Frontier Airlines 2008 Annual Report Download - page 186

“SEC” means the Securities and Exchange Commission, or any Governmental Authority succeeding to any of its principal
functions.
“Secured Credit Documents” means, collectively, (i) the Loan Documents and (ii) the Airline Services Agreement.
“Silver Loan” has the meaning specified in Section 6.19.
“Smith Complaint” means the complaint filed with the Hawaii Civil Rights Commission bearing the caption Stephanie L.
Smith v. Mokulele Flight Service, Inc. and Rob McKinney, as an individual; FEP No. WH-13805, EEOC Charge No.
37B-2007-00076.
“Spare Part” has the meaning specified in the Spare Parts Security Agreement.
“Spare Parts Security Agreement” has the meaning specified in Section 4.01(a)(ix).
“Subordination Agreement” means each of the Subordination Agreements, dated as of the Effective Date, between the
Lender and the subordinated creditor referred to therein and acknowledged by the Borrower.
“Subsidiary” of a Person means a corporation, partnership, joint venture, limited liability company or other business entity of
which a majority of the shares of securities or other interests having ordinary voting power for the election of directors or other
governing body (other than securities or interests having such power only by reason of the happening of a contingency) are at the time
beneficially owned, or the management of which is otherwise controlled, directly, or indirectly through one or more intermediaries, or
both, by such Person. Unless otherwise specified, all references herein to a “Subsidiary” or to “Subsidiaries” shall refer to a
Subsidiary or Subsidiaries of the Borrower.
“Swap Contract” means (a) any and all rate swap transactions, basis swaps, credit derivative transactions, forward rate
transactions, commodity swaps, commodity options, forward commodity contracts, equity or equity index swaps or options, bond or
bond price or bond index swaps or options or forward bond or forward bond price or forward bond index transactions, interest rate
options, forward foreign exchange transactions, cap transactions, floor transactions, collar transactions, currency swap transactions,
cross-currency rate swap transactions, currency options, spot contracts, or any other similar transactions or any combination of any of
the foregoing (including any options to enter into any of the foregoing), whether or not any such transaction is governed by or subject
to any master agreement, and (b) any and all transactions of any kind, and the related confirmations, which are subject to the terms and
conditions of, or governed by, any form of master agreement published by the International Swaps and Derivatives Association, Inc.,
any International Foreign Exchange Master Agreement, or any other master agreement (any such master agreement, together with any
related schedules, a “Master Agreement”), including any such obligations or liabilities under any Master Agreement.
“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 the Lender or any Affiliate of the 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).
“Term Borrowing” means any borrowing of the Term Loan in accordance with Sections 2.01(a) or 2.01(c), as applicable.
“Term Commitment” means $8,000,000.
“Term Loan” means the extensions of credit by the Lender to the Borrower pursuant to Section 2.01.
“Term Note” means a promissory note of the Borrower payable to the order of the Lender, in substantially the form of
Exhibit A.
“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.
“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 Lender’s 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.
Source: REPUBLIC AIRWAYS HOLDINGS INC, 10-K, March 16, 2009 Powered by Morningstar® Document Research℠