Seagate 2010 Annual Report Download - page 222

“Expiration Date” means December 31, 2011, or if extended pursuant to Section 5.11(c), March 31, 2012.
“Export and Import Control Laws” means any U.S. or applicable non-U.S. law, regulation, or order governing (i) imports, exports,
re-exports, or transfers of products, services, software, or technologies from or to the United States or another country; (ii) any release of
technology or software in any foreign country or to any foreign Person (anyone other than a citizen or lawful permanent resident of the United
States, or a protected individual as defined by 8 U.S.C. § 1324b(a)(3)) located in the United States or abroad; (iii) economic sanctions or
embargoes; or (iv) compliance with unsanctioned foreign boycotts.
“Governmental Authorization” means any: (a) approval, permit, license, certificate, franchise, permission, clearance, consent,
registration, qualification or other authorization issued, granted, given or otherwise made available by or under the authority of any
Governmental Body or pursuant to any Law, or (b) right under any Contract with any Governmental Body.
“Governmental Body” means any (a) nation, state, commonwealth, province, territory, county, municipality, district or other
jurisdiction of any nature; (b) federal, state, local, municipal, foreign, supranational or other government; or (c) governmental, self
-regulatory or
quasi-governmental authority of any nature (including any governmental division, department, agency, commission, instrumentality, official,
organization, unit, body or Entity and any court or other tribunal).
“Guaranteed Obligations” has the meaning ascribed to it in Section 10.1.
“Guarantor” has the meaning ascribed to it in the Preamble.
“Guarantor Constituent Documents” means the formation documents (including, as applicable, any certificate of incorporation,
bylaws or other charter documents), including all amendments thereto, of the Guarantor.
“Guarantor Material Adverse Effect” means any fact, change, event, effect, occurrence or circumstance that, individually or in the
aggregate (considered together with all other facts, changes, events, effects, occurrences or circumstances) has or would reasonably be expected
to have or give rise to a material adverse effect on (a) the business, financial condition or results of operations of the Guarantor and its
Subsidiaries, taken as a whole; provided that in no event shall any fact, change, event, effect, occurrence or circumstance, alone or in
combination, be deemed to constitute, or be taken into account in determining whether there has occurred a Guarantor Material Adverse Effect:
(i) the failure of the Guarantor to meet historic, budgeted or forecasted revenue levels, earnings or other financial metrics or any public estimates
of such metrics (provided that this clause (i) shall not prevent a determination that any change or effect underlying such failure to meet forecasts
or projections has resulted in a Guarantor Material Adverse Effect (to the extent such change or effect is not otherwise excluded from this
definition of Guarantor Material Adverse Effect)), (ii) the trading price or trading volume of the common stock of the Guarantor, (iii) changes in
general local, domestic, foreign, or international economic conditions, (iv) changes affecting generally the industries or markets in which the
Guarantor operates or conducts business, (vi) changes arising out of acts of war, sabotage or
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