Total Capitalization shall mean Total Debt plus Net Worth, except that in determining
Total Capitalization, contributions in aid of construction, advances for construction, customer
deposits, or similar items reducing rate base calculations shall be excluded.
Total Debt shall mean for the Company on a consolidated basis the sum of the following as
of the end of the Fiscal year: (a) all indebtedness for borrowed money or for the deferred purchase
price of property or services (other than accounts payable to trade creditors incurred in the ordinary
course of business), (b) obligations which are evidenced by notes, bonds, debentures or similar
instruments, (c) that portion of obligations with respect to Capital Leases or other capitalized
agreements that are properly classified as a liability on the balance sheet in conformity with GAAP
or which are treated as operating leases under regulations applicable to them but which otherwise
would be required to be capitalized under GAAP; (d) debt secured by a Lien on any assets of the
Company or ils Subsidiaries (whether or not the debt has been assumed); and (e) all obligations
guarantied by the Company or any Subsidiary.
Total Debt to Capitalization Ratio shall mean a ratio of Total Debt at the end of the fiscal
year to Total Capitalization at the end of the fiscal year.
SECTION 1.02 Rules of Interpretation. The following rules of interpretation shall
apply to the Agreement, all Promissory Notes and Supplements, and al] amendments to either of the
foregoing:
Accounting Terms. All accounting terms not specifically defined herein shall be construed
in accordance with GAAP, and all financial data submitted pursuant to this Agreement shall! be
prepared in accordance with such principles.
Number. All terms stated in the singular shall include the plural, and all terms stated in the
plural shall include the singular.
Including. The term "including" shall mean including, but not limited to.
Default. The expression "while any Default or Event of Default shall have occurred and be
continuing" (or like expression) shal! be deemed to include the period following any acceleration of
the obligations (unless such acceleration is rescinded).
Permitted Encembrances. CoBank's consent to the Company having one or more Liens on
all or any portion of its assets, shall not be construed to be an agreement to subordinate its Lien on
those assets to the extent that such Lien is not otherwise entitled to priority under Law.
