Frontier Airlines 2008 Annual Report Download - page 119

“Initial Pledged Equity” means the shares of stock and other Equity Interests set forth opposite each Loan Party’s name on and as
otherwise described in Schedule I.
“Initial Reimbursement Agreement” has the meaning set forth in the preliminary statements hereto.
“Initial Term Loans” has the meaning set forth in the preliminary statements hereto.
“Intellectual Property Security Agreement” has the meaning specified in Section 4.01(a)(iv).
“Interest Payment Date” means the last Business Day of each month and the Maturity Date.
“Investment” means, as to any Person, any direct or indirect acquisition or investment by such Person, whether by means of (a) the
purchase or other acquisition of Equity Interests or other securities of another Person, (b) a loan, advance or capital contribution to,
Guarantee or assumption of debt of, or purchase or other acquisition of any other debt or equity participation or interest in, another
Person, including any partnership or joint venture interest in such other Person and any arrangement pursuant to which the investor
incurs debt of the type referred to in clause (h) of the definition of “Indebtedness” set forth in this Section 1.01 in respect of such
Person, or (c) the purchase or other acquisition (in one transaction or a series of transactions) of assets of another Person that
constitute a business unit or all or a substantial part of the business of, such Person.
“IP Security Agreement Supplements” has the meaning specified in Section 10.01(f)(vi).
“IRS” means the United States Internal Revenue Service.
“Laws” means, collectively, all international, foreign, Federal, state and local statutes, treaties, rules, guidelines, regulations,
ordinances, codes and administrative or judicial precedents or authorities, including the interpretation or administration thereof by any
Governmental Authority charged with the enforcement, interpretation or administration thereof, and all applicable administrative
orders, directed duties, requests, licenses, authorizations and permits of, any Governmental Authority, in each case whether or not
having the force of law.
“Lender” has the meaning specified in the introductory paragraph hereto.
“Lender Make Whole” means the quotient (expressed as a percentage, carried out to the ninth decimal place) of (x) the aggregate
principal amount of Term Loans (not to exceed $50,000,000) as of any date of determination over (y) the aggregate amount of all
Reimbursement Obligations (not to exceed $10,000,000) as of such date of determination. For purposes of the calculation of the
amount of Reimbursement Obligations outstanding under this definition, the aggregate principal amount of the Reimbursement
Obligations outstanding at such time shall be (A) the sum of (i) the undrawn face amount of the “Letter of Credit” (as such term is
defined in the Reimbursement Agreement) and (ii) the principal amount of the Reimbursement Obligations then outstanding, to the
extent such Letter of Credit has been drawn, less (B) the sum (without duplication) of (i) the amount of any portion thereof that has
been cash collateralized pursuant to this Agreement or the Reimbursement Agreement and (ii) the amount of funds on deposit in the
Reimbursement Obligation Collateral Account at such time.
“Lien” means any mortgage, pledge, hypothecation, assignment, deposit arrangement, encumbrance, lien (statutory or other),
charge, or preference, priority or other security interest or preferential arrangement of any kind or nature whatsoever intended for
security (including any conditional sale or other title retention agreement, any easement, right of way or other encumbrance on title to
real property, and any financing lease having substantially the same economic effect as any of the foregoing).
“Loan Documents” means, collectively, (a) this Agreement, (b) the Term Notes and (c) the Collateral Documents.
“Loan Notice” means a notice of a Term Borrowing.
“Loan Parties” means, collectively, the Borrower and each Guarantor.
“Material Adverse Effect” means (a) a material adverse effect upon the business, condition (financial or otherwise), operations,
performance, properties or prospects of the Loan Parties taken as a whole; (b) a material impairment of the rights and remedies of the
Administrative Agent, the Collateral Agent or any Lender under any Loan Document, or of the ability of any Loan Party to perform its
obligations under any Loan Document to which it is a party; (c) a material adverse effect upon the legality, validity, binding effect or
enforceability against any Loan Party of any Loan Document to which it is a party; or (d) a material impairment of the Collateral.
“Maturity Date” means the earliest of (a) the one year anniversary of the Initial Closing Date, (b) the date of termination in whole
of the Term Commitment in accordance with Section 8.02 and (c) the acceleration of the maturity of the Term Loans in accordance
with Section 8.02.
“Milestone Achievement Date” means the first date on which all of the conditions precedent set forth in Section 4.02 are satisfied or
waived.
“Midwest Air LLC Agreement” means the Amended and Restated Limited Liability Company Agreement of Midwest Air Partners,
LLC.
Source: REPUBLIC AIRWAYS HOLDINGS INC, 10-K, March 16, 2009 Powered by Morningstar® Document Research℠