Definitions

Definitions. 1. Definition 18 9.2 Obligations 18 9.3 Permitted Disclosures 19 9.4 Exclusions 19 9.5 Loss of Confidential Information 20 9.6 Period of Confidentiality 20 9.7 Return of Confidential Information 20 10. Intellectual Property Rights 20 10.1 Definitions 20 10.2 Ownership 21 10.3 License to Course Materials 22 10.4 License to Other University Intellectual Property 23 10.5 License to University Marks 23 10.6 Reservation of Rights 23 10.7 Domain Names; Additional Trademarks 23 10.8 Restrictions on... Trademark Usage 23 10.9 Quality Control 24 10.10 License to Provider Intellectual Property 25 10.11 Licenses to Plans and Plan Information 25 10.12 No Additional Rights 25 10.13 Aggregated Data Sets 25 View More

Definitions. All capitalized terms used but not defined herein shall have the meanings given to such terms in Appendix A to the Master Indenture or the Indenture Supplement, as applicable. The following capitalized terms shall have the following meanings:

Definitions. As used in this Agreement, each of the terms defined in the opening paragraph and the Recitals above shall have the meanings assigned to such terms therein. Each term defined in the Indenture and used herein (including in the opening paragraph and the Recitals above) without definition shall have the meaning assigned to such term in the Indenture unless expressly provided to the contrary. Article, Section, Schedule and Exhibit references are to Articles and Sections of and Schedules and... Exhibits to the Indenture, unless otherwise specified. The words "hereof", "herein" and "hereunder" and words of similar import when used in this Agreement shall refer to this Agreement as a whole and not to any particular provision of this Agreement. The term "including" means "including, without limitation". Paragraph headings have been inserted in this Agreement as a matter of convenience for reference only and it is agreed that such paragraph headings are not a part of this Agreement and shall not be used in the interpretation of any provision of this Agreement. View More

Definitions. Except as otherwise defined in this Agreement, capitalized terms used in this Agreement and not otherwise defined in this Agreement shall have the meanings ascribed to such respective terms in the NPA or, if not defined therein, shall have the meanings ascribed to such respective terms in the applicable Convertible Note(s).

Definitions. Any capitalized term not otherwise defined herein shall have the meaning set forth for such term in the Base Warrant Confirmation or the Additional Warrant Confirmation, as the case may be.

Definitions. Capitalized terms used in this Amendment but not otherwise defined herein or in Exhibit A shall have the meanings assigned to such terms in the Subordination Agreement. Capitalized terms used in Exhibit A that are also used in the Subordination Agreement shall supplement (but not replace) the defined terms in the Subordination Agreement with respect to Affected Loans, unless otherwise stated therein.

Definitions. All capitalized terms used but not defined in this Fifth Amendment will have the meanings set forth for such terms in the Lease.

Definitions. In this Agreement the following expressions shall have the following meanings: "Amended Revolving Facility Agreement" means the Revolving Facility Agreement, as amended by this Agreement. "Secured Obligations" has the meaning given to that term in the Intercreditor Agreement.

Definitions. Capitalized terms used herein without definition shall have the meanings assigned to them in the Plan, as in effect on the Date of Grant. Notwithstanding the foregoing, the following capitalized terms shall have the following definitions for purposes of this Award Agreement:(a) "Retirement" shall mean the Participant's Voluntary Resignation on or after attaining age 60 and completion of at least 10 years of service. (b) "Termination Under Limited Circumstances" shall mean the... Participant's termination of employment with Key wherein all of the following events occur: (1) the Participant's employment with Key terminates under circumstances in which the Participant becomes entitled to receive either: (i) a severance payment under the KeyCorp Separation Pay Plan as in effect at the time of the Participant's Employment Termination Date, or (ii) salary continuation benefits under the terms and conditions of an employment separation or letter agreement with Key, including, without limitation, a Change of Control Agreement; (2) Participant executes and delivers to Key, within 50 calendar days after the termination of Participant's employment, a release of claims in a form provided by Key; and (3) such release of claims becomes effective and irrevocable in accordance with its terms. View More

Definitions. For purposes of determining the Performance Multiplier Percentage, the following terms shall have the meanings indicated: (a) "Index" means the Russell 2000 Index. (b) "TSR" or "Total Shareholder Return" for the Company or the Index during the Performance Period means the cumulative total return during the Performance Period on the Company's Stock or a deemed investment in the Index, as measured by the change in the price of a share of the Company's Stock or in the Index value, as the case may... be, from the beginning of the Performance Period to the end of the Performance Period and taking into account the assumed reinvestment of all dividends paid during the Performance Period, expressed as a percentage comparing such cumulative total return to the price of a share of the Company's Stock or the Index value, as the case may be, at the beginning of the Performance Period. Total Shareholder Return shall be calculated consistent with the following principles: (i) The Stock price or Index value at the beginning of the Performance Period will be the average closing sale price of the Stock (on the principal U.S. exchange) or average Index value (as reported in the Wall Street Journal) for the 20 trading days immediately preceding the first day of the Performance Period. (ii) The Stock price or Index value at the end of the Performance Period will be the average closing sale price of the Stock (on the principal U.S. exchange) or average Index value (as reported in the Wall Street Journal) for the last 20 trading days of the Performance Period. (c) "Performance Multiplier Percentage" or "PMP" means the percentage specified in the following table that corresponds to the TSR achieved by the Company during the Performance Period as compared to the TSR achieved by the Index during the Performance Period. If the comparison of Company TSR against Index TSR falls between the performance levels specified in the table, the corresponding Performance Multiplier Percentage will be determined by linear interpolation. If Company TSR is greater than Index TSR but is negative, the Performance Multiplier Percentage shall be capped at 100%.6 Company TSR as Compared to Index TSRPerformance Multiplier PercentageCompany TSR is more than 10 percentage points less than Index TSR0%Company TSR is 10 percentage points less than Index TSR40%Company TSR is equal to Index TSR80%Company TSR is 5 percentage points greater than Index TSR100%Company TSR is 30 percentage points greater than Index TSR200% 3. Rounding. In calculating the Performance Multiplier Percentage, percentages shall be rounded to the nearest one-tenth of one percent. In calculating the number of earned PSUs, the number of earned PSUs shall be rounded to the nearest whole unit. View More