Indemnity Escrow Amount means $15,000,000.
Information Statement has the meaning set forth in Section 5.3(c).
Intellectual Property means any and all (a) Trademarks; (b) Domain Names; (c) Trade Secrets; (d) technology, formulae, algorithms, procedures, processes, methods, techniques, ideas, creations, inventions, discoveries and improvements (whether patentable or unpatentable and whether or not reduced to practice); (e) technical, engineering, manufacturing, product, marketing, servicing, financial, supplier, personnel and other information and materials; (f) specifications, designs, models, devices, prototypes, schematics and development tools; (g) Works of Authorship; and (h) tangible embodiments of any of the foregoing, in any form or media whether or not specifically listed herein.
Intellectual Property Rights means any and all rights (anywhere in the world, statutory, common law or otherwise) relating to, arising from or associated with Intellectual Property, including (a) Patents; (b) Copyrights; (c) other rights with respect to software, including registrations thereof and applications therefor; (d) industrial design rights and registrations thereof and applications therefor; (e) rights with respect to Trademarks, and all registrations thereof and applications therefor; (f) rights with respect to Domain Names, including registrations thereof and applications therefor; (g) rights with respect to Trade Secrets, including rights to limit the use or disclosure thereof by any Person; and (h) any rights equivalent or similar to any of the foregoing.
IRS means the U.S. Internal Revenue Service.
ISU means the Investment Security Unit within the UK Department for Business, Energy and Industrial Strategy.
Knowledge of the Company, Companys Knowledge, and words of similar import mean, with respect to any fact or matter, the actual knowledge of any of the individuals identified in Section 1.1(b) of the Company Disclosure Schedule, after due inquiry of the responsible person as to the fact or matter in question.
Law or Laws means any law, statute, ordinance, rule, regulation, order, writ, judgment, code, edict, decree, Permit, ruling, requirement, injunction, decree or other constitution, legislation, principle of common law, resolution directive issued, enacted, adopted, implemented, promulgated, entered into, agreed or imposed or otherwise put into effect by any Governmental Entity.
Leased Real Property has the meaning set forth in Section 3.17(a).
Letter of Transmittal means a letter of transmittal in a form reasonably acceptable to Parent and the Company.
Liability means, with respect to any Person, any liability, debt, Tax, penalty, cost, expense or obligation of such Person of any kind, character or description, whether known or unknown, absolute or contingent, accrued or unaccrued, liquidated or unliquidated, secured or unsecured, joint or several, due or to become due, vested or unvested, executory, determined or determinable and whether or not the same is required to be accrued on the financial statements of such Person.
Loss Amounts has the meaning set forth in Section 8.1(c).