Definitions Section 1 Clause Samples

Definitions Section 1. Definitions, definition of "All Applicable Laws and Regulations" is deleted in its entirety and the following section is "Applicable Laws and Regulations" definition is inserted:

Definitions Section 1. I Unless the context otherwise requires, the terms defined in this Article 1 will have the meanings herein specified for all purposes of this Agreement, applicable to both the singular and plural forms of any of the terms herein defined . " Company Balance Sheet " means the Companybalance sheet at December 31, 2017. " Company Board " means the Board of Directors of the Company. "Company Common Stock " means Company ' s common stock par value $0.0001 per share. "A ffiliate " means any Person thatdirectly or indirectly controls, is controlled by or is under common control with the indicated Person. " Agreement " means this Share Exchange Agreement, including all Schedules and Exhibits hereto, as this Share Exchange Agreement may befrom time to time amended, modified or supplemented by agreement of the parties . " Skylab Board " means the Board of Directors of Skylab. " Skylab Shares " means the One Hundred Percent (100%) of all issued and outstanding shares of common stock of Skylab , all of which are held of record by the Skylab Shareholders. " Closing Date " has the meaning set forth in Article III. "Code" means the United States Internal Revenue Code of 1986, as amended. "Comm i ssion" means the United States Securities and Exchange Commission or any other federal agency then administering the Securities Act or any successor statute. " Company Indemnified Party " has the meaning set forth in Section 11.2. I

Definitions Section 1. For the purposes of this Agreement: (a) Laboratory Agreement" means the Agreement establishing the European Molecular Biology Laboratory signed in Geneva on May 10, 1973, and any amendments thereto;

Definitions Section 1. For the purposes of this Agreement, (a) unless otherwise defined herein capitalized terms used herein shall have the meanings assigned to them in the Purchase Agreement and (b) the following terms shall have the meanings hereinafter specified: “Affiliate” shall mean, with respect to any other Person, any other Person, directly or indirectly, controlling, controlled by, or under common control with such Person. As used in this definition of Affiliate, the term “control” shall mean possession, directly or indirectly, of the power to direct or cause the direction of the management or policies of a Person, whether through the ownership of voting securities, by contract or otherwise. “Agreement” shall mean this Agreement, including the Schedules hereto, as the same may be amended, supplemented or otherwise modified from time to time. “Company” shall have the meaning set forth in the introductory paragraph hereof. “Company Indemnified Parties” shall have the meaning set forth in Section 6.1(b). D-1 “▇▇▇▇▇▇” shall have the meaning set forth in the introductory paragraph hereof. “Modification” shall have the meaning set forth in Section 3.1(d). “Party” or “Parties” shall have the meaning set forth in the introductory paragraph hereof. “Person” shall mean any individual, entity or governmental body. “Purchase Agreement” shall have the meaning set forth in the recitals hereof. “Representative” shall mean officers, directors, employees, attorneys, accountants, advisors and agents of a Party. “Seller” shall have the meaning set forth in the introductory paragraph hereof. “Seller Indemnified Parties” shall have the meaning set forth in Section 6.1(a). “Service” or “Services” shall mean (a) those services listed and described on Schedule A, (b) any other services that are not listed on Schedule A and which ▇▇▇▇▇▇ and Seller mutually agree in writing (pursuant to Section 3.1(c)), and (c) any Modifications to a Service or Services provided pursuant to clause (a) or (b) to which ▇▇▇▇▇▇ and Seller mutually agree in writing (pursuant to Section 3.1(c)) to be provided or obtained hereunder.

Definitions Section 1. 1). The definition of the term “Note” in Section 1.1 of the Original Agreement shall be amended to replace Exhibit A to the Original Agreement with Exhibit A to this Third Amendment (the “Restated Note”).

Definitions Section 1. 7. Schedule 1 setting forth the Licensed Patent Rights defined in Section 1.7 is hereby deleted and replaced with Schedule 1 (2022), attached hereto as Appendix A to First Amendment. Section 1.8. “Licensed Product” is hereby deleted and replaced with the following language: “Section 1.8. "Licensed Product" means any compound covered by or incorporating the Licensed Patent Rights, including but not limited to ANG-3522, for use in conditions of the skin or hair, or whose making, use, manufacture or sale, that but for the licenses granted to Ohr in this Agreement would infringe at least one Valid Patent Claim.”

Definitions Section 1. 1Definitions. Unless otherwise defined herein, each capitalized term will have the meaning specified for such term in the Separation Agreement. As used in this Agreement: “Additional Services” means the Additional ▇▇▇▇▇▇▇ International Services or the Additional ▇▇▇▇▇▇▇ Electronics Services, individually, or the Additional ▇▇▇▇▇▇▇ International Services and the Additional ▇▇▇▇▇▇▇ Electronics Services, collectively, as the context may indicate. Any Additional Services provided pursuant to this Agreement will be deemed to be “Services” under this Agreement. “Additional ▇▇▇▇▇▇▇ Electronics Service” has the meaning set forth in Section 2.2(b). “Additional ▇▇▇▇▇▇▇ International Service” has the meaning set forth in Section 2.2(a). “Agreement” has the meaning set forth in the Preamble. “Authorized Representative” means, for each Party, any of the individuals listed on Annex A under the name of such Party. “Availed Party” has the meaning set forth in Section 5.2(a). “Fees” means the fees for a particular Service as set forth on Annex B or Annex C as the case may be. “Force Majeure Events” has the meaning set forth in Section 3.5(b). “▇▇▇▇▇▇▇ Electronics” has the meaning set forth in the Preamble. “▇▇▇▇▇▇▇ Electronics Services” means the Services generally described on Annex C and any other Service provided by ▇▇▇▇▇▇▇ Electronics or any of its Subsidiaries pursuant to this Agreement. “▇▇▇▇▇▇▇ International” has the meaning set forth in the Preamble. “▇▇▇▇▇▇▇ International Services” means the Services generally described on Annex B and any other Service provided by ▇▇▇▇▇▇▇ International or any of its Subsidiaries pursuant to this Agreement. “Materials” has the meaning set forth in Section 2.5(a). “Partial Termination” has the meaning set forth in the Section 6.3(a). “Party” has the meaning set forth in the Preamble. “Payment Due Date” has the meaning set forth in Section 4.4. “Safety and Security Policies” has the meaning set forth in Section 5.2(a). “Separation” has the meaning set forth in the Recitals. “Separation Agreement” has the meaning set forth in the Recitals. “Service Provider” means (a) in the case of ▇▇▇▇▇▇▇ International Services, ▇▇▇▇▇▇▇ International or any of its Subsidiaries providing a ▇▇▇▇▇▇▇ International Service hereunder, or (b) in the case of ▇▇▇▇▇▇▇ Electronics Services, ▇▇▇▇▇▇▇ Electronics or any of its Subsidiaries providing a ▇▇▇▇▇▇▇ Electronics Service hereunder. “Service Recipient” means (a) in the case of ▇▇▇▇▇▇▇ International Service...

Definitions Section 1. 1. The following definitions shall apply to and are used in this Agreement: "Agreement" or "Partnership Agreement" - means this "Agreement for Public/Private Partnership and the Operation, Maintenance and Management Services for the City of Elizabeth's Municipal Water System", executed by and between the City and the Contract Partner. "Additional Concession Payments" - means the payments paid by the Contract Partner to the City in accordance with Section 8.2 hereof. "Approved Subcontractor" - means Utility Billing Services, or such other entity to be approved by the City (such approval will not be unreasonably withheld), who will subcontract with the Contract Partner to provide all or a portion of the Services. "Base Service Rate" - means that portion of the Total User Charge Rate paid by customers of the System equal to the rates set forth in Schedule 7 to this Agreement. "Billing and Collection Services" - means the billing and collection services to be rendered by the Contract Partner with respect to the Water System and Wastewater System in accordance with Section 8.6. "Board" - means the Board of Public Utilities of the State of New Jersey or any successor agency. "Capital Improvements" - means any replacements, additions, extensions, construction or reconstruction of or to permanent structures or facilities in the Water System that (1) are

Definitions Section 1. 1. (a) “Business Day” means a day other than a Saturday, a Sunday or a day on which commercial banks are required or authorized to close in the United States. (b) “Damages” shall mean any and all loss, liability, claim, damage, expense (including, but not limited to, costs of investigation and defense and reasonable attorneys’ fees) or diminution of value arising from or in connection with (i) any inaccuracy, in any material respect, in any of the representations and warranties of Sellers in this Agreement, or any actions, omissions or statements of fact inconsistent with any such representation or warranty, (ii) any claim for brokerage or finder’s fees or commissions or similar payments based upon any agreement or understanding alleged to have been made by any third party with Sellers in connection with any of the transactions contemplated by this Agreement, or (iii) any litigation, action, claim, proceeding or investigation by any third party relating to or arising out of the business or actions of Sellers prior to the Closing Date. (c) “Securities Act” shall mean the Securities Act of 1933, as amended. ARTICLE