Indebtedness; Certain Equity Securities Sample Clauses
The "Indebtedness; Certain Equity Securities" clause defines and regulates the types and limits of debt and specific equity instruments that a party may incur or issue under an agreement. It typically outlines what constitutes indebtedness, such as loans, credit lines, or bonds, and may also address preferred stock or convertible securities that have debt-like features. By setting these boundaries, the clause helps prevent the party from taking on excessive financial obligations or issuing equity that could undermine the interests of other stakeholders, thereby protecting the financial stability and risk profile agreed upon by the parties.
Indebtedness; Certain Equity Securities. (a) The Borrower will not, and will not permit any Subsidiary to, create, incur, assume or permit to exist any Indebtedness or any Attributable Debt, except:
(i) Indebtedness created under the Loan Documents and any Permitted Subordinated Indebtedness of the Borrower or its Subsidiaries to the extent the Net Proceeds thereof are used to refinance Indebtedness created under the Loan Documents;
(ii) Indebtedness existing on the Closing Date and set forth in Schedule 6.01 and Refinancing Indebtedness in respect thereof;
(iii) Indebtedness of the Borrower to any Subsidiary and of any Subsidiary to the Borrower or any other Subsidiary; provided, that no Subsidiary that is not a Loan Party shall have any Indebtedness to the Borrower or any Subsidiary Loan Party;
(iv) Guarantees by the Borrower of Indebtedness of any Subsidiary Loan Party and by any Subsidiary of Indebtedness of the Borrower or any Subsidiary Loan Party;
(v) Indebtedness and Attributable Debt of the Borrower or any Subsidiary incurred to finance the acquisition, construction or improvement of any fixed or capital assets, including Capital Lease Obligations and any Indebtedness assumed in connection with the acquisition of any such assets or secured by a Lien on any such assets prior to the acquisition thereof, and extensions, renewals, refinancings and replacements of any such Indebtedness that do not increase the outstanding principal amount thereof (other than by an amount not greater than fees and expenses, including premium and defeasance costs, associated therewith) or result in a decreased average weighted life thereof; provided that (1) such Indebtedness or Attributable Debt is incurred prior to or within 90 days after such acquisition or the completion of such construction or improvement and (2) the aggregate principal amount of Indebtedness and Attributable Debt permitted by this clause (v), together with the aggregate principal amount of Indebtedness and Attributable Debt of the Service Company described in Section 6.18(d)(i) allocated to the Borrower and its Subsidiaries pursuant to the Shared Services Agreement, shall not exceed $15,000,000 at any time outstanding;
(vi) Indebtedness of any Person that becomes a Subsidiary after the Closing Date and Refinancing Indebtedness in respect thereof; provided that (A) such Indebtedness (other than Refinancing Indebtedness) exists at the time such Person becomes a Subsidiary and is not created in contemplation of or in connection with such Per...
Indebtedness; Certain Equity Securities. (a) The Borrowers will not, and will not permit any Subsidiary to, create, incur, assume or permit to exist any Indebtedness, except:
(i) Indebtedness created under the Loan Documents;
(ii) Indebtedness under the Amended Acquired Company Credit Agreement and the Existing Mortgage Loan;
(iii) Indebtedness in respect of the Convertible Notes and extensions, renewals and replacements of such Indebtedness that do not increase the outstanding principal amount thereof or result in an earlier maturity date or decreased weighted average life thereof; provided that (a) any such refinancing Indebtedness shall be unsecured and (b) only the Company may become obligated with respect to any such refinancing Indebtedness;
(iv) Indebtedness existing on the Effective Date and set forth in Schedule 6.01 and extensions, renewals and replacements of such Indebtedness that do not increase the outstanding principal amount thereof or result in an earlier maturity date or decreased weighted average life thereof or add any new obligor or any security in respect thereof;
(v) Indebtedness of the Company to any Subsidiary and of any Subsidiary to the Company or any other Subsidiary (including in connection with the lease of the Distribution Center with Dunn▇▇▇▇); ▇rovided that Indebtedness of any Subsidiary that is not a Loan Party to any Loan Party shall be subject to Section 6.04;
(vi) Guarantees by the Company of Indebtedness of any Subsidiary and by any Subsidiary of Indebtedness of the Company or any other Subsidiary (including Guarantees of the obligations of Dunn▇▇▇▇ ▇▇▇er the lease of the Distribution Center); provided that Guarantees by any Loan Party of Indebtedness of any Subsidiary that is not a Loan Party shall be subject to Section 6.04;
(vii) Indebtedness in respect of netting services, overdraft protections (in an aggregate amount not to exceed $1,000,000 at any time outstanding) and otherwise in connection with deposit and checking accounts; and
(viii) other Indebtedness in an aggregate principal amount not exceeding $250,000,000 at any time outstanding, which may be secured by real property and interests therein and by other assets to the extent permitted by Section 6.02(e); provided, that any such Indebtedness secured by assets other than real property and interests therein shall have been incurred in the ordinary course of business and shall be in an aggregate principal amount not greater than $20,000,000.
(b) The Borrower will not, and will not permit any Subsidi...
Indebtedness; Certain Equity Securities. 65 SECTION 6.02. Liens ....................................................................................................66 SECTION 6.03.
Indebtedness; Certain Equity Securities. (a) The Loan Parties will not, and will not permit any of their Subsidiaries to, directly or indirectly, create, incur, assume or permit to exist (including by way of Guarantee) any Indebtedness or enter into any Hedging Agreement, except:
(i) Indebtedness incurred and outstanding under the Loan Documents;
(A) Indebtedness of the Loan Parties incurred and outstanding under the Subordinated Notes in an aggregate principal amount not to exceed $190.0 million and (B) any Permitted Refinancing thereof; provided that in the case of clause (B) only, (x) no Default or Event of Default shall have occurred or be continuing or would result therefrom and (y) after giving effect to the incurrence of such Indebtedness (and any other Indebtedness incurred since the last day of the immediately preceding Test Period) on a pro forma basis as if it were incurred on the first day of the immediately preceding Test Period (but tested as if the applicable ratio were the ratio for the next succeeding Test Period), the Borrower would be in compliance with the Financial Covenants;
(iii) Indebtedness to Remain Outstanding (not including any Indebtedness of any Non-U.S. Subsidiary permitted by Section 6.01(vii) or (viii) below) and any Permitted Refinancing thereof;
(iv) (x) Indebtedness of any Loan Party (other than the Parent Guarantor) to any other Loan Party (other than the Parent Guarantor), or (y) Indebtedness of any Non-U.S. Subsidiary to any Non-U.S. Subsidiary;
(v) Guarantees by the Borrower of Indebtedness of any Subsidiary Loan Party and by any Subsidiary Loan Party of Indebtedness of the Borrower or any other Subsidiary Loan Party, in each case, to the extent such Indebtedness was permitted to be incurred hereunder, and if such Indebtedness is subordinated to the Obligations under the Loan Documents, such Guarantee is as subordinated in right of payment to the Obligations;
(vi) Indebtedness arising from the honoring by a bank or other financial institution of a check, draft or similar instrument drawn against insufficient funds in the ordinary course of business; provided that such Indebtedness is extinguished within five Business Days of its incurrence;
(vii) Indebtedness in an aggregate principal amount outstanding at any time not in excess of (A) $30.0 million (or the equivalent thereof in any currency) of any Subsidiary (other than the South Korean Subsidiary and any IP Group Member), and (B) $30.0 million (or the equivalent thereof in South Korean won or any other c...
Indebtedness; Certain Equity Securities. The Borrower will not, and will not permit any Restricted Subsidiary to, create, incur, assume or permit to exist any Indebtedness, except:
Indebtedness; Certain Equity Securities. (a) In the case of the Borrower and the Subsidiaries, incur, create, assume or permit to exist any Indebtedness, except:
(i) Indebtedness existing on the Effective Date and set forth in Schedule 7.01, and (other than in the case of intercompany Indebtedness among UCAR, Global and other Loan Parties) extensions, renewals and replacements of any such Indebtedness that do not increase the outstanding principal amount thereof or result in an earlier maturity date or decreased weighted average life thereof;
(ii) Indebtedness created under the Loan Documents (including the Intercompany Notes);
(iii) Indebtedness pursuant to Interest/Exchange Rate Protection Agreements entered into in order to fix the effective rate of interest, or to hedge against currency fluctuations, on the Loans and other Indebtedness or to hedge against currency fluctuations with respect to purchases and sales of goods in the ordinary course; PROVIDED, in each case, that such transactions shall be entered into to limit risks arising in the business of the Borrower and the Subsidiaries and not for the purpose of speculation;
(iv) Indebtedness of any Subsidiary owed to (including obligations in respect of letters of credit for the benefit of) any person providing worker's compensation, health, disability or other employee benefits or property, casualty or liability insurance to any Subsidiary, pursuant to reimbursement or indemnification obligations to such person;
Indebtedness; Certain Equity Securities. (a) Neither Holdings nor the Borrower will, nor will they permit any Subsidiary to, create, incur, assume or permit to exist any Indebtedness, except:
(i) Indebtedness created under the Loan Documents;
(ii) [reserved];
Indebtedness; Certain Equity Securities. (a) The Borrower will not, and will not permit any Restricted Subsidiary to, incur or permit to exist any Indebtedness, except:
(i) Indebtedness of the Borrower and the Restricted Subsidiaries under the Loan Documents (including any Indebtedness incurred pursuant to Section 2.20 or 2.24); (ii) Indebtedness (A) outstanding on the Effective Date; provided that Indebtedness with an outstanding principal amount in excess of $5,000,000 shall only be permitted under this clause (ii) if set forth on Schedule 6.01, and (B) any Permitted Refinancing thereof; (iii) Guarantees by the Borrower and the Restricted Subsidiaries in respect of Indebtedness of the Borrower or any Restricted Subsidiary otherwise permitted hereunder; provided that if the Indebtedness being Guaranteed is subordinated to the Loan Document Obligations, such Guarantee shall be subordinated to the Guarantee of the Loan Document Obligations on terms at least as favorable (as reasonably determined by the Borrower) taken as a whole, to the Lenders as those contained in the subordination of such Indebtedness;
Indebtedness; Certain Equity Securities. 109 SECTION 6.02. Liens............................................. 113 SECTION 6.03. Sale and Lease-Back Transactions.................. 114 SECTION 6.04. Fundamental Changes............................... 114 SECTION 6.05. Investments, Loans, Advances, Guarantees and Acquisitions..................... 115 SECTION 6.06 Asset Sales....................................... 117 SECTION 6.07. Hedging Agreements................................ 119 SECTION 6.08. Restricted Payments; Certain Payments of Indebtedness................................. 119 SECTION 6.09. Transactions with Affiliates...................... 121 SECTION 6.10. Restrictive Agreements............................ 121 SECTION 6.11.
Indebtedness; Certain Equity Securities. 68 SECTION 6.02. Liens....................................................................................70 SECTION 6.03. Fundamental Changes......................................................................72 SECTION 6.04. Investments, Loans, Advances, Guarantees and Acquisitions................................72 SECTION 6.05. Asset Sales..............................................................................75 SECTION 6.06. Sale and Leaseback Transactions..........................................................76