Boolean flag that’s true when the Form 8-K filing is meant to fulfill the submitting obligation of the registrant as soliciting materials pursuant to Rule 14a-12 underneath the Exchange Act. The precise name of the entity submitting the report as specified in its constitution, which is required by forms filed with the SEC. The kind of document being offered (such as 10-K, 10-Q, 485BPOS, etc). The doc kind is restricted to the identical value as the supporting SEC submission type, or the word ‘Other’. The variation of the phrases of such liability in reference to the exercise of the Write-Down and Conversion Powers of the applicable Resolution Authority.
At the beach or in the park, the IP67 waterproof and dustproof Go three by no means fails to set the stage for fun. The 8MP rear-facing digital camera is a little sharper than its front-facing counterpart in each still images and 1080p HD video. Colors were nicely saturated, with skin tones being reproduced precisely. There isn’t a wide-angle option, however, you probably can shoot a panoramic photo, scan paperwork and use it at the aspect of the whiteboard software that comes with Windows eleven.
Each Indemnitee shall give immediate notice to the Borrower of any claim that may give rise to a declare against the Borrower hereunder and shall seek the advice of with the Borrower in the conduct of such Indemnitee’s authorized defense of such claim; supplied, nonetheless, than an Indemnitee’s failure to offer such prompt notice to the Borrower or to hunt such consultation with the Borrower shall not constitute a defense to any declare for indemnification by such Indemnitee until, and only to the extent that, such failure materially prejudices the Borrower. Schedule 3.05 units forth, as of the Closing Date, for every Satellite the area station licenses for the launch or operation, as relevant, of such Satellite issued by the FCC to the Borrower or any Restricted Subsidiary. As of the Closing Date, the space station licenses set forth on Schedule 3.05 with respect to any Satellite include all materials licenses, approvals, orders and authorizations by the FCC or some other Governmental Authority which are required or necessary to launch or operate such Satellite. Each area station license set forth on Schedule three.05 is in full drive and impact, and the Borrower and its Restricted Subsidiaries have fulfilled and carried out in all materials respects all of their obligations with respect thereto and have full energy and authority to function thereunder, in every case except to the extent that any failure to be in full drive and impact, to have fulfilled and carried out or to have full energy and authority would not reasonably be expected to lead to an Material Adverse Effect. To the information of the Borrower, as of the Closing Date, no Person has asserted that it has rights to function a spacecraft in a manner that may intrude with the operation of any Satellite in its orbital position.
It is solid within the hand and the audio and show are great, however then your heart is broken by poor performance and dismal battery life. The Surface Go 3 can’t deal with anything more than fundamental web shopping or video streaming. To make issues worse, the Go 3 won’t last a full day on a cost and loses several hours of runtime in contrast with its predecessor. Offering Shares means the shares of Common Stock issued to the Purchasers pursuant to the Subscription Agreement and any shares of Common Stock issued or issuable with respect to such shares upon any inventory split, dividend or different distribution, recapitalization or related event with respect to the foregoing. If at any time the Investment Grade Condition is attained, the Borrower might request that the Collateral be launched from the Liens created by Collateral Documents , and upon the Borrower’s delivery to the Administrative Agent of an officers’ certificate certifying that the Investment Grade Condition has been attained the Collateral Documents shall be automatically terminated and all such Collateral shall be released from the Liens created by the Collateral Documents without supply of any instrument or performance of any act by any Person. The Administrative Agent shall be entitled to depend upon, and shall not incur any liability for relying upon, any discover, request, certificate, consent, assertion, instrument, doc or other writing believed by it to be real and to have been signed or sent by the proper Person.
You can choose from a range of manufacturers that supply completely different listening experiences and create methods that are distinctive to you together with your sound, whether it’s in your home, automotive, or outside setup. Browse via Target’s range of wireless, or Bluetooth audio system to search out the proper decide for you. The content on this brochure is based upon info obtainable at the time of printing and is subject to vary with out notice. Kia America, Inc. makes no ensures or warranties, both expressed or implied, with respect to the accuracy of the content material offered.
“Swap” means any settlement, contract or transaction that constitutes a “swap” within the meaning of Section 1a of the Commodity Exchange Act. “Senior Secured Leverage Ratio” means, as of any date of dedication, the ratio of Consolidated Secured Debt as of the final day of the Test Period most just lately ended on or previous to such date of determination to Consolidated Operating Cash Flow for such Test Period. “Securities Act” means the Securities Act of 1933, as amended, and the principles and regulations promulgated thereunder. “Secured Swap Bank” means any Person that is a counterparty to a Swap Agreement with the Borrower or certainly one of its Restricted Subsidiaries, in its capability as such, and that both is a Lender, an Agent Party, or an Affiliate of a Lender or an Agent Party at the time it enters into such Swap Agreement or turns into a Lender, an Agent Party or an Affiliate of a Lender or an Agent Party at any time after it has entered into such Swap Agreement. “Sale/Leaseback Transaction” means an arrangement relating to property owned by the Borrower or a Restricted Subsidiary on the Closing Date or thereafter acquired by the Borrower or a Restricted Subsidiary whereby the Borrower or a Restricted Subsidiary transfers such property to a Person and the Borrower or a Restricted Subsidiary leases it from such Person. “Revolving Commitment Period” means the interval from and together with the Fifth Amendment Effective Date to the Revolving Termination Date.
“Affiliate” means, with respect to a specified Person, another Person that immediately, or indirectly through a quantity of intermediaries, Controls or is Controlled by or is under frequent Control with the Person specified. “2022 Incremental Term Loans” means the loans made by the 2022 Incremental Term Lenders to the Borrower pursuant to the Sixth Amendment. “2022 Incremental Term Lender” means on the Sixth Amendment Effective Date, the Lenders signatory to the Sixth Amendment and, with hires former adam to run aws out duplication, each Lender that could be a holder of a 2022 Incremental Term Loan every so often.
Department of Labor, as any such exemption could additionally be amended from time to time. “Outstanding Revolving Credit” means, with respect to any Revolving Lender at any time, an quantity equal to the sum of the combination then outstanding principal quantity of such Revolving Lender’s Revolving Loans, and such Revolving Lender’s LC Exposure. “Material Adverse Effect” means any event, improvement or circumstance that has had or might fairly be anticipated to have a fabric antagonistic impact on the financial condition of the Borrower and its Subsidiaries, taken as an entire or the rights or treatments of the Administrative Agent or the Lenders hereunder or beneath the Credit Documents. “Latest Maturity Date” means, with respect to the Incurrence of any Indebtedness or the issuance or sale of any Capital Stock, the latest maturity date relevant to any Facility that is excellent underneath this Agreement as decided on the date such Indebtedness is Incurred or such Capital Stock is issued or sold. Advances, deposits, escrows or comparable arrangements entered into in the ordinary course of enterprise in respect of retail or automotive distribution arrangements, satellite tv for pc, chip set, programming or content acquisitions or extensions.
The entries within the Register shall be conclusive , the Lenders shall treat each Person whose name is recorded within the Participant Register pursuant to the phrases hereof as the owner of such participation hereunder for all functions of this Agreement, however discover to the contrary; supplied that no Lender shall have the obligation to disclose all or a portion of the Participant Register (including the id of any Participant or any information referring to a Participant’s curiosity in any loans or different obligations under any Loan Document) to any Person besides to the extent that such disclosure is important in connection with a Tax audit or different proceeding to establish that any loans are in registered type for U.S. federal earnings tax purposes. Such deposit shall be held by the Administrative Agent as collateral for the fee and efficiency of the obligations of the Borrower underneath this Agreement with respect to the Revolving Facility. The Administrative Agent shall have unique dominion and control, together with the exclusive right of withdrawal, over such account. Other than any interest earned on the investment of such deposits, which investments shall be made at the possibility and sole discretion of the Administrative Agent and on the Borrower’s danger and expense, such deposits shall not bear interest. Interest or earnings, if any, on such investments shall accumulate in such account. Moneys in such account shall be applied by the Administrative Agent to reimburse the Issuing Bank for LC Disbursements for which it has not been reimbursed and, to the extent not so applied, shall be held for the satisfaction of the reimbursement obligations of the Borrower for the LC Exposure at such time or, if the maturity of the Loans has been accelerated (but topic to the consent of Lenders with LC Exposure representing larger than 50% of the total LC Exposure), be utilized to satisfy different obligations of the Borrower underneath this Agreement with respect to the Revolving Facility.
At the graduation of every Interest Period for any Eurocurrency Revolving Borrowing, such Borrowing shall be in an aggregate quantity that’s an integral multiple of $1,000,000 and not lower than $5,000,000 (or an integral a quantity of of C$1,000,000 and never lower than C$5,000,000 in the case of Loans denominated in Canadian Dollars). At the time that each ABR Revolving Borrowing is made, such Borrowing shall be in an combination quantity that’s an integral a number of of $1,000,000 and not less than $5,000,000 (or an integral a number of of C$1,000,000 and not lower than C$5,000,000 within the case of Loans denominated in Canadian Dollars); provided that an ABR Revolving Borrowing could additionally be in an aggregate amount that is equal to the whole unused stability of the Total Revolving Commitments. Borrowings of multiple Type and Class may be excellent at the identical time; offered that there shall not at any time be greater than a total of thirteen Eurocurrency Revolving Borrowings outstanding. “Unrestricted Subsidiary” means any Subsidiary of the Borrower that at the time of dedication shall be designated as an Unrestricted Subsidiary by the Board of Directors within the method provided under and any Subsidiary of an Unrestricted Subsidiary. “Transactions” means the execution, supply and efficiency by the Borrower of this Agreement, the execution, supply and efficiency by the Credit Parties of the other Credit Documents, the borrowing of Loans and using proceeds thereof. “Subordinated Obligation” means, with respect to a Person, any Indebtedness for borrowed money of such Person to a third-party that’s subordinate or junior in proper of payment to the Obligations pursuant to a written settlement to that impact.
