Indebtedness; Guarantees Sample Clauses

Indebtedness; Guarantees. Except as permitted or contemplated by this Agreement, and otherwise disclosed on Schedule 4.2(g), create, incur, assume or suffer to exist any Indebtedness or obligation for money borrowed, or guarantee, or endorse, or otherwise be or become contingently liable in connection with the obligations of any Person (including, without limitation, any Affiliate), except for the following (all of which are referred to herein as “Permitted Indebtedness”): (i) Indebtedness secured by liens expressly permitted by Section 4.2(c)(i) and (iv); (ii) Indebtedness incurred after the Closing Date consisting of capital lease obligations or Indebtedness to provide all or a portion of the purchase price or cost of construction of an asset, provided that (i) such Indebtedness when incurred shall not exceed the purchase price or cost of construction of such assets, (ii) no such Indebtedness shall be refinanced for a principal amount in excess of the principal balance thereon at the time of such refinancing, and (iii) the aggregate amount of all such Indebtedness outstanding at any time shall not exceed $500,000.00; (iii) Indebtedness of the Borrowers in respect of hedging agreements entered into in order to manage existing or anticipated interest rate or exchange rate risks and not for speculative purposes; (iv) Accounts payable to trade creditors which are not aged more than one hundred twenty (120) days from billing date and current operating expenses (other than for borrowed money) which are not more than sixty (60) days past due, in each case incurred in the ordinary course of business and paid within such time period, unless the same are actively being contested in good faith and by appropriate and lawful proceedings and Borrowers shall have set aside such reserves, if any, with respect thereto as have been recommended by independent public accountants; (v) Indebtedness for money borrowed from the Lender; (vi) Indebtedness to other lenders not to exceed at any one time outstanding the principal sum of One Million and No/100 Dollars ($1,000,000.00); and (vii) Indebtedness of any Borrower to any other Borrower.

Indebtedness; Guarantees. Assume or guarantee any indebtedness for borrowed money other than (a) pursuant to any indebtedness instrument outstanding as of the date of this Agreement and made available to Buyer, (b) in connection with interest rate h▇▇▇▇▇ on terms in the ordinary course of business consistent with past practice, or (c) pursuant to any letters of credit that the Company enters into in the ordinary course of its business;

Indebtedness; Guarantees. Except as set forth in the Disclosure Letter, Seller has no indebtedness for money borrowed or for the deferred purchase price of property or services, capital lease obligations, conditional sale or other title retention agreements relating to the Acquired Assets ("Indebtedness"). Seller is not a guarantor or otherwise liable for any Liability or obligation of any other Person for any matter which relates to or affects or will affect the Acquired Assets.

Indebtedness; Guarantees. Such Loan Party shall not create, incur, assume or suffer to exist any Indebtedness other than Indebtedness permitted under the Transaction Documents. Such Loan Party shall incur no Indebtedness secured by the Collateral other than the Obligations. Such Loan Party shall not assume, guarantee, endorse or otherwise be or become directly or contingently liable for the obligations of any Person by, among other things, agreeing to purchase any obligation of another Person, agreeing to advance funds to such Person or causing or assisting such Person to maintain any amount of capital, other than as expressly permitted under the Transaction Documents (it being understood that the assets of the Securitization Subsidiaries shall be pledged to secure the obligations of the Borrower).

Indebtedness; Guarantees. Incur, assume or guarantee any indebtedness for borrowed money, other than pursuant to any indebtedness instrument outstanding as of the date of the Merger Agreement and made available to Parent;

Indebtedness; Guarantees. Such Loan Party shall not create, incur, assume or suffer to exist any Indebtedness other than (i) Indebtedness incurred or permitted under the terms of the Transaction Documents, (ii) Indebtedness incurred pursuant to certain ordinary business expenses arising pursuant to the transactions contemplated by this Agreement and the other Transaction Documents, (iii) obligations permitted under its Constituent Documents and (iv) pursuant to customary indemnification, expense reimbursement and similar provisions under the Underlying Instruments. Such Loan Party shall incur no Indebtedness secured by the Collateral other than the Obligations. Such Loan Party shall not assume, guarantee, endorse or otherwise be or become directly or contingently liable for the obligations of any Person by, among other things, agreeing to purchase any obligation of another Person, agreeing to advance funds to such Person or causing or assisting such Person to maintain any amount of capital, other than as expressly permitted under the Transaction Documents (it being understood that the assets of the Securitization Subsidiaries shall be pledged to secure the obligations of the Borrower).

Indebtedness; Guarantees. Incur, assume or guarantee any indebtedness for borrowed money, other than (i) pursuant to any indebtedness instrument outstanding as of the date of this Agreement and made available to the Company, and (ii) pursuant to promissory notes issued in connection with any acquisition by the PubCo Entities, which is made pursuant to the terms set forth in Section 5.02(g), provided that the indebtedness under any such promissory note taken individually, and all such promissory notes in the aggregate, does not exceed $250,000;

Indebtedness; Guarantees. Except as set forth in Section 5.01(d) of the Company Disclosure Letter, assume or guarantee any indebtedness for borrowed money in excess of $1,000,000, other than: (i) pursuant to any indebtedness instrument outstanding as of the date of this Agreement and made available to PubCo, (ii) in connection with interest rate h▇▇▇▇▇ on terms in the ordinary course of business consistent with past practice or (iii) pursuant to any letters of credit that the Company enters into in the ordinary course of its business;

Indebtedness; Guarantees. Borrower shall not create, incur, assume or suffer to exist any Indebtedness or obligation for money borrowed, or guarantee, endorse, or otherwise be or become contingently liable on any debt or obligations to any Person without first obtaining the written consent of ▇▇▇▇▇▇, except for the following (“Permitted Indebtedness”): (i) in addition to any other Indebtedness permitted under this Section, obligations to any Person (including, without limitation, to any Affiliate) other than the Lender not exceeding $1,000,000 in the aggregate; (ii) capital leases with rental payments not exceeding $100,000.00 in the aggregate per year; and (iii) operating leases with rental payments not exceeding $50,000.00 per year; (iv) any debt secured by purchase money liens permitted pursuant to Section 4.3(g)(iii) below; and (iv) other liabilities and obligations in existence as of the date of this Agreement and disclosed in the most recent financial statement submitted to Lender.