Indebtedness of any Subsidiary Sample Clauses

Indebtedness of any Subsidiary owing to the Borrower or a Subsidiary and Indebtedness of the Borrower owing to a Subsidiary; (vii) Additional Indebtedness of the Borrower and its Subsidiaries, including without limitation Indebtedness related to commercial and documentary letters of credit, standby letters of credit, or otherwise, provided that (i) the affirmative and negative covenants and events of default contained in the documents evidencing such additional Indebtedness are not materially more restrictive than those contained in the Loan Documents, (ii) neither a Default nor Event of Default exists at the time such additional Indebtedness is incurred or would result from the incurrence of such additional Indebtedness and (iii) in the event such additional Indebtedness matures or requires any principal payment, including pursuant to acceleration, or mandatory prepayment or redemption, on or prior to the Total Facility Termination Date, the aggregate amount outstanding of such additional Indebtedness which is due (either at maturity or as a principal payment) prior to the Total Facility Termination Date shall not at any time (as determined by the face amount of such Indebtedness where applicable) exceed fifteen percent (15%) of Consolidated Total Assets (calculated as of the most recent fiscal period with respect to which the Agent shall have received the Required Financial Information); and (viii) Any guaranty of Indebtedness of the Borrower or any Guarantor which is permitted to be incurred pursuant to this Section 8.04. (b) Permit at any time the amount of Indebtedness of all Subsidiaries (excluding Securitization Subsidiaries and Saks REMIC Subsidiaries) in the aggregate to exceed ten percent (10%) of Consolidated Net Worth (calculated as of the most recent fiscal period with respect to which the Agent shall have received the Required Financial Information); provided, prior to the Borrower's achievement of an Investment Grade Rating and the release of the Guaranty pursuant to Section 11.20, this limitation shall only apply to Subsidiaries (other than Securitization Subsidiaries and Saks REMIC Subsidiaries) which are not Guarantors. 8.05
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Indebtedness of any Subsidiary of a Borrower to a Borrower or any other Subsidiary of a Borrower;
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Indebtedness of any Subsidiary of Borrower to Borrower or to any other Subsidiary of Borrower for so long as (i) such Indebtedness is held by Borrower or a Subsidiary of Borrower, (ii) any such Indebtedness from any Subsidiary of Borrower to Borrower in excess of $500,000 in aggregate principal amount shall be evidenced by a written promissory note or other instrument in form and substance reasonably satisfactory to Foothill, and (iii) any such Indebtedness shall not be secured by a Lien on any asset of any Subsidiary of Borrower held by a Person other than Borrower or a Subsidiary of Borrower; provided, however, that, as of any date that (1) any Person other than Borrower or a Subsidiary of Borrower owns or holds such Indebtedness or (2) any such Indebtedness is secured by a Lien on any asset of Borrower or its Subsidiaries held by any Person other than Borrower or a Subsidiary of Borrower, any such date shall be deemed the date of incurrence of Indebtedness not constituting Permitted Indebtedness;
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Indebtedness of any Subsidiary of the Borrower to the Borrower or any other Subsidiary of the Borrower; and
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Indebtedness of any Subsidiary of Holdings that is not a Credit Party owing to any Credit Party or any other Subsidiary; provided that if such Indebtedness is owing in favor of a Credit Party, (i) such Indebtedness shall be evidenced by an intercompany note which is pledged to the Administrative Agent, (ii) the intercompany note shall provide that the Indebtedness evidenced thereby shall automatically, without any notice or other action by any Person, become immediately due and payable by the maker upon any acceleration of the Obligations and (iii) the aggregate amount of all such Indebtedness shall not exceed $400,000,000 at any time; and
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Indebtedness of any Subsidiary owing to the Borrower or any other Subsidiary; provided, that any such Indebtedness that is owed to a Subsidiary that is not a Subsidiary Loan Party shall be subject to Section 7.4;
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Indebtedness of any Subsidiary. (a) that is incurred by a non-operating special purpose Subsidiary, (b) the payment of which is guaranteed, directly or indirectly by the Borrower, and (c) the proceeds of which are loaned by such Subsidiary to the Borrower (i) on terms of subordination no less favorable to the Banks than the subordination provisions set forth in Exhibit B to the Agency Agreement (to the extent that such provisions are in favor of holders of Senior Indebtedness as defined in the Agency Agreement) as in effect on September 20, 1993 and without giving effect to any amendments thereto which may detract or derogate from the rights of the holders of Senior Indebtedness, or (ii) on other terms of subordination satisfactory to the Banks in form and substance, and which is immediately repaid upon the repayment of such loan by the Borrower;
Sample 1
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Related to Indebtedness of any Subsidiary

  • Indebtedness of Subsidiaries The Borrower shall not permit any Subsidiary to create, incur, assume or suffer to exist any Indebtedness, except:

  • Indebtedness Create, incur, assume or suffer to exist any Indebtedness, except:

  • Defaults in Other Agreements or Indebtedness A default or event of default shall occur at any time under the terms of any other agreement involving borrowed money or the extension of credit or any other Indebtedness under which any Loan Party or Subsidiary of any Loan Party may be obligated as a borrower or guarantor in excess of $1,000,000 in the aggregate, and such breach, default or event of default consists of the failure to pay (beyond any period of grace permitted with respect thereto, whether waived or not) any indebtedness when due (whether at stated maturity, by acceleration or otherwise) or if such breach or default permits or causes the acceleration of any indebtedness (whether or not such right shall have been waived) or the termination of any commitment to lend;

  • Intercompany Indebtedness The Company shall not create, incur, assume or otherwise become or remain directly or indirectly liable with respect to any Indebtedness arising from loans from any Subsidiary to the Company unless (a) such Indebtedness is unsecured and (b) such Indebtedness shall be expressly subordinate to the payment in full in cash of the Obligations on terms satisfactory to the Administrative Agent.

  • Other Debt There is no indebtedness with respect to any Property or any excess cash flow or any residual interest therein, whether secured or unsecured, other than Permitted Encumbrances and Permitted Indebtedness.

  • Company Indebtedness The Company shall, and shall cause its Subsidiaries to, timely deliver all notices and take all other administrative actions required to facilitate (i) the termination of commitments, repayment in full of all outstanding loans or other obligations, release of any Liens securing such loans or obligations and guarantees in connection therewith, and replacement of or cash collateralization of any issued letters of credit in respect of the Credit Facility on or before the Closing Date and (ii) to the extent reasonably requested in writing by Parent, no later than ten (10) Business Days prior to the Closing Date with respect to any Indebtedness (other than Indebtedness in respect of the Credit Facility) incurred by the Company or any of its Subsidiaries after the date hereof in compliance with Section 6.1(b)(xi) (it being understood that the Company shall promptly and in any event no later than fifteen (15) Business Days prior to the Closing Date notify Parent in writing of the amount of any such Indebtedness incurred or to be incurred and expected to be outstanding on the Closing Date), repayment in full of all obligations in respect of such Indebtedness and release of any Liens securing such Indebtedness and guarantees in connection therewith, in each case, on the Closing Date. In furtherance and not in limitation of the foregoing, the Company and its Subsidiaries shall use reasonable best efforts to deliver to Parent no later than one (1) Business Day prior to the Closing Date payoff letters with respect to the Company Credit Facility and, to the extent reasonably requested by Parent in writing no later than ten (10) Business Days prior to the Closing Date, any Indebtedness incurred by any of the Company and its Subsidiaries after the date hereof in compliance with Section 6.1(b)(xi) (each, a “Payoff Letter”) in form and substance customary for transactions of this type, from the persons, or the applicable agent on behalf of the persons, to which such Indebtedness is owed, which Payoff Letters together with any related release documentation shall, among other things, include the payoff amount and provide for Liens (and guarantees), if any, granted in connection therewith relating to the assets, rights and properties of the Company and its Subsidiaries securing such Indebtedness and any other obligations secured thereby, upon the payment of the amount set forth in the applicable Payoff Letter on or prior to the Closing Date, to be released and terminated. Upon at least ten (10) days’ prior written notice from the Company that the Company has determined, after reasonable consultation with Parent, that it will not at the time of the Real Estate Purchase (and without giving effect to the payment of the Real Estate Purchase Price or any other payment under this Agreement) have sufficient unencumbered and available cash, net of “cage cash”, cash on hand required by any Governmental Entity, the reasonably estimated additional amount of cash necessary to ensure the sound operation of the Company’s business consistent with past practice, and any other restricted cash, to pay in full the outstanding Indebtedness in respect of the Credit Facility, then to the extent of such shortfall Parent will extend an unsecured loan to the Company on the day of the Closing so that, together with such net unencumbered and available cash, the proceeds of such loan are sufficient to pay in full the outstanding Indebtedness in respect of the Credit Facility as may be necessary to release all Liens and obligations in respect thereof at the time of, or immediately prior to, the Real Estate Purchase, and the terms of such loan shall be reasonable for the circumstance as negotiated in good faith by Parent and the Company.

  • OVERDRAFTS OR INDEBTEDNESS 1. See Second Amendment, dated 9/5/08. If Custodian should in its sole discretion advance funds on behalf of any Fund which results in an overdraft {this shall specifically not include any day-light overdraft) because the money held by Custodian in an Account for such Fund shall be insufficient to pay the total amount payable upon a purchase of Securities specifically allocated to such Fund, as set forth ill a Certificate, Instructions or Oral Instructions, or if an overdraft arises in the separate account of a Fund for some other reason, including, without limitation, because of a reversal of a conditional credit or the purchase of any currency, or if the Fund is for any other reason indebted to Custodian with respect to a Fund due to a borrowing from a Fund from the Custodian, (except a borrowing for investment or for temporary or emergency purposes using Securities as collateral pursuant to a separate agreement and subject to the provisions of Section 2 of this Article), such overdraft or indebtedness shall be deemed to be a loan made by Custodian to the Fund for such Fund payable on demand and shall bear interest from the date incurred at a rate per annum as disclosed on the Fee Schedule between the Funds and Custodian, as such Fee Exhibit may be amended from time to time. In addition, the Fund hereby agrees that Custodian shall to the maximum extent permitted by law have a continuing lien, security interest, and security entitlement in and to any property, including, without limitation, any investment property or any financial asset, of such Fund at any time held by Custodian for the benefit of such Fund or in which such Fund may have an interest (which is then in Custodian's possession or control or in possession or control of any third party acting in Custodian's behalf. The Fund authorizes Custodian, in its sole discretion, at any time to charge any such overdraft or indebtedness together with interest due thereon against any balance of account standing to such Fund's credit on Custodian's books. Notwithstanding, anything in this Agreement to the contrary, provided that Custodian and a Fund are parties to a Custodial Undertaking in Connection with Master Repurchase Agreement or a Subcustodial Undertaking in Connection with Master Repurchase Agreement (collectively the “Custodial Undertakings”), Custodian agrees that any securities held by Custodian in connection with a repurchase agreement entered into by such Fund and subject to the Custodial Undertakings shall not be subject to any security interest, lien or right of setoff by Custodian or any third pep claiming through Custodian and Custodian shall not pledge, encumber, hypothecate, transfer, dispose of, or otherwise grant any third party an interest in, any such securities.

  • Indebtedness for Borrowed Money The Company shall not, nor shall it permit any Subsidiary to, issue, incur, assume, create or have outstanding any Indebtedness for Borrowed Money; provided, however, that the foregoing shall not restrict nor operate to prevent:

  • Indebtedness and Liens (a) Except for trade debt incurred in the normal course of business and indebtedness to Lender contemplated by this Agreement, create, incur or assume indebtedness for borrowed money, including capital leases, (b) except as allowed as a Permitted Lien, sell, transfer, mortgage, assign, pledge, lease, grant a security interest in, or encumber any of Borrower's assets, or (c) sell with recourse any of Borrower's accounts, except to Lender.

  • Subsidiary Indebtedness The Borrower will not permit any Subsidiary to create, incur, assume or permit to exist any Indebtedness, except:

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