Kodak 2011 Annual Report Download - page 149

“ Assignment and Acceptance ”
means an assignment and acceptance entered into by a Lender and an Eligible Assignee, and accepted by
the Agent, in substantially the form of Exhibit C hereto.
“ Available Amount ”
of any Letter of Credit means, at any time, the maximum amount available to be drawn under such Letter of Credit
at such time (assuming compliance at such time with all conditions to drawing).
“ Avoidance Actions ” means the Debtors’
claims and causes of action under Sections 502(d), 544, 545, 547, 548, 549, 550 and 553 of the
Bankruptcy Code and any other avoidance actions under the Bankruptcy Code and the proceeds thereof and property received thereby whether by
judgment, settlement, or otherwise.
“ Bankruptcy Code ”
means The Bankruptcy Reform Act of 1978, as heretofore and hereafter amended, and codified as 11 U.S.C. Section
101 et seq .
“ Bankruptcy Court ”
means the United States Bankruptcy Court for the Southern District of New York or any other court having
jurisdiction over the Cases from time to time.
“ Bankruptcy Law ” means any proceeding of the type referred to in Section 6.01(e)
of this Agreement or Title 11, U.S. Code, or any
similar foreign, federal, provincial or state law for the relief of debtors, including, without limitation, the CCAA and the Bankruptcy and
Insolvency Act (Canada).
“ Base Rate ”
means for any day a fluctuating rate per annum equal to the highest of (a) the Federal Funds Rate plus 1/2 of 1%, (b) the
rate of interest in effect for such day as publicly announced from time to time by the Agent as its “prime rate” or “base rate” (
or in the case of
Canadian Revolving Loans, as its Canada branch’s “base rate” for loans in Dollars made in Canada) and (c) the Eurodollar Rate for a one-
month
Interest Period (with respect to Term Loans, after giving effect to the proviso to the definition of Eurodollar Base Rate) on such day (or if such day
is not a Business Day, the immediately preceding Business Day) plus 1.00%. The “prime rate” and the “base rate”
is a rate set by the Agent based
upon various factors including the Agent’
s costs and desired return, general economic conditions and other factors, and is used as a reference point
for pricing some loans, which may be priced at, above, or below such announced rate. Any change in such prime rate or base rate announced by
the Agent shall take effect at the opening of business on the day specified in the public announcement of such change.
“ Base Rate Loan ” means a Base Rate Revolving Loan or a Base Rate Term Loan.
“ Base Rate Revolving Loan ” means a Revolving Loan that bears interest as provided in Section 2.07(a)(i) .
“ Base Rate Term Loan ” means a Term Loan that bears interest as provided in Section 2.07(a)(iii) .
“ Bid Procedures ” has the meaning specified in Section 5.01(r) .
“ Blocked Account Agreement ” has the meaning specified in Section 2.18(a) .
“ Borrower Information ” has the meaning specified in Section 8.08 .
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