Board Of Aldermen - Agenda - 2/23/2016 - P34
Default Rate shall mean: (1) in the case of principal, 4% per annum in excess of the rate(s)
that would otherwise be in effect on the loans under the Promissory Notes and Supplements; and (2)
in the case of overdue interest, fees and other charges, 4% per annum in excess of the CoBank Base
Rate, as in effect from time to time.
Distribution shall mean the payment of any dividend or distribution of any kind to its
shareholders or other owners, whether in cash, assets, obligations or otherwise, and whether paid
directly or indirectly, such as by a reduction in or a rebate of rates or the purchase or redemption of
any equity or other securities or interests in the Company, or the purchase of any assets or services
for a price that exceeds the fair market value thereof.
Dollars and the sign “$” shall mean lawful money of the United States of America.
Enforcement Action shall mean a formal judicial or administrative proceeding filed by any
governmental authority to enforce any Law.
ERISA shall mean the Employee Retirement Income Security Act of 1974, as amended from
time to time, and the regulations and published interpretations thereof.
ERISA Plans shall have the meaning set forth in Section 4.10 of the Agreement.
Event of Default shall mean any of the events specified in Article 8 of the Agreement and
any event specified in any Promissory Note and Supplement or other Loan Document as an Event of
Default.
Financial Statements shall mean: (1) in the case of the initial Promissory Note(s) and
Supplement(s) to the Agreement, the financial statements furnished to CoBank in connection with
the initial Promissory Note(s) and Supplement(s); and (2) in the case of each other Promissory Note
and Supplement to the Agreement, the most recent annual financial statements furnished to CoBank
pursuant to Sections 5.06(A) of the Agreement.
GAAP shall mean generally accepted accounting principles in the United States.
Guarantor shall have the meaning set forth in Section 2.04(B) hereof.
Guaranty shal] have the meaning set forth in Section 2.04(B) hereof.
Indemnitees shall have the meaning set forth in Section 10.08 hereof.
Investments shall have the meaning set forth in Section 6.09 of the Agreement.
Laws shall mean all laws, rules, regulations, codes, orders and the like.
Lien shall mcan any mortgage, deed of trust, pledge, security interest, hypothecation,
assignment, deposit arrangement, cncumbrance, lien (statutory or other), or preference, priority or
other security agreement or preferential arrangement, charge or encumbrance of any kind or nature
whatsoever (including, without limitation, any conditional sale or other title retention agreement).
