Existing Senior Notes. To the extent that any Existing Senior Notes remain outstanding on the Closing Date after giving effect to the purchase of any Existing Senior Notes on such date pursuant to the Existing Senior Notes Tender Offer/Consent Solicitation, no later than June 13, 2011, (i) the Borrower shall have delivered to the Existing Senior Notes Trustee an irrevocable notice of redemption for all then outstanding Existing Senior Notes which have not theretofore been or are then being purchased pursuant to the Existing Senior Notes Tender Offer/Consent Solicitation, which redemption (the “Existing Senior Notes Redemption”) shall be effected on a date (the “Existing Senior Notes Redemption Date”) no later than July 27, 2011 in accordance with the optional redemption provisions set forth in the Existing Senior Notes Indenture, (ii)(I) the Borrower shall have irrevocably deposited with the Existing Senior Notes Trustee cash in an amount sufficient to pay and discharge the entire Indebtedness on the outstanding Existing Senior Notes for principal of, premium, if any, and interest on such Existing Senior Notes through the Existing Senior Notes Redemption Date, (II) the Borrower shall have paid all other sums that are then payable by the Borrower under the Existing Senior Notes Indenture, and (III) the Borrower shall have irrevocably instructed the Existing Senior Notes Trustee in writing to apply the funds referred to in preceding sub-clause (I) to the payment of the Existing Senior Notes on or prior to the Existing Senior Notes Redemption Date, and (iii) Agent shall have received evidence reasonably satisfactory to it that the matters set forth in preceding clauses (i) through (iii) have been satisfied.
Existing Senior Notes. The senior notes included in Existing Senior Debt and listed as items 1 through 3 on Schedule 9.1 hereof.
Existing Senior Notes. The Company shall have accepted any notes validly tendered in connection with its previously announced cash tender offer (the “Cash Tender Offer”) for its outstanding Existing Senior Notes and shall have issued a notice of redemption for any outstanding Existing Senior Notes not tendered in the Cash Tender Offer. The Company and the Guarantors will furnish the Representatives with such conformed copies of such opinions, certificates, letters and documents as the Representatives reasonably request. The Representatives may waive on behalf of the Underwriters compliance with any conditions to the obligations of the Underwriters hereunder.
Existing Senior Notes. 8 Financings ........................................................ 8
Existing Senior Notes. As of the date hereof, the aggregate principal amount of all outstanding Senior Notes is $203,000,000.
Existing Senior Notes. Notwithstanding anything to the contrary contained in this Agreement, for the 30 day period following the Effective Date (or, if sooner, through the Existing Senior Notes Redemption Date), the representation and warranty set forth in Section 7.03(ii) will not be breached, and no Default or Event of Default under Sections 8.09 and 10.04 will occur, in either case solely as a result of any technical violation of the Existing Senior Notes Indenture as a result of the consummation of the Transaction; it being understood and agreed, however, that the provisions of this Section 13.17 shall cease to be effective, and any breach of any such representation or warranty and any such Default or Event of Default (in each case) shall automatically occur after the earlier of the dates set forth above in this Section 13.17 to the extent that the Existing Senior Notes Indenture has not been satisfied and discharged on such earlier date in accordance with the terms thereof and hereof.
Existing Senior Notes. This Agreement constitutes the "New Credit Facility" under, and as defined in, the Existing Senior Note Indenture and neither the execution, delivery or performance by any Credit Party of the Credit Documents to which it is a party nor the extensions of credit contemplated by this Agreement will conflict with, result in any breach of any of the terms, covenants or provisions of, or constitute a default under the Existing Senior Note Indenture.
Existing Senior Notes. Buyer agrees that, in the event that any of Genco’s 6.875% Senior Notes Due 2014, issued under the Indenture dated as of December 14, 2004 by and among Genco, Texas Genco Financing Corp., each of the Guarantors party thereto and Wxxxx Fargo Bank National Association, Trustee (the “Indenture”), remain outstanding following the Closing Date, Buyer shall take all action necessary to cause Genco to comply with its obligation under the Indenture to offer to repurchase the notes upon a change of control following the Closing Date, including by making financial resources available to satisfy any obligations under the Indenture.
Existing Senior Notes. The senior notes included in Existing Senior Debt and listed as items 1 through 3 on Schedule 9.1 hereof. Existing Subordinated Debt. Indebtedness of BGI incurred pursuant to the Existing Subordinated Debt Transactions. Existing Subordinated Debt Transactions. The convertible senior subordinated debt offerings by BGI of the Existing Subordinated Notes.
Existing Senior Notes. Notwithstanding anything to the contrary in this Agreement, at any time, directly or indirectly, repay, prepay, exchange, refinance or defease any of the Existing Senior Notes or repurchase, redeem, retire or otherwise acquire any of the Existing Senior Notes other than (a) regularly scheduled payments of interest or fees due under the Existing Senior Notes Documents (as in effect on the date hereof), (b) with cash proceeds of issuances of other unsecured notes that constitute Refinancing Indebtedness with respect to the Existing Senior Notes or (c) with cash proceeds of Equity Interests (other than Disqualified Stock) issued by the Issuer, provided that (i) the Issuer may incur (x) Indebtedness that is secured by the Collateral on a pari passu basis with the Obligations to refinance the Senior Notes due 2027, so long as, after giving effect thereto, the First Lien Leverage Ratio does not exceed 2.50:1.00 (or, after the Covenant Termination Date, 2.75:1.00), or (y) Indebtedness that is secured by the Collateral on a junior basis to the Obligations to refinance the Senior Notes due 2027, so long as the Consolidated Secured Leverage Ratio does not exceed 3.75:1.00. Notwithstanding the foregoing, (A) the Issuer may purchase Senior Notes due 2027 at price not to exceed 80% (or 85%, to the extent the Consolidated Total Leverage Ratio is less than 2.50:1.00) of par in an aggregate amount not to exceed $50,000,000, plus (x) to the extent the Consolidated Total Leverage Ratio is less than 3.00:1.00, 50% (or 100% to the extent the Consolidated Total Leverage Ratio is less than 2.50:1.00) of the amount available to be used under Section 6.08(a)(iv) at such time; provided that, to the extent used pursuant to this Section 6.14, such amount shall reduce the amount available under Section 6.08(a)(iv) and (B) Issuer may repay or repurchase Senior Notes due 2027 using proceeds of revolving credit borrowings under its First Lien Credit Agreement or cash, so long as the First Lien Leverage Ratio is less than or equal to 2.50:1.00 (or 2.75:1.00 following the Covenant Termination Date) on a Pro Forma Basis, provided that any cash so applied that is not from a borrowing under the First Lien Credit Agreement shall be treated as an incurrence of a corresponding amount of Consolidated First Lien Debt.
