public international organization, such as the International Monetary Fund, the United Nations or the World Bank; (iv) any Person acting in an official capacity for any Governmental Authority, enterprise, or organization identified above; and (v) any political party, party official or candidate for political office. “Purchased Interests” has the meaning set forth in the recitals of this Agreement. “R&W Insurance Policy” has the meaning set forth in Section 6.15.

Privileged Deal Communications shall have the meaning set forth in Section 11.17(b). “Proceeding” shall mean any claim, demand, charge, complaint, action, suit, proceeding, hearing, audit or investigation, whether judicial or administrative, of any Person or Governmental Entity. “Products” means (a) the products and services set forth on Schedule 11.19(f) and (b) all other products and services designed, developed, manufactured, marketed, imported, exported, supported, maintained, sold, distributed or otherwise disposed of by the Company and its Affiliates exclusively in the operation of the Acquired Business, and all products and service offerings in development by the Company and its Affiliates exclusively in connection with the Acquired Business. “Prohibited Debt Financing Modifications” shall have the meaning set forth in Section 5.7(a). “Purchase Price” shall have the meaning set forth in Section 2.1(a). “Qualifying Offer” shall have the meaning set forth in Section 1.2(b)(i)(D). “Real Property” shall have the meaning set forth in Section 3.14(a).

Privileged Deal Communications means all communications between the Seller Parties and their Affiliates, on the one hand, and their counsel, on the other hand, made in connection with the negotiation, preparation, execution, delivery and performance under, or any dispute or proceeding arising out of or relating to, this Agreement, the other Transaction Documents, the Transactions, or any matter relating to any of the foregoing.

Privileged Deal Communications shall have the meaning specified in Section 14.9(d). “Pro Rata Escrow Contribution” shall mean, with respect to each Company Securityholder, an amount in cash equal to the product of (a) the Adjustment Escrow Amount, multiplied by (b) such Company Securityholder’s Pro Rata Percentage. “Pro Rata Percentage” shall mean, with respect to each Company Securityholder, the percentage determined by dividing (a) the number of Company Fully-Diluted Shares held by such Company Securityholder immediately prior to the Closing (after giving effect to the exercise or conversion immediately prior to the Closing of all shares of Company Preferred Stock and Vested Company Options held by such Company Securityholder prior to the Closing), by (b) the number of Company Fully-Diluted Shares held by all Company Securityholders immediately prior to the Closing (after giving effect to the exercise or conversion immediately prior to the Closing of all shares of Company Preferred Stock and Vested Company Options held by all Company Securityholders prior to the Closing). For the avoidance of doubt, the sum of the “Pro Rata Percentage” of the Company Securityholders shall at all times equal 100%.

Privileged Deal Communications is defined in Section 14.13(b). “Qualified Plan” is defined in Section 4.10(f).