Privacy and Security Laws means all Laws regarding the Processing of Personal Information and data breach notification.
Proceeding means any proceeding, claim, action, cause of action, demand, suit, arbitration, mediation, inquiry, audit, notice of violation, litigation, summons, governmental order, lien, settlement, judgment, encumbrance, fine, award, subpoena or investigation of any nature, civil, criminal, administrative, regulatory or otherwise, whether in law or in equity and, with respect to intellectual property rights, any (a) opposition, cancellation, interference, reexamination, review or other proceeding, (b) investigation or other challenge or (c) offer to take a license.
Processing means processing, collecting, accessing, using, disclosing, transmitting, securing, sharing, retaining, destroying, transferring (including cross-border) and storing.
Release means any actual or threatened spilling, leaking, pumping, pouring, releasing, emitting, emptying, discharging, injecting, escaping, leaching, dumping, disposing, depositing, dispersing, leaching or migrating of any Hazardous Substance into or through the environment or any man-made structure.
Restricted Party List means OFACs List of Specially Designated Nationals and Blocked Persons, OFACs Consolidated Sanctions List, BISs Entity List, BISs Denied Persons List, BISs Unverified List, the Consolidated List of Financial Sanctions Targets Maintained by Her Majestys Treasury, the Consolidated List of Persons and Entities subject to Financial Sanctions maintained by the European Commission, and any similar list maintained by, or public announcement of order of a Sanctions designation made by, any relevant Governmental Entities, each as amended, supplemented or substituted from time to time.
Rights means the rights attached to the Shares issued pursuant to the Rights Agreement.
Rights Agreement means the First Amended and Restated Rights Agreement, dated as of August 20, 2015, between the Company and American Stock Transfer & Trust Company, as Rights Agent, as amended.
Sanctioned Country means any country or territory that is, or whose government is, the target of comprehensive, country-wide or territory wide Sanctions (which as of this date includes the Crimea region of Ukraine, Cuba, Iran, North Korea, and Syria).
Sanctioned Person means any Person that is (i) listed on, or directly or indirectly owned or controlled by, one or more Persons listed on or subject to any Restricted Party List, as set forth in the applicable Restricted Party List; (ii) resident, located in, organized under the laws of, or directly or indirectly owned or controlled by a Person that is resident, located in, or organized under the laws of a Sanctioned Country; (iii) a government or agency of, or directly or indirectly owned or controlled by, a Sanctioned Country; or (iv) a target of Sanctions or with whom a Person subject to the jurisdiction of a Governmental Entity would be prohibited or restricted by that Governmental Entity from directly or indirectly engaging in trade, business or other activities.