Common use of Incurrence of Priority Debt Clause in Contracts

Incurrence of Priority Debt. The Company will not and will not permit any of its Subsidiaries to directly or indirectly create, incur, assume, guarantee, or otherwise become liable in respect of (a) in the case of the Company, any Debt to be incurred after the date of the Closing and secured by Liens permitted pursuant to clause (h), (i), (j) or (k) of Section 11.6, or (b) in the case of any Subsidiary, any Debt to be incurred by such Subsidiary after the date of the Closing, unless, after giving effect to the incurrence of such Debt and the application of the proceeds thereof, (i) no Default or Event of Default would exist and (ii) the aggregate principal amount (without duplication) of (A) all Debt of the Company then outstanding secured by Liens permitted pursuant to clauses (e), (h), (i), (j) or (k) of Section 11.6 (excluding, in any case, any such Debt owing to a Subsidiary and excluding any duplication of Debt that may arise by virtue of the utilization of clause (j)) and (B) all Consolidated Subsidiary Debt then outstanding does not exceed 30% of Consolidated Net Worth, determined as of the last day of the most recently ended Fiscal Quarter.

Incurrence of Priority Debt. The Company will not and will not permit any of its Subsidiaries to directly or indirectly create, incur, assume, guarantee, or otherwise become liable in respect of (a) in the case of the Company, any Debt to be incurred after the date of the Closing and secured by Liens permitted pursuant to clause (h), (i), (j) or (kl) of Section 11.6, or (b) in the case of any Subsidiary, any Debt to be incurred by such Subsidiary after the date of the Closing, unless, after giving effect to the incurrence of such Debt and the application of the proceeds thereof, (i) no Default or Event of Default would exist and (ii) the aggregate principal amount (without duplication) of (A) all Debt of the Company then outstanding secured by Liens permitted pursuant to clauses (e), (h), (i), (j) or (kl) of Section 11.6 (excluding, in any case, any such Debt owing to a Subsidiary and excluding any duplication of Debt that may arise by virtue of the utilization of clause (j)) and (B) all Consolidated Subsidiary Debt then outstanding does not exceed 30% of Consolidated Net Worth, determined as of the last day of the most recently ended Fiscal Quarter.