Definitioxx. Xxxn used herein, the following terms shall have the follow- ing meanings. 1.1. 'Account Balance' shall mean, on any given day, the gross amount of all Purchased Receivables unpaid on that day. 1.2. 'Account Debtor' shall have the meaning set forth in the California Uniform Commercial Code and shall include any person liable on any Purchased Receivable, including without limitation, any guarantor of the Purchased Receivable and any issuer of a letter of credit or banker's acceptance. 1.3. 'Adjustments" shall mean all discounts, allowances, returns, disputes, counter- claims, offsets, defenses, rights of recoupment, rights of return, warranty claims, or short payments, asserted by or on behalf of any Account Debtor with respect to any Purchased Receivable. 1.4. 'Administrative Fee' shall have the meaning as set forth in Section 3.3 hereof. 1.5. 'Advance' shall have the meaning set forth in Section 2.2 hereof. 1.6. 'Collateral' shall have the meaning set forth in Section 8 hereof. 1.7. 'Collections' shall mean all good funds received by Buyer from or on behalf of an Account Debtor with respect to Purchased Receivables. 1.8 'Compliance Certificate' shall mean a certificate, in a form provided by Buyer to Seller, which contains the certification of the chief financial officer of Seller that, among other things, the representations and warranties set forth in this Agreement are true and correct as of the date such certificate is delivered. 1.9. 'Event of Default" shall have the meaning set forth in Section 9 hereof. 1.10. 'Finance Charges' shall have the meaning set forth in Section 3.2 hereof. 1.11. 'Invoice Transmittal' shall mean a writing signed by an authorized representative of Seller which accurately identifies the receivables which Buyer, at its election, may purchase, and includes for each such receivable the correct amount owed by the Account Debtor, the name and address of the Account Debtor, the invoice number, the invoice date and the account code. 1.12. 'Obligations' shall mean all advances, financial accommodations, liabilities, obligations, covenants and duties owing, arising, due or payable by Seller to Buyer of any kind or nature, present or future, arising under or in connection with this Agreement or under any other document, instrument or agreement, whether or not evidenced by any note, guarantee or other instrument, whether arising on account or by overdraft, whether direct or indirect (including those acquired by assignment) absolute or c...
Definitioxx. Xxx terms "assignment," "interested person", and "Majority of the outstanding voting securities" shall have the meanings given to them by Section 2(a) of the 1940 Act, subject to such exemptions as may be granted by the SEC by any rule, regulation or order. Additionally, the term "Registration Statement" shall mean the registration statement most recently filed by the Fund with the SEC and effective under the 1940 Act and 1933 Act, as such Registration Statement is amended from time to time, and the terms "Prospectus" and "Statement of Additional Information" shall mean, respectively, the form of prospectus(es) and statement(s) of additional information with respect to the Fund filed by it as part of the Registration Statement.
Definitioxx. Xxxxxxlized terms used in this Agreement and not otherwise defined herein shall have the meanings specified for such terms (i) in the Primary Swap Agreement or the Secondary Swap Agreement, as dictated by its context or (ii) if not defined therein, in Appendix A to the Trust Sale and Servicing Agreement, dated as of June 26, 2001 between the Trust, the Seller and the Servicer (the "Trust Sale and Servicing Agreement"). The rules of construction specified in Part II of such Appendix A shall apply to this Agreement.
Definitioxx. Xx xxxx Xgreement any reference to a party's "knowledge" means such party's actual knowledge after reasonable inquiry of officers, directors and other employees of such party reasonably believed to have knowledge of such matters. In this Agreement any reference to any event, change, condition or effect being "material" with respect to any entity or group of entities means any material event, change, condition or effect related to the financial condition, properties, assets (including intangible assets), liabilities, business, operations or results of operations of such entity or group of entities. In this Agreement any reference to a "Material Adverse Effect" with respect to any entity or group of entities means any event, change or effect that is materially adverse to the financial condition, properties, assets, liabilities, business, operations, results of operations or prospects of such entity and its subsidiaries, taken as a whole, other than changes directly caused by (i) conditions affecting national, regional or world economies, or (ii) conditions affecting the industries of Target or Acquiror, as applicable, as a whole.
Definitioxx. Xxx xxxxxxxx xf this Agreement: An "affiliate" of any person means another person that directly or indirectly, through one or more intermediaries, controls, is controlled by, or is under common control with, such first person. A "material adverse effect" on a party means a material adverse effect on the business, operations, assets, condition (financial or otherwise) or results of operations of such party and its subsidiaries, taken as a whole.
Definitioxx. A. As used herein, the term "
Definitioxx. Unless otherwise required by the context, the following terms shall have the following meanings in the Agreement:
Definitioxx. Xx xxxx Xxxxxxxxxxxx, xxxxx xxxxx xxxx xxx xxxxxxing meanings:
Definitioxx. Xxx xxx xxxxoses of this Appendix the following terms shall have the meanings indicated below:
