Nautilus 2009 Annual Report Download - page 285

“ Federal Funds Rate ” means, for any day, the weighted average (rounded upwards, if necessary to the next / 100 of 1 percent) of
the rates on overnight Federal funds transactions with members of the Federal Reserve System arranged by Federal funds brokers, as published
on the next succeeding Business Day by the Federal Reserve Bank of New York, or, if such rate is not so published for any day that is a Business
Day, the average (rounded upwards, if necessary, to the next / 100 of 1 percent) of the quotations for such day for such transactions received by
Lender from three Federal funds brokers of recognized standing selected by it.
“ Financial Covenant Failure ” has the meaning specified in Section 8.5 of this Agreement.
“ Funded Indebtedness ” means, on the measurement date in question, without duplication, (a) Indebtedness for borrowed money,
(b) Indebtedness in respect of Capital Leases, (c) all obligations of the Person in question in respect of letters of credit, (d) all other interest-
bearing obligations of the Person in question that, in accordance with GAAP, should be included as a liability on the consolidated balance sheet
of the Person in question, and (e) all Guaranties executed with respect to any of the obligations described in items (a) through (d) of this
definition.
“ GAAP ” means the generally accepted accounting principles issued by the American Institute of Certified Public Accountants in
effect in the United States at the time of application to the provisions of this Agreement.
“ Government Approval ” means an approval, permit, license, authorization, certificate, or consent of any Governmental Authority.
“ Governmental Authority ” means the government of the United States, or any state or any foreign country or any political
subdivision of any thereof, or any branch, department, agency, instrumentality, court, tribunal, or regulatory authority that constitutes a part of or
exercises any sovereign power of any of the foregoing.
“ Guaranties ” means all guaranties, endorsements (other than endorsements of negotiable instruments for collection in the ordinary
course of business), or other contingent or surety liabilities with respect to obligations of others, whether or not reflected on the balance sheet of
the Person in question, including any obligation to furnish funds, directly or indirectly (whether by virtue of partnership arrangements, by
agreement to keep-well, or otherwise), through the purchase of goods, supplies, or services, or by way of stock purchase, capital contribution,
advance, or loan, or to enter into a contract for any of the foregoing, for the purpose of payment of obligations of any other Person.
“ Hazardous Materials ” means any substance (a) the presence of which requires notification, removal, or remediation under any
Environmental Law; (b) that is or becomes defined as a “hazardous waste,” “hazardous material,” or “hazardous substance”
under any present or
future Environmental Law, or amendments thereto, including, without limitation, the Comprehensive Environmental Response, Compensation
and Liability Act (42 U.S.C. Section 9601, et seq.) and any applicable local statutes and the regulations promulgated thereunder; (c) that is toxic,
explosive, corrosive, flammable, infectious, radioactive,
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