The Agreement contains termination rights, including a right for either party to terminate the Agreement if the closing shall not have occurred on or before July 1, 2018, subject to certain conditions. Consummation of the transaction is also subject to various conditions, including receipt of governmental approvals and other customary closing conditions. The Agreement contains customary representations, warranties, covenants and indemnities, including a covenant requiring us to use our reasonable best efforts to obtain debt financing for the transaction in accordance with the terms of a commitment letter for a $120.0 million revolving credit facility. pursuant to which we will acquire all of the issued and outstanding capital stock of Mozy, a provider of online, data and computer backup software, and certain related business assets owned by EMC or its affiliates, for a purchase price of $145.8 million in cash, subject to potential adjustments for working capital. On February 12, 2018, we entered into a definitive and binding Master Acquisition Agreement ("Agreement") with EMC Corporation (“EMC”), Mozy, Inc. In addition, we have 67 issued patents and pending applications worldwide that cover both our technical infrastructure and our key usability and design concepts. Get it back”, “Because Your Life is On Your Computer” Logo, "Carbonite" and the Green Dot Logo, Carbonite Lock Logo, the Z logo and Chinese character representations for Carbonite. ![]() and/or other countries, including but not limited to “Carbonite The Better Backup Plan”, “Back it up. Carbonite also has additional registrations and/or pending applications for additional marks in the U.S. The Carbonite trademark is subject to registrations covering over 40 countries. in numerous countries throughout the world. Carbonite, the Carbonite Logo, MAILSTORE, DOUBLETAKE and EVAULT, as well as other marks, are registered trademarks of Carbonite, Inc. To protect our intellectual property, we rely on a combination of trademark, patent, copyright, and trade secret laws, as well as confidentiality procedures and contractual restrictions. Our success therefore depends on our ability to protect our technologies and intellectual property, which allows us to move and store vast amounts of customer data. We believe the strength of our brand and the functionality of our software help differentiate us from our competitors. ![]() These risks include, but are not limited to, those set forth under Item 1A of this Annual Report. Forward-looking statements are based on information available at the time those statements are made and/or management’s good faith belief as of that time with respect to future events, and are subject to risks and uncertainties that could cause actual performance or results to differ materially from those expressed in or suggested by the forward-looking statements. Forward-looking statements should not be read as a guarantee of future performance or results, and will not necessarily be accurate indications of the times at or by which such performance or results will be achieved. We have based these forward-looking statements on our current expectations and projections about future events and financial trends affecting the financial condition of our business. In light of risks and uncertainties discussed in this Annual Report, the forward-looking events and circumstances discussed in this Annual Report may not occur and actual results could differ materially from those anticipated or implied in the forward-looking statements. The words “believe,” “may,” “will,” “estimate,” “continue,” “anticipate,” “intend,” “expect,” “predict,” “potential,” and similar expressions, as well as the negatives thereof, as they relate to us, our business, our management, and our industry, are intended to identify forward-looking statements. This Annual Report on Form 10-K (this "Annual Report"), including the sections entitled “Business,” “Risk Factors,” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations,” includes forward-looking statements.
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