Definitions and Construction Contract Clauses (496)

Grouped Into 7 Collections of Similar Clauses From Business Contracts

This page contains Definitions and Construction clauses in business contracts and legal agreements. We have organized these clauses into groups of similarly worded clauses.
Definitions and Construction. 1.1 Definitions. As used in this Agreement, all capitalized terms shall have the definitions set forth on Exhibit A. Any term used in the Code and not defined herein shall have the meaning given to the term in the Code. 1.2 Accounting Terms. Any accounting term not specifically defined on Exhibit A shall be construed in accordance with GAAP and all calculations shall be made in accordance with GAAP. The term "financial statements" shall include the accompanying notes and schedules.
Found in Berkeley Lights, Inc. contract
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Definitions and Construction. 1.1 Definitions. As used in this Agreement, all capitalized terms shall have the definitions set forth on Exhibit A. Any term used in the Code and not defined herein shall have the meaning given to the term in the Code. 1.2 Accounting Terms. Any accounting term not specifically defined on Exhibit A shall be construed in accordance with GAAP and all calculations shall be made in accordance with GAAP. GAAP (except for non-compliance with FAS 123R in monthly reporting). The term "financial statemen...ts" shall include the accompanying notes and schedules. View More
Found in Cirius Therapeutics, Inc. contract
Definitions and Construction. 1.1 Definitions. As used in this Agreement, all capitalized terms shall have the definitions set forth on Exhibit A. Any term used in the Code and not defined herein shall have the meaning given to the term in the Code. 1.2 Accounting Terms. Any accounting term not specifically defined on Exhibit A shall be construed in accordance with GAAP and all calculations shall be made in accordance with GAAP. GAAP (except for non-compliance with FAS 123R in monthly reporting). The term "financial statemen...ts" shall include the accompanying notes and schedules. View More
Found in TheRealReal, Inc. contract
Definitions and Construction. 1.1 Definitions. As used in this Agreement, all capitalized terms shall have the definitions set forth on Exhibit A. Any term used in the Code and not defined herein shall have the meaning given to the term in the Code. 1.2 Accounting Terms. Any accounting term not specifically defined on Exhibit A shall be construed in accordance with GAAP and all calculations shall be made in accordance with GAAP. GAAP (except for non-compliance with FAS 123R in monthly reporting). The term "financial statemen...ts" shall include the accompanying notes and schedules. View More
Found in Allena Pharmaceuticals, Inc. contract
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Definitions and Construction. 1.1Definitions. Unless otherwise defined herein, capitalized terms shall have the meanings assigned to such terms in the Grant Notice or the Plan. 1.2Construction. Captions and titles contained herein are for convenience only and shall not affect the meaning or interpretation of any provision of this Agreement. Except when otherwise indicated by the context, the singular shall include the plural and the plural shall include the singular. Use of the term "or" is not intended to be exclusive, unle...ss the context clearly requires otherwise. View More
Found in Quotient Technology Inc. contract
Definitions and Construction. 1.1Definitions. 1.1 Definitions. Unless otherwise defined herein, capitalized terms shall have the meanings assigned to such terms in the Notice of Grant Notice (including any Superseding Agreement) or the Plan. 1.2Construction. 1.2 Construction. Captions and titles contained herein are for convenience only and shall not affect the meaning or interpretation of any provision of this Option Agreement. Except when otherwise indicated by the context, the singular shall include the plural and the plu...ral shall include the singular. Use of the term "or" is not intended to be exclusive, unless the context clearly requires otherwise. View More
Found in pdvWireless, Inc. contract
Definitions and Construction. 1.1Definitions. 1.1 Definitions. Unless otherwise defined herein, capitalized terms shall have the meanings assigned to such terms in the Grant Notice or the Plan. 1.2Construction. Swedish Sub-Plan. 1.2 Construction. Captions and titles contained herein are for convenience only and shall not affect the meaning or interpretation of any provision of this Stock Option Agreement. Except when otherwise indicated by the context, the singular shall include the plural and the plural shall include the si...ngular. Use of the term "or" is not intended to be exclusive, unless the context clearly requires otherwise. View More
Found in Neonode Inc. contract
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Definitions and Construction. 2.2Construction. 4.1Equity Awards – Not Assumed or Substituted. 4.2Equity Awards – Assumed or Substituted. 4.3Effect On Equity Award Agreements. 5.1Accrued Obligations. 5.2Severance Benefits. 5.3Indemnification; Insurance.
Found in Extreme Networks, Inc. contract
Definitions and Construction. 2.2Construction. 4.1Equity Awards – Not Assumed or Substituted. 4.2Equity Awards – Assumed or Substituted. 4.3Effect On Equity Award Agreements. 5.1Accrued Obligations. 5.2Severance Benefits. 5.3Indemnification; Insurance.
Found in Extreme Networks, Inc. contract
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Definitions and Construction. 1.1 Definitions. As used in this Agreement, all capitalized terms shall have the definitions set forth on Exhibit A. Any term used in the Code and not defined herein shall have the meaning given to the term in the Code. 1.2 Accounting Terms. Any accounting term not specifically defined on Exhibit A shall be construed in accordance with GAAP and all calculations shall be made in accordance with GAAP (except for (i) non-compliance with FAS 123R in monthly reporting, (ii) with respect to unaudited ...financial statements for the absence of footnotes, and (iii) Borrower's recognition of revenue from product sales on the shipment date rather than the arrival date). If at any time any change in GAAP would affect the computation of any financial ratio or covenant requirement set forth in any Loan Document, and either Borrower or Bank shall so request, Borrower and Bank shall negotiate in good faith to amend such ratio or covenant requirement to preserve the original intent thereof in light of such change in GAAP; provided, further, that, until so amended, (a) such ratio or covenant requirement shall continue to be computed in accordance with GAAP prior to such change therein and (b) Borrower shall provide Bank financial statements and other documents required under this Agreement or as reasonably requested hereunder setting forth a reconciliation between calculations of such ratio or requirement made before and after giving effect to such change in GAAP; provided, further, that any obligation of a Person under a lease (whether existing now or in the future) that is not or would not be a capital lease obligation under GAAP as in effect on the date of this Agreement shall not be treated as a capital lease obligation solely as a result of the adoption of changes in GAAP. The term "financial statements" shall include the accompanying notes and schedules. View More
Found in Casper Sleep Inc. contract
Definitions and Construction. 1.1 Definitions. As used in this Agreement, all capitalized terms shall have the definitions set forth on Exhibit A. Any term used in the Code and not defined herein shall have the meaning given to the term in the Code. 1.2 Accounting Terms. Any accounting term not specifically defined on Exhibit A shall be construed in accordance with GAAP and all calculations shall be made in accordance with GAAP (except for (i) non-compliance with FAS 123R GAAP. The term "financial statements" shall include t...he accompanying notes and schedules. All accounting terms not specifically or completely defined on Exhibit A hereto shall be construed in monthly reporting, (ii) with respect conformity with, and all financial data (including financial ratios and other financial calculations) required to unaudited financial statements for the absence of footnotes, and (iii) Borrower's recognition of revenue from product sales on the shipment date rather than the arrival date). be submitted pursuant to this Agreement shall be prepared in conformity with, GAAP, except as otherwise specifically prescribed herein. If at any time any change (or implementation of a previously agreed upon change) in GAAP would affect the computation of any financial ratio or requirement (including any negative covenant requirement "basket") set forth in any Loan Document, and either Borrower or Borrowers shall request, Bank shall so request, Borrower and Bank Borrowers shall negotiate in good faith to amend such ratio or covenant requirement to preserve the original intent thereof in light of such change in GAAP; provided, further, that, that until so amended, (a) (i) such ratio or covenant requirement shall continue to be computed in accordance with GAAP prior to such change therein therein, and (b) Borrower (ii) Borrowers shall provide to Bank financial statements and other documents required under this Agreement or as reasonably requested hereunder setting forth a reconciliation between calculations of such ratio or requirement made before and after giving effect to such change in GAAP; provided, further, that any obligation of a Person under a lease (whether existing now or in the future) that is not or would not be a capital lease obligation under GAAP as in effect on the date of this Agreement shall not be treated as a capital lease obligation solely as a result of the adoption of changes in GAAP. The term "financial statements" shall include the accompanying notes and schedules. View More
Found in Interpace Diagnostics Group, Inc. contract
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Definitions and Construction. 1.1 Defined Terms. 2.1 Grant of Option. 2.2 Exercise Price. 2.3 Tax Status of Option.
Found in PDL BIOPHARMA, INC. contract
Definitions and Construction. 1.1 Non-Plan Grant; Incorporation of Terms of Plan. 1.3 Defined Terms. 2.1 Grant of Option. 2.2 Exercise Price. 2.3 Tax Status of Option.
Found in PDL BIOPHARMA, INC. contract
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Definitions and Construction. 3.4 Committee Complying with Section 162(m). 4.2 Adjustments for Changes in Capital Structure. 6.3 Payment of Exercise Price. 8.5 Vesting; Restrictions on Transfer; Deferral. 8.6 Voting Rights; Dividends and Distributions. 8.7 Effect of Termination of Service. 9.5 Settlement of Performance Awards. 10.3 Performance Goals Based on Performance Measures. 11.3 Clawback/Recovery. 12.3 In the event of a Change of Control, the surviving, continuing, successor, or purchasing entity or parent thereof, as ...the case may be (the "Acquiror"), may, without the consent of any Participant, either assume the Company's rights and obligations under outstanding Awards or substitute for outstanding Awards substantially equivalent equity awards for the Acquiror's stock. 16.7 Unfunded Obligation. 1.3 Term of Plan. View More
Found in Adobe contract
Definitions and Construction. 3.4 Committee Complying with Section 162(m). 4.2 Adjustments for Changes in Capital Structure. 6.3 Payment of Exercise Price. 8.5 Vesting; Restrictions on Transfer; Deferral. 8.6 Voting Rights; Dividends and Distributions. 8.7 Effect of Termination of Service. 9.5 Settlement of Performance Awards. 10.3 Performance Goals Based on Performance Measures. 11.3 Clawback/Recovery. 12.3 In the event of a Change of Control, the surviving, continuing, successor, or purchasing entity or parent thereof, as ...the case may be (the "Acquiror"), may, without the consent of any Participant, either assume the Company's rights and obligations under outstanding Awards or substitute for outstanding Awards substantially equivalent equity awards for the Acquiror's stock. 16.7 Unfunded Obligation. 1.3 Term of Plan. View More
Found in Adobe contract
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Definitions and Construction. 1.1 Definitions. Unless otherwise defined herein, capitalized terms shall have the meanings assigned to such terms in the Grant Notice or the Plan. (a) "Dividend Equivalent Units" mean additional Restricted Stock Units credited pursuant to Section 3.3. (b) "Units" mean the Restricted Stock Units originally granted pursuant to the Award and the Dividend Equivalent Units credited pursuant to the Award, as both shall be adjusted from time to time pursuant to Section 9. 1.2 Construction. Captions an...d titles contained herein are for convenience only and shall not affect the meaning or interpretation of any provision of this Agreement. Except when otherwise indicated by the context, the singular shall include the plural and the plural shall include the singular. Use of the term "or" is not intended to be exclusive, unless the context clearly requires otherwise. View More
Found in MAGNACHIP SEMICONDUCTOR Corp contract
Definitions and Construction. 1.1 Definitions. Unless otherwise defined herein, capitalized terms shall have the meanings assigned to such terms in the Grant Notice or the Plan. (a) "Dividend Equivalent Units" mean additional Restricted Stock Units credited pursuant to the Dividend Equivalent Right described in Section 3.3. (b) "Units" mean means the Restricted Stock Units originally granted pursuant to the Award and the Dividend Equivalent Units credited pursuant to the Award, as both shall be adjusted from time to time pur...suant to Section 9. 1.2 8.1.2 Construction. Captions and titles contained herein are for convenience only and shall not affect the meaning or interpretation of any provision of this Agreement. Except when otherwise indicated by the context, the singular shall include the plural and the plural shall include the singular. Use of the term "or" is not intended to be exclusive, unless the context clearly requires otherwise. otherwise.2. ADMINISTRATION.2.1 Award Administration. All questions of interpretation concerning the Grant Notice, this Agreement and the Plan shall be determined by the Committee. All determinations by the Committee shall be final and binding upon all persons having an interest in the Award. Any executive officer of the Company shall have the authority to act on behalf of the Company with respect to any matter, right, obligation, or election which is the responsibility of or which is allocated to the Company herein, provided such executive officer has apparent authority with respect to such matter, right, obligation, or election. The Company intends that the Award comply with, or be exempt from, Section 409A (including any amendments or replacements of such section), and the provisions of this Agreement shall be construed and administered in a manner consistent with this intent. View More
Found in lululemon athletica inc. contract
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