the London interbank eurodollar market.
"Capital Expenditures" shall mean, as to any Person for any period, the
additions to property, plant and equipment and other capital expenditures of
such Person and its subsidiaries that are (or should be) set forth in a
consolidated statement of cash flows of such Person.
"Capital Stock" shall mean:
(A)
IN THE CASE OF A CORPORATION, CORPORATE STOCK;
(B)
IN THE CASE OF AN ASSOCIATION OR BUSINESS ENTITY, ANY AND ALL
SHARES, INTERESTS, PARTICIPATIONS, RIGHTS OR OTHER EQUIVALENTS (HOWEVER
DESIGNATED) OF CORPORATE STOCK;
(C)
IN THE CASE OF A PARTNERSHIP OR LIMITED LIABILITY COMPANY,
PARTNERSHIP OR MEMBERSHIP INTERESTS (WHETHER GENERAL OR LIMITED); AND
(D)
ANY OTHER INTEREST OR PARTICIPATION THAT CONFERS ON A PERSON THE
RIGHT TO RECEIVE A SHARE OF THE PROFITS AND LOSSES OF, OR DISTRIBUTIONS OF
ASSETS OF, THE ISSUING PERSON.
"Capitalized Lease Obligations" shall mean, as to any Person, at the time any
determination thereof is to be made, the amount of the liability in respect of a
capital lease that would at such time be required to be capitalized and
reflected as a liability on a balance sheet (excluding the footnotes thereto) of
such Person in accordance with GAAP.
"Cash Equivalents" shall mean:
(A)
DOLLARS;
(B)
(I)
STERLING, CANADIAN DOLLARS, EURO, OR ANY NATIONAL CURRENCY OF
ANY PARTICIPATING MEMBER STATE OF THE EMU; OR
(II)
IN THE CASE OF THE BORROWER OR A RESTRICTED SUBSIDIARY, SUCH
LOCAL CURRENCIES HELD BY THEM FROM TIME TO TIME IN THE ORDINARY COURSE OF
BUSINESS;
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(C)
SECURITIES ISSUED OR DIRECTLY AND FULLY AND UNCONDITIONALLY
GUARANTEED OR INSURED BY THE U.S. GOVERNMENT OR ANY AGENCY OR INSTRUMENTALITY
THEREOF THE SECURITIES OF WHICH ARE UNCONDITIONALLY GUARANTEED AS A FULL FAITH
AND CREDIT OBLIGATION OF SUCH GOVERNMENT WITH MATURITIES OF 24 MONTHS OR LESS
FROM THE DATE OF ACQUISITION;
(D)
CERTIFICATES OF DEPOSIT, TIME DEPOSITS AND EURODOLLAR TIME
DEPOSITS WITH MATURITIES OF ONE YEAR OR LESS FROM THE DATE OF ACQUISITION,
BANKERS' ACCEPTANCES WITH MATURITIES NOT EXCEEDING ONE YEAR AND OVERNIGHT BANK
DEPOSITS, IN EACH CASE WITH (I) ANY REVOLVING CREDIT LENDER OR AN AFFILIATE
THEREOF OR (II) ANY COMMERCIAL BANK HAVING CAPITAL AND SURPLUS OF NOT LESS THAN
$250,000,000 IN THE CASE OF U.S. BANKS AND $100,000,000 (OR THE U.S. DOLLAR
EQUIVALENT AS OF THE DATE OF DETERMINATION) IN THE CASE OF NON-U.S. BANKS;
(E)
REPURCHASE OBLIGATIONS FOR UNDERLYING SECURITIES OF THE TYPES
DESCRIBED IN CLAUSES (C), (D) AND (F) ENTERED INTO WITH ANY FINANCIAL
INSTITUTION MEETING THE QUALIFICATIONS SPECIFIED IN CLAUSE (D) ABOVE;
(F)
COMMERCIAL PAPER RATED AT LEAST P-2 BY MOODY'S OR AT LEAST A-2 BY
S&P AND IN EACH CASE MATURING WITHIN 24 MONTHS AFTER THE DATE OF CREATION
THEREOF;
(G)
MARKETABLE SHORT-TERM MONEY MARKET AND SIMILAR SECURITIES HAVING A
RATING OF AT LEAST P-2 OR A-2 FROM EITHER MOODY'S OR S&P, RESPECTIVELY (OR, IF
AT ANY TIME NEITHER MOODY'S NOR S&P SHALL BE RATING SUCH OBLIGATIONS, AN
EQUIVALENT RATING FROM ANOTHER RATING AGENCY) AND IN EACH CASE MATURING WITHIN
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