Limitation on Debt Sample Clauses

Limitation on Debt. Permit the total principal amount of all Debt of the Borrower and its Subsidiaries, determined on a consolidated basis and without duplication of liability therefor, at any time to exceed 65% of Capitalization determined as of the last day of the most recently ended fiscal quarter of the Borrower; provided, however, that for purposes of this Section 5.02(b), (i) “Debt” and “Capitalization” shall not include (A) Hybrid Securities, (B) any Debt of any Subsidiary of the Borrower that is Non-Recourse Debt and (C) Eligible Securitization Bonds, and (ii) “Capitalization” shall exclude changes to other comprehensive income resulting from (x) pension and other post-retirement benefits liability adjustments and (y) ▇▇▇▇-to-market non-cash adjustments relating to accounting for derivatives.

Limitation on Debt. (a) The Company shall not, and shall not permit any Subsidiary of the Company to, Issue, directly or indirectly, any Debt; provided, however, that the Company and its Subsidiaries shall be permitted to Issue Debt if, at the time of such Issuance, the Consolidated EBITDA Coverage Ratio for the period of the most recently completed four consecutive fiscal quarters ending at least 45 days prior to the date such Debt is Issued exceeds the ratio of 2.0 to 1.0. (b) Notwithstanding the foregoing, the Company and its Subsidiaries may Issue the following Debt: (1) Debt Issued pursuant to the Credit Agreement, any Refinancing thereof, or any other credit agreement, indenture or other agreement, in an aggregate principal amount not to exceed $950 million outstanding at any one time; (2) Debt (other than Debt described in clause (1) above) Issued for working capital and general corporate purposes in an aggregate principal amount at the time of such Issue which, when taken together with the aggregate principal amount then outstanding of all other Debt Issued pursuant to this clause (2), shall not exceed the sum of (x) 50% of the book value of the inventory of the Company and its consolidated Subsidiaries and (y) 80% of the book value of the accounts receivable of the Company and its consolidated Subsidiaries, in each case as determined in accordance with GAAP; (3) Debt (other than Debt described in clauses (1) and (2) above) in respect of the undrawn portion of the face amount of or unpaid reimbursement obligations in respect of letters of credit for the account of the Company or any of its Subsidiaries in an aggregate amount at any time outstanding not to exceed the excess of (i) $150 million over (ii) the undrawn portion of the face amount of or unpaid reimbursement obligations in respect of letters of credit Issued under the Credit Agreement or any Refinancing thereof or any other credit agreement, indenture or other agreement pursuant to clause (1) above; (4) Debt of the Company Issued to and held by a Wholly Owned Recourse Subsidiary of the Company and Debt of a Subsidiary of the Company Issued to and held by the Company or a Wholly Owned Recourse Subsidiary; provided, however, that any subsequent Issuance or transfer of any Capital Stock that results in any such Wholly Owned Recourse Subsidiary ceasing to be a Wholly Owned Recourse Subsidiary or any subsequent transfer of such Debt (other than to the Company or a Wholly Owned Recourse Subsidiary) shall be deemed,...

Limitation on Debt. The Company may not, and may not permit any Restricted Subsidiary to, Incur any Debt except that the Company and any Restricted Subsidiary (but not any Restricted Subsidiary that is not a Subsidiary Guarantor) may Incur Debt if after giving pro forma effect to the Incurrence of such Debt and the receipt and application of the proceeds thereof the Consolidated Cash Flow Coverage Ratio of the Company would be greater than 2.0 to 1. Notwithstanding the foregoing limitation, the following Debt may be Incurred. (a) Debt of the Company or any Subsidiary Guarantor, other than Floor Plan Debt, under the Senior Credit Facility in an aggregate principal amount at any one time not to exceed the greater of $200 million or 25% of the Company's Consolidated Net Tangible Assets at the time of such Incurrence; (b) Debt of the Company or any Restricted Subsidiary consisting of Floor Plan Debt or Guarantees of Floor Plan Debt of the Company; (c) Debt owed by the Company to any Restricted Subsidiary for which fair value has been received or Debt owed by a Restricted Subsidiary to the Company or a Restricted Subsidiary; provided, however, that: (i) any such Debt owing by the Company to a Restricted Subsidiary shall be Subordinated Debt evidenced by an intercompany promissory note and (ii) upon either the transfer or other disposition by such Restricted Subsidiary or the Company of any Debt so permitted to a Person other than the Company or another Restricted Subsidiary or the issuance (other than directors' qualifying shares), sale, transfer or other disposition of shares of Capital Stock (including by consolidation or merger) of such Restricted Subsidiary to a Person other than the Company or another such Restricted Subsidiary, the provisions of this clause (c) shall no longer be applicable to such Debt and such Debt shall be deemed to have been Incurred at the time of such transfer or other disposition; (d) Debt consisting of the Notes (other than the Additional Notes), the Subsidiary Guarantees and Guarantees by Restricted Subsidiaries of any Debt Incurred to refinance or refund the Notes; (e) Debt of the Company or any of its Restricted Subsidiaries represented by Capital Lease Obligations, mortgage financings or purchase money obligations, in each case, Incurred for the purpose of financing all or any part of the purchase price or cost of construction or improvement of property, plant or equipment used in the business of the Company or such Restricted Subsidiary, in an a...

Limitation on Debt. Create, incur, assume or suffer to exist any Debt, except: (a) Indebtedness of any Credit Party to Agent and the Lenders under this Agreement and/or the other Loan Documents; (b) any Debt existing on the Effective Date and set forth in Schedule 8.1 attached hereto and any renewals or refinancing of such Debt (provided that (i) the aggregate principal amount of such renewed or refinanced Debt shall not exceed the aggregate principal amount of the original Debt outstanding on the Effective Date (less any principal payments and the amount of any commitment reductions made thereon on or prior to such renewal or refinancing), (ii) the renewal or refinancing of such Debt shall be on substantially the same or better terms as in effect with respect to such Debt on the Effective Date, and shall otherwise be in compliance with this Agreement, and (iii) at the time of such renewal or refinancing no Default or Event of Default has occurred and is continuing or would result from the renewal or refinancing of such Debt; (c) any Debt of Borrowers or any Subsidiary incurred to finance the acquisition of fixed or capital assets, whether pursuant to a loan or a Capitalized Lease provided that both at the time of and immediately after giving effect to the incurrence thereof (i) no Default or Event of Default shall have occurred and be continuing, and (ii) the aggregate amount of all such Debt at any one time outstanding (including, without limitation, any Debt of the type described in this clause (c) which is set forth on Schedule 8.1 hereof) shall not exceed $5,000,000, and any renewals or refinancings of such Debt on terms substantially the same or better than those in effect at the time of the original incurrence of such Debt; (d) Debt under any Hedging Transactions, provided that such transaction is entered into for risk management purposes and not for speculative purposes; (e) Debt arising from judgments or decrees not deemed to be a Default or Event of Default under subsection (g) of Section 9.1; (f) Debt owing to a Person that is a Credit Party, but only to the extent permitted under Section 8.7 hereof; (g) the Comerica Debt and the Subordinated Debt; (h) Debt arising under the Surety Agreements, provided that the Borrowers shall promptly terminate the Liberty Mutual Indemnity Agreement and any other Bond Documents related thereto following the completion of the construction projects set forth on Schedule 8.1(i); (i) additional unsecured Debt not otherwise described a...

Limitation on Debt. The Holding Company will not, and will not permit ------------------ any of its Subsidiaries to, be liable or create, assume, incur, guarantee, or in any manner become liable, contingently or otherwise, in respect of any Debt other than: (a) Debt evidenced by the Notes; (b) Debt outstanding on the date hereof and referred to in Exhibit 5.9 ----------- attached hereto; (c) Debt in addition to that permitted under section 14.5(a) and (b), including, without limitation, any Debt incurred under the Fleet Agreement, provided that, both at the time of and immediately after giving effect to -------- the incurrence thereof and the repayment of any Debt that is concurrently repaid: (i) the ratio of Consolidated Debt on such date to Pro Forma Consolidated Cash Flow for the period of four consecutive fiscal quarters ended on or most recently prior to such date does not exceed the applicable ratio set forth below for the period in which such incurrence shall occur: Period Ratio ------ ----- Closing Date through August 31, 2001 4.75 to 1.00 September 1, 2001 through August 31, 2002 4.50 to 1.00 From and after September 1, 2002 4.25 to 1.00; (ii) the ratio of Consolidated Senior Debt on such date to Pro Forma Consolidated Cash Flow for the period of four consecutive fiscal quarters ended on or most recently prior to such date does not exceed the applicable ratio set forth below for the period in which such incurrence shall occur: Period Ratio ------ ----- Closing Date through August 31, 2001 4.00 to 1.00 September 1, 2001 through August 31, 2002 3.75 to 1.00 From and after September 1, 2002 3.50 to 1.00; and (iii) in the case of any Debt other than Debt incurred under the Fleet Agreement, no Default or Event of Default shall exist; and (d) Debt incurred for the extension, refinancing, refunding or renewal of any Debt permitted under sections 14.5(a), (b) or (c), provided that (i) -------- - the aggregate principal amount of such replacement Debt does not exceed at any time that of the Debt then being extended, refinanced, refunded or renewed, (ii) the terms of such replacement Debt are not in any material -- respect more restrictive upon the Holding Company or any of its Subsidiaries than those of the Debt then being extended, refinanced, refunded or renewed and (iii) both at the time of such extension, --- refinancing, refunding or renewal and immediately after giving effect thereto, no Default or Event of Default shall exist. For purposes of this section 14.5, any Per...

Limitation on Debt. 38 6.3. Limitation on Liens ........................................... 38 6.4. Prohibitions on Fundamental Changes ........................... 39 6.5. Limitation on Sale of Assets .................................. 39 6.6. Prohibitions on Acquisitions .................................. 40 6.7. Prohibition on Distributions .................................. 40 6.8. Limitation on Contingent Obligations .......................... 40 6.9. Transactions with Affiliates .................................. 40 6.10. Continuation of or Change in Business ......................... 40 6.11. Preservation of Status of Collateral .......................... 40

Limitation on Debt. Neither the Company nor any of its Subsidiaries shall, directly or indirectly, issue, assume or otherwise incur any Debt, other than: (a) Debt under this Agreement and the Notes; (b) Debt under the Revolving Credit Facility (as defined in the Credit Agreement) portion of the Credit Agreement in a principal amount not exceeding $53 million; (c) Debt under the Term Loan (as defined in the Credit Agreement) portion of the Credit Agreement in the original principal amount of $12 million, as the principal balance thereof is reduced from time to time in accordance with its terms; (d) Debt secured by a Lien permitted under Section 10.8(v) hereof; (e) additional unsecured Debt at any one time outstanding in a principal amount not exceeding $4,000,000; (f) the Debt reflected in Schedule 10.7; and (g) refinancings, refundings and extensions of the foregoing, provided that such refinancing, refunding or extension shall not: (a) be in a principal amount greater than (x) the amount permitted above or (y) as to any refinancing of the Revolving Credit Facility (as defined in the Credit Agreement) portion of the Credit Agreement, an amount equal to $53 million plus the amount (the "Cushion Amount") by which the unsecured Debt of the Company and it Subsidiaries outstanding under subsection (e) of this Section 10.7 is less than $4,000,000 at the time of any such refinancing; provided, that the amount of additional unsecured Debt thereafter permitted under subsection (e) of this Section 10.7 shall be equal to $4,000,000 less the Cushion Amount; or (b) be pursuant to any agreement that provides for a final maturity of such Debt that occurs after May 6, 2004; or (c) be pursuant to any agreement that purports to restrict the Company's ability to pay, without conflict with the terms of such agreement, principal of, or interest (or premium, if any) on, the Debt outstanding under this Agreement and the Notes in accordance with the terms thereof, other than by reason of the existence of an event of default that would permit the holder of such Debt to accelerate the maturity thereof or of an event which, with the giving of notice or lapse of time, or both, would constitute such an event of default; or (d) be pursuant to any agreement that purports otherwise to alter the rights and obligations of any Holder of Notes under Article 12 of this Agreement or any subordination provisions applicable immediately prior to the effectiveness of such refinancing, refunding or extension, to the D...

Limitation on Debt. (a) The Guarantor shall not, and shall not permit the Issuer or any Restricted Group Member to, directly or indirectly, create, incur, issue, assume, guarantee or otherwise become directly or indirectly liable, contingently or otherwise, with respect to (collectively, “incur”) any Debt (including Acquired Debt); provided, however, that any Existing Notes Obligor may incur Debt if at the time of such incurrence, the Fixed Charge Coverage Ratio for Luxco 2's most recently ended four full fiscal quarters for which internal financial statements are available immediately preceding the incurrence of such Debt, taken as one period, would be greater than 2.25 to 1.00, determined on a pro forma basis after giving effect to the incurrence of such Debt and the application of the net proceeds therefrom. (b) The foregoing paragraph shall not, however, prohibit the incurrence of any of the following items of Debt (collectively “Permitted Debt”): (i) the incurrence by any Existing Notes Obligor under Credit Facilities of: (A) Debt represented by the Super Senior Secured Notes (other than any additional notes) and any related Guarantees and an unlimited principal amount of PIK interest (including any PIK notes issued in respect of PIK interest) in payment of accrued interest on the Super Senior Secured Notes; and (B) Debt under the Surety Bonds Facilities and obligations in respect of letters of credit in an aggregate principal amount at any one time outstanding not to exceed €50.0 million; (C) Debt represented by the Senior Secured Notes (other than any additional notes) and any related Guarantees and an unlimited principal amount of PIK interest (including any PIK notes issued in respect of PIK interest) in payment of accrued interest on the Senior Secured Notes; (ii) Debt represented by the Notes (other than any Additional Notes) and any related Guarantees and an unlimited principal amount of PIK Interest (including any PIK Notes issued in respect of PIK Interest) in payment of accrued interest on the Notes; (iii) the incurrence since the Existing Debt Issue Date by any Restricted Group Member of Debt, and any Permitted Refinancing Debt of any Restricted Group Member incurred to renew, refund, refinance, replace, defease or discharge any Debt incurred pursuant to this clause (iii), in an aggregate principal amount at any time outstanding not to exceed €150.0 million; provided that the aggregate amount of Debt that may be incurred pursuant to this clause

Limitation on Debt. Borrower shall not, nor allow any Subsidiary to, create, incur, assume, become liable in any manner in respect of, or suffer to exist, any debt for borrowed money except: (a) debt, excluding debt created under this Agreement, not in excess of $500,000 (which amount shall not include any debt acquired by acquisition of another entity), calculated at the end of each quarter; (b) debt created under this Agreement; (c) debt secured by a purchase money security interest; or (d) federal fund purchases, federal reserve borrowings and advances from the Federal Home Loan Bank, calculated at the end of each fiscal quarter in an amount not to exceed fifteen percent (15%) of the Bank’s total assets, calculated at the end of each quarter; and (e) the Subordinated Debentures.