(3) a public statement or publication of information by the regulatory supervisor for the administrator of the Benchmark announcing that the Benchmark is no longer representative.
Business Day means any day, other than a Saturday or Sunday, that is not a day on which banking institutions or trust companies in The City of New York, New York, or other city in which a paying agent for such Bond is located, are generally authorized or required by law, regulation or executive order to remain closed.
Calculation Agent means initially The Bank of New York Mellon, as appointed pursuant Section 2.01 of the Supplemental Indenture No. 22, dated as of September 15, 2020, among the Company, the Trustee and the Calculation Agent, or such calculation agents successor appointed by the Company pursuant to Article Two of such supplemental indenture, acting as calculation agent.
Compounded SOFR means the compounded average of SOFRs for the applicable Corresponding Tenor, with the rate, or methodology for this rate, and conventions for this rate being established by the Company (or its Designee) in accordance with:
(1) the rate, or methodology for this rate, and conventions for this rate selected or recommended by the Relevant Governmental Body for determining Compounded SOFR; provided that:
(2) if, and to the extent that, the Company (or its Designee) determines that Compounded SOFR cannot be determined in accordance with clause (1) above, then the rate, or methodology for this rate, and conventions for this rate that have been selected by the Company (or its Designee) giving due consideration to any industry-accepted market practice for U.S. dollar denominated floating rate debt securities at such time.
For the avoidance of doubt, the calculation of Compounded SOFR shall exclude the Benchmark Replacement Adjustment and the Margin.
Corresponding Tenor with respect to a Benchmark Replacement means a tenor (including overnight) having approximately the same length (disregarding business day adjustment) as the applicable tenor for the then-current Benchmark.
Designee has the meaning set forth in Section 2 of this Exhibit A.
Federal Reserve Bank of New Yorks Website means the website of the Federal Reserve Bank of New York at http://www.newyorkfed.org, or any successor source.
Interest Determination Date means the second London Business Day immediately preceding the first day of the relevant Interest Period.
Interest Payment Date means each March 28, June 28, September 28 and December 28 of each year, commencing on December 28, 2020.
Interest Period means the period commencing on an Interest Payment Date for the Bonds (or, with respect to the initial Interest Period only, commencing on the Original Issue Date for the Bonds) and ending on the day before the next succeeding Interest Payment Date for the Bonds.
Interpolated Benchmark with respect to the Benchmark means the rate determined for the Corresponding Tenor by interpolating on a linear basis between: (1) the Benchmark for the longest period (for which the Benchmark is available) that is shorter than the Corresponding Tenor and (2) the Benchmark for the shortest period (for which the Benchmark is available) that is longer than the Corresponding Tenor.