Kodak 2011 Annual Report Download - page 147

aggregate amount not to exceed $125,000,000 for all periods, minus
, to the extent included in net earnings on the Consolidated statement
of earnings, (i) interest income, (ii) revenues from IP licensing transactions effected in connection with IP Settlement Agreements, (iii) pension and
other post-employment benefits income, (iv) gains on foreign exchange, (v) any extraordinary income or gains, (vii) any non-
cash gain relating to
hedging activities (including any non-cash ASC 815 gain) and (viii) any other non-
cash income (other than the accrual of revenue in the ordinary
course of business), in each case determined in accordance with GAAP for such period.
“ Affected Lender ” has the meaning specified in Section 2.20 .
“ Affiliate ”
means, as to any Person, any other Person that, directly or indirectly, controls, is controlled by or is under common control
with such Person or is a director or executive officer of such Person. For purposes of this definition, the term “control” (
including the terms
“controlling”, “controlled by” and “under common control with”)
of a Person means the possession, direct or indirect, of the power to direct or
cause the direction of the management and policies of such Person, whether through the ownership of Voting Stock, by contract or otherwise.
“ Agent ”
means Citicorp North America, Inc., in its capacity as administrative agent under the Loan Documents, or any successor
administrative agent appointed in accordance with Section 8.07
. The Agent may from time to time designate one or more of its Affiliates or
branches (including, without limitation, its Canada branch) to perform the functions of the Agent in connection with the Canadian Revolving
Credit Facility, in which case references herein to the “Agent”
shall, in connection with the Canadian Revolving Credit Facility, mean any Affiliate
or branch so designated.
“ Agent Parties ” has the meaning specified in Section 9.02(d) .
“ Agent’s Account ” means the account of the Agent maintained by the Agent at its office as set forth on Schedule 9.02.
“ Agent’s Group ” has the meaning specified in Section 8.02(b) .
“ Agent Sweep Account ” has the meaning specified in Section 2.18(b) .
“ Agreement ” means this Debtor-in-
Possession Credit Agreement, as amended, restated, supplemented or otherwise modified from time
to time.
“ Applicable Lending Office ” means, with respect to each Lender, such Lender’
s Domestic Lending Office in the case of a Base Rate
Loan and such Lender’s Eurodollar Lending Office in the case of a Eurodollar Rate Loan.
“ Applicable Margin ”
means (i) 3.25% per annum, in the case of Eurodollar Rate Revolving Loans, (ii) 2.25% per annum, in the case of
Base Rate Revolving Loans, (iii) 8.50% per annum, in the case of Eurodollar Rate Term Loans and (iv) 7.50%, in the case of Base Rate Term
Loans.
“ Applicable Percentage ” means, 0.50% per annum.
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