ROXIO BUSINESS. Roxio" Business" has the meaning as set forth in Section 6.28 of the Separation Agreement.
ROXIO BUSINESS means the business and operations of Roxio, as described in the IPO Registration Statement and except as otherwise expressly provided herein, any terminated, divested or discontinued businesses or operations that at the time of termination, divestiture or discontinuation primarily related to the Roxio Business as then conducted.
ROXIO BUSINESS has the meaning set forth in the Master Separation and Distribution Agreement.
Examples of ROXIO BUSINESS in a sentence
ROXIO BUSINESS" means the business and operations of Roxio, as described in the IPO Registration Statement and except as otherwise expressly provided herein, any terminated, divested or discontinued businesses or operations that at the time of termination, divestiture or discontinuation primarily related to the Roxio Business as then conducted.
ROXIO BUSINESS" has the meaning set forth in Section 6.28 of the Separation Agreement.
ROXIO BUSINESS" has the meaning set forth in Section 7.29 of the Separation Agreement.
More Definitions of ROXIO BUSINESS
ROXIO BUSINESS means (a) the business and operations of Adaptec currently operated as the Software Products Group, as described in the Form 10 Registration Statement including, without limitation, the business and operation responsible for developing, marketing, and selling the following products (i) Easy CD Creator, (ii) GoBack, (iii) SoundStream, (vi) Toast, (v) Jam, (vi) TakeTwo and (vii) WinOnCD and (b) except as otherwise expressly provided herein, any terminated, divested or discontinued businesses or operations that at the time of termination, divestiture or discontinuation primarily related to the Roxio Business as then conducted.
ROXIO BUSINESS has the meaning set forth in Section 6.28 of the Separation Agreement. SECTION 5.28 ROXIO CONTINGENT GAIN. "ROXIO CONTINGENT GAIN" means any claim or other right of a member of the Adaptec Group or the Roxio Group that primarily relates to the Roxio Business, whenever arising, against any Person other than a member of the Adaptec Group or the Roxio Group, if and to the extent that (i) such claim or right arises out of events, acts or omissions occurring prior to the Separation Date (based on then existing law) and (ii) the existence or scope of the obligation of such other Person as of the Separation Date was not acknowledged, fixed or determined in any material respect, due to a dispute or other uncertainty as of the Separation Date or as a result of the failure of such claim or other right to have been discovered or asserted as of the Separation Date. A claim or right meeting the foregoing definition shall be considered a Roxio Contingent Gain regardless of whether there was any Action pending, threatened or contemplated as of the Separation Date with respect thereto. In the case of any claim or right a portion of which arises out of events, acts or omissions occurring prior to the Separation Date and a portion of which arises out of events, acts or omissions occurring on or after the Separation Date, only that portion that arises out of events, acts or omissions occurring prior to the Separation Date shall be considered a Roxio Contingent Gain. For purposes of the foregoing, a claim or right shall be deemed to have accrued as of the Separation Date if all the elements of the claim necessary for its assertion shall have occurred on or prior to the Separation Date, such that the claim or right, were it asserted in an Action on or prior to the Separation Date, would not be dismissed by a court on ripeness or similar grounds. Notwithstanding the foregoing, none of (i) any Insurance Proceeds, (ii) any Excluded Assets, (iii) any reversal of any litigation or other reserve, or (iv) any matters relating to Taxes (which are governed by the Tax Sharing Agreement) shall be deemed to be a Roxio Contingent Gain.