Seagate 2010 Annual Report Download - page 223

terrorism, military actions or the escalation thereof, (vii) changes arising out of weather conditions or other force majeure events, (viii) changes
in applicable laws or accounting rules or principals, including changes in US GAAP, or (ix) the taking of or failure to take any action expressly
required to be taken or not taken by this Agreement, or (b) the ability of the Guarantor or the Purchaser to consummate the transactions
contemplated by, or to perform any of its obligations under, this Agreement and the Loan Note.
“Guarantor SEC Documents” has the meaning ascribed to it in Section 4.6(a).
“Guarantor Stock Option Plan” means the Seagate Technology plc 2001 Share Option Plan, the Seagate Technology plc 2004 Share
Compensation Plan, the Maxtor Corporation 2005 Performance Incentive Plan, the Maxtor Corporation Amended and Restated 1996 Stock
Option Plan, the Quantum Corporation Supplemental Stock Option Plan and the Seagate Technology plc Employee Stock Purchase Plan.
“ Hazardous Material Activity ” means the manufacture, processing, sale, distribution, use, treatment, storage, labeling, recycling,
removal, remediation, release, any exposure of others to, disposal, transport or handling of Material of Environmental Concern or any product or
waste containing a Material of Environmental Concern, including without limitation, any recycling product content, or product take-back
requirements (including but not limited to RoHS, WEEE and China RoHS.
“HDD” means an assembled and integrated device used solely for storing and retrieving electronic data and without any other material
functionality and which consists of a single enclosure containing one or more of each of the following as well as other components designed to
be used with the following and necessary for its functionality: (i) a rigid rotating magnetic disc used as the storage medium, (ii) a one motor-
driven spindle for engaging and rotating the magnetic disc, (iii) a magnetic head assembly, and (iv) an actuator assembly for positioning the
magnetic head assembly across the disc. For the avoidance of doubt and without limitation, “HDD” shall not include (i) floppy discs, optical
storage devices, magnetic tape storage devices or solid state storage devices (or other flash memory based storage devices) (ii) any device which
merely has one or more HDDs embedded, incorporated or included as part of it, including without limitation PCs, DVRs, media players, media
servers, NAS, DAS and print servers and (iii) products that incorporate generally available HDDs acquired from third parties. For further
avoidance of doubt, “HDD” may include as an integrated or embedded component ancillary solid state memory as a means of secondary storage
to the magnetic storage.
“HSR Act” means the United States Hart-Scott-Rodino Antitrust Improvements Act of 1976.
“Indemnified Party” means a Purchaser Indemnified Party or a Seller Indemnified Party.
“Indemnifying Party” has the meaning ascribed to it in Section 9.3(a).
“Indemnity Cap” has the meaning ascribed to it in Section 9.5.
“In-Licenses” has the meaning ascribed to it in Section 3.12(h).
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