Common use of Contingent Obligations Clause in Contracts

Contingent Obligations. The Borrower will not, nor will it permit any Subsidiary to, make or suffer to exist any Contingent Obligation in respect of Indebtedness of another Person (including, without limitation, any Contingent Obligation with respect to the obligations of a Subsidiary), except (i) by endorsement of instruments for deposit or collection in the ordinary course of business, (ii) the Reimbursement Obligations, (iii) any Contingent Obligation in respect of the Secured Obligations and (iv) any Indebtedness permitted by Section 6.14.

Appears in 4 contracts

Samples: Credit Agreement (Chemed Corp), Credit Agreement (Chemed Corp), Credit Agreement (Chemed Corp)

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Contingent Obligations. The Borrower will not, nor will it permit any Subsidiary to, make or suffer to exist any Contingent Obligation in respect of Indebtedness of another Person (including, without limitation, any Contingent Obligation with respect to the obligations of a Subsidiary), except (i) by endorsement of instruments for deposit or collection in the ordinary course of business, (ii) the Reimbursement Obligations, (iii) any Contingent Obligation in respect guaranty of the Secured Obligations and Obligations, (iv) any guaranty pursuant to any of the Senior Unsecured Note Documents and (v) any guaranty of any Indebtedness permitted by Section 6.14.

Appears in 2 contracts

Samples: Credit Agreement (Res Care Inc /Ky/), Credit Agreement (Res Care Inc /Ky/)

Contingent Obligations. The Borrower will not, nor will it ----------------------- permit any Subsidiary to, make or suffer to exist any Contingent Obligation in respect of Indebtedness of another Person (including, without limitation, any Contingent Obligation with respect to the obligations of a Subsidiary), except (ia) by endorsement of instruments for deposit or collection in the ordinary course of business, (iib) the Reimbursement Obligations, (iii) any Contingent Obligation in respect of the Secured Obligations Subsidiary Guaranty and (ivc) any Indebtedness permitted by Section 6.14the Xxxxxxx Obligations.

Appears in 2 contracts

Samples: Credit Agreement (Ralcorp Holdings Inc /Mo), Credit Agreement (Ralcorp Holdings Inc /Mo)

Contingent Obligations. The Borrower will not, nor will it permit any Subsidiary to, make or suffer to exist any Contingent Obligation in respect of Indebtedness of another Person (including, without limitation, any Contingent Obligation with respect to the obligations of a Subsidiary), except (ia) by endorsement of instruments for deposit or collection in the ordinary course of business, (iib) the Reimbursement Obligations, (iii) any Contingent Obligation in respect of the Secured Obligations Subsidiary Guaranty and (ivc) any Indebtedness permitted by Section 6.14the Xxxxxxx Obligations.

Appears in 2 contracts

Samples: Credit Agreement (Ralcorp Holdings Inc /Mo), Credit Agreement (Ralcorp Holdings Inc /Mo)

Contingent Obligations. The Borrower will not, nor will it permit any Subsidiary to, make or suffer to exist any Contingent Obligation in respect of Indebtedness of another Person (including, without limitation, any Contingent Obligation with respect to the obligations of a Subsidiary), except (i) by endorsement of instruments for deposit or collection in the ordinary course of business, (ii) the Reimbursement Obligations, (iii) any Contingent Obligation in respect guaranty of the Secured Obligations and Obligations, (iv) any guaranty of Other Senior Secured Debt, and (v) Contingent Obligations arising in connection with Indebtedness permitted by under Section 6.14.

Appears in 2 contracts

Samples: Credit Agreement (Tesoro Petroleum Corp /New/), Credit Agreement (Tesoro Trading Co)

Contingent Obligations. The Borrower will not, nor will it permit any Subsidiary to, make or suffer to exist any Contingent Obligation in respect of Indebtedness of another Person (including, without limitation, any Contingent Obligation with respect to the obligations of a Subsidiary), except (i) by endorsement of instruments for deposit or collection in the ordinary course of businessReimbursement Obligations, (ii) any guaranty of the Reimbursement Secured Obligations, (iii) any Contingent Obligation in respect guaranty pursuant to any of the Secured Obligations Note Documents and (iv) any guaranty of any Indebtedness permitted by Section 6.14.

Appears in 2 contracts

Samples: Credit Agreement (Headwaters Inc), Credit Agreement (Headwaters Inc)

Contingent Obligations. The Borrower will not, nor will it permit any Subsidiary to, make or suffer to exist any Contingent Obligation in respect of Indebtedness of another Person (including, without limitation, any Contingent Obligation with respect to the obligations of a Subsidiary), except (i) by endorsement of instruments for deposit or collection in the ordinary course of business, (ii) the Reimbursement Obligations, (iii) any Contingent Obligation in respect of the Secured Obligations and (iv) any Indebtedness permitted except in connection with Indebtedness which if directly incurred by Section 6.14the Borrower or such Subsidiary, as applicable, would not result in a violation of Sections 6.10, 6.20 or 6.21.

Appears in 2 contracts

Samples: Year Revolving Credit Agreement (Arvinmeritor Inc), Day Credit Agreement (Arvinmeritor Inc)

Contingent Obligations. The Borrower will not, nor will it permit any Subsidiary to, make or suffer to exist any Contingent Obligation in respect of Indebtedness of another Person (including, without limitation, any Contingent Obligation with respect to the obligations of a Subsidiary)Obligation, except (i) by endorsement of instruments for deposit or collection in the ordinary course of business, (ii) the Reimbursement Obligations, guaranties comprising Indebtedness permitted under Section 6.11 and (iii) normal product warranties and indemnities in favor of vendors and customers entered into in the ordinary course of business and relating to products or services sold or performed by the Borrower or any Contingent Obligation in respect of the Secured Obligations and (iv) any Indebtedness permitted by Section 6.14Subsidiary.

Appears in 2 contracts

Samples: Credit Agreement (Barry R G Corp /Oh/), Credit Agreement (Barry R G Corp /Oh/)

Contingent Obligations. The Borrower will not, nor will it permit any Subsidiary to, make or suffer to exist any Contingent Obligation in respect of Indebtedness of another Person (including, without limitation, any Contingent Obligation with respect to the obligations of a Subsidiary)Obligation, except (ia) by endorsement of instruments for deposit or collection in the ordinary course of business, (iib) the Reimbursement Obligations, (iii) any Contingent Obligation Obligations in respect of the Secured Obligations and (iv) any Indebtedness permitted by Section 6.14.of

Appears in 2 contracts

Samples: Credit Agreement (Dexter Corp), Credit Agreement (Dexter Corp)

Contingent Obligations. The Borrower will not, nor will it permit any Subsidiary to, make or suffer to exist any Contingent Obligation in respect of Indebtedness of another Person (including, without limitation, any Contingent Obligation with respect to the obligations of a Subsidiary), except (i) by endorsement of instruments for deposit or collection in the ordinary course of business, (ii) the Reimbursement Obligations, (iii) any Contingent Obligation in respect each Guaranty of the Secured Obligations Obligations, and (iv) any Indebtedness as permitted by Section 6.146.26.

Appears in 1 contract

Samples: Credit Agreement (Miller Mechanical Contractors Inc)

Contingent Obligations. The Borrower will not, nor will it permit any Subsidiary to, make or suffer to exist any Contingent Obligation in respect of Indebtedness of another Person (including, without limitation, any Contingent Obligation with respect to the obligations of a Subsidiary)Obligation, except (ia) by endorsement of instruments for deposit or collection in the ordinary course of business, (ii) the Reimbursement Obligations, (iii) any Contingent Obligation in respect of the Secured Obligations business and (ivb) any Indebtedness permitted by Section 6.14other Contingent Obligations which do not exceed 10% ofthe consolidated assets ofthe Borrower and its Subsidiaries taken as a whole. 6.15.

Appears in 1 contract

Samples: Revolving Credit Agreement (Ziegler Companies Inc)

Contingent Obligations. The Borrower will not, nor will it permit any Subsidiary to, make or suffer to exist any Contingent Obligation in respect of Indebtedness of another Person (including, without limitation, any Contingent Obligation with respect to the obligations of a Subsidiary), except (i) by endorsement of instruments for deposit or collection in the ordinary course of business, (ii) the Reimbursement Obligations, Obligations (iii) any Contingent Obligation in respect of the Secured Obligations and Obligations, (iv) any Indebtedness permitted by Section 6.14, and (v) any Contingent Obligation in respect of any Indebtedness permitted by Section 6.14.

Appears in 1 contract

Samples: Credit Agreement (Chemed Corp)

Contingent Obligations. The Borrower will not, nor will it permit any Subsidiary to, make or suffer to exist any Contingent Obligation in respect of Indebtedness of another Person (including, without limitation, any Contingent Obligation with respect to the obligations of a Subsidiary), except (i) by endorsement of instruments for deposit or collection in the ordinary course of business, (ii) the Reimbursement Obligations, (iii) any Contingent Obligation in respect of the Secured Obligations and (iv) any Indebtedness permitted except in connection with Indebtedness which if directly incurred by Section 6.14the Borrower or such Subsidiary, as applicable, would not result in a violation of Sections 6.10 or 6.20.

Appears in 1 contract

Samples: Day Credit Agreement (Arvinmeritor Inc)

Contingent Obligations. The Borrower will not, nor will it permit any Subsidiary to, make or suffer to exist any Contingent Obligation in respect of Indebtedness of another Person (including, without limitation, any Contingent Obligation with respect to the obligations of a Subsidiary), except for (ia) by endorsement Contingent Obligations in respect of instruments for deposit or collection in the ordinary course Facility Letters of businessCredit, (iib) the Reimbursement Obligations, (iii) any Contingent Obligation Obligations of Subsidiaries in respect of the Secured Obligations Senior Subordinated Notes and (ivc) any Indebtedness permitted by Contingent Obligations of Subsidiaries under Section 6.146.30 in respect of the Obligations.

Appears in 1 contract

Samples: Credit Agreement (Luiginos Inc)

Contingent Obligations. The Borrower will not, nor will it permit any Subsidiary to, make or suffer to exist any Contingent Obligation in respect of Indebtedness of another Person (including, without limitation, any Contingent Obligation with respect to the obligations of a Subsidiary), except (ia) Contingent Obligations in existence on the date hereof and set forth on Schedule 5.17 and (b) by endorsement of instruments for deposit or collection in the ordinary course of business, (ii) the Reimbursement Obligations, (iii) any Contingent Obligation in respect of the Secured Obligations and (iv) any Indebtedness permitted by Section 6.14.

Appears in 1 contract

Samples: Credit Agreement (American Country Holdings Inc)

Contingent Obligations. The Borrower will not, nor will it permit any Subsidiary to, make or suffer to exist any Contingent Obligation in respect of Indebtedness of another Person (including, without limitation, any Contingent Obligation with respect to the obligations of a Subsidiary), except (i) by endorsement of instruments for deposit or collection in the ordinary course of business, (ii) the Reimbursement Obligations, (iii) any Contingent Obligation in respect of the Secured Obligations Guaranty and (iv) other Contingent Obligations not to exceed an outstanding aggregate amount of $20,000,000 at any Indebtedness permitted by Section 6.14time.

Appears in 1 contract

Samples: Credit Agreement (Cimarex Energy Co)

Contingent Obligations. The Borrower will not, nor will it permit any Subsidiary to, make or suffer to exist any Contingent Obligation in respect of Indebtedness of another Person (including, without limitation, any Contingent Obligation with respect to the obligations of a Subsidiary), except (ia) by endorsement of instruments for deposit or collection in the ordinary course of business, (ii) the Reimbursement Obligations, (iii) any Contingent Obligation in respect of the Secured Obligations business and (ivb) Contingent Obligations incurred in connection with the guarantee of or issuance of any Indebtedness permitted comfort letters in connection with the debt of any Restricted Subsidiary by Section 6.14Jasox xx any other Restricted Subsidiary.

Appears in 1 contract

Samples: Credit Agreement (Jason Inc)

Contingent Obligations. The Borrower will not, nor will it permit any Subsidiary to, make or suffer to exist any Contingent Obligation in respect of Indebtedness of another Person (including, without limitation, any Contingent Obligation with respect to the obligations of a SubsidiarySubsidiary and any Synthetic Lease Obligations), except (i) by endorsement of instruments for deposit or collection in the ordinary course of business, (ii) the Reimbursement Obligations, and (iii) any Contingent Obligation in respect of the Secured Obligations and (iv) any Indebtedness permitted by Section 6.14Synthetic Lease Obligations not exceeding $20,000,000.00 in the aggregate.

Appears in 1 contract

Samples: Credit Agreement (Microchip Technology Inc)

Contingent Obligations. The Borrower will not, nor and will it not permit any Subsidiary to, make or suffer to exist any Contingent Obligation in respect of Indebtedness of another Person (including, without limitation, including any Contingent Obligation with respect to the obligations of a Subsidiary), except (i) by endorsement of instruments for deposit or collection in the ordinary course of business, (ii) the Reimbursement Obligations, (iii) any Contingent Obligation in respect of the Secured Obligations and (iv) any Indebtedness permitted by Section 6.14.

Appears in 1 contract

Samples: Bridge Credit Agreement (Nuveen Investments Inc)

Contingent Obligations. The Borrower will not, nor will it permit any Subsidiary to, make or suffer to exist any Contingent Obligation in respect of Indebtedness of another Person (including, without limitation, any Contingent Obligation with respect to the obligations of a Subsidiary), except by (i) by endorsement of instruments for deposit or collection in the ordinary course of business, and (ii) the Reimbursement Obligations, (iii) any Contingent Obligation in respect Letter of the Secured Obligations and (iv) any Indebtedness permitted by Section 6.14Credit reimbursement obligations.

Appears in 1 contract

Samples: Credit Agreement (Equity Oil Co)

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Contingent Obligations. The Borrower will not, nor will it permit any Subsidiary to, make or suffer to exist any Contingent Obligation in respect of Indebtedness of another Person (including, without limitation, any Contingent Obligation with respect to the obligations of a SubsidiarySubsidiary who is not a Guarantor), except (i) by endorsement of instruments for deposit or collection in the ordinary course of business, (ii) the Reimbursement Obligations, (iii) any Contingent Obligation in respect of the Secured Obligations and Guaranty, (iv) any Indebtedness as permitted by Section 6.14.by

Appears in 1 contract

Samples: Credit Agreement (Centex Construction Products Inc)

Contingent Obligations. The Borrower will not, nor will it permit any Subsidiary to, make or suffer to exist any Contingent Obligation in respect of Indebtedness of another Person (including, without limitation, any Contingent Obligation with respect to the obligations of a Subsidiary), except (ia) by endorsement of instruments for deposit or collection in the ordinary course of business, business and (iib) the Reimbursement Obligations, (iii) any Contingent Obligation Obligations in respect of the Secured Obligations and (iv) any Indebtedness permitted by Section 6.14Facility Letters of Credit.

Appears in 1 contract

Samples: Credit Agreement (Rawlings Sporting Goods Co Inc)

Contingent Obligations. The Borrower will not, nor will it permit any Subsidiary to, make or suffer to exist any Contingent Obligation in respect of Indebtedness of another Person (including, without limitation, any Contingent Obligation with respect to the obligations of a Subsidiary), except (i) by endorsement of instruments for deposit or collection in the ordinary course of business, (ii) the Reimbursement Obligations, (iii) any Contingent Obligation in respect the Guaranty, without the prior written consent of the Secured Obligations Required Lenders, and (iv) any Indebtedness permitted by Section 6.14the Contingent Obligations more particularly described on Schedule 2.

Appears in 1 contract

Samples: Credit Agreement (Ennis Business Forms Inc)

Contingent Obligations. The Borrower will not, nor will it permit ---------------------- any Subsidiary to, make or suffer to exist any Contingent Obligation in respect of Indebtedness of another Person Obligations (including, without limitation, any Contingent Obligation with respect to the obligations of a Subsidiary)) exceeding at any time $5,000,000 in the aggregate, except (i) by endorsement of instruments for deposit or collection in the ordinary course of business, (ii) the "Reimbursement Obligations, " under and as defined in the Working Capital Agreement and (iii) any Contingent Obligation in respect of the Secured Obligations and (iv) any Indebtedness permitted by Section 6.14Guaranty.

Appears in 1 contract

Samples: Acquisition Credit Agreement (Transit Group Inc)

Contingent Obligations. The Borrower will not, nor will it permit any Subsidiary to, make or suffer to exist any Contingent Obligation in respect of Indebtedness of another Person (including, without limitation, any Contingent Obligation with respect to the obligations of a Subsidiary), except (i) by endorsement of instruments for deposit or collection in the ordinary course of business, (ii) the Reimbursement Obligations, (iii) any Contingent Obligation in respect of the Secured Obligations Guaranty, and (iv) any Indebtedness permitted by Section 6.14Contingent Obligations described on Schedule 2 hereto.

Appears in 1 contract

Samples: Credit Agreement (Magnetek Inc)

Contingent Obligations. The Borrower will not, nor will it permit any Subsidiary to, make or suffer to exist any Contingent Obligation in respect of Indebtedness of another Person (including, without limitation, any Contingent Obligation with respect to the obligations of a Subsidiary), except (i) by endorsement of instruments for deposit or collection in the ordinary course of businessSubsidiary Guaranty, (ii) other Contingent Obligations existing on the Reimbursement Obligationsdate hereof and described in Schedule "2" hereto, and (iii) any Contingent Obligation guarantees of performance given by the Borrower in respect of the Secured Obligations and (iv) any Indebtedness a Permitted Acquisition by a Subsidiary or in respect of an Investment permitted by Section 6.146.17(xii).

Appears in 1 contract

Samples: Security Agreement (Pronet Inc /De/)

Contingent Obligations. The Borrower will not, nor will it permit any Subsidiary to, make or suffer to exist any Contingent Obligation in respect of Indebtedness of another Person (including, without limitation, any Contingent Obligation with respect to the obligations of a Subsidiary), except (i) by endorsement of instruments for deposit or collection in the ordinary course of business, (ii) the Reimbursement Obligations, (iii) any Contingent Obligation in respect of the Secured Obligations Guaranty, and (iv) any Indebtedness permitted by Section 6.14those described on Schedule 3.

Appears in 1 contract

Samples: Assignment Agreement (Newpark Resources Inc)

Contingent Obligations. The Borrower will not, nor will it permit any Subsidiary to, make or suffer to exist any Contingent Obligation in respect of Indebtedness of another Person (including, without limitation, any Contingent Obligation with respect to the obligations of a Subsidiary), except (i) by endorsement of instruments for deposit or collection in the ordinary course of businessReimbursement Obligations, (ii) any guaranty of the Reimbursement Secured Obligations, (iii) any Contingent Obligation in respect guaranty pursuant to any of the Secured Obligations Subordinated Indebtedness Documents and (iv) any guaranty of any Indebtedness permitted by Section 6.14.

Appears in 1 contract

Samples: Credit Agreement (Headwaters Inc)

Contingent Obligations. The Borrower will not, nor will it permit any Subsidiary to, make or suffer to exist any Contingent Obligation in respect of Indebtedness of another Person (including, without limitation, any Contingent Obligation with respect to the obligations of a Subsidiary), except (i) by endorsement of instruments for deposit or collection in the ordinary course of business, (ii) the Reimbursement Obligations, (iii) any Contingent Obligation in respect each Guaranty of the Secured Obligations Obligations, and (iv) any Indebtedness as permitted by Section 6.146.25.

Appears in 1 contract

Samples: Credit Agreement (American Plumbing & Mechanical Inc)

Contingent Obligations. The Borrower will not, nor will it permit any Subsidiary to, make or suffer to exist any Contingent Obligation in respect of Indebtedness of another Person (including, without limitation, any Contingent Obligation with respect to the obligations of a Subsidiary), except (i) by endorsement of instruments for deposit or collection in the ordinary course of business, (ii) the Reimbursement Obligations, Obligations and (iii) any Contingent Obligation in respect of the Secured Obligations and (iv) any Indebtedness permitted by Section 6.14set forth on Schedule 6.22 hereto.

Appears in 1 contract

Samples: Assignment Agreement (Franklin Covey Co)

Contingent Obligations. The Borrower will not, nor will it permit any Subsidiary to, make or suffer to exist any Contingent Obligation in respect of Indebtedness of another Person (including, without limitation, any Contingent Obligation with respect to the obligations of a Subsidiary), except (i) by endorsement of instruments for deposit or collection in the ordinary course of business, (ii) the Reimbursement Obligations, Obligations (iii) any Contingent Obligation in respect of the Secured Obligations and Obligations, (iv) any Indebtedness permitted by Section 6.14.

Appears in 1 contract

Samples: Credit Agreement (Chemed Corp)

Contingent Obligations. The Borrower will not, nor will it permit Parent or any Subsidiary to, make or suffer to exist any Contingent Obligation in respect of Indebtedness of another Person (including, without limitation, any Contingent Obligation with respect to the obligations of a Subsidiary), except (i) by endorsement of instruments for deposit or collection in the ordinary course of business, and (ii) for the Reimbursement Obligations, (iii) any Contingent Obligation in respect of the Secured Obligations and (iv) any Indebtedness permitted by Section 6.14.

Appears in 1 contract

Samples: Credit Agreement (Clark Inc)

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