Seagate 2010 Annual Report Download - page 253

Section 1.2.
Rules of Construction.
All references herein to Articles or Sections shall be deemed to be references to Articles and
Sections of this Agreement unless the context shall otherwise require.
(b)
The words “include,” “includes” and “including” when used herein shall be deemed in each case to be followed by
the words “without limitation.”
(c)
The headings set forth in this Agreement are for reference purposes only and shall not affect in any way the meaning
or interpretation of this Agreement.
(d) All references in this Agreement to the Subsidiaries of a Person shall be deemed to include all direct and indirect
Subsidiaries of such Person.
(e) Unless otherwise specifically provided, all references in this Agreement to “dollars” or “$” shall mean United States
Dollars.
(f)
The definitions set this Agreement shall apply equally to both the singular and plural forms of the terms defined.
(g)
Whenever the context may require, any pronoun shall include the corresponding masculine, feminine and neuter
forms.
(h) Unless the context shall otherwise require, any reference to any contract, instrument, statute, rule or regulation is a
reference to it as amended and supplemented from time to time (and, in the case of a statute, rule or regulation, to any successor provision).
(i)
Any reference in this Agreement to a “day” or a number of “days” (without the explicit qualification of “Business”)
shall be interpreted as a reference to a calendar day or number of calendar days. In the event that any date provided for in this Agreement falls on
a date that is not a Business Day, such date shall be deemed extended to the next Business Day.
ARTICLE II
STANDSTILL AND VOTING
Section 2.1.
Standstill Provisions.
(a)
Shareholder agrees that it will not, and will cause its Affiliates and the Representatives acting on its or any of its
Affiliates’ behalf not to, directly or indirectly, acting alone or in concert with others, unless specifically invited to do so in writing in advance by
the Board:
(i)
acquire or agree to acquire, or offer, propose or seek to acquire, directly or indirectly, by purchase or
otherwise, ownership (including beneficial ownership) of any securities, assets or businesses of Company or any of its Subsidiaries, or any direct
or indirect rights or options to acquire such ownership (including from any other Person) if the effect of such acquisition would be that
Shareholder and its Affiliates (including, without
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