“Guarantee” means any obligation, contingent or otherwise, of any
Person directly or indirectly guaranteeing any Indebtedness of any
other Person and any obligation, direct or indirect, contingent or
otherwise, of such Person (1) to purchase or pay (or advance
or supply funds for the purchase or payment of) such Indebtedness
of such other Person (whether arising by virtue of partnership
arrangements, or by agreement to keep well, to purchase assets,
goods, securities or services, to take or pay or to maintain
financial statement conditions or otherwise) or (2) entered
into for purposes of assuring in any other manner the obligee of
such Indebtedness of the payment thereof or to protect such obligee
against loss in respect thereof (in whole or in part);
provided, however, that the term “guarantee” will not
include endorsements for collection or deposit in the ordinary
course of business. The term “guarantee,” when used as a verb, has
a correlative meaning.
“Hedging Obligation” means the obligations of any Person pursuant
to any Interest Rate Agreement or Currency Agreement.
“Holder” means the Person in whose name a note is registered on the
security register books.
“Incur” means issue, assume, guarantee or otherwise become liable
“Indebtedness” means, with respect to any Person, obligations of
such Person for borrowed money (including without limitation,
Indebtedness for borrowed money evidenced by notes, bonds,
debentures or similar instruments), excluding any trade payables
and other current liabilities arising in the ordinary course of
“Interest Rate Agreement” means, in respect of a Person, any
interest rate swap agreement, interest rate cap agreement or other
financial agreement or arrangement designed to protect such Person
against fluctuations in interest rates.
“Issue Date” means the original issue date of the notes offered by
this prospectus under the indenture.
“Lien” means any mortgage or deed of trust, charge, pledge, lien
(statutory or otherwise), privilege, security interest, assignment,
deposit, arrangement, easement, hypothecation, claim, preference,
priority or other encumbrance upon or with respect to any property
of any kind (including any conditional sale, capital lease or other
title retention agreement, any leases in the nature thereof, and
any agreement to give any security interest), real or personal,
movable or immovable, now owned or hereafter acquired. A Person
will be deemed to own subject to a Lien any property which it has
acquired or holds subject to the interest of a vendor or lessor
under any conditional sale agreement, Finance Lease or other title
“Maturity” means, when used with respect to the notes of a series,
the date on which the principal of the notes of such series becomes
due and payable as therein provided or as provided in the
indenture, whether at Stated Maturity or the redemption date and
whether by declaration of acceleration, Change of Control Offer in
respect of a Change of Control Repurchase Event, call for
redemption or otherwise.
“Mortgage Facilities” means one or more debt facilities in each
case with banks, manufacturers and/or other entities providing for
borrowings secured primarily by real property in each case as
amended, restated, modified, renewed, refunded, replaced or
refinanced in whole or in part from time to time; provided,
that the value of the security securing such debt facilities shall
not, at the time such debt facilities are entered into, exceed 100%
of the aggregate principal amount of the Indebtedness in respect of
such debt facilities.
“Person” means any individual, corporation, limited liability
company, partnership, joint venture, association, joint-stock
company, trust, unincorporated organization or government or any
agency or political subdivision thereof.
“Preferred Stock” means, with respect to any Person, any Capital
Stock of any class or classes (however designated) which is
preferred as to the payment of dividends or distributions, or as to
the distribution of assets upon any voluntary or involuntary
liquidation or dissolution of such Person, over the Capital Stock
of any other class in such Person.