Landlord means each landlord or other applicable counterparty under a
Company Property Lease.
Law means any applicable and binding federal, state, local, municipal, foreign, supranational
or other law, statute, constitution, principle of common law, resolution, ordinance, code, edict, decree, proclamation, treaty, convention, rule, regulation, ruling, directive, pronouncement, requirement, specification, determination, decision,
opinion, guidance or interpretation issued, enacted, adopted, passed, approved, promulgated, made, implemented or otherwise put into effect by or under the authority of any Governmental Authority (or under the authority of the NYSE) and any Orders.
Leased Real Property means all real property in which the Company or any of its Subsidiaries has any interest as
lessee, sublessee or licensee.
Legal Demerger shall mean the legal demerger (juridische splitsing) as referred
to in the Legal Demerger Proposal.
Legal Demerger Proposal means the proposal for a Dutch legal demerger
(juridische splitsing) as a result of which SplitCo acquires the Companys assets by universal succession of title subject to the provisions in the legal demerger proposal, together with the explanation to such proposal, substantially in
the form set forth in Exhibit D attached hereto, with such changes as may be agreed by Buyer or its Affiliate party thereto and the Company.
Legal Demerger Resolutions shall have the meaning set forth in Section 2.04(a)(iii).
Legal Merger shall have the meaning set forth in Section 2.04(a)(ii).
Legal Merger Proposal means the proposal for a Dutch triangular legal merger (juridische driehoeksfusie) between the
Allotting Entity, the Allotting Entity Sub and the Company, together with the explanation to such proposal, substantially in the form set forth in Exhibit B attached hereto, with such changes as may be agreed by Buyer or its Affiliate party thereto
and the Company.
Legal Merger Resolutions means the resolutions described in
Section 2.04(a)(ii).
Legal Restraints shall have the meaning set forth in paragraph
(C) of ANNEX I.
Liability shall have the meaning set forth in
Section 3.12(a).
Lien means any mortgage, lien (statutory or otherwise), pledge, security
interest, hypothecation, claim, charge, deed of trust, option, right of first offer or refusal or other similar preemptive right or restriction on transfer, charge, title defect, encroachment or other survey defect, easement or other encumbrance, or
zoning rule or restriction in respect of any property or asset (including any restriction on the voting or transfer of any security).
Liquidation shall have the meaning set forth in Section 2.05(b).
Liquidation Resolutions means the resolutions described in Section 2.04(a)(v).
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