Limitations on Debt Payments and Amendments Clause Samples
Limitations on Debt Payments and Amendments. (a) The Borrower will not, and will not permit any Restricted Subsidiary to, prepay, repurchase or redeem or otherwise defease any Restricted Indebtedness; provided, however, that (x) the Borrower and any Restricted Subsidiary may prepay, repurchase or redeem or otherwise defease Restricted Indebtedness with the Net Cash Proceeds of Permitted Other Indebtedness that is unsecured or secured by a Lien ranking junior to the Lien securing the Obligations incurred in accordance with Section 10.1(bb)(i)(b) and (y) the Borrower or Restricted Subsidiary may prepay, repurchase or redeem Restricted Indebtedness (i) in an aggregate amount from the 2014 July Repricing Effective Date, when aggregated with (A) the aggregate amount of dividends paid pursuant to Section 10.6(c) from the Original Closing Date (other than dividends paid pursuant to Section 10.6(c)(x) prior to March 31, 2015) and (B) all loans and advances to any direct or indirect parent of the Borrower made pursuant to Section 10.5(m) (in lieu of dividends permitted by Section 10.6(c)), not in excess of the sum of (1) $400,000,000 plus (2) if the Borrower shall be in compliance with the Senior Secured Leverage Test, both before and after giving effect, on a Pro Forma Basis, to the making of such prepayment, repurchase or redemption, the Applicable Amount at the time of such prepayment, repurchase or redemption; provided the use of such amounts in clauses (1) and (2) shall be subject to no Default or Event of Default having occurred and continuing at the date of such prepayment, repurchase, redemption or other defeasance or resulting therefrom, plus (3) the Applicable Equity Amount at the time of such prepayment, repurchase or redemption; for the avoidance of doubt, dividends paid in reliance on and in compliance with Section 10.6(c) shall not retroactively cause any breach of this Section 10.7(a)(y)(i) in respect of amounts previously prepaid in compliance with this Section 10.7(a)(y)(i); and (ii) with the proceeds of Permitted Additional Debt. For the avoidance of doubt, nothing in this Section 10.7 shall restrict (i) any prepayment, repurchase, redemption or defeasance made after the Original Closing Date in connection with the Debt Repayment, (ii) the making of any prepayment of accrued but unpaid interest and/or original issue discount in respect of the Senior Interim PIK Loans and/or the PIK Notes in accordance with the “Optional Interest Repayment” provisions thereof as of the end of any accrual peri...
Limitations on Debt Payments and Amendments. (a) The Borrower will not, and will not permit the Restricted Subsidiaries to, voluntarily prepay, repurchase or redeem or otherwise defease any Junior Indebtedness, except for any such prepayment, repurchase, redemption or defeasement permitted pursuant to Section 10.7(a) of the Senior Secured Credit Agreement.
(b) The Borrower will not, and will not permit to the Restricted Subsidiaries to waive, amend, or modify any Indebtedness with a principal amount in excess of $300,000,000 that is subordinated in right of payment to the Obligations, in each case, that to the extent that any such waiver, amendment or modification, taken as a whole, would be adverse to the Lenders in any material respect other than in connection with (i) a refinancing or replacement of such Indebtedness permitted hereunder or (ii) in a manner expressly permitted by, or not prohibited under, the applicable intercreditor or subordination terms or agreement(s) governing the relationship between the Lenders, on the one hand, and the lenders or purchasers of the applicable subordinated Indebtedness, on the other hand.
(c) The Borrower and its Restricted Subsidiaries may make AHYDO Catch-Up Payments relating to Indebtedness of the Borrower and its Restricted Subsidiaries.
Limitations on Debt Payments and Amendments. (a) The Borrower will not prepay, repurchase or redeem or otherwise defease any Subordinated Notes (it being understood that any payment of principal prior to April 6, 2014 shall be deemed a prepayment for purposes of this Section 10.7); provided, however, that so long as (i) no Default or Event of Default has occurred and is continuing and (ii) on the date of such determination the Consolidated Senior Debt to Consolidated EBITDA Ratio is less than 3.50 to 1.00, the Borrower may prepay, repurchase or redeem any Subordinated Notes; provided, that to the extent such prepayment, repurchase or redemption is made with the proceeds of subordinated Indebtedness that is permitted by Section 10.1 (other than Permitted Additional Subordinated Notes), such subordinated Indebtedness shall have terms material to the interests of the Lenders not materially less advantageous to the Lenders than those of the Subordinated Notes.
(b) The Borrower will not waive, amend, modify, terminate or release the Subordinated Note Indenture to the extent that any such waiver, amendment, modification, termination or release would be adverse to the Lenders in any material respect.
Limitations on Debt Payments and Amendments. Unpaid Refinancing Amount
Limitations on Debt Payments and Amendments. The Borrower will not, and will not permit its Restricted Subsidiaries to, make or cause or permit to be made any optional or voluntary prepayment, redemption, repurchase, retirement or defeasance (legal or economic) of, or take any action having a similar effect to any of the foregoing with respect to, (in each case in full or in part) any Indebtedness permitted to be incurred pursuant to Section 10.1(l) that would otherwise become due and payable after the B Term Loan Maturity Date, provided that any optional or voluntary prepayments, redemptions, repurchases, retirements or defeasances otherwise prohibited by this Section 10.7 may be made in an amount, together with the amount of scheduled payments to be made pursuant to the proviso in Section 10.1(l), not to exceed $25,000,000 in the aggregate.
Limitations on Debt Payments and Amendments. (a) The Borrower will not, and will not permit any Restricted Subsidiary to, prepay, repurchase or redeem or otherwise defease any Restricted Indebtedness; provided, however, that (x) the Borrower and any Restricted Subsidiary may prepay, repurchase or redeem or otherwise defease Restricted Indebtedness with the Net Cash Proceeds of Permitted Other Indebtedness that is unsecured or secured by a Lien ranking junior to the Lien securing the Obligations incurred in accordance with Section 10.1(bb)(i)(b) and (y) the Borrower or Restricted Subsidiary may prepay, repurchase or redeem Restricted Indebtedness (i) in an aggregate amount from the 2014 July Repricing Effective Date, when aggregated with (A) the aggregate amount of dividends paid pursuant to Section 10.6(c) from the Original Closing Date (other than dividends paid pursuant to Section 10.6(c)(x) prior to March 31, 2015) and (B) all loans and advances to any direct or indirect parent of the Borrower made pursuant to Section 10.5(m) (in lieu of dividends permitted by Section
Limitations on Debt Payments and Amendments. (a) Holdings and the Borrower will not prepay, repurchase or redeem or otherwise defease any Permitted Subordinated Notes, any Permitted Additional Subordinated Notes or any Permitted Senior Notes; provided, however, that so long as no Default or Event of Default has occurred and is continuing, the Borrower may prepay, repurchase or redeem Permitted Subordinated Notes, any Permitted Additional Subordinated Notes or any Permitted Senior Notes (x) for an aggregate price not in excess of the Available Amount at the time of such prepayment, repurchase or redemption, or (y)(A) in the case of Subordinated Notes, with the proceeds of a substantially contemporaneous issuance of Permitted Additional Subordinated Notes and (B) in the case of Permitted Additional Notes, with the proceeds of a substantially contemporaneous issuance of Permitted Additional Notes that is permitted by Section 10.1(A).
(b) The Borrower will not waive, amend, modify, terminate or release the Subordinated Note Indenture, any Permitted Additional Subordinated Notes Indenture or any Permitted Senior Notes Indenture to the extent that any such waiver, amendment, modification, termination or release would be adverse to the Lenders in any material respect.
Limitations on Debt Payments and Amendments. (i) The Guarantor will not optionally prepay, repurchase or redeem or otherwise defease any Subordinated Notes; PROVIDED, HOWEVER, that so long as no Default or Event of Default has occurred and is continuing, the Guarantor may optionally prepay, repurchase or redeem Subordinated Notes (1) for an aggregate price not in excess of the Available Amount at the time of such prepayment, repurchase or redemption or (2) with the proceeds of subordinated Indebtedness that (A) is permitted by SECTION 8(a) and (B) has terms Material to the interests of the Lessor not Materially less advantageous to the Lessor. FORM OF GUARANTY - Page 27
(ii) The Guarantor will not waive, amend, modify, terminate or release the Subordinated Note Indenture, to the extent that any such waiver, amendment, supplement, modification, termination or release would be adverse to the Lessor in any Material respect.
Limitations on Debt Payments and Amendments. 147156 10.8 Negative Pledge Agreements 148157 10.9 Limitation on Subsidiary Distributions 150160 10.10 Hedge Agreements 152Transactions 161 10.11 Consolidated Total Debt to EBITDAX Ratio153Financial Performance Covenants163 10.12 Accounts 163 10.13 Use of Credit Extensions in Violation of Sanctions 163 SECTION 11. Events of Default 154163 11.1 Payments 154163 11.2 Representations, Etc 154163 11.3 Covenants 154164 11.4 Default Under Other Agreements 154164 11.5 Bankruptcy, Etc 155164 11.6 ERISA 156165 11.7 Guarantee 156165 11.8 Security Documents 156165 -iii- 727670773 12335469
Limitations on Debt Payments and Amendments. (a) The Company will not, nor will it permit any Subsidiary to, prepay, repurchase or redeem or otherwise defease any Junior Financing; provided that so long as no Default or Event of Default shall have occurred and be continuing at the date of such prepayment, repurchase, redemption or other defeasance or would result therefrom, the Company or any Subsidiary may prepay, repurchase or redeem such Junior Financing with the proceeds of (i) the issuance of Capital Stock (other than Disqualified Capital Stock) and (ii) Junior Financing that (A) is permitted by Section 4.17 hereof and (B) has terms material to the interests of the Holders not materially less advantageous to the Holders than those of such Junior Financing being refinanced.
(b) The Company will not waive, amend, modify, terminate or release any Junior Financing to the extent that any such waiver, amendment, modification, termination or release would be adverse to the Holders in any material respect.