Limitation on Debt and Contingent Indebtedness Sample Clauses

Limitation on Debt and Contingent Indebtedness. At no time shall the Seller or any Subsidiary incur, create, contract, assume, have outstanding, guarantee or otherwise

Limitation on Debt and Contingent Indebtedness. At no time shall the Seller or any Subsidiary incur, create, contract, assume, have outstanding, guarantee or otherwise be or become, directly or indirectly, liable in respect of any Debt or Contingent Indebtedness except: (a) the Obligations; (b) trade debt (including, without limitation, trade debt for services provided by an Affiliate), equipment leases, loans for the purchase of equipment used in the ordinary course of the Seller’s business and other accounts payable and accruals arising in the ordinary course of the Seller’s business and indebtedness for taxes and assessments not yet due and payable owed in the ordinary course of business;

Limitation on Debt and Contingent Indebtedness. At no time shall the Seller or any Subsidiary incur, create, contract, assume, have outstanding, guarantee or otherwise be or become, directly or indirectly, liable in respect of any Debt or Contingent Indebtedness except: (a) the Obligations; (b) Debt and Contingent Indebtedness existing on the Closing Date and disclosed on Schedule 17.2 hereto, but not any renewals or extensions thereof; (c) trade debt (including, without limitation, trade debt for services provided by an Affiliate), equipment leases, loans for the purchase of equipment used in the ordinary course of the Seller’s business and indebtedness for taxes and assessments not yet due and payable owed in the ordinary course of business; (d) Qualified Subordinated Debt; (e) Permitted Intercompany Payables; (f) Indebtedness, including the Obligations, secured by Permitted Liens and by no other Liens on the Property of the Seller; (g) liabilities as a lessee under leases which have been, or in accordance with GAAP, should be classified as capitalized leases, in an aggregate amount not greater than $5,000,000; (h) with the prior written consent of the Required Buyers (which consent shall not be unreasonably withheld, delayed or conditioned upon fees), Debt under a mortgage warehousing facility, mortgage repurchase facility or off-balance sheet indebtedness under another financing arrangement, provided that the Buyers are given a right of first refusal regarding only similarly structured syndicated mortgage warehousing facilities or mortgage repurchase facilities; and (i) other Debt in an aggregate amount at any time outstanding not greater than $1,000,000.

Limitation on Debt and Contingent Indebtedness. At no time shall the Seller or any Subsidiary incur, create, contract, assume, have outstanding, guarantee or otherwise be or become, directly or indirectly, liable in respect of any Debt or Contingent Indebtedness except: (a) the Obligations; (b) trade debt (including, without limitation, trade debt for services provided by an Affiliate), equipment leases, loans for the purchase of equipment used in the ordinary course of the Seller’s business and other accounts payable and accruals arising in the ordinary course of the Seller’s business and indebtedness for taxes and assessments not yet due and payable owed in the ordinary course of business; (c) Debt under the Pulte Repurchase Agreement and the Pulte Revolving Credit Facility; (d) if the Seller gives the Agent at least ten (10) Business Days prior written notice of the initial incurrence thereof, Debt under mortgage warehousing facilities, mortgage repurchase facilities or off-balance sheet indebtedness under other financing arrangements (other than the Pulte Repurchase Agreement or this Agreement);

Limitation on Debt and Contingent Indebtedness. At no time shall the Seller or any Subsidiary incur, create, contract, assume, have outstanding, guarantee or otherwise be or become, directly or indirectly, liable in respect of any Debt or Contingent Indebtedness except: (a) the Obligations; (b) trade debt (including, without limitation, trade debt for services provided by an Affiliate), equipment leases, loans for the purchase of equipment used in the ordinary course of the Seller’s business and other accounts payable and accruals arising in the ordinary course of the Seller’s business and indebtedness for taxes and assessments not yet due and payable owed in the ordinary course of business; (c) Debt under a mortgage warehousing facility, mortgage repurchase facility or off-balance sheet indebtedness under another financing arrangement, including such Debt owed to Parent, so long as no Default or Event of Default exists or would result from the incurrence of such Debt; (d) liabilities to its Affiliates (including without limitation obligations to remit loan proceeds to the Parent or its Affiliates arising out of a sale of homes by Parent or such Affiliate financed by the Seller) incurred in the ordinary course of business as currently conducted; and (e) Debt in respect of any exchange traded or over the counter derivative transaction or any Hedge Agreement entered into in the ordinary course of business and not for speculative purposes.

Limitation on Debt and Contingent Indebtedness. At no time shall the Seller or any Subsidiary incur, create, contract, assume, have outstanding, guarantee or otherwise be or become, directly or indirectly, liable in respect of any Debt or Contingent Indebtedness except: (a) the Obligations; 13312-786/M/I Financial Warehouse Facility (b) trade debt (including, without limitation, trade debt for services provided by an Affiliate), equipment leases, loans for the purchase of equipment used in the ordinary course of the Seller’s business and other accounts payable and accruals arising in the ordinary course of the Seller’s business and indebtedness for taxes and assessments not yet due and payable owed in the ordinary course of business;

Limitation on Debt and Contingent Indebtedness. Section 17.2 of the Repurchase Agreement is amended by: (i) amending and restating subsection (c) as follows:

Limitation on Debt and Contingent Indebtedness. At no time shall the Seller or any Subsidiary incur, create, contract, assume, have outstanding, guarantee or otherwise be or become, directly or indirectly, liable in respect of any Debt or Contingent Indebtedness except: (a) the Obligations; (b) trade debt (including, without limitation, trade debt for services provided by an Affiliate), equipment leases, loans for the purchase of equipment used in the ordinary course of the Seller’s business and other accounts payable and accruals arising in the ordinary course of the Seller’s business and indebtedness for taxes and assessments not yet due and payable owed in the ordinary course of business; (c) Debt under the Parent Repurchase Agreement; (d) Debt under mortgage warehousing facilities, mortgage repurchase facilities or off-balance sheet indebtedness under other financing arrangements, other than under the Parent Repurchase Agreement or this Agreement, in an aggregate amount at any one time not to exceed One Hundred Fifty Million Dollars ($150,000,000); (e) liabilities to its Affiliates (including without limitation obligations to remit loan proceeds to the Parent or its Affiliates arising out of a sale of homes by Parent or such Affiliate financed by the Seller) incurred in the ordinary course of business as currently conducted;

Limitation on Debt and Contingent Indebtedness. At no time shall the Seller or any Subsidiary incur, create, contract, assume, have outstanding, guarantee or otherwise be or 1752672229 become, directly or indirectly, liable in respect of any Indebtedness except (collectively, “Permitted Indebtedness”): (a) the Obligations; (b) trade debt (including, without limitation, trade debt for services provided by an Affiliate), equipment leases, loans for the purchase of equipment used in the ordinary course of the Seller’s business and other accounts payable and accruals arising in the ordinary course of the Seller’s business and indebtedness for taxes and assessments not yet due and payable owed in the ordinary course of business; (c) Seller’s existing committed mortgage warehousing facility with the Administrative Agent, and if the Seller gives the Administrative Agent at least ten (10) Business Days prior written notice of the initial incurrence thereof, other Indebtedness under mortgage warehousing facilities, mortgage repurchase facilities or off-balance sheet indebtedness under other financing arrangements; provided that no prior notice shall be required with respect to any such facility, indebtedness or other financing arrangement entered into with the Administrative Agent; (d) Indebtedness in respect of any exchange traded or over the counter derivative transaction or any Hedge Agreement entered into in the ordinary course of business and not for speculative purposes; (e) contingent repurchase obligations arising out of loan sale representations and warranties; (f) guaranties by Seller of Indebtedness of any other Person not in excess of Five Million Dollars ($5,000,000); provided that Seller may incur (i) guaranties the Indebtedness of any other Person in excess of Five Million Dollars ($5,000,000) with the Administrative Agent’s prior written consent and (ii) contingent indebtedness of any amount with respect to debts or contingent indebtedness of Seller’s Subsidiaries or Affiliates or the Affiliates of Seller’s Subsidiaries which relate to residential mortgage warehouse or repurchase facilities or other, similar short-term secondary residential mortgage finance lines of credit extended to or guaranteed by those Subsidiaries, Affiliates or Subsidiaries’ Affiliates; and (g) any other Debt which is not otherwise expressly provided for in this Section 8.2 in an aggregate principal amount outstanding from time to time not to exceed Five Million Dollars ($5,000,000).