Examples of CME Term SOFR Administrator in a sentence

As used in this Agreement, the following terms have the following meanings: “1-Month CME Term SOFR” is the 1-month CME Term SOFR reference rate as published by the CME Term SOFR Administrator on the CME Term SOFR Administrator’s Website.

More Definitions of CME Term SOFR Administrator

CME Term SOFR Administrator shall have the meaning specified in the Pricing Letter.

CME Term SOFR Administrator means CME Group Benchmark Administration Limited as administrator of the forward-looking term SOFR (or a successor administrator). “ Code” means the U.S. Internal Revenue Code of 1986, as amended. “Collateral” means any and all property owned, leased or operated by a Person covered by the Collateral Documents and any and all other property of any Loan Party, now existing or hereafter acquired, that may at any time be, become or be intended to be, subject to a security interest or Lien in favor of the Administrative Agent, on behalf of itself and other Secured Parties, to secure the Secured Obligations; provided that Collateral shall not include any Excluded Property. “Collateral Documents” means, collectively, the Security Agreement, the Mortgages and all other agreements, instruments and documents executed in connection with this Agreement that are intended to create, perfect or evidence Liens to secure the Secured Obligations, including, all other security agreements, pledge agreements, mortgages, deeds of trust, pledges, powers of attorney relating to any of the foregoing and collateral assignments or similar collateral documents whether heretofore, now or hereafter executed by any Loan Party and delivered to the Administrative Agent. “ Commercial LC Exposure” means, at any time, the sum of (a) the aggregate undrawn amount of all outstanding commercial Letters of Credit plus (b) the aggregate amount of all LC Disbursements relating to commercial Letters of Credit that have not yet been reimbursed by or on behalf of the Borrower. The Commercial LC Exposure of any Lender at any time shall be its Applicable Percentage of the aggregate Commercial LC Exposure at such time. “Commitment” means, with respect to each Lender, the initial amount of each Lender’s Commitment set forth on Schedule 2.01 opposite such Lender’s name, or in the Assignment and Assumption or other documentation or record (as such term is defined in Section 9-102(a)(70) of the New York Uniform Commercial Code) as provided in Section 9.04(b)(ii)(C), pursuant to which such Lender shall have assumed its Commitment, as applicable, as such commitment may be reduced or increased from time to time pursuant to (a) Section 2.09(a),(b) assignments by or to such Lenders pursuant to Section 9.04 and (c) and increased from time to time pursuant to Section 2.22; provided 9

CME Term SOFR Administrator means CME Group Benchmark Administration Limited asadministrator of the forward-looking term Secured Overnight Financing Rate (SOFR) (or a successoradministrator).“Code” means the U.S. Internal Revenue Code of 1986, as amended.“Commitment” means, with respect to each Lender, the commitment, if any, of such Lender tomake a Loan on the Effective Date, expressed as an amount representing the maximum principal amountof the Loan to be made by such Lender, as such commitment may be reduced or increased from time totime pursuant to assignments by or to such Lender pursuant to Section 9.04. The initial amount of eachLender’s Commitment is set forth on Schedule 2.01, or in the Assignment and Assumption pursuant towhich such Lender shall have assumed its Commitment, as applicable. The initial aggregate amount of theLenders’ Commitment is $1,420,000,000.“Communications” means, collectively, any notice, demand, communication, information,document or other material provided by or on behalf of the Borrower pursuant to any Loan Document orthe transactions contemplated therein that is distributed to the Administrative Agent or any Lender bymeans of electronic communications pursuant to Section 9.01, including through the Platform.“Compliance Certificate” means a Compliance Certificate substantially in the form of Exhibit Cor any other form approved by the Administrative Agent in its reasonable discretion.“Consolidated Depreciation and Amortization Expense” means, with respect to any Person, forany period, the total amount of depreciation and amortization expense, including the amortization ofdeferred financing fees and amortization of unrecognized prior service costs and actuarial gains andlosses related to pensions and other post-employment benefits, of such Person and its Subsidiaries forsuch period on a consolidated basis and otherwise determined in accordance with GAAP.“Consolidated EBITDA” means, with respect to any Person for any period, the Consolidated NetIncome of such Person and its Subsidiaries for such period(a) increased (without duplication) by:11

CME Term SOFR Administrator means CME Group Benchmark Administration Limited as administrator of the forward-looking term Secured Overnight Financing Rate (SOFR) (or a successor administrator). “Code” means the U.S. Internal Revenue Code of 1986, as amended. “Collateral” means all of the “Collateral” (or similar term) referred to in the Collateral Documents and all of the other property and assets that are or are required under the terms of the Collateral Documents to be subject to Liens in favor of the Collateral Agent for the benefit of the Secured Parties. “Collateral Agent” means MS, acting through such of its Affiliates or branches as it may designate, in its capacity as collateral agent under any of the Loan Documents, or any successor collateral agent permitted by the terms hereof. “Collateral Documents” means, collectively, the Security Agreement, the Intellectual Property Security Agreement, the Mortgages (if any), each of the mortgages, collateral assignments, Security Agreement Supplements, Intellectual Property Security Agreement Supplements, security agreements, pledge agreements or other similar agreements delivered to the Collateral Agent pursuant to Section 6.12, Section 6.14 or Section 6.16, and each of the other agreements, instruments or documents that creates or purports to create a Lien in favor of the Collateral Agent for the benefit of the Secured Parties. “Commitment” means a Term Commitment, a Revolving Credit Commitment or a Letter of Credit Commitment, as the context may require. “Committed Loan Notice” means a notice of (a) a Term Borrowing, (b) a Revolving Credit Borrowing, (c) a conversion of Loans from one Type to the other or (d) a continuation of EurocurrencyTerm SOFR Rate Loans, pursuant to Section 2.02(a), which shall be substantially in the form of Exhibit A-1. “Commodity Exchange Act” means the Commodity Exchange Act (7 U.S.C. § 1 et. seq.), as amended from time to time, and any successor statute. “Company Competitor” means any Person that competes with the business of Holdings, the Borrowers and their direct and indirect Subsidiaries from time to time. “Compliance Certificate” means a certificate substantially in the form of Exhibit D or such other form as may be agreed between the Parent Borrower and the Administrative Agent. “Compounded SOFR” means the compounded average of SOFR for the applicable Corresponding Tenor, with the rate, or methodology for this rate, and conventions for this rate (which may include compounding in arrears with a look...

CME Term SOFR Administrator means CME Group Benchmark Administration Limited (CBA) as administrator of the forward-looking term Secured Overnight Financing Rate (SOFR) (or a successor administrator of the Term SOFR Reference Rate selected by the Administrative Agent in its reasonable discretion). “Code” means the Internal Revenue Code of 1986, as amended. “Commitment” means a Revolving Commitment, a Delayed Draw Term Commitment or an Incremental Term Commitment. “Commodity Exchange Act” means the Commodity Exchange Act (7 U.S.C. § et seq.), as amended from time to time, and any successor statute. “Communications” means, collectively, any notice, demand, communication, information, document or other material provided by or on behalf of the Company or any other Loan Party pursuant to any Loan Document or the transactions contemplated therein that is distributed to the Administrative Agent, any Lender or any Issuing Bank by means of electronic communications pursuant to Section 10.01, including through the Platform. “Company” means Westinghouse Air Brake Technologies Corporation, a Delaware corporation. “Compliance Certificate” means a Compliance Certificate in the form of Exhibit D or any other form approved by the Administrative Agent. “Computation Period” means each period of four consecutive Fiscal Quarters ending on the last day of a Fiscal Quarter. “Connection Income Taxes” means Other Connection Taxes that are imposed on or measured by net income (however denominated) or that are franchise Taxes or branch profits Taxes. “Consolidated Net Income” means, for any period, the net income (or loss) of the Company and its Subsidiaries for such period, determined on a consolidated basis in accordance with GAAP. “Consolidated Net Tangible Assets” means, on any date of determination, all assets minus (a) all applicable depreciation, amortization and other valuation reserves, (b) all current liabilities and (c) all goodwill, trade names, trademarks, patents, copyrights, unamortized debt discount and expenses and other intangibles, in each case, of the Company and its Subsidiaries determined on a consolidated basis in accordance with GAAP and as set forth on the most recently available consolidated balance sheet of the Company prepared in accordance with GAAP.

CME Term SOFR Administrator means CME Group Benchmark Administration Limited as administrator of the forward-looking term Secured Overnight Financing Rate (SOFR) (or a successor administrator). “Code”: the Internal Revenue Code of 1986, as amended from time to time. “Commitment”: as to any Lender, the sum of its Five-Year Commitment, its Term Commitment, its New Term Commitment, its New Term III Commitment and its commitment under any Incremental Facility, if any. “Commitment Fee Rate”: an amount determined from the table set forth in the definition of Applicable Margin. “Commodity Exchange Act”: the Commodity Exchange Act (7 U.S.C. § 1 et seq.), as amended from time to time, and any successor statute. “Competitive Bid”: an offer by a Lender to make a Competitive Loan pursuant to Section 2.3. “Competitive Bid Accept/Reject Letter”: a notification made by the Borrower pursuant to Section 2.3(f) in the form of Exhibit C-4. “Competitive Bid Rate”: as to any Competitive Bid made by a Lender pursuant to Section 2.3, (i) in the case of a EurodollarTerm Benchmark Competitive Loan, the

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