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SEC Filings

GRAHAM HOLDINGS CO filed this Form 8-K on 04/27/2017
Entire Document


Cost Covering Students” has the meaning in Part B, Section IV of Exhibit D.

Course” means any academic course to be offered as part of the Academic Program.

Critical Service Level Failure” has the meaning in Section 3.5.

Cure Period” has the meaning in Section 14.5.

Current Fair Market Rate” has the meaning in Section 14.2(b).

Defaulting Party” has the meaning in Section 14.5.

Deferred Revenue Adjustment” means an amount equal to 35% of the average Kaplan University month-end deferred revenue balance for the 12 month period ending on the most recent month-end prior to the Effective Date.

Deposit Credits” has the meaning in Section 5 of Exhibit F.

Derivative Work” means a work based on one or more preexisting works, including a condensation, transformation, translation, modification, expansion or adaptation, that, if prepared without authorization of the owner of the copyright of such preexisting work, would constitute a copyright infringement under applicable Law, but excluding the preexisting work.

Disclosing Party” has the meaning in Section 7.2.

Distribution Waterfall” has the meaning in Article 9.

Early Termination Fee” has the meaning in Section 14.2(b).

Early Termination Note” has the meaning in Section 14.2(b).

ECAR” has the meaning in Part A, Section II of Exhibit D.

ED” means the United States Department of Education.

ED Institution” has the meaning in Recital A.

Educational Agency” means any Person, whether governmental, government chartered, private, or quasi-private, that engages in granting or withholding approvals for, or otherwise regulates, postsecondary institutions, their agents or employees in accordance with standards relating to performance, operation, financial condition or academic standards of such institutions, and the provision of financial assistance to such institutions or students attending such institutions, including ED, any Accrediting Body, the Higher Learning Commission, the U.S. Department of Veterans’ Affairs and state educational agencies.

Educational Approvals” means any license, permit, approval, authorization, certificate or accreditation issued or required to be issued by an Educational Agency to a Person with respect to any aspect of such Person’s operations subject to the oversight of such Educational Agency or the participation of such Person in Student Financial Assistance Programs.

Educational Law” means any federal, state, municipal, foreign or other law, regulation, order, Accrediting Body standard or other requirement that is applicable to a Party, including the provisions of Title IV of the HEA and any regulations or written guidance implementing or relating thereto, issued or administered by, or related to, any Educational Agency.

Effective Date” has the meaning in the Prologue.
Exhibit A - Definitions