Frontier Airlines 2008 Annual Report Download - page 123

“Swap Termination Value ” means, in respect of any one or more Swap Contracts, after taking into account the effect of any legally
enforceable netting agreement relating to such Swap Contracts, (a) for any date on or after the date such Swap Contracts have been
closed out and termination value(s) determined in accordance therewith, such termination value(s), and (b) for any date prior to the
date referenced in clause (a), the amount(s) determined as the mark-to-market value(s) for such Swap Contracts, as determined based
upon one or more mid-market or other readily available quotations provided by any recognized dealer in such Swap Contracts (which
may include a Lender or any Affiliate of a Lender).
“Synthetic Lease Obligation” means the monetary obligation of a Person under (a) a so-called synthetic, off-balance sheet lease in
which the lessee is contractually entitled to the tax benefits of ownership of the leased assets, or (b) an agreement for the use or
possession of property creating obligations that do not appear on the balance sheet of such Person but which, upon the insolvency or
bankruptcy of such Person, would be characterized as the indebtedness of such Person (without regard to accounting treatment).
“Taxes” has the meaning specified in Section 3.01(a).
“Tax Trust Accounts ” means (i) account numbers 65676/31468 (Excise Tax Account), 65677/31469 (Security Fee Account) and
65678/31470 (PVC Fund Account) at Deutsche Bank Trust Company Americas and (ii) account number 2183061999 (PVC Escrow &
Disbursement Account) at Associated Bank, National Association.
“Term Borrowing” means the borrowing of (i) Term Loans on the Amendment and Restatement Effective Date in accordance with
Sections 2.01(a) and 2.01(b) and (ii) the borrowing of Term Loans on or after the Milestone Achievement Date in accordance with
Sections 2.01(c) and 2.01(d).
“Term Commitment” means, as to each Lender, its obligation to make Term Loans to the Borrower pursuant to (i) Section 2.01(a)
in an aggregate principal amount at any one time outstanding not to exceed the amount set forth opposite such Lender’s name on
Schedule 2.01(a) and (ii) Section 2.01(c) in an aggregate principal amount at any one time outstanding not to exceed the amount set
forth opposite such Lender’s name on Schedule 2.01(c).
“Term Facility” means, at any time, the aggregate amount of the Lenders’ Term Commitments and outstanding Term Loans at such
time.
“Term Loan” means (x) the Existing Term Loans and (y) an extension of credit by a Lender to the Borrower pursuant to (i) Section
2.01(a) and (ii) Section 2.01(c).
“Term Note” means a promissory note of the Borrower payable to the order of any Lender, in substantially the form of Exhibit B.
“Third Amendment” has the meaning set forth in the preliminary statements hereto.
“Title 49” means Title 49 of the United States Code, as amended and in effect from time to time, and the regulations promulgated
pursuant thereto.
“TPG Entities” means any of 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.
“U.S. Bank” has the meaning set forth in the preliminary statements hereto.
“U.S. Bank Agreement” means the Amended and Restated Agreement dated as of March 31, 2006 (as amended, supplemented or
otherwise modified through the date hereof) among U.S. Bank, the Borrower and Skyway.
“UCC” shall mean the Uniform Commercial Code as in effect from time to time in the State of New York; provided, however, that,
at any time, if by reason of mandatory provisions of law, any or all of the perfection or priority of the Collateral Agent’s and the
Secured Parties’ security interest in any item or portion of the Pledged Collateral is governed by the Uniform Commercial Code as in
effect in a jurisdiction other than the State of New York, the term “UCC” shall mean the Uniform Commercial Code as in effect, at
such time, in such other jurisdiction for purposes of the provisions hereof relating to such perfection or priority and for purposes of
definitions relating to such provisions.
“United States” and “U.S.” mean the United States of America.
“United States Citizen” has the meaning specified in Section 5.01.
“Use or Lose Rule” means with respect to the Slots, the terms of 14 C.F.R. § 93.227.
“Wells Fargo” has the meaning specified in the preamble.
1.02 Other Interpretive Provisions. With reference to this Agreement and each other Loan Document, unless otherwise specified
herein or in such other Loan Document:
Source: REPUBLIC AIRWAYS HOLDINGS INC, 10-K, March 16, 2009 Powered by Morningstar® Document Research℠