Indebtedness of a Person that becomes a Subsidiary after the Effective Date as the result of a Permitted Acquisition; provided that such Indebtedness existed at the time such Person became a Subsidiary and was not created in anticipation of, in contemplation of or in connection with such Person becoming a Subsidiary;
Indebtedness of a Person existing at the time such Person became a Subsidiary of a Borrower to the extent such Indebtedness was not incurred in connection with, or in contemplation of, such Person becoming a Subsidiary, in an amount not to exceed $3,500,000;
Indebtedness of a Person which becomes a Subsidiary after the date hereof, provided that (i) such Indebtedness existed at the time such corporation became a Subsidiary and was not created in anticipation thereof and (ii) immediately after giving effect to the acquisition of such Person by the Company, no Default or Event of Default shall have occurred and be continuing;
Indebtedness of a Person to the Borrower or to a Subsidiary of the Borrower that is secured by a Lien on one or more Hotel Properties owned by such Person, which Hotel Properties (A) were previously owned by the Borrower or a Subsidiary of the Borrower or (B) the Borrower reasonably expects to acquire (through trustee's sale, foreclosure, deed in lieu of foreclosure or otherwise), provided, however, that the aggregate amount of all Investments permitted under -------- ------- this clause (g) shall not at any time exceed an amount equal to five percent (5%) of the Cost Basis in all the Parent's or the Parent's Subsidiaries Hotel Properties;
Indebtedness of a Person existing at the time such Person became a Restricted Subsidiary or property was acquired from such Person to the extent such Indebtedness was not incurred in connection with or in contemplation of, such Person becoming a Restricted Subsidiary or the acquisition of such property, not to exceed in an aggregate principal amount at any time outstanding $75,000,000 and any Permitted Refinancing Indebtedness related thereto (it being understood that any accrued but unpaid interest and the amount of all expenses and premiums incurred in connection therewith added to any principal amount shall not constitute an increment in principal for purposes of this paragraph);
Indebtedness of a Person. (other than the Borrower or a Subsidiary) existing at the time such Person is merged with or into the Borrower or a Subsidiary or becomes a Subsidiary, provided that (i) such Indebtedness was not, in any case, incurred by such other Person in connection with, or in contemplation of, such merger or acquisition, (ii) such merger or acquisition constitutes a Permitted Acquisition or other permitted Investment, (iii) with respect to any such Person who becomes a Subsidiary, (A) such Subsidiary and its Subsidiaries are the only obligors in respect of such Indebtedness, and (B) to the extent such Indebtedness is permitted to be secured hereunder, only the assets of such Subsidiary and its Subsidiaries secure such Indebtedness, and (iv) the aggregate principal amount of such Indebtedness shall not exceed the greater of (i) $[****] and (ii) [****]% of Consolidated EBITDA for the trailing twelve month period ended as of the last day of the most recent fiscal quarter for which financial statements have been delivered hereunder at any time outstanding; (k) Indebtedness in the form of purchase price adjustments, earn outs, deferred compensation, deferred purchase price, seller notes, or other arrangements representing acquisition consideration or deferred payments of a similar nature incurred in connection with Investments permitted by Section 7.8; provided that the amount of such obligation shall be deemed part of the cost of such
Indebtedness of a Person existing as of the time of the Acquisition of such Person by Borrower or any Guarantor, provided that, after giving effect to such Acquisition, Borrower is in compliance with the terms of this Agreement (including without limitation the Financial Covenant Tests).
Indebtedness of a Person. (other than any Acquired Subsidiary) which becomes a Restricted Subsidiary after the date hereof, provided that (i) such indebtedness existed at the time such Person became a Restricted Subsidiary and was not created in anticipation thereof, (ii) immediately after giving effect to the acquisition of such Person by the Borrower or its Restricted Subsidiary, no Default or Event of Default shall have occurred and be continuing, (iii) immediately after giving effect to the acquisition of such Person by the Borrower or its Restricted Subsidiary, the Borrower and its Restricted Subsidiaries shall be in pro forma compliance with the covenants contained in subsection 7.1, calculated based on the relevant financial statements delivered pursuant to subsection 6.1, as though such acquisition occurred at the beginning of the period covered thereby, as evidenced by a certificate of a Responsible Officer of the Borrower furnished to the Administrative Agent demonstrating such compliance; and (iv) at no time shall all such Indebtedness permitted under this subsection (c) exceed $200,000,000 in the aggregate outstanding.
Indebtedness of a Person whose assets or Capital Stock are acquired by the Borrower or any of its Subsidiaries in a Permitted Acquisition in an aggregate amount not to exceed $1,000,000 at any one time outstanding; provided, that such Indebtedness (i) is either purchase money Indebtedness or a Capital Lease with respect to equipment or mortgage financing with respect to a facility, (ii) was in existence prior to the date of such Permitted Acquisition, and (iii) was not incurred in connection with, or in contemplation of, such Permitted Acquisition;
Indebtedness of a Person existing at the time such Person became a Restricted Subsidiary or property was acquired from such Person to the extent such Indebtedness was not incurred in connection with, or in contemplation of, such Person becoming a Restricted Subsidiary or the acquisition of such property, not to exceed in an aggregate principal amount at any time outstanding (when taken together with the aggregate principal amount of Indebtedness outstanding at such time under clause (g) of this Section 7.14) the greater of (A) $50,000,000 and (B) 40% of Adjusted Operating Income for the most recently completed Measurement Period as of the date of incurrence of such Indebtedness, and any renewals, extensions or refundings thereof in a principal amount not to exceed the amount so renewed, extended or refunded (it being understood that any accrued but unpaid interest and the amount of all expenses and premiums incurred in connection therewith added to any principal amount shall not constitute an increment in principal for purposes of this paragraph); provided that the Company and the Restricted Subsidiaries are in pro forma compliance with the Financial Covenant, both immediately before and immediately after giving pro forma effect to such incurrence of such Indebtedness and after giving pro forma effect to the related acquisition;
