Frontier Airlines 2008 Annual Report Download - page 120

“Moody’s” means Moody’s Investors Service, Inc. and any successor thereto.
“Multiemployer Plan” means a multiemployer plan as defined in Section 4001(a)(3) of ERISA.
“Net Cash Proceeds” means:
(a) with respect to the sale of any asset by any Loan Party, the excess, if any, of (i) the sum of cash and Cash Equivalents
received in connection with such sale (including any cash or Cash Equivalents received by way of deferred payment pursuant to, or by
monetization of, a note receivable or otherwise, but only as and when so received) over (ii) the sum of (A) the principal amount of any
Indebtedness that is secured by such asset and that is required to be repaid in connection with the sale thereof (other than Indebtedness
under the Loan Documents), (B) the out-of-pocket expenses (including brokerage fees) actually incurred by such Loan Party in
connection with such sale and (C) taxes reasonably estimated by the Borrower to be actually payable within one year of the date of the
relevant asset sale in connection therewith documented in form and substance reasonably satisfactory to the Administrative Agent and
each Significant Lender; and
(b) with respect to the issuance of any capital stock or other Equity Interest by Loan Party or the issuance of any Indebtedness
by any Loan Party, the excess of (i) the sum of the cash and Cash Equivalents received in connection with such sale or issuance over
(ii) the underwriting discounts and commissions, and other out-of-pocket expenses, actually incurred by such Loan Party in
connection with such sale or issuance.
“Northwest” has the meaning set forth in the preliminary statements hereto.
“Northwest Parties” means, at any time, Northwest and each of Northwest’s successors and assignees pursuant to Section 12.07 of
the Reimbursement Agreement, to the extent that any such Person has any of the Reimbursement Obligations (whether contingent or
outstanding) at such time.
“NPL” means the National Priorities List under CERCLA.
“Obligations” means (i) all advances to, and debts, liabilities, obligations, performance obligations, covenants and duties of, any
Loan Party arising under any Loan Document or otherwise with respect to any Term Loan, whether direct or indirect (including those
acquired by assumption), absolute or contingent, due or to become due, now existing or hereafter arising and including interest and
fees that accrue (or would accrue but for the commencement of any case or proceeding under any Debtor Relief Law) after the
commencement by or against any Loan Party or any Affiliate thereof of any case or proceeding under any Debtor Relief Laws naming
such Person as the debtor in such case or proceeding, regardless of whether such interest and fees are allowed claims in such case or
proceeding and (ii) any Airline Service Agreement Obligations. Without limiting the generality of the foregoing, the Obligations of
the Loan Parties under the Loan Documents include (a) the obligation to pay principal, interest, charges, expenses, fees, attorneys’
fees and disbursements, indemnities and other amounts payable by any Loan Party under any Loan Document and (b) the obligation of
any Loan Party to reimburse any amount in respect of any of the foregoing obligations under the Loan Documents that any Lender, in
its sole discretion, may elect to pay or advance on behalf of such Loan Party. Notwithstanding the foregoing, the Obligations shall
exclude any obligations under the Reimbursement Agreement (including, without limitation, the Reimbursement Obligations). The
foregoing notwithstanding, Airline Service Agreement Obligations shall not be “Obligations” for purposes of Article III.
“Organization Documents” means (a) with respect to any corporation, the certificate or articles of incorporation and the bylaws (or
equivalent or comparable constitutive documents with respect to any non-U.S. jurisdiction); (b) with respect to any limited liability
company, the certificate or articles of formation or organization and operating agreement; and (c) with respect to any partnership, joint
venture, trust or other form of business entity, the partnership, joint venture or other applicable agreement of formation or organization
and any agreement, instrument, filing or notice with respect thereto filed in connection with its formation or organization with the
applicable Governmental Authority in the jurisdiction of its formation or organization and, if applicable, any certificate or articles of
formation or organization of such entity.
“Other Taxes” has the meaning specified in Section 3.01(b).
“Participant” has the meaning specified in Section 12.07(d).
“PBGC” means the Pension Benefit Guaranty Corporation.
“Permitted Holder” means any of (i) TPG Midwest US V, LLC, a Delaware limited liability company, TPG Midwest International
V, LLC, a Delaware limited liability company and TPG Midwest Co-Investors, LLC, a Delaware limited liability company, and their
respective Affiliates and (ii) Northwest Airlines Corp. and its wholly-owned Subsidiaries.
“Permitted Liens” means Liens described (i) in Sections 7.01(a), and (c) (to the extent such tax liens do not result in a material risk
of loss of the applicable asset), (ii) in Section 7.01(d), with respect to Airframes and Engines, to the extent permitted by the Aircraft
Mortgages, and (iii) on Schedule 7.01.
“Person” means any natural person, corporation, limited liability company, trust, joint venture, association, company, partnership,
Governmental Authority or other entity.
Source: REPUBLIC AIRWAYS HOLDINGS INC, 10-K, March 16, 2009 Powered by Morningstar® Document Research℠