SEMICONDUCTOR LIABILITIES definition

SEMICONDUCTOR LIABILITIES means (without duplication) the following Liabilities, except as otherwise provided for in any Ancillary Agreement or other express agreement of the parties:
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SEMICONDUCTOR LIABILITIES has the meaning set forth in SECTION 1.3 of this Agreement.
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SEMICONDUCTOR LIABILITIES has the meaning set forth in the Assignment Agreement.
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More Definitions of SEMICONDUCTOR LIABILITIES

SEMICONDUCTOR LIABILITIES means (i) all Liabilities of any member of the Company Group under any Transaction Agreement to which it is or becomes a party, (ii) all Liabilities for which any member of the Company Group is made responsible pursuant to any Transaction Agreement and (iii) all Liabilities based upon, arising out of, relating to or otherwise in connection with the Semiconductor Assets or the Semiconductor Business, whether based upon, arising out of, relating to or otherwise in connection with events, actions, occurrences, omissions, circumstances or conditions occurring, existing or asserted before, at or after the Time of Distribution, including, without limitation: (A) all Liabilities reflected (or of the type reflected) on the Semiconductor Balance Sheet or described (or of the type described) in the notes thereto (as such Liabilities may have been reduced or added to or otherwise changed since the date thereof), (B) all
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SEMICONDUCTOR LIABILITIES has the meaning set forth in the Separation Agreement.
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SEMICONDUCTOR LIABILITIES means (i) all Liabilities of any member of the Company Group under any Transaction Agreement to which it is or becomes a party, (ii) all Liabilities for which any member of the Company Group is made responsible pursuant to any Transaction Agreement, (iii) all Colorado Springs Liabilities and (iv) all Liabilities based upon, arising out of, relating to or otherwise in connection with the Semiconductor Assets or the Semiconductor Business, whether based upon, arising out of, relating to or otherwise in connection with events, actions, occurrences, omissions, circumstances or conditions occurring, existing or asserted before, at or after the Time of Distribution, including, without limitation: (A) all Liabilities reflected (or of the type reflected) on the Semiconductor Balance Sheet or described (or of the type described) in the notes thereto (as such Liabilities may have been reduced or added to or otherwise changed since the date thereof), (B) all Liabilities in respect of checks outstanding as of the Time of Distribution relating to the Semiconductor Business, (C) all Liabilities in respect of workers' compensation, automobile, general liability, products liability, intellectual property liability and other claims and matters (whether direct or by indemnification of any Person or otherwise) relating to the Semiconductor Business, (D) all Liabilities in respect of all Actions relating to the Semiconductor Business, including, without limitation, those Actions set forth on Schedule 1.1(g), provided that (1) with respect to the Western Atlas Litigation, Semiconductor Liabilities shall include only those Liabilities described in Sections 4.03(g) and 4.03 (h) and (2) with respect to the Celeritas Litigation existing on the Distribution Date, in the event the defendants are successful in their current appeal and Rockwell receives funds from the Celeritas Account pursuant to Section 3.12, all Liabilities in respect of any additional Celeritas Litigation occurring thereafter shall be Liabilities of Rockwell, (E) all Liabilities in respect of salary, bonuses, incentive payments, severance payments and other compensation payments and all Taxes and withholdings related thereto, (F) except for those Liabilities expressly assumed by the Rockwell Group pursuant to the Employee Matters Agreement, all Liabilities in respect of employee welfare and fringe benefits relating to the Semiconductor Business (including, without limitation, claims for medical and disability bene...
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Related to SEMICONDUCTOR LIABILITIES

  • Company IT Systems means all Software, computer hardware, servers, networks, platforms, peripherals, and similar or related items of automated, computerized, or other information technology (IT) networks and systems (including telecommunications networks and systems for voice, data and video) owned, leased, licensed, or used (including through cloud-based or other third-party service providers) by the Company.

  • Polymer means a substance consisting of molecules characterised by the sequence of one or more types of monomer units. Such molecules must be distributed over a range of molecular weights wherein differences in the molecular weight are primarily attributable to differences in the number of monomer units. A polymer comprises the following:

  • Plastics means synthetic materials chemically formed by the polymerization of organic (carbon-based) substances. Plastics are usually compounded with modifiers, extenders, and/or reinforcers and are capable of being molded, extruded, cast into various shapes and films or drawn into filaments.

  • Alternative energy technology means equipment, component parts, materials, electronic devices, testing equipment, and related systems that are specifically designed, specifically fabricated, and used primarily for 1 or more of the following:

  • High global warming potential hydrofluorocarbons means any hydrofluorocarbons in a particular end use for which EPA’s Significant New Alternatives Policy (SNAP) program has identified other acceptable alternatives that have lower global warming potential. The SNAP list of alternatives is found at 40 CFR part 82, subpart G, with supplemental tables of alternatives available at (http://www.epa.gov/snap/ ).

  • Business Systems means all Software, computer hardware (whether general or special purpose), electronic data processing, information, record keeping, communications, telecommunications, networks, interfaces, platforms, servers, peripherals, and computer systems, including any outsourced systems and processes, that are owned or used or held for use in the conduct of the Company Business.

  • Hydrofluorocarbons means compounds that only contain hydrogen, fluorine, and carbon.

  • Eligible Liabilities and “Special Deposits” have the meanings given to them from time to time under or pursuant to the Bank of England Act 1998 or (as may be appropriate) by the Bank of England;

  • High Quality Short-Term Debt Instruments means any instrument that has a maturity at issuance of less that 366 days and that is rated in one of the two highest rating categories by a Nationally Recognized Statistical Rating Organization.

  • Chemicals means substances applied to forest lands or timber including pesticides, fertilizers, and other forest chemicals.

  • High Quality Short-Term Debt Instrument means any instrument having a maturity at issuance of less than 366 days and which is rated in one of the highest two rating categories by a Nationally Recognized Statistical Rating Agency (Moody’s and S&P).

  • Chemical agent shall mean any compound which, when suitably disseminated, produces incapacitating, damaging or lethal effects on people, animals, plants or material property.