Permitted Subordinated Debt Clause Samples

Permitted Subordinated Debt. Borrower shall not make prepayments on any existing or future Indebtedness to any Person other than to Lender or to the extent specifically permitted by this Agreement or any subsequent agreement between Borrower and Lender.

Permitted Subordinated Debt. Debt of the Borrower or any Subsidiary of the Borrower secured by a Lien described in clause (vii) of the definition of Permitted Liens, in an aggregate principal amount outstanding at any time not to exceed $25,000,000;

Permitted Subordinated Debt. The Company shall not: --------------------------- (i) issue any Permitted Subordinated Debt if the aggregate issue price thereof (defined as the aggregate principal amount at maturity less the aggregate original issue discount) which, when aggregated with all other subordinated indebtedness, would exceed the amount permitted 51. under Section 7.06(j) immediately after giving effect to the issuance thereof; or (ii) issue or refinance any Permitted Subordinated Debt if a Default or Event of Default shall exist either immediately prior to, or after giving effect to, the incurrence of such Permitted Subordinated Debt; (b) except as permitted under Section 7.09, pay any principal (including sinking fund payments) or any other amount (including scheduled interest payments) with respect to any Permitted Subordinated Debt (including the payment of cash in connection with such a conversion thereof), or purchase or redeem (or offer to purchase or redeem) any Permitted Subordinated Debt, or deposit any monies, securities or other Property with any trustee or other Person to provide assurance that the principal or any portion thereof of any Permitted Subordinated Debt will be paid when due or otherwise to provide for the defeasance of any Permitted Subordinated Debt; except, subject to the ------ subordination provisions contained in any Permitted Subordinated Debt therein, the Company may: (i) pay scheduled interest payments on Permitted Subordinated Debt; (ii) make mandatory payments consisting of prepayments or redemptions of Permitted Subordinated Debt in each case scheduled at the time of issuance of Permitted Subordinated Debt; and (iii) deliver securities, cash and other property upon the conversion of the Permitted Subordinated Debt in accordance with the terms thereof (including the payment of cash in lieu of fractional shares in connection with such a conversion); or (c) amend, waive, supplement or otherwise modify any instrument relating to any Permitted Subordinated Debt (including any modifications to the Subordinated Note Indenture made pursuant to a supplemental indenture, Section 301 of the Subordinated Note Indenture or otherwise) if, as a result thereof, such Permitted Subordinated Debt would no longer satisfy all the conditions set forth in the definition of "Permitted Subordinated Debt" or as otherwise approved by the Majority Banks.

Permitted Subordinated Debt. (a) The Borrower will not, and will not permit any of its Subsidiaries to (i) prepay, redeem, repurchase or otherwise acquire for value any Permitted Subordinated Debt, or (ii) make any principal, interest or other payments on any Permitted Subordinated Debt that is not expressly permitted by the subordination provisions of the Subordinated Debt Documents. (b) The Borrower will not, and will not permit any of its Subsidiaries to, agree to or permit any amendment, modification or waiver of any provision of any Subordinated Debt Document if the effect of such amendment, modification or waiver is to (i) increase the interest rate on such Permitted Subordinated Debt or change (to earlier dates) the dates upon which principal and interest are due thereon; (ii) alter the redemption, prepayment or subordination provisions thereof in a manner adverse to the Administrative Agent or the Lenders; (iii) alter the covenants and events of default in a manner that would make such provisions more onerous or restrictive to the Borrower or any such Subsidiary; or (iv) otherwise increase the obligations of the Borrower or any Subsidiary in respect of such Permitted Subordinated Debt or confer additional rights upon the holders thereof which individually or in the aggregate would be materially adverse to the Borrower or any of its Subsidiaries or to the Administrative Agent or the Lenders.

Permitted Subordinated Debt. The subordination provisions relating to any Permitted Subordinated Debt or anythe Second Lien Obligations (the “Subordination Provisions”) shall fail to be enforceable by the Lenders (which have not effectively waived the benefits thereof) in accordance with the terms thereof, or the principal or interest on any Loan, any L/C Obligation or other Obligations shall fail to constitute “designated senior debt” (or any other similar term) under any document, instrument or agreement evidencing such Permitted Subordinated Debt or Second Lien Obligations; or the Company or any of its Subsidiaries shall, directly or indirectly, disavow or contest in any manner (i) the effectiveness, validity or enforceability of any of the Subordination Provisions, or (ii) that any of such Subordination Provisions exist for the benefit of the Secured Parties; or

Permitted Subordinated Debt. The Borrowers have delivered to the Administrative Agent a complete and correct copy of all evidences of Permitted Subordinated Debt and neither the Borrowers nor any Material Subsidiary is in default thereunder. The Borrowers and each Material Subsidiary has the corporate power and authority to incur the Debt evidenced by such Permitted Subordinated Debt. The subordination provisions of all Permitted Subordinated Debt are enforceable against the holders thereof by the Administrative Agent and the Lenders subject to (a) applicable bankruptcy, insolvency, moratorium, reorganization or other similar laws affecting creditors' rights generally, (b) general principals of equity including the fact that specific performance and injunctive relief may only be given at the discretion of the courts, and (c) the equitable or statutory powers of the courts to stay proceedings before them and to stay the execution of judgments, and are subject to the terms of this Agreement and the other Loan Documents. The Borrowers acknowledge that the Administrative Agent and each Credit Facility Lender are entering into this Agreement and are extending the Commitments in reliance upon the subordination provisions of the Permitted Subordinated Debt.

Permitted Subordinated Debt. 60 7.11 ERISA........................................................... 62 7.12 Business or Accounting Changes.................................. 62 7.13 Adjusted Quick Ratio............................................ 62 7.14 Combined Tangible Net Worth..................................... 62 7.15

Permitted Subordinated Debt. Notwithstanding the provisions of Section 7.1(viii) of the Agreement, Permitted Subordinated Debt shall mean only (i) the Debt incurred pursuant to (A) that certain Junior Subordinated Indenture dated as of November 23, 2005, between OHI Financing, Inc. and JPMorgan Chase Bank National Association, as amended by the Supplemental Indenture and (B) that certain Junior Subordinated Indenture dated as of September 20, 2005, among OHI Financing, Inc. Guarantor and Wilmington Trust Company, and (ii) Permitted Subordinated Debt issued or incurred in exchange for, or the net proceeds of which are used to extend, refinance, renew, repay, replace, defease or refund, (a) the Permitted Subordinated Debt described in the foregoing clause (i) or (b) Permitted Subordinated Debt previously issued or incurred pursuant to clause (a) of this clause (ii), provided that the principal amount (or accreted value, if applicable) of the Permitted Subordinated Debt issued or incurred pursuant to this clause (ii) does not exceed the principal amount (or accreted value, if applicable) of the Permitted Subordinated Debt so extended, refinanced, renewed, replaced, defeased or refunded (plus all accrued and unpaid interest thereon and the amount of any reasonably determined premium necessary to accomplish the refinancing and such reasonable expenses incurred in connection therewith).

Permitted Subordinated Debt. The subordination provisions relating to any Subordinated Debt (the “Subordination Provisions”) shall fail to be enforceable by the Lender (provided the Lender has not effectively waived the benefits thereof) in accordance with the terms thereof or any Loan Party or any of its Subsidiaries shall, directly or indirectly, disavow or contest in any manner (i) the effectiveness, validity or enforceability of any of the Subordination Provisions, or (ii) that any of such Subordination Provisions exist for the benefit of the Lender; or