Seagate 2010 Annual Report Download - page 231

Tangible Assets), including but not limited to the items set forth on Schedule 1.1(a)(i) of the Seller Disclosure Schedules.
“Transferred Technology” means: (i) copies of any Copyable Technology owned by the Seller or the Seller’s Affiliates and either
(A) necessary for the manufacture, testing, sale or servicing of any Business Product or (B) used exclusively in the Business ( “Transferred
Copyable Technology” ); and (ii) all of the Non-Copyable Technology used exclusively in the Business ( “Transferred Non-Copyable
Technology” ).
“Transferred Trademarks”
means all Trademarks both used exclusively by the Business and for Business Products which are internal
HDDs and owned by the Seller or the Seller Subsidiaries, other than any Trademark that incorporates the Seller’s trade name, as set forth on
Schedule 1.1(d) of the Seller Disclosure Schedules, and the goodwill of the Business appurtenant thereto.
“Transition Services Agreement” has the meaning ascribed to it in the Recitals.
“US GAAP” means United States generally accepted accounting principles as in effect from time to time.
“VAT” means Korean value added tax ( boo-ga-ga-chi-se ) and any similar charge under Laws of other jurisdictions.
“Warranty Liability Cap” has the meaning ascribed to it in Section 1.3(a).
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