Seagate 2010 Annual Report Download - page 229

management code, utilities, graphical user interfaces, menus, images, icons, forms and software engines, and all related documentation,
developer notes, comments, and annotations.
“Subject Employees” has the meaning ascribed to it in Exhibit F .
“Subsidiary” means any Entity shall be deemed to be a “Subsidiary” of another Person if such Person directly or indirectly (a) has the
power to direct the management or policies of such Entity; or (b) owns, beneficially or of record, (i) an amount of voting securities or other
interests in such Entity that is sufficient to enable such Person to elect at least a majority of the members of such Entity’s board of directors or
other governing body, or (ii) at least 50% of the outstanding equity or financial interests of such Entity.
“Supplier” means any supplier of goods or services to which the Seller and the Seller Subsidiaries paid more than US$100,000 in the
aggregate during the twelve (12)-month period ended December 31, 2010 or expects to pay more than US$100,000 in the aggregate during the
twelve (12)-month period ended December 31, 2010.
“Supply Agreement for Internal Drives” has the meaning ascribed to it in the Recitals.
“Tax” means any tax (including any income tax, franchise tax, capital gains tax, gross receipts tax, value-added tax, surtax, excise tax,
ad valorem tax, transfer tax, stamp tax, sales tax, use tax, property tax, business tax, withholding tax or payroll tax), levy, assessment, tariff, duty
(including any customs duty), deficiency or fee, and any related charge or amount (including any fine, penalty or interest), imposed, assessed or
collected by or under the authority of any Governmental Body.
“Tax Return” means any return (including any information return), report, statement, declaration, estimate, schedule, notice,
notification, form, election, certificate or other document or information filed with or submitted to, or required to be filed with or submitted to,
any Governmental Body in connection with the determination, assessment, collection or payment of any Tax or in connection with the
administration, implementation or enforcement of or compliance with any Law relating to any Tax.
“Taxing Authority” means any Governmental Body in charge of imposing or collecting any Tax.
“Technology” means embodiments of Intellectual Property in electronic, written or other media, including Software, Internet
Properties, designs, design and manufacturing schematics, algorithms, databases, lab notebooks, development and lab equipment, know-how,
inventions and invention disclosures.
“Third-Party Claim” has the meaning ascribed to it in Section 9.3(a).
“Threshold Amount” has the meaning ascribed to it in Section 9.5.
“Trademarks” means trademarks, service marks, trade dress, logos, trade names, corporate names, URL addresses, Internet domain
names and other indicia of source or origin, including the goodwill of the business symbolized thereby or associated therewith, all common-
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