Frontier Airlines 2008 Annual Report Download - page 179

Specific to Aircraft Equipment prepared under the joint auspices of the International Institute for the Unification of Private Law and
the International Civil Aviation Organization, which was signed in Cape Town South Africa on November 16, 2001.
“Capital Expenditures” means, with respect to the Borrower and its Subsidiaries, for any period the sum of (without
duplication) all expenditures (whether paid in cash or accrued as liabilities) by the Borrower or any Subsidiary during such period for
items that would be classified as “property or equipment” or comparable items on the consolidated balance sheet of the Borrower and
its Subsidiaries, including without limitation all transactional costs incurred in connection with such expenditures provided the same
have been capitalized.
“Capital Lease Obligations” means, as to any Person, the obligations of such Person to pay rent or other amounts under any
lease of (or other arrangement conveying the right to use) real or personal property, or a combination thereof, which obligations are
required to be classified and accounted for as capital leases on a balance sheet of such Person under GAAP and, for the purposes of
this Agreement, the amount of such obligations at any time shall be the capitalized amount thereof at such time determined in
accordance with GAAP.
“Capital Stock” means any and all shares, interests, participations or other equivalents (however designated) of capital stock
of a corporation, any and all equivalent ownership interests in a Person (other than a corporation) and any and all warrants, rights or
options to purchase any of the foregoing.
“Cash Equivalents” means any of the following types of Investments, to the extent owned by any Loan Party free and clear
of all Liens (other than Liens created under the Collateral Documents):
(i) marketable securities (a) issued or directly and unconditionally guaranteed as to interest and principal by the
United States Government or (b) issued by any agency or instrumentality of the United States the obligations of which are
backed by the full faith and credit of the United States, in each case maturing no more than 180 days after such date; (ii)
commercial paper issued by domestic corporations or institutions, states or municipalities maturing no more than 180 days
after such date if such commercial paper, at the time of the acquisition thereof, has a rating of at least A-1 from S&P or at
least P-1 from Moody’s; (iii) certificates of deposit or bankers’ acceptances maturing no more than 180 days after such date
and issued or accepted by the Lender or by any commercial bank organized under the laws of the United States of America or
any state thereof or the District of Columbia that (a) is at least “adequately capitalized” (as defined in the regulations of its
primary Federal banking regulator) and (b) has net assets of not less than $1,000,000,000 and that has a rating of at least AA
from S&P or at least Aa from Moody’s; and (iv) shares of any money market mutual fund registered with the SEC under
Rule 2a-7 that guarantees 100% same day liquidity and has net assets not less than $1,000,000,000.
“CERCLA” means the Comprehensive Environmental Response, Compensation and Liability Act of 1980, as amended from
time to time.
“CERCLIS” means the Comprehensive Environmental Response, Compensation and Liability Information System
maintained by the U.S. Environmental Protection Agency.
“Change of Control” means an event or series of events by which:
(a) any “person” or “group” (as such terms are used in Sections 13(d) and 14(d) of the Securities Exchange Act of
1934) (other than the Lenders and its Affiliates) becomes the “beneficial owner” (as defined in Rules 13d-3 and 13d-5 under the
Securities Exchange Act of 1934, except that a person or group shall be deemed to have “beneficial ownership” of all securities that
such person or group has a right acquire (such right, an “option right”), whether such option right is exercisable immediately or only
after the passage of time), directly or indirectly, of 20% or more of the voting power or economic interests of the Equity Interests of
Borrower, and taking into account all such securities that such person or group has the right to acquire pursuant to any option right); or
(b) William J. Boyer, Jr. ceases to own at least 30% of the Equity Interests of the Borrower (except if the foregoing
occurs due solely to the exercise by the Lender of the conversion option provided by Section 2.08).
“Code” means the Internal Revenue Code of 1986.
“Collateral” means all of the “Collateral” referred to in the Collateral Documents, the Pledged Collateral, and all of the other
property and assets that are or are intended under the terms of the Collateral Documents to be subject to Liens in favor of the Lender,
which property and assets shall not include the Excluded Assets.
“Collateral Documents” means, collectively, the provisions of Article X of this Agreement, the Aircraft and Engine
Mortgages, the Spare Parts Security Agreement, the Bank Control Agreements, the Pledge Agreement and each of the other
agreements, instruments or documents that creates or purports to create a Lien in favor of the Lender to secure any of the Obligations
or any control agreement entered into by a Loan Party with respect to a Controlled Account.
“Contractual Obligation” means, as to any Person, any provision of any security issued by such Person or of any indenture,
mortgage, deed of trust, contract, agreement, instrument or other undertaking to which such Person is a party or by which it or any of
its property is bound.
Source: REPUBLIC AIRWAYS HOLDINGS INC, 10-K, March 16, 2009 Powered by Morningstar® Document Research℠