Defined Terms Contract Clauses (16,906)

Defined Terms. The definitions of capitalized terms used in this Agreement are provided in Section 16 hereof.

Defined Terms. Any capitalized term not otherwise defined herein shall have the meaning set forth for such term in or pursuant to the Convertible Bond Hedge Confirmations.2. Termination; Settlement. (a)Subject to clause ý(c) below, as of the Notes Settlement Date (as defined below):(i)The Additional Convertible Bond Hedge Transaction shall be terminated in full, and all of the respective rights and obligations of the parties under the Additional Convertible Bond Hedge Confirmation shall be cancelled and... terminated, and each party shall be released and discharged by the other party, and agrees not to make any claim with respect to any obligations of the other party, in connection with such transactions; provided that the representations and warranties contained or incorporated by reference in the Additional Convertible Bond Hedge Confirmation, and any indemnification or contribution obligations contained therein arising as a result of events occurring on or prior to the Notes Settlement Date, shall survive such termination. (ii)The Number of Options under the Base Convertible Bond Hedge Transaction shall be reduced by [_____], and immediately following such reduction the Number of Options thereunder will be equal to [_____]. (b)Subject to clause ý(c) below, on the Notes Settlement Date, Dealer shall pay to Company an amount in USD equal to the Cash Settlement Amount. "Cash Settlement Amount" means USD [____________]. (c)The terminations and amendments set forth in clause ý(a) above, and the payment obligation set forth in clause ý(b) above, shall be effective only upon the occurrence of the Notes Settlement Date. If the initial issuance of the New Convertible Securities occurs on or prior to May [___], 2019, then the "Notes Settlement Date" hereunder shall be such closing date. If such issuance does not occur on or prior to May [__], 2019, then, unless otherwise agreed by the Dealer in writing, no Notes Settlement Date shall occur hereunder, in which case (i) no Cash Settlement Amount will be owed hereunder, (ii) this Agreement shall have no further force or effect, and (iii) the Convertible Bond Hedge Transactions under the Convertible Bond Hedge Confirmations shall remain in full force and effect. View More

Defined Terms. Capitalized terms used but not defined herein shall have the meanings set forth in the Repurchase Agreement.

Defined Terms. Capitalized terms used but not otherwise defined in this Assignment and Assumption Agreement shall have the meanings given to such terms in the TheraVida Agreement.

Defined Terms. Capitalized terms used in this Amendment but not otherwise defined herein shall have the meanings given to such terms in the Stockholders' Agreement.

Defined Terms. As used herein, the following terms have the meanings set forth below: "Incremental Amendment No. 1 Effective Date" means the date of satisfaction of each of the conditions set forth in Section 3 of Incremental Amendment No. 1. "Incremental Amendment No. 1 Revolving Credit Commitment" means, with respect to each Initial Incremental Amendment No. 1 Revolving Lender, the portion of the Revolving Commitment Increase provided by such Lender pursuant to this Incremental Amendment No. 1, which shall... be the amount set forth opposite such Initial Incremental Amendment No. 1 Revolving Lender's name on Schedule 1 hereto. "Initial Incremental Amendment No. 1 Revolving Lender" means each of JPMorgan Chase Bank, N.A., Wells Fargo Bank, National Association and Suntrust Bank. "Incremental Amendment No. 1 Lead Arrangers" means JPMorgan Chase Bank, N.A., Wells Fargo Bank, National Association and Suntrust Bank, in their capacities as joint lead arrangers and joint bookrunners for the Incremental Amendment No. 1 Revolving Credit Commitments. 1 SECTION 2. Effectiveness of Incremental Amendment No. 1 Revolving Credit Commitments. Subject to the terms and conditions set forth herein, the Incremental Amendment No. 1 Revolving Credit Commitment of each Initial Incremental Amendment No. 1 Revolving Lender shall become effective on the Incremental Amendment No. 1 Effective Date. For the avoidance of doubt, the terms of the Incremental Amendment No. 1 Revolving Credit Commitments shall be identical to the terms of the Revolving Credit Commitments in effect immediately prior to the Incremental Amendment No. 1 Effective Date. Each Initial Incremental Amendment No. 1 Revolving Lender severally and not jointly agrees to comply with the requirements of the last paragraph of Section 2.01(c) on the Amendment No. 1 Effective Date. SECTION 3. Effectiveness of Incremental Amendment No. View More

Defined Terms. Certain terms used in this Agreement have the meanings given them in the following Sections: Term Section AAA Section 25 Account Section 1 Advisers Act Section 7(d) Assets Section 1 BHF Introduction BHS Introduction BLIC Introduction BLICNY Introduction Borrower Section 10(m) BRCD Section 1 BRCD and OCIO Agreements Section 1 Brighthouse Parties Section 10(b) Client Directed Investment Section 3 Code Section 8(c) Companies Introduction Company Act Section 9(f) Custodian Section 3(c) Effective... Date Introduction ERISA Section 9(h) -28- Expenses Section 12 FCPA Section 7(j) IMAs Introduction Investment Adviser Introduction Investment Adviser Parties Section 10(a) Investment Guidelines Section 3(a) Investments Compliance Section 8(k) Key Person Section 18 Law Section 7(b) Legacy Agreements Section 1 Loaned Securities Section 10(m) Material Action Section 7(l) Material Non-Public Information Section 8(k) Met Representative Section 10(m) MLIA Introduction NELICO Introduction OECD Convention Section 7(j) OFAC Section 7(i) PATRIOT Act Section 9(m) Pricing Sources Section 2(b) Replacement Securities Section 10(m)(i) Rules Section 25 SEC Section 7(d) Securities Act Section 9(f) Securities Lending Activities Section 3(e)(ii) Trust Accounts Section 1 Valuation Information Section 2(b) 23. Modification of Agreement. Except as otherwise provided herein, this Agreement, including the Exhibits, may be amended only by a written instrument signed by Services and the Investment Adviser. For the avoidance of doubt, Exhibit C may be modified in accordance with Section 3 herein. View More

Defined Terms. Capitalized terms not otherwise defined herein shall have the same meanings as set forth in the Loan Agreement.

Defined Terms. Each initially capitalized term used in this Amendment has the meaning set forth for that term in the Purchase Agreement, unless otherwise defined in this Amendment.

Defined Terms. The definitions of capitalized terms used in this Agreement are provided in Section 16 hereof.