aggregate, that could reasonably be expected to (a) be materially adverse to the business, operations, assets or financial condition of Homology or Pfizer, as the case may be, taken as a whole, (b) materially impair the ability of Homology or Pfizer to perform its obligations pursuant to the transactions contemplated by this Agreement, or (c) materially adversely effect the legality, validity or enforceability of this Agreement.
Material Contract shall mean any Contract entered into by Homology or any of its Subsidiaries that is required under the Exchange Act to be filed as an exhibit to an SEC Document pursuant to Item 601(b)(10) of Regulation S-K
Nasdaq means The Nasdaq Global Select Market.
Order shall mean any assessment, award, decision, injunction, judgment, order, ruling, verdict or writ entered, issued, made, or rendered by any court, administrative agency, or other Governmental Authority or by any arbitrator.
Person means any natural person, corporation, general partnership, limited partnership, joint venture, proprietorship or other business organization or a Governmental Authority.
pheNIX Clinical Study means the clinical study for HMI-102 being conducted by Homology as of the Execution Date known as the pheNIX study (ClinicalTrials.gov Identifier: NCT03952156).
Preferred Stock means shares of Homologys preferred stock, par value $0.0001 per share.
SEC means the United States Securities and Exchange Commission or any successor entity.
Securities Act means the Securities Act of 1933, as amended, and the rules and regulations of the SEC thereunder.
Tax or Taxes shall mean any federal, state, local, or non-U.S. income, gross receipts, license, payroll, employment, excise, severance, stamp, occupation, premium, windfall profits, environmental, customs duties, escheat, capital stock, franchise, profits, withholding, social security (or similar), unemployment, disability, real property, personal property, sales, use, transfer, registration, value added, alternative or add-on minimum, estimated, or other tax of any kind whatsoever, including any interest, penalty, or addition thereto, whether disputed or not.
Tax Return shall mean any return, declaration, report, claim for refund, or information return or statement relating to Taxes, including any schedule or attachment thereto, and including any amendment thereof.
|Certain information in this document has been excluded pursuant to Regulation S-K, Item 601(b)(10). Such excluded information is not material and would likely cause competitive harm to the registrant if publicly disclosed.|