Distribution shall have the meaning set forth in the recitals to this Agreement.
Distribution Date shall mean such date as may be determined by the Board of Directors of PDL or a committee of such Board of Directors, as the date as of which the Distribution shall be effected.
Distribution Record Date shall mean such date as may be determined by the Board of Directors of PDL or a committee of such Board of Directors, as the record date for the Distribution.
Effective Time shall mean 12:01 a.m., New York City time, on the Distribution Date.
Entities shall mean, as applicable, the LENSAR Entities and/or the PDL Entities (each an Entity).
Environmental Laws shall mean any and all federal, state, local and foreign statutes, laws, regulations, ordinances, rules, principles of common law, judgments, orders, decrees, permits, concessions, grants, franchises, licenses, agreements or other governmental restrictions (including without limitation the Comprehensive Environmental Response, Compensation and Liability Act, 42 U.S.C. 9601, et. seq.), whether now or hereafter in existence, relating to the environment, natural resources, human health or safety, endangered or threatened species of fish, wildlife and plants, or to emissions, discharges or releases of pollutants, contaminants, petroleum or petroleum products, chemicals or industrial, toxic or hazardous substances or wastes into the environment (including without limitation indoor or outdoor air, surface water, groundwater and surface or subsurface soils), or otherwise relating to the manufacture, processing, distribution, use, treatment, storage, disposal, transport or handling of pollutants, contaminants, petroleum or petroleum products, chemicals or industrial, toxic or hazardous substances or wastes or the investigation, cleanup or other remediation thereof.
Exchange Act shall mean the Securities Exchange Act of 1934, as amended, together with the rules and regulations promulgated thereunder.
Governmental Authority shall mean any federal, state, local, foreign or international court, government, department, commission, board, bureau, agency, official, securities exchange (including the Nasdaq) or other regulatory, administrative or governmental authority.
Governmental Authorization shall mean any authorization, approval, consent, license, certificate or permit issued, granted, or otherwise made available under the authority of any court, governmental or regulatory authority, agency, stock exchange, commission or body.
Indemnifying Party shall have the meaning set forth in Section 5.3(a).
Indemnitee shall have the meaning set forth in Section 5.3(a).
Information Statement means the information statement, attached as an exhibit to the Registration Statement, and any related documentation to be provided to holders of PDL Common Stock in connection with the Distribution, including any amendments or supplements thereto.