Contingent Obligations. No Principal Company will, and no Principal Company will permit any of its Subsidiaries to, directly or indirectly, create or become or remain liable with respect to any Contingent Obligation, except:
(a) Subsidiaries of such Principal Company may become and remain liable with respect to Contingent Obligations in respect of the Subsidiary Guaranty and the Parent may become and remain liable with respect to Contingent Obligations in respect of the Parent Guaranty;
(b) such Principal Company and its Subsidiaries may become and remain liable with respect to Contingent Obligations (i) in respect of customary indemnification and purchase price adjustment obligations incurred in connection with (A) Asset Sales or other sales of assets permitted under Section 10.6 or (B) the Acquisition or any other acquisition permitted under Section 10.3, (ii) in respect of customary indemnification obligations incurred in connection with license agreements in the ordinary course of business or (iii) otherwise approved in writing by the Agent;
(c) (i) such Principal Company and its Subsidiaries may become and remain liable with respect to Contingent Obligations under guarantees in the ordinary course of business of the obligations of or to suppliers, customers, franchisees and licensees of such Principal Company and its Subsidiaries and (ii) the Subsidiaries may become liable with respect to Contingent Obligations to financial institutions providing performance guarantees on behalf of such Subsidiaries for the benefit of suppliers, customers, franchisees and licensees of such Subsidiaries in an aggregate amount not to exceed $3,000,000 in any fiscal year and $8,000,000 in the aggregate outstanding at any time;
(d) such Principal Company and its Subsidiaries may become and remain liable with respect to Contingent Obligations in respect of any Indebtedness of the other Principal Company or any other Subsidiary or any Principal Company permitted by Section 10.1; and
(e) such Principal Company may become and remain liable with respect to Contingent Obligations in respect of guaranties of obligations of its Subsidiaries identified on Schedule 5.18(b) hereto.
Contingent Obligations. No Loan Party shall, and no Loan Party shall suffer or permit any of its Subsidiaries to, create, incur, assume or suffer to exist any Contingent Obligations except in respect of the Finance Obligations and except:
(a) endorsements for collection or deposit in the Ordinary Course of Business;
(b) Rate Contracts entered into in the Ordinary Course of Business for bona fide hedging purposes and not for speculation with the Administrative Agent’s prior written consent;
(c) Contingent Obligations of the Loan Parties and their Subsidiaries existing as of the Effective Date and listed in Schedule 7.09, including extension and renewals thereof which do not increase the amount of such Contingent Obligations as of the date of such extension or renewal;
(d) Contingent Obligations incurred in the Ordinary Course of Business with respect to surety and appeal bonds, performance bonds and other similar obligations;
(e) Contingent Obligations arising under indemnity agreements to title insurers to cause such title insurers to issue to the Administrative Agent title insurance policies;
(f) Contingent Obligations arising with respect to customary indemnification obligations in favor of (i) sellers in connection with Acquisitions permitted hereunder and (ii) purchasers in connection with dispositions permitted under Section 7.02(b);
(g) Reserved;
(h) Contingent Obligations arising under guarantees made in the Ordinary Course of Business of obligations of any Loan Party (other than Holdings), which obligations are otherwise permitted hereunder; provided that if such obligation is subordinated to the Finance Obligations, such guarantee shall be subordinated to the same extent;
(i) unsecured Contingent Obligations of Holdings with respect to Indebtedness of Foreign Subsidiaries (including Steinway and Sons, but only for so long as it is not a Loan Party hereunder) permitted pursuant to Section 7.05(j) or 7.05(c) in an aggregate amount not to exceed $5,000,000 at any time outstanding;
(j) other Contingent Obligations not exceeding $4,000,000 in the aggregate at any time outstanding; and
(k) Contingent Obligations of Parent Borrower or any of its Subsidiary arising under guarantees of the Indebtedness of the Parent Borrower or any of its Subsidiaries permitted pursuant to Sections 7.05 (only to the extent that Parent Borrower or any of its Subsidiary that are guarantors of such Indebtedness would be permitted to incur such Indebtedness as primary obligors pursuant to Section 7.0...
Contingent Obligations. Neither the Company nor any of its Material Subsidiaries shall directly or indirectly create or become or be liable with respect to any Contingent Obligation, except: (i) recourse obligations resulting from endorsement of negotiable instruments for collection in the ordinary course of business; (ii) Permitted Existing Contingent Obligations; (iii) obligations, warranties, guaranties, reserves and indemnities, not relating to Indebtedness of any Person, which have been or are undertaken or made in the ordinary course of business and not in favor of an Affiliate of the Company or such Material Subsidiary (unless entered into on terms substantially similar to those applicable to a non-Affiliate third party transaction at arm's length); (iv) obligations, warranties and indemnities of the Company to IITRI arising out of the Asset Purchase Agreement and the Exhibits thereto; (v) Contingent Obligations with respect to surety, appeal and performance bonds obtained by the Company or any Material Subsidiary in the ordinary course of business, (v) Contingent Obligations of the Subsidiaries of the Company under this Agreement and the other Operative Documents to which they are a party, (vi) Contingent Obligations in connection with (x) the redemption or repurchase of any Capital Stock of the Company as a result of distributions by the ESOT to participants in the ESOP pursuant to the ESOP Plan Documents subsequent to their termination of employment with the Company or any Controlled Group member or (y) the requirements of Section 401(a)(28) of the Code or any substantially similar Requirement of Law, (viii) guarantees of Indebtedness permitted by section 10.3(a), provided, that to the extent such Indebtedness shall be subordinated to the Bank Secured Obligations, each such guarantee shall, at the Company's election, be pari passu with or subordinated to the Notes on subordination terms set forth in Exhibit 10.3, and (ix) Contingent Obligations for amounts that may become due on the Securities pursuant to the Warrants and the Seller Warrants.
Contingent Obligations. The Borrower will not, nor will it permit any Subsidiary to, make or suffer to exist any Contingent Obligation (including, without limitation, any Contingent Obligation with respect to the obligations of a Subsidiary), except by endorsement of instruments for deposit or collection in the ordinary course of business.
Contingent Obligations. The Parent and the Borrower will not, nor will they permit any Subsidiary to, make or suffer to exist any Contingent Obligation (including, without limitation, any Contingent Obligation with respect to the obligations of a Subsidiary), except Contingent Obligations arising with respect to (i) this Agreement and the other Loan Documents, (ii) customary indemnification obligations in favor of purchasers in connection with asset dispositions permitted hereunder, (iii) customary indemnification obligations under such Person’s charter and bylaws (or equivalent formation documents), (iv) indemnities in favor of the Persons issuing title insurance policies insuring the title to any property, (v) guarantees of (a) real property leases and (b) personal property Operating Leases, in each case entered into in the ordinary course of business by the Parent or any of the Subsidiaries, (vi) other Contingent Obligations constituting guarantees of Indebtedness permitted under Section 6.14, provided that to the extent such Indebtedness is subordinated to the Secured Obligations each such Contingent Obligation shall be subordinated to the Secured Obligations on terms reasonably acceptable to the Agent, (vii) non-financial indemnities and guarantees of performance made in the ordinary course of business by the Parent or any Subsidiary that would not, individually or in the aggregate, have a Material Adverse Effect and (viii) Permitted Customer Financing Guarantees.
Contingent Obligations. Lessee shall not, and shall not permit any of its Subsidiaries to, directly or indirectly, create or become or remain liable with respect to any Contingent Obligation, except:
(1) any Subsidiary, may become and remain liable with respect to Contingent Obligations arising under their guaranties of the obligations under any Material Agreement;
(2) Lessee may become and remain liable with respect to Contingent Obligations under Interest Rate Agreements and Currency Agreements arising under any Material Agreement;
(3) Lessee and its Subsidiaries may become and remain liable with respect to Contingent Obligations in respect of customary indemnification and purchase price adjustment obligations incurred in connection with Asset Sales or other sales of assets or securities;
(4) Lessee and its Subsidiaries, as applicable, may remain liable with respect to Contingent Obligations described in Schedule 7(d)(4) annexed hereto; and
(5) Lessee and its Subsidiaries may become and remain liable with respect to other Contingent Obligations; provided that the maximum aggregate liability, contingent or otherwise, of Lessee and its Subsidiaries in respect of all such Contingent Obligations when added, without duplication, to the aggregate principal amount of Indebtedness outstanding in accordance with Section 7(a)(8) shall at no time exceed $30 million.
Contingent Obligations. 135 7.5 Restricted Junior Payments.................................... 136 7.6
Contingent Obligations. Create, incur, assume, or suffer to exist any Contingent Obligation; provided, however, the foregoing restriction shall not apply to (a) performance guarantees and performance surety or other bonds provided in the ordinary course of business, or (b) trade credit incurred or operating leases entered into in the ordinary course of business.
Contingent Obligations. 94 8.9 Joint Ventures..............................................................94
Contingent Obligations. 35 8.3 Liens..................................................................... 36 8.4
