Governmental Entities means, in any jurisdiction, any (a) federal, state, local, tribal, foreign or international government, (b) court, arbitral or other tribunal, (c) governmental or quasi-governmental authority of any nature (including any political subdivision, instrumentality, branch, department, official or entity) or (d) agency, commission, authority or body exercising, or entitled to exercise, any administrative, executive, judicial, legislative, police, regulatory or taxing authority or power of any nature, including any Gaming Authority.
Hazardous Substance means any pollutant, chemical, substance or waste that is subject to regulation, control or remediation under applicable Environmental Laws.
HSR Act means the Hart-Scott-Rodino Antitrust Improvements Act of 1976, as amended, and the rules and regulations promulgated thereunder.
Indemnified Party has the meaning set forth in Section 5.8(b).
Initial End Date has the meaning set forth in Section 7.1(b).
Intellectual Property means all intellectual property of every kind, foreign or domestic, including all patents, patent applications, inventions (whether or not patentable), processes, procedures, technologies, discoveries, apparatus, know-how, Trade Secrets, trademarks, trademark registrations and applications, domain name registrations, social media addresses and accounts, trade dress, service marks, service mark registrations and applications, trade names, and all goodwill associated with the foregoing, copyright registrations, copyrightable and copyrighted works, data and databases, software, rights of publicity, rights of privacy, moral rights, rights to personal information, customer lists and confidential marketing and customer information.
IRS means the U.S. Internal Revenue Service.
Joint Proxy Statement/Prospectus means a proxy statement to be filed with the SEC for the purpose of obtaining the Company Stockholder Approval at the Company Stockholders Meeting and the Parent Stockholder Approval at the Parent Stockholders Meeting, as amended or supplemented from time to time.
Joint Proxy Statement/Prospectus Mailing Date has the meaning set forth in Section 5.4(a).
knowledge means, with respect to Parent or the Company, the actual knowledge of the individuals listed in Section 1.1(a) of the Parent Disclosure Schedule or of the Company Disclosure Schedule, as applicable.
Labor Contract has the meaning set forth in Section 4.14(e).
Law means all laws, principles of common law, statutes, constitutions, treaties, rules, regulations, ordinances, codes, rulings, Orders, decisions, subpoenas, verdicts and licenses of all Governmental Entities.
Leased Property has the meaning set forth in Section 4.12.