Exchange Act means the Securities Exchange Act of 1934, as amended, and the rules and regulations promulgated thereunder, as the same may be amended from time to time.
Family Member in relation to an individual means:
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his or her spouse or civil partner (provided that, for the purposes of this Agreement, any individual who becomes divorced or whose civil partnership is dissolved shall, on the grant of the decree absolute or final dissolution order in respect of that divorce or dissolution, cease to be a Family Member of his or her former spouse or civil partner);
| ||(b) || |
his or her parent or sibling;
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his or her child, adopted child or stepchild (including a child of the civil partner) or any descendant of such child, adopted child or stepchild.
Governmental Authority means any nation or government, any state or other political subdivision thereof, and any entity exercising executive, legislative, judicial, regulatory or administrative functions of or pertaining to government.
IPO has the meaning set forth in the Recitals.
Jones Voting Group Member has the meaning set forth in the definition of Voting Group.
Law means any statute, law, regulation, ordinance, rule, injunction, order, decree, governmental approval, directive, requirement, or other governmental restriction or any similar form of decision of, or determination by, or any interpretation or administration of any of the foregoing by, any Governmental Authority.
Member Designee has the meaning set forth in Section 3.01(b).
Mr. Burkle means Mr. Ronald Burkle.
Mr. Caring has the meaning set forth in the Recitals.
Mr. Jones has the meaning set forth in the Recitals.
Permitted Assigns means with respect to a Sponsor Entity, a Transferee of shares of Common Stock that agrees to become party to, and to be bound to the same extent as its Transferor by the terms of, this Agreement.
Person means an individual, a partnership, a corporation, a limited liability company, an association, a joint stock company, a trust, a joint venture, an unincorporated organization, or other form of business organization, whether or not regarded as a legal entity under applicable Law, or any Governmental Authority or any department, agency or political subdivision thereof.
Relevant Criteria has the meaning set forth in Section 3.1(a).
Sponsor Entities means YAAFII and YAAFII Parallel.
Transfer (including its correlative meanings, Transferor, Transferee and Transferred) shall mean, with respect to any security, directly or indirectly, to sell, contract to sell, give, assign, hypothecate, pledge, encumber, grant a security interest in, offer, sell any option or contract to purchase, purchase any option or contract to sell, grant any option, right or warrant to purchase, lend or otherwise transfer or dispose of any economic, voting or other rights in or to such security. When used as a noun, Transfer shall have such correlative meaning as the context may require.