Mondelez 2012 Annual Report Download - page 122

“ SnackCo Pension Plans ” has the meaning set out in Section 6.02(1).
“ Software ” means all software, including all versions thereof, and all related documentation, manuals, source code and object code, program
files, data files, computer related data, field and data definitions and relationships, data definition specifications, data models, program and
system logic, interfaces, program modules, routines, sub-routines, algorithms, program architecture, design concepts, system designs, program
structure, sequence and organization, screen displays and report layouts, and all other material related to such software.
“ Specified GroceryCo Accounts Receivable ” means all accounts receivable of the Vendor (including all accounts receivable from any
SnackCo Entity and from any GroceryCo Entity) that constitute a GroceryCo Asset under the Separation Agreement and the trade accounts
receivable of the Vendor outstanding as of the Effective Time that arose from sales through the warehouse channel, whether or not such products
are included in the SnackCo Business or the GroceryCo Business.
“ Specified Incentive Plans ” means those incentive plans listed or described on Schedule 5.03(1).
“ Specified Indemnity Obligation ” has the meaning ascribed thereto in the Tax Sharing Agreement.
“ Specified Liabilities ”
means, collectively, that portion of the Canadian Snack Liabilities that are specifically identified on Schedule 3.05(2)(b)
as being Specified Liabilities.
“ Specified TSA Receivable ” has the meaning ascribed thereto in the Tax Sharing Agreement.
“ Stand-Alone Registered Pension Plans ” has the meaning set out in Section 6.01(1).
“ Sublease Agreements ” means the subleases to be entered into between the Vendor, as sub-landlord, and the Purchaser, as sub-tenant, with
respect to the entire portion of each of the respective Sub-leasehold Lands, each in such form as may be agreed between the parties thereto.
“ Sub-leasehold Lands ” means the lands listed or described on Schedule 3.02(1), together with all rights, benefits and advantages to be derived
there from, including all improvements, appurtenances, fixtures and leasehold improvements situate on or forming part of such lands.
“ Subsidiary Interests ”
means, collectively, (i) all of the limited partnership interests in Kraft Foods Australia Investments Limited Partnership,
(ii) all of the issued and outstanding shares in the capital of (A) Kraft Australia Pty Ltd., (B) Kraft Asia Pacific (Alberta) GP ULC, (C) Kraft
Holdings ULC, (D) Lowney Inc., (E) Freezer Queen Foods (Canada) Limited, (F) Neilson International Ltd., (G) TCI Realty Holdings Inc.,
(H) Nabisco Holdings I B.V., and (I) CS Finance Inc. (including, those registered in the name of the Vendor and those held by Cadbury
Schweppes Overseas Limited in trust for the Vendor), and (iii) all of the liabilities and obligations owed to the Vendor by Kraft Holdings ULC
and by Kraft Asia Pacific (Alberta) GP ULC.
“ Tax ” has the meaning ascribed thereto in the Tax Sharing Agreement.
“ Tax Act ” means the Income Tax Act (Canada).
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