SOFR Determination Date definition

SOFR Determination Date��has the meaning specified in the definition of “Daily Simple SOFR”.

SOFR Determination Date means the date that is two SOFR Business Days before the first day of the applicable Interest Period.

SOFR Determination Date means, with respect to any SOFR Reset Date and with respect to (x) the Secured Overnight Financing Rate and (y) the Overnight Bank Funding Rate: (i) in the case of (x), the first Business Day immediately preceding such SOFR Reset Date; and (ii) in the case of (y), the first New York City Banking Day immediately preceding such SOFR Reset Date;

SOFR Determination Date means, with respect to any SOFR Reset Date and with respect to

SOFR Determination Date means the second (2nd) U.S. Government Securities Business Day before each Interest Accrual Period begins.

SOFR Determination Date means, with respect to an Interest Period, the second U.S. Government Securities Business Day before the first day of such Interest Period.

SOFR Determination Date that is five (5) U.S. Government Securities Business Day prior to (i) if such SOFR Rate Day is a U.S. Government Securities Business Day, such SOFR Rate Day or (ii) if such SOFR Rate Day is not a U.S. Government Securities Business Day, the U.S. Government Securities Business Day immediately preceding such SOFR Rate Day, in each case, as such SOFR is published by the SOFR Administrator on the SOFR Administrator’s Website. Any change in Daily Simple SOFR due to a change in SOFR shall be effective from and including the effective date of such change in SOFR without notice to the Borrowers.

SOFR Determination Date means, in respect of any U.S. Government Securities Business Day “i”:

SOFR Determination Date has the meaning specified in the definition of “Daily Simple SOFR”. “SOFR Rate Day” has the meaning specified in the definition of “Daily Simple SOFR”. “subsidiary” means, with respect to any Person (the “parent”) at any date, any other Person the accounts of which would be consolidated with those of the parent in the parent’s consolidated financial statements if such financial statements were prepared in accordance with GAAP as of such date, as well as any other Person (a) of which Equity Interests representing more than 50% of the equity or more than 50% of the ordinary voting power (irrespective of whether or not at the time Equity Interests of any other class or classes of such Person shall have or might have voting power by reason of the happening of any contingency) or, in the case of a partnership, any general partnership interests are, as of such date, owned, controlled or held, or (b) that is, as of such date, otherwise Controlled, by the parent or one or more subsidiaries of the parent or by the parent and one or more subsidiaries of the parent. “Subordinated Guarantor Obligations” has the meaning assigned to it in Section 13.05(b). “Subsidiary” means any subsidiary of the Borrower or the Parent, as applicable. “Supported QFC” has the meaning assigned to it in Section 12.20. “Swap Obligation” means, with respect to any Guarantor, any obligation to pay or perform under any agreement, contract or transaction that constitutes a “swap” within the meaning of section 1a(47) of the Commodity Exchange Act. “Syndication Agent” means Valley Republic Bank in its role as syndication agent for the Lenders. “Synthetic Leases” means, in respect of any Person, all leases which shall have been, or should have been, in accordance with GAAP, treated as operating leases on the financial statements of the Person liable (whether contingently or otherwise) for the payment of rent thereunder and which were properly treated as indebtedness for borrowed money for purposes of U.S. federal income Taxes, if the lessee in respect thereof is obligated to either purchase for an amount in excess of, or pay upon early termination an amount in excess of, 80% of the residual value of the Property subject to such operating lease upon expiration or early termination of such lease. “Taxes” means all present or future taxes, levies, imposts, duties, deductions, withholdings (including backup withholding), value added taxes, or any other goods and services, use or sales taxes, assessmen...

SOFR Determination Date has the meaning specified in the definition of “Daily Simple SOFR”. “SOFR Rate Day” has the meaning specified in the definition of “Daily Simple SOFR”. “Solvent” means, with respect to the Borrower and its Subsidiaries, (i) the fair value of the assets of the Borrower and its Subsidiaries taken as a whole as a going concern, at a fair valuation, exceed and will exceed their debts and liabilities, subordinated, contingent or otherwise; (ii) the present fair saleable value of the property of the Borrower and its Subsidiaries taken as a whole as a going concern will be greater than the amount that will be required to pay the probable liability of their debts and other liabilities, subordinated, contingent or otherwise, as such debts and other liabilities become absolute and matured; (iii) the Borrower and its Subsidiaries will be able to pay their debts and liabilities, subordinated, contingent or otherwise, as such debts and liabilities become absolute and matured; and (iv) the Borrower and its Subsidiaries do not and will not have unreasonably small capital with which to conduct the business in which they are engaged as such business is presently conducted and is proposed to be conducted in the future. “Specified Equity Units” means units issued by the Borrower consisting of (i) Specified Purchase Contract Agreements and (ii) Equity Interests that do not constitute Redeemable Stock, in each case, only to the extent the proceeds of which shall be used to fund all or any portion of the purchase price and related transaction costs of the Mountaineer Acquisition. Following the initial issuance of units satisfying the requirements of the preceding sentence, such units will continue to constitute Specified Equity Units notwithstanding any of the following events: (A) the replacement of the Equity Interests forming part of such units with (x) treasury or similar securities that are purchased with the net proceeds of any resale of such Equity Interests; or (y) cash or treasury or similar securities that are provided by the holder(s) of such units, in the case of each of clause (x) and (y), to the extent permitted or required pursuant to the terms of the Specified Equity Units as the same existed as the time of their initial issuance; and (B) the subsequent replacement of any treasury or similar securities referred to in clause (A)(x) or (y) with Equity Interests that do not constitute Redeemable Stock, which Equity Interests are provided by the holder(s) of such un...