M&A Boot Camp booklet 2023 - Flipbook - Page 150
Company Employee Plan. “Company Employee Plan” shall mean any plan, program, policy, practice, Contract or other arrangement providing for
compensation, severance, termination pay, deferred compensation, performance awards, stock or stock-related awards, fringe benefits or other
employee benefits or remuneration of any kind, whether written, unwritten or otherwise, funded or unfunded, that is or has been maintained,
contributed to, or required to be contributed to, by the Company for the benefit of any Company Employee, or with respect to which the Company
has or may have any liability or obligation, excluding any Company Employee Agreement.
Company IP. “Company IP” shall mean all Intellectual Property and Intellectual Property Rights in which the Company has (or purports to have) an
ownership interest or an exclusive license or similar exclusive right.
Company IP Contract. “Company IP Contract” shall mean any Contract to which the Company is or was a party or by which the Company is or
was bound, that contains any assignment or license of, or any covenant not to assert or enforce, any Intellectual Property Right or that otherwise
relates to any Company IP or any Intellectual Property developed by, with or for the Company.
Company Option. “Company Option” shall mean each option to purchase shares of Company Capital Stock (or exercisable for cash) outstanding
under the Company Option Plan or otherwise.
Company Option Plan. “Company Option Plan” shall mean the Company’s 2000 Stock Option Plan.
Company Preferred Stock. “Company Preferred Stock” shall mean the shares of Series A Preferred Stock, Series B Preferred Stock, Series C
Preferred Stock and Series D Preferred Stock, each having a par value of $0.0001 per share.
Company Privacy Policy. “Company Privacy Policy” shall mean each external or internal, past or present privacy policy of the Company, including
any policy relating to: (a) the privacy of users of any Company Website; (b) the collection, storage, disclosure, and transfer of any User Data or
Personal Data; and (c) any employee Personal Data.
Company Transaction Expenses. “Company Transaction Expenses” shall mean all fees, costs, expenses, payments, expenditures or Liabilities of
the Company (including those described in Section 10.3 of the Agreement), whether incurred prior to the date of the Agreement, during the PreClosing Period or at the Effective Time, and whether or not invoiced prior to the Effective Time, that relate to the Agreement, any of the
transactions contemplated by the Agreement, including any fees, costs or expenses payable to the Company’s outside legal counsel or to any
financial advisor, accountant or other Person who performed services for or on behalf of the Company, or who is otherwise entitled to any
compensation from the Company, in connection with the Agreement, any of the transactions contemplated by the Agreement and the process
resulting in such transactions.
Company Warrant. “Company Warrant” shall mean each warrant to purchase shares of Company Capital Stock (or exercisable for cash).
Company Website. “Company Website” shall mean the website operated by the Company at http://www.mazunetworks.com.