Affiliate of any Person means another Person that
directly or indirectly, through one or more intermediaries, controls, is controlled by, or is under common control with, such first Person.
Anti-Corruption Law means U.S. Foreign Corrupt Practices Act of 1977, the U.K. Bribery Act 2010, and
similar anti-bribery and anticorruption laws applicable to the parties and their Subsidiaries.
Business
Day means any day other than (i) a Saturday or a Sunday or (ii) a day on which banking and savings and loan institutions are authorized or required by Law to be closed in New York City, United States, or Tel Aviv, Israel.
Capital Stock means any and all shares, interests, voting securities, participations, rights or other
equivalents, however designated, and including common or preferred securities.
Cash Consideration
means the total aggregate cash consideration payable pursuant to Section 1.5(b) with respect to the Mixed Electing Shares and the Cash Electing Shares.
control, controlled and controlling means the possession, directly or
indirectly, of the power to direct the management and policies of a Person whether through the ownership of voting securities, contract or otherwise.
Conversion Rate has the meaning ascribed to such term in the Trident Indenture as in effect on the date
hereof.
COVID-19 means SARS-CoV-2 or COVID-19, and any evolutions thereof or related or associated epidemics, pandemic or disease outbreaks.
COVID-19 Measures means any quarantine, shelter in
place, stay at home, social distancing, or similar requirements of any Governmental Entity, in connection with or in response to COVID-19 and any mutations or variations thereof.
Data Protection Laws means any applicable Laws relating to the Processing of data, data privacy, data
security, data breach notification, and the cross-border transfer of Personal Data.
Environmental
Claim means any administrative, regulatory or judicial actions, suits, orders, demands, directives, claims, liens, investigations, proceedings or written or oral notices of noncompliance, violation, liability or obligation, by or from any
Person alleging liability of whatever kind or nature arising out of, based on or resulting from (a) the presence or Release of, or exposure to, any Hazardous Materials at any location; or (b) any Environmental Law or any Permit issued
pursuant to Environmental Law.
Environmental Laws means any and all international, federal, state,
local or foreign Laws, statutes, ordinances, regulations, treaties, policies, guidance, rules, judgments, orders, writs, court decisions or rule of common law, stipulations, injunctions, consent decrees, permits, restrictions and licenses, which
(a) regulate or relate to the protection or clean up of the environment; the use, treatment, storage, transportation, handling, disposal or Release of Hazardous Materials, the preservation or protection of soils, subsoils, waterways,
groundwater, drinking water, air, wildlife, plants or other natural resources; or the health and safety of persons
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