SEC Filings

AECOM filed this Form 8-K on 03/14/2018
Entire Document


Defaulting Lender solely by virtue of the ownership or acquisition of any Equity Interest in that Lender or any direct or indirect parent company thereof by a Governmental Authority so long as such ownership interest does not result in or provide such Lender with immunity from the jurisdiction of courts within the United States or from the enforcement of judgments or writs of attachment on its assets or permit such Lender (or such Governmental Authority) to reject, repudiate, disavow or disaffirm any contracts or agreements made with such Lender.  Any determination by the Administrative Agent that a Lender is a Defaulting Lender under any one or more of clauses (a) through (d) above, and of the effective date of such status, shall be conclusive and binding absent manifest error, and such Lender shall be deemed to be a Defaulting Lender (subject to Section 2.18(b)) as of the date established therefor by the Administrative Agent in a written notice of such determination, which shall be delivered by the Administrative Agent to the Company, the L/C Issuers, the Swing Line Lender and each other Lender promptly following such determination.


Designated Borrower” has the meaning specified in the introductory paragraph hereto and, for the avoidance of doubt, includes the Australian Borrower and the Canadian Borrower.


Designated Borrower Sublimit” means an amount equal to the lesser of the Aggregate Revolving Credit Commitments and $500,000,000.  The Designated Borrower Sublimit is part of, and not in addition to, the Aggregate Revolving Credit Commitments.


Designated Borrower Notice” has the meaning specified in Section 2.15.


Designated Borrower Request and Assumption Agreement” has the meaning specified in Section 2.15.


Disclosed Litigation” means litigation disclosed in the Forms 10-K and 10-Q filed by the Company or the Target with the Securities and Exchange Commission under the Securities Exchange Act of 1934, as amended, prior to the Closing Date.


Disposition” or “Dispose” means the sale, transfer, license, lease or other disposition (including any sale and leaseback transaction) of any property by any Person, including any sale, assignment, transfer or other disposal, with or without recourse, of any notes or accounts receivable or any rights and claims associated therewith.


Disqualified Stock” means, with respect to any Person, any Equity Interest that by its terms, or by the terms of any security into which it is convertible or for which it is exchangeable or exercisable, or upon the happening of any event:


(a)                                 matures or is mandatorily redeemable pursuant to a sinking fund obligation or otherwise;


(b)                                 is convertible or exchangeable for Indebtedness or Disqualified Stock, excluding Equity Interests convertible or exchangeable solely at the option of the Company or a Restricted Subsidiary, provided that any such conversion or exchange shall be deemed an incurrence of Indebtedness or Disqualified Stock, as applicable; or


(c)                                  is redeemable at the option of the holder thereof, in whole or in part;