DEFINITIONS Defined Terms Clause Samples

DEFINITIONS Defined Terms. For purposes of this Agreement, the following terms shall have the meanings set forth below:
DEFINITIONS Defined Terms. Each time the following terms are used in this agreement and as far as the context does not clearly give them another meaning, they shall have the following meaning:
DEFINITIONS Defined Terms. Applicable Law shall mean all local, state and federal Permits and Laws which are applicable to or which affect Contractor, Company, the Wind Projects or the Work Site(s), with respect to the operation, maintenance, servicing, repair, ownership or use of the Wind Projects, Work Site(s) and the Interconnection Facilities, including without limitation any Permits or Law relating to the environment, health or safety, bankruptcy Law, zoning, sanitation, safety, siting or building Laws. Balance of Plant shall mean all equipment and materials and other items incorporated in the Wind Projects, except for the WTGs. Balance of Plant includes, but is not limited to, the civil, electrical and mechanical construction works, roads, foundations, vaults or pads for transformers or sectionalizing cabinets and WTGs, cable and pipe ducting, pad-mount transformers (not in a WTG), sectionalizing cabinets, switch gears, electrical cables, communication cables and system and meteorological stations. Interconnection Facilities and O&M Facilities are not included in the Balance of Plant. CIPS Covered Assets shall mean any assets identified by Company as “critical assets” or “critical cyber assets,” as those terms are defined in the North American Electric Reliability Corporation Glossary of Terms. Commencement Date shall mean, with respect any Wind Project, the commencement date specified in Exhibit A-2. Company’s Criteria shall mean applicable requirements used as the baseline for determining whether an individual is a restricted person, as set forth on Exhibit E, Company’s Criteria. Company’s Facilities shall mean any facilities owned, operated or otherwise controlled by Company which require Company authorization to obtain access. Company’s Property shall have the meaning set forth in ARTICLE 48, OWNERSHIP OF DESIGNS, DRAWINGS AND WORK PRODUCT; TITLE TO MATERIALS. Consumables shall have the meaning set forth in Exhibit A-1. Deliverables shall mean all Documentation, equipment, materials, goods, parts, associated hardware and other items to be delivered to Company by Contractor under this Contract, including without limitation any Consumable. Documentation shall mean all drawings, manuals, calculations, specifications, maps, sketches, designs, tracings, notes, reports, data, models, plans, programs, procedures, protocols, samples and similar documents that are to be provided, obtained, prepared and delivered to Company by Contractor, as set forth in the Scope of Work or Specifi...
DEFINITIONS Defined Terms. As used in this Agreement, the following terms shallSection 1.01. have the following meanings: “Acceptable Discount” has the meaning specified in Section 2.08(a)(iii)(C). “Acceptance Date” has the meaning specified in Section 2.08(a)(iii)(B). “Accepting Lenders” has the meaning specified in Section 10.01. “Accredited Investor” has the meaning specified in Regulation D of the Securities Act. “Acquired Entity” has the meaning specified in the definition ofPermitted Acquisition.” “Acquisition Consideration” means the purchase consideration for any Permitted Acquisition and all other payments by the Borrower or any Restricted Subsidiary in exchange for, or as part of, or in connection with, any Permitted Acquisition, whether paid in cash or by exchange of Equity
DEFINITIONS Defined Terms. As used in this Agreement, the following terms have the meaningsSECTION 1.01 specified below: “ABR” when used in reference to any Loan or Borrowing, refers to whether such Loan is, or the Loans comprising such Borrowing are, bearing interest at a rate determined by reference to the Alternate Base Rate. “Acceptable Discount” has the meaning assigned to such term in Section 2.11(a)(ii)(D). “Acceptable Prepayment Amount” has the meaning assigned to such term in Section 2.11(a)(ii)(D). “Acceptance and Prepayment Notice” means an irrevocable written notice from a Term Lender accepting a Solicited Discounted Prepayment Offer to make a Discounted Term Loan Prepayment at the Acceptable Discount specified therein pursuant to Section 2.11(a)(ii)(D) substantially in the form of Exhibit O. “Acceptance Date” has the meaning assigned to such term in Section 2.11(a)(ii)(D). “Accepting Lenders” has the meaning assigned to such term in Section 2.24(a). “Accounting Changes” has the meaning assigned to such term in Section 1.04(d). “Accrued Expenses” has the meaning assigned to such term in the definition ofExcess Cash Flow.” “Acquired EBITDA” means, with respect to any Pro Forma Entity for any period, the amount for such period of Consolidated EBITDA of such Pro Forma Entity (determined as if references to the Borrower and the Restricted Subsidiaries in the definition of the term “Consolidated EBITDA” were references to such Pro Forma Entity and its Subsidiaries which will become Restricted Subsidiaries), all as determined on a consolidated basis for such Pro Forma Entity. “Acquired Entity or Business” has the meaning assigned to such term in the definition of “Consolidated EBITDA.” “Acquisition Transaction” means any Investment by the Borrower or any Restricted Subsidiary in a Person if (a) as a result of such Investment, (i) such Person becomes a Restricted Subsidiary or (ii) such Person, in one transaction or a series of related transactions, is merged, consolidated, or amalgamated with or into, or transfers or conveys substantially all of its assets (or all or substantially all the assets constituting a business unit, division, product line or line of business) to, or is liquidated into, the Borrower or a Restricted Subsidiary and (b) after giving
DEFINITIONS Defined Terms. Capitalized and defined terms contained in this Servicing Agreement without definitions have the following meanings unless the context otherwise requires, and the definitions of such terms are equally applicable both to the singular and plural forms of such terms and to the masculine, feminine and neuter genders of such terms. (a) "Business Day" shall mean any day on which ordinary business dealings are carried on at Servicer's Coral Springs, Florida offices, excluding Saturday, Sunday and any day on which the Servicer's offices are closed because of its regularly scheduled holiday. (b) Intentionally Omitted. (c) "Client" means SENTINEL FINANCING LTD., L.P., a Florida limited partnership.
DEFINITIONS Defined Terms. As used in this Agreement, the following termsSection 1.01 shall have the meanings specified below: “ABR” when used in reference to any Loan or Borrowing, is used when such Loan, or the Loans comprising such Borrowing, are bearing interest at a rate determined by reference to the Alternate Base Rate. “ABR Borrowing” shall mean a Borrowing comprised of ABR Loans. “ABR Loan” shall mean any ABR Term Loan or ABR Revolving Loan. “ABR Revolving Loan” shall mean any Revolving Loan bearing interest at a rate determined by reference to the Alternate Base Rate in accordance with the provisions of Article II. “ABR Term Loan” shall mean any Term Loan bearing interest at a rate determined by reference to the Alternate Base Rate in accordance with the provisions of Article II. “ABR Term SOFR Determination Day” has the meaning specified in the definition of “Term SOFR”. “Additional Amount” shall have the meaning assigned to such term in Section 2.15(a). “Additional Guarantor” shall mean any Restricted Subsidiary that becomes a Guarantor after the Closing Date pursuant to Section 5.10. “Additional Lender” shall mean each Eligible Assignee that becomes a Lender. “Adjusted LIBO RateTerm SOFR” shall mean, with respect to any Eurodollar Borrowing for any Interest Period, the greater of (i)
DEFINITIONS Defined Terms. As used in this Agreement, the following terms shall have the meanings set forth below: “Additional Initial Reinsurance Premium” shall have the meaning set forth in Section 4.02. “Agreement” has the meaning set forth in the Preamble. “Amended and Restated Effective Date” shall mean December 31, 2016. “Amended and Restated Effective Time” shall mean 11:59 p.m. on the Amended and Restated Effective Date. “Business Day” shall mean any day other than a Saturday or Sunday or day on which banks in the State of New York or the State of Michigan are permitted or required to be closed. “Ceded Change in Reserves” means, as of any calendar quarter, ninety percent (90%) of the increase/(decrease) in Separate Account Statutory Reserves in respect of Reinsured Contracts that are registered index-linked annuity contracts for such calendar quarter, net of ninety percent (90%) of transfers to/(from) the Company Separate Accounts for payments made to or received from contract holders of the Reinsured Contracts that are registered index-linked annuity contracts for such calendar quarter. “Ceded Return on Assets” means, as of any calendar quarter, ninety percent (90%) of the total accounting result of the assets in respect of Reinsured Contracts that are registered index-linked annuity contracts invested within the Company Separate Accounts (including related investment expenses) to support the Reinsured Liabilities for Reinsured Contracts that are registered index-linked annuity contracts for such calendar quarter. “Closing Date” shall mean the date of the Second A&R Reinsurance Agreement upon which all signatures thereto have been executed. “Code” shall have the meaning set forth in Section 17.01. “Company” shall have the meaning set forth in the Preamble. “Company Separate Accounts” shall have the meaning set forth in Section 3.01. The Company Separate Accounts set forth on Schedule B are the separate accounts established by the Company in connection with the Reinsured Contracts as of the Second Amended and Restated Effective Time. “Cost” shall having the meaning set forth in Section 10.01(b).
DEFINITIONS Defined Terms. As used in this Agreement, the following terms have the meanings specified below: “2025 Refinancing Term Lenders” shall have the meaning assigned to the term in the First Refinancing Amendment. 1
DEFINITIONS Defined Terms. Wherever used in this Agreement (including the Exhibits hereto) and printed with initial or all capital letters, the terms listed below have the meanings indicated, which are applicable to both the singular and plural thereof: 1. Addenda - Written or graphic instruments issued prior to the opening of Bids which clarify, correct, or change the Bidding Documents. 2. Agreement - This “Standard Form of Agreement between OWNER and ENGINEER for Professional Services,” including Exhibits. 3. Bid - The offer or proposal of the bidder submitted on the prescribed form setting forth the prices for the Work to be performed.