documents, instruments and agreements executed in connection therewith, in each case, as amended, restated, modified, renewed, refunded, replaced or refinanced from time to time by one or more
credit facilities, in which case, the credit agreement or similar agreement together with all other documents and instruments related thereto shall constitute the Credit Agreement under the indenture, whether with the same or different
agents and lenders.
Funded Debt means Indebtedness, whether or not contingent, for money borrowed (including all
obligations evidenced by bonds, debentures, notes or similar instruments) owed or guaranteed by the Company or any consolidated subsidiary, and any of the debt which under generally accepted accounting principles in the United States of America
would appear as debt on the consolidated balance sheet of the Company.
Investment Grade Rating means a rating equal to
or higher than Baa3 (or the equivalent) by Moodys and BBB- (or the equivalent) by S&P, or, in each case, if such Rating Agency ceases to rate the notes or fails to make a rating of such notes
publicly available for reasons outside of our control, the equivalent investment grade credit rating by the replacement agency selected by us in accordance with the procedures described below.
Material Subsidiary means each subsidiary of the Company that meets either of the following tests: (a) its assets
equal or exceed 3% of total assets of the Company and its subsidiaries on a consolidated basis, or (b) its revenues equal or exceed 3% of the total revenues of the Company and its subsidiaries on a consolidated basis; provided that (i) if
the subsidiaries that meet either of the tests in (a) or (b), when combined with revenues generated or assets owned directly by the Company (excluding any assets located or revenues generated at the subsidiary level), aggregate less than 90% of
the total assets or total revenues of the Company and its subsidiaries on a consolidated basis, the Company shall designate additional subsidiaries to constitute Material Subsidiaries until such threshold is met, and (ii) once a subsidiary is
deemed a Material Subsidiary, whether by virtue of the tests in (a) or (b) above, or a result of designation pursuant to part (i) of this proviso, such subsidiary shall continue to constitute a Material Subsidiary throughout the term
of the notes.
Moodys means Moodys Investors Service, Inc., a subsidiary of Moodys Corporation, and
its successors.
Nonrecourse Obligation means Indebtedness or lease payment obligations related to (i) the
acquisition of a Principal Property not previously owned by the Company or any subsidiary or (ii) the financing of a project involving the development or expansion of any Principal Property owned by the Company or any subsidiary, as to which
the obligee with respect to such Indebtedness or obligation has no recourse to the Company or any subsidiary or any of the Companys or its subsidiaries assets other than such Principal Property so acquired, developed or expanded, as
applicable.
Person means any individual, corporation, partnership, joint venture, association, joint-stock company,
trust, unincorporated organization or limited liability company, or governmental or other entity.
Preferred Stock of
any Person means any Capital Stock of such Person that has preferential rights to any other Capital Stock of such Person with respect to dividends or redemptions or upon liquidation.
Principal Property means any individual facility or real property, or portion thereof, owned or hereafter acquired by us or
any subsidiary and located within the United States of America, which, in the good faith opinion of our Chief Executive Officer, President, or Chief Financial Officer, is of material importance to the total business conducted by us and our
subsidiaries taken as a whole, provided that no such individual facility or property will be deemed of material importance if its gross book value (excluding therefrom any equipment and before deducting accumulated depreciation) is less than 1.0% of
our Consolidated Net Tangible Assets. With respect to any Sale and Lease-Back Transaction or series of related Sale and Lease-Back Transactions, the determination of whether any property is a Principal Property shall be determined by reference to
all properties affected by such transaction or series of transactions.
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