Debt of Foreign Subsidiaries. of the Borrower and Debt of non-Loan Parties in an aggregate outstanding principal amount not to exceed, at the time of incurrence thereof, together with any Permitted Refinancing thereof, the greater of (x) $150,000,000205,000,000 and (y) 6.5% of the Consolidated Net Tangible Assets; (i) unsecured Debt assumed in connection with a Permitted Acquisition in an unlimited amount subject to pro forma compliance, at the time of incurrence thereof, with Section 6.12 as of the last day of the most recently ended Measurement Period (and any Permitted Refinancing thereof), and (ii) subject to pro forma compliance, at the time of incurrence thereof, with Section 6.12 as of the last day of the most recently ended Measurement Period, secured Debt assumed in connection with a Permitted Acquisition in an outstanding principal amount not to exceed, at the time of assumption thereof, the greater of (A) $100,000,000125,000,000 and (B) 4% of the Consolidated Net Tangible Assets (provided that, in the case of this clause (ii), the Lien securing such Debt does not extend to or cover any other assets or property (other than the proceeds or products thereof and after acquired property subject to a Lien pursuant to terms existing at the time of such acquisition, it being understood that such requirement shall not be permitted to apply to any property to which such requirement would not have applied but for such acquisition)) (and any Permitted Refinancing thereof); provided that, in each case of clauses (i) and (ii), such Debt was not incurred or issued in contemplation of or in connection with such Permitted Acquisition and was in existence on the date of such Permitted Acquisition;
Appears in 1 contract
Sources: Credit Agreement (Phinia Inc.)
Debt of Foreign Subsidiaries. of the Borrower and Debt of non-Loan Parties in an aggregate outstanding principal amount not to exceed, at the time of incurrence thereof, together with any Permitted Refinancing thereof, the greater of (x) $150,000,000205,000,000 205,000,000 and (y) 6.5% of the Consolidated Net Tangible Assets;
(i) unsecured Debt assumed in connection with a Permitted Acquisition in an unlimited amount subject to pro forma compliance, at the time of incurrence thereof, with Section 6.12 as of the last day of the most recently ended Measurement Period (and any Permitted Refinancing thereof), and (ii) subject to pro forma compliance, at the time of incurrence thereof, with Section 6.12 as of the last day of the most recently ended Measurement Period, secured Debt assumed in connection with a Permitted Acquisition in an outstanding principal amount not to exceed, at the time of assumption thereof, the greater of (A) $100,000,000125,000,000 125,000,000 and (B) 4% of the Consolidated Net Tangible Assets (provided that, in the case of this clause (ii), the Lien securing such Debt does not extend to or cover any other assets or property (other than the proceeds or products thereof and after acquired property subject to a Lien pursuant to terms existing at the time of such acquisition, it being understood that such requirement shall not be permitted to apply to any property to which such requirement would not have applied but for such acquisition)) (and any Permitted Refinancing thereof); provided that, in each case of clauses (i) and (ii), such Debt was not incurred or issued in contemplation of or in connection with such Permitted Acquisition and was in existence on the date of such Permitted Acquisition;
Appears in 1 contract
Sources: Credit Agreement (Phinia Inc.)
Debt of Foreign Subsidiaries. of the Borrower and Debt of non-Loan Parties in an aggregate outstanding principal amount not to exceed, at the time of incurrence thereof, together with any Permitted Refinancing thereof, the greater of (x) $150,000,000205,000,000 150,000,000 and (y) 6.5% of the Consolidated Net Tangible Assets;
(i) unsecured Debt assumed in connection with a Permitted Acquisition in an unlimited amount subject to pro forma compliance, at the time of incurrence thereof, with Section 6.12 as of the last day of the most recently ended Measurement Period (and any Permitted Refinancing thereof), and (ii) subject to pro forma compliance, at the time of incurrence thereof, with Section 6.12 as of the last day of the most recently ended Measurement Period, secured Debt assumed in connection with a Permitted Acquisition in an outstanding principal amount not to exceed, at the time of assumption thereof, the greater of (A) $100,000,000125,000,000 100,000,000 and (B) 4% of the Consolidated Net Tangible Assets (provided that, in the case of this clause (ii), the Lien securing such Debt does not extend to or cover any other assets or property (other than the proceeds or products thereof and after acquired property subject to a Lien pursuant to terms existing at the time of such acquisition, it being understood that such requirement shall not be permitted to apply to any property to which such requirement would not have applied but for such acquisition)) (and any Permitted Refinancing thereof); provided that, in each case of clauses (i) and (ii), such Debt was not incurred or issued in contemplation of or in connection with such Permitted Acquisition and was in existence on the date of such Permitted Acquisition;
Appears in 1 contract
Sources: Credit Agreement (Phinia Inc.)