Determination Notice. Determination Notice is defined in Section 6.1(b)(i).
DGCL. DGCL shall mean the Delaware General Corporation Law, as amended.
Dissenting Shares. Dissenting Shares is defined in Section 2.7.
DOJ. DOJ shall mean the U.S. Department of Justice.
Effective Time. Effective Time is defined in Section 2.3(b).
Employee Plan. Employee Plan shall mean any salary, bonus, vacation, deferred compensation, incentive compensation, stock purchase, equity or equity-based, severance pay, termination pay, death and disability benefits, hospitalization, medical, life or other insurance, flexible benefits, supplemental unemployment benefits, profit-sharing, pension or retirement plan, policy, program, agreement or arrangement and each other employee benefit plan (as such term is defined in Section 3(3) of ERISA), or arrangement sponsored, maintained, contributed to or required to be contributed to by the Company or with respect to which the Company has any direct or indirect present or future liability (excluding equity grant notices and related documentation, at will employment offer letters entered into in the ordinary course of business, termination or severance agreements for non-officer employees, agreements with consultants entered into in the ordinary course of business, workers compensation, unemployment compensation and other government programs).
Encumbrance. Encumbrance shall mean any lien, pledge, hypothecation, charge, mortgage, security interest, encumbrance, claim, infringement, interference, option, right of first refusal, preemptive right, community property interest or other similar restriction (including any restriction on the voting of any security, any restriction on the transfer of any security or other asset, any restriction on the receipt of any income derived from any asset, any restriction on the use of any asset and any restriction on the possession, exercise or transfer of any other attribute of ownership of any asset).
End Date. End Date is defined in Section 8.1(d).
Entity. Entity shall mean any corporation (including any non-profit corporation), general partnership, limited partnership, limited liability partnership, joint venture, estate, trust, company (including any company limited by shares, limited liability company or joint stock company), firm, society or other enterprise, association, organization or entity.
Environmental Law. Environmental Law shall mean any federal, state, local or foreign Legal Requirement relating to pollution or protection of human health, worker health or the environment (including ambient air, surface water, ground water, land surface or subsurface strata), including any law or regulation relating to emissions, discharges, releases or threatened releases of Hazardous Materials, or otherwise relating to the manufacture, processing, distribution, use, treatment, storage, disposal, transport or handling of Hazardous Materials.
ERISA. ERISA shall mean the Employee Retirement Income Security Act of 1974, as amended.