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 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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SEMICONDUCTOR LIABILITIES has the meaning set forth in the Separation Agreement.
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Related to SEMICONDUCTOR LIABILITIES

  • Semiconductor cleanrooms means the integrated systems, fixtures, piping, partitions, flooring,

  • Semiconductor equipment means (i) machinery or tools or repair parts or replacements thereof; (ii)

  • Electric personal assistive mobility device means a self-balancing two-nontandem-wheeled device

  • 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.

  • Clean coal technology demonstration project means a project using funds appropriated under the heading “Department of Energy—Clean Coal Technology,” up to a total amount of $2,500,000,000 for commercial demonstration of clean coal technology, or similar projects funded through appropriations for the Environmental Protection Agency. The federal contribution for a qualifying project shall be at least 20 percent of the total cost of the demonstration project.

  • Oxides of nitrogen means the sum of the volume mixing ratio (ppbv) of nitrogen monoxide (nitric oxide) and nitrogen dioxide expressed in units of mass concentration of nitrogen dioxide (μg/m3);

  • Polymer means a substance consisting of molecules characterised by the sequence of one or more types of monomer units and comprising a simple weight majority of molecules containing at least three monomer units which are covalently bound to at least one other monomer unit or other reactant and consists of less than a simple weight majority of molecules of the same molecular weight. 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. In the context of this definition a ‘monomer unit’ means the reacted form of a monomer in a polymer;

  • 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.

  • Perfluoroalkyl and polyfluoroalkyl substances or “PFAS” means a class of fluorinated organic chemicals containing at least one fully fluorinated carbon atom.

  • Brachytherapy source means a radioactive source or a manufacturer-assembled source train or a combination of these sources that is designed to deliver a therapeutic dose within a distance of a few centimeters.

  • Polyolefin Adhesive means an aerosol adhesive designed to bond polyolefins to substrates.

  • 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:

  • Fugitive dust emissions means particulate matter from process operations that does not pass through a process stack or vent and that is generated within plant property boundaries from activities such as: unloading and loading areas, process areas, stockpiles, stock pile working, plant parking lots, and plant roads (including access roads and haul roads).

  • Consumables and medical devices means (consumables) items that require regular replacement (e.g. batteries) to keep a medical device (such as a hearing aid) operational. Many medical devices require consumables.

  • 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/).

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

  • 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).

  • small and medium-sized enterprises or ‘SMEs’ means small and medium-sized enterprises as defined in Article 2 of the Annex to Commission Recommendation 2003/361/EC;

  • Membrane filtration means a pressure or vacuum driven separation process in which particulate matter larger than one micrometer is rejected by an engineered barrier, primarily through a size exclusion mechanism, and which has a measurable removal efficiency of a target organism that can be verified through the application of a direct integrity test. This definition includes the common membrane technologies of microfiltration, ultrafiltration, nanofiltration, and reverse osmosis.

  • Predictive emissions monitoring system or "PEMS" means all of the equipment necessary to monitor process and control device operational parameters (for example, control device secondary voltages and electric currents) and other information (for example, gas flow rate, O2 or CO2 concentrations), and calculate and record the mass emissions rate (for example, pounds per hour) on a continuous basis.

  • Clean coal technology means any technology, including technologies applied at the precombustion, combustion, or post combustion stage, at a new or existing facility which will achieve significant reductions in air emissions of sulfur dioxide or oxides of nitrogen associated with the utilization of coal in the generation of electricity, or process steam which was not in widespread use as of November 15, 1990.

  • Flexible vinyl adhesive means an aerosol adhesive designed to bond flexible vinyl to substrates. Flexible vinyl means a nonrigid polyvinyl chloride plastic with at least five percent, by weight, of plasticizer content. A plasticizer is a material, such as a high boiling point organic solvent, that is incorporated into a vinyl to increase its flexibility, workability, or distensibility, and may be determined using ASTM Method E260-91 or from product formulation data.

  • Qualified high-technology business means a business that is either of the following:

  • Animal shelter means a facility operated by a humane society or any society organized under Chapter 1717. of the Revised Code or a dog pound operated pursuant to Chapter 955. of the Revised Code.