Encumbrance means, with respect to any asset, any mortgage, easement, encroachment, equitable interest, right of way, deed of trust, lien (statutory or other), pledge, charge, security interest, title retention device, conditional sale or other security arrangement, collateral assignment, claim, community property interest, adverse claim of title, ownership or right to use, right of first refusal, restriction or other encumbrance of any kind in respect of such asset (including any restriction on (i) the voting of any security or the transfer of any security or other asset, and (ii) the possession, exercise or transfer of any other attribute of ownership of any asset); provided, however, that, restrictions on transfer of Equity Interests under Applicable Laws shall not constitute an Encumbrance.
Enterprise Act means the Enterprise Act 2002 (UK).
Environmental, Health and Safety Requirements means all Applicable Law concerning or relating to worker/occupational health and safety, or pollution or protection of the environment, including those relating to the presence, use, manufacturing, refining, production, generation, handling, transportation, treatment, recycling, transfer, storage, disposal, distribution, importing, labelling, testing, processing, discharge, release, threatened release, control or other action or failure to act involving clean-up of any hazardous materials, substances or wastes, chemical substances or mixtures, pesticides, pollutants, contaminants, toxic chemicals, petroleum products or by-products, asbestos, polychlorinated biphenyls, noise or radiation, each as amended and as now in effect.
Equity Interests means, with respect to any Person, any share capital of, or other ownership, membership, partnership, joint venture or equity interest in, such Person or any indebtedness, securities, options, restricted share unit, phantom equity, warrants, call, subscription or other rights or entitlements of, or granted by, such Person or any of its Affiliates that are convertible into, or are exercisable or exchangeable for, or giving any Person any right or entitlement to acquire any such capital stock or other ownership, partnership, joint venture or equity interest, in all cases, whether vested or unvested.
Equity Joint Venture Contract means the equity joint venture agreement relating to the China JV and entered into on June 5, 2018.
Equity Plan Participant has the meaning given to Participant under the Company Equity Plans.
Equity Plan Payments means any and all cash payments payable in connection with the Transactions for the cash settlement of Awards on the basis that all Awards are subject to fifty percent (50%) vesting on Closing, including amounts payable in connection with any gross-up cash payments to Equity Plan Participants related to the amending and cash settlement of the Company Equity Plans contemplated by Section 6.11, and the employer portion of any related payroll taxes, national insurance, social security (or similar) contributions or levies with respect thereto.
ERISA means the Employee Retirement Income Security Act of 1974, as amended.
ERISA Affiliate means any trade or business (whether or not incorporated) that is treated as a single employer with the Company or any of its Subsidiaries within the meaning of Section 414 of the Code (whether or not such trade or business is incorporated or located in the U.S.).