Limitation on Incurrence of Indebtedness and Issuance of Preferred Stock Sample Clauses
The "Limitation on Incurrence of Indebtedness and Issuance of Preferred Stock" clause restricts a company from taking on new debt or issuing preferred shares beyond certain defined limits. Typically, this clause sets financial thresholds or requires the company to meet specific financial ratios before incurring additional obligations or issuing new classes of stock. For example, a company may be prohibited from borrowing more money unless its debt-to-equity ratio remains below a set level, or from issuing preferred stock that would rank senior to existing securities. The core function of this clause is to protect creditors and existing shareholders by preventing the company from over-leveraging itself or diluting existing ownership, thereby reducing financial risk and maintaining stability.
Limitation on Incurrence of Indebtedness and Issuance of Preferred Stock. The Company will not, and will not permit any of its Restricted Subsidiaries 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 Indebtedness, the Company will not issue any Disqualified Stock, and the Company will not permit any of its Restricted Subsidiaries to issue any preferred securities; provided, however, that the Company and any of its Restricted Subsidiaries may incur Indebtedness or the Company may issue Disqualified Stock, if the Fixed Charge Coverage Ratio for the Company’s most recently ended four full fiscal quarters for which internal financial statements are available immediately preceding the date on which such additional Indebtedness is incurred or such Disqualified Stock is issued, as the case may be, would have been at least 2.25 to 1.0, determined on a pro forma basis (including a pro forma application of the net proceeds therefrom), as if the additional Indebtedness had been incurred or Disqualified Stock had been issued, as the case may be, at the beginning of such four-quarter period. The first paragraph of this Section 4.09 will not prohibit the incurrence of any of the following items of Indebtedness or the issuance of any Disqualified Stock described in clause (5), (12) or (15) or any preferred securities described in clause (11) below (collectively, “Permitted Debt”):
(1) the incurrence by the Company or any of its Restricted Subsidiaries of additional Indebtedness (including letters of credit) under one or more Credit Facilities, provided that, after giving effect to any such incurrence, the aggregate principal amount of all Indebtedness incurred under this clause (1) (with letters of credit being deemed to have a principal amount equal to the maximum potential liability of the Company and its Subsidiaries thereunder) and then outstanding does not exceed the greater of (a) $2.0 billion and (b) an amount equal to 35.0% of the Company’s Adjusted Consolidated Net Tangible Assets determined as of the date of such incurrence;
(2) the incurrence by the Company or its Restricted Subsidiaries of the Existing Indebtedness;
(3) the incurrence by the Company and the Guarantors of Indebtedness represented by (a) the Notes issued and sold on the Initial Issuance Date and the related Subsidiary Guarantees to be issued on the Initial Issuance Date and (b) the Exchange Notes and the related Subsidiary Guara...
Limitation on Incurrence of Indebtedness and Issuance of Preferred Stock. (a) The Company will not, and will not permit any of its Restricted Subsidiaries 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 Indebtedness (including Acquired Debt), the Company will not, and will not permit any of its Restricted Subsidiaries to, issue any Disqualified Stock, and the Company will not permit any of its Restricted Subsidiaries to issue any preferred securities; provided, however, that the Company and any of the Restricted Subsidiaries may incur Indebtedness (including Acquired Debt) or issue Disqualified Stock or preferred securities, if, for the Company’s most recently ended four full fiscal quarters for which internal financial statements are available immediately preceding the date on which such additional Indebtedness is incurred or such Disqualified Stock or preferred securities are issued, the Fixed Charge Coverage Ratio would have been at least 2.0 to 1.0, determined on a pro forma basis (including a pro forma application of the net proceeds therefrom), as if the additional Indebtedness had been incurred or Disqualified Stock or preferred securities had been issued, as the case may be, at the beginning of such four-quarter period.
Limitation on Incurrence of Indebtedness and Issuance of Preferred Stock. (a) The Company shall not, and shall not permit any of its Subsidiaries (other than any Excluded Subsidiaries) to, directly or indirectly, create, incur, assume, guarantee, become liable, contingently or otherwise, with respect to, or otherwise become responsible for payment of (collectively, “incur”) any Indebtedness (including, without limitation, Acquired Indebtedness) and the Company shall not permit any of its Subsidiaries (other than any Excluded Subsidiaries) to issue any shares of Preferred Stock, in each case other than Permitted Indebtedness.
(b) Notwithstanding Section 4.09(a) hereof, if no Default or Event of Default shall have occurred and be continuing at the time of or as a consequence of the incurrence of any such Indebtedness, the Company or any of its Subsidiaries may incur Indebtedness (including, without limitation, Acquired Indebtedness), and the Company’s Subsidiaries may issue Preferred Stock, in each case if on the date of the incurrence of such Indebtedness or Preferred Stock, after giving effect to the incurrence thereof and the use of proceeds thereof, the Consolidated Net Corporate Leverage Ratio of the Company and its Subsidiaries shall not exceed 4.00 to 1.00 calculated on a Pro Forma Basis.
Limitation on Incurrence of Indebtedness and Issuance of Preferred Stock. The Company shall not, and shall not permit any of its Restricted Subsidiaries 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 Indebtedness (including Acquired Indebtedness); and the Company will not permit any of its Restricted Subsidiaries to issue any shares of Preferred Stock;
Limitation on Incurrence of Indebtedness and Issuance of Preferred Stock. The Issuers shall not, and shall not permit any of their Restricted Subsidiaries to, directly or indirectly, Incur any Indebtedness (including Acquired Debt) and the Issuers will not issue any Disqualified Stock and will not permit any of their Restricted Subsidiaries to issue any shares of Preferred Stock; provided, however, that the Issuers may Incur Indebtedness (including Acquired Debt) or issue shares of Disqualified Stock and any of their Restricted Subsidiaries may Incur Indebtedness if the incurrence results in a Consolidated Leverage Ratio that is no greater than 7.0 to 1.0 if the Indebtedness is Incurred or the Disqualified Stock is issued prior to February 1, 2005, or 6.0 to 1.0 thereafter. Notwithstanding the foregoing, as long as no
Limitation on Incurrence of Indebtedness and Issuance of Preferred Stock of the Indenture and the corresponding reference thereto in the Table of Contents thereto is hereby deleted in its entirety and replaced with the words “Intentionally Deleted.”
Limitation on Incurrence of Indebtedness and Issuance of Preferred Stock. Create, incur, issue, assume, Guarantee or otherwise become directly or indirectly liable, contingently or otherwise, with respect to any Indebtedness (other than Existing Indebtedness) and Borrower will not issue any Borrower Preferred Stock and will not permit any of its Subsidiaries to issue any shares of its preferred stock (other than to Borrower or another wholly-owned Subsidiary of Borrower).
Limitation on Incurrence of Indebtedness and Issuance of Preferred Stock. (a) The Borrower will not, and will not permit any of the Restricted Subsidiaries to, directly or indirectly, create, incur, issue, assume, guarantee or otherwise become directly or indirectly liable, contingently or otherwise, with respect to (collectively, “Incur,” and “Incurrence,” “Incurred” and “Incurring” shall have meanings correlative to the foregoing) any Indebtedness (including Acquired Debt) or issue any Disqualified Stock, and the Borrower will not permit any of the Restricted Subsidiaries to issue any shares of Preferred Stock.
Limitation on Incurrence of Indebtedness and Issuance of Preferred Stock is hereby deleted in its entirety and replaced with the phrase “SECTION 4.09 [NOT USED]”.
Limitation on Incurrence of Indebtedness and Issuance of Preferred Stock. The Parent will not, and will not permit any of its Restricted Subsidiaries to, directly or indirectly, create, incur, issue, assume, guarantee or otherwise become directly or indirectly liable,