Comcast 2010 Annual Report Download - page 228

“ Securities Activities ” means any activities, functions or services (without regard to where such activities, functions or services actually
occur) subject to any Law governing, regulating or pertaining to the sale, distribution or underwriting of securities or the provision of investment
management, financial advisory or similar services.
“ Significant Investment ” means an investment with a purchase price in excess of $500 million. To the extent that as a result of the
investment the consolidated Debt of Comcast would increase, the purchase price for such investment shall be deemed to include a pro rata
portion (corresponding to the percentage of the business or entity acquired pursuant to the investment) of the value of such incremental Debt.
“ Stand-alone Competing Business Acquisition ” means an acquisition of or an investment in a Company Principal Business or
Company Principal Businesses in a transaction which does not also involve an acquisition of or an investment in a business that is not a
Company Principal Business.
“ Subsidiary ” of any specified Person means (x) any other Person of which such first Person owns (either directly or through one or more
other Subsidiaries) a majority of the outstanding Equity Securities or securities carrying a majority of the voting power in the election of the
board of directors or other governing body of such Person and with respect to which entity such first Person is not otherwise prohibited
contractually or by other legally binding authority from exercising control or (y) any other Person with respect to which such first Person acts as
the sole general partner, manager, managing member or trustee (or Persons performing similar functions); provided that notwithstanding
anything to the contrary contained herein, including any sale of HoldCo Shares in accordance with the terms of this Agreement, (i) so long as GE
or any of its Subsidiaries continues to control HoldCo, HoldCo and its Subsidiaries shall be deemed to be Subsidiaries of GE, (ii) HoldCo and its
Subsidiaries shall not be deemed to be Subsidiaries of Comcast, the Company or any of their respective Subsidiaries and (iii) the Company and
its Subsidiaries shall not be deemed to be Subsidiaries of Comcast, GE or HoldCo.
“ Tax Matters Agreement ” means the agreement, dated as of December 3, 2009, by and among Comcast, GE, NBCU, the Company, the
Initial GE Members and the other parties that may from time to time become parties thereto, with respect to certain tax matters, as amended as of
the date hereof and as it may be amended from time to time in accordance therewith.
“ Tax Year ” means (i) the fiscal year of the Company determined pursuant to Section 7.01 or (ii) if after the date of this Agreement, the
taxable year is required by the Code or the Treasury Regulations promulgated thereunder to be a period other than the period described in clause
(i), then each period that is the taxable year of the Company determined in accordance with the requirements of
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