Sanctions Laws has the meaning set forth in
Section 4.26(a).
Sarbanes-Oxley Act means the Sarbanes-Oxley Act of 2002.
SEC means the U.S. Securities and Exchange Commission.
Securities Act means the Securities Act of 1933, as amended.
Series A Preferred Stock has the meaning set forth in Section 4.5(a).
Software means computer software, programs, and databases (including development tools, library functions, and compilers)
in any form, including in or as Internet Web sites, web content, links, source code, object code, operating systems, database management code, utilities, graphical user interfaces, menus, images, icons, forms, methods of processing, software
engines, platforms, and data formats, together with all versions, updates, corrections, enhancements and modifications thereof, and all related specifications, documentation, developer notes, comments, and annotations.
Sponsor means Global Star Acquisition 1 LLC, a Delaware limited liability company.
Standard Contracts has the meaning set forth in the definition of IP Contracts.
Subsidiary means, with respect to any Person, each entity of which at least fifty percent (50%) of the capital stock or
other equity or voting securities are Controlled or owned, directly or indirectly, by such Person.
Surviving
Corporation has the meaning set forth in the recitals to this Agreement.
Tangible Personal Property means
all tangible personal property and interests therein, including machinery, computers and accessories, furniture, office equipment, communications equipment, automobiles, laboratory equipment and other equipment owned or leased by the Company and
other tangible property.
Tax Return means any return, information return, declaration, claim for refund of Taxes,
report or any similar statement, and any amendment thereto, including any attached schedule and supporting information, whether on a separate, consolidated, combined, unitary or other basis, that is filed or required to be filed with any Taxing
Authority in connection with the determination, assessment, collection or payment of a Tax or the administration of any Law relating to any Tax.
Tax(es) means any U.S. federal, state or local or non-U.S. taxes imposed by any
Taxing Authority including any income (net or gross), gross receipts, profits, windfall profit, sales, use, goods and services, ad valorem, franchise, license, withholding, employment, social security, workers compensation, unemployment
compensation, employment, payroll, transfer, excise, import, real property, escheat, personal property, intangible property, occupancy, recording, minimum, alternative minimum, and other taxes (including any governmental charge, fee, levy, or custom
duty imposed by an Authority that is the nature of a tax), together with any interest, penalty, additions to tax or additional amount imposed with respect thereto.
Taxing Authority means the IRS and any other Authority responsible for the collection, assessment or imposition of any Tax
or the administration of any Law relating to any Tax.
Terminating Company Breach has the meaning set forth in
Section 10.2(a).
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