Common use of Certain Payments of Indebtedness Clause in Contracts

Certain Payments of Indebtedness. Prior to the Investment Grade -------------------------------- Date, no Restricted Person will make or agree to pay or make, directly or indirectly, any payment or other distribution (whether in cash, securities or other property) of or in respect of principal of or interest on any Indebtedness, or any payment or other distribution (whether in cash, securities or other property), including any sinking fund or similar deposit, on account of the purchase, redemption, retirement, acquisition, cancellation or termination of any Indebtedness, except: (i) payment of Indebtedness created under the Loan Documents; (ii) payment of Indebtedness of the Restricted Persons in an aggregate amount not in excess of the aggregate principal amount as of the Restatement Effective Date of the Senior Notes; (iii) payment with proceeds of the sale of any of the LECs of Indebtedness of GCNA and/or its Subsidiaries in an aggregate principal amount not in excess of $900,000,000; Credit Agreement ---------------- (iv) the prepayment of any other Indebtedness of any Restricted Person, provided that prior to giving effect to such prepayment the Senior -------- Secured Leverage Ratio is less than 2.00; (v) payment of regularly scheduled interest and principal payments as and when due in respect of any Indebtedness, other than payments in respect of subordinated Indebtedness prohibited by the subordination provisions thereof; (vi) refinancings of Indebtedness to the extent permitted by Section 6.01; and (vii) payment of secured Indebtedness that becomes due as a result of the voluntary sale or transfer of the property or assets securing such Indebtedness.

Certain Payments of Indebtedness. Prior to the Investment Grade -------------------------------- DateThe Borrower will not, no Restricted Person nor will it permit any of its Subsidiaries to, make or agree to pay or make, directly or indirectly, any payment or other distribution (whether in cash, cash securities or other property) of or in respect of principal of of, interest on or interest other payment on any Indebtedness, or any payment or other distribution (whether in cash, securities or other property), including any sinking fund or similar deposit, on account of the purchase, redemption, retirement, acquisition, cancellation or termination of any Indebtedness, except: (i) payment of Indebtedness created under the Loan Documents; (ii) payment of Indebtedness of the Restricted Persons in an aggregate amount not in excess of the aggregate principal amount as of the Restatement Effective Date of the Senior Notes; (iii) payment with proceeds of the sale of any of the LECs of Indebtedness of GCNA and/or its Subsidiaries in an aggregate principal amount not in excess of $900,000,000; Credit Agreement ---------------- (iv) the prepayment of any other Indebtedness of any Restricted Person, provided that prior to giving effect to such prepayment the Senior -------- Secured Leverage Ratio is less than 2.00; (v) payment of regularly scheduled interest and principal payments as and when due in respect of any Indebtednessor within 20 days prior to the date due, other than payments in respect of subordinated the Subordinated Indebtedness prohibited by the subordination provisions thereof; (viiii) refinancings refinancing of Indebtedness to the extent permitted by Section 6.01; and6.1; (viiiv) as long as no Default or Event of Default exists, the repayment of Indebtedness owed by any Loan Party to any other Loan Party; (v) payment of secured Indebtedness that becomes due as a result of the voluntary sale or transfer of the property or assets securing such Indebtedness; and (vi) prepayment of Indebtedness as long as the aggregate amount of the Indebtedness prepaid pursuant to this clause (vii) shall not exceed $100,000 in the aggregate during the entire term of this Agreement.