Common use of Loan Defaults Clause in Contracts

Loan Defaults. To Transferor’s knowledge, there is no default under the terms and conditions of any agreement, loan, mortgage, deed of trust, or any other loan document in favor of any mortgagee with a security interest in the Facility. Schedule 3.12 sets forth a list of all Debt of Transferor, and, to Transferor’s knowledge, all Debt otherwise affecting the Facility. “Debt” means (a) all indebtedness, contingent or otherwise, for money borrowed, purchase money indebtedness (other than accounts payable in the ordinary course of business to the extent such accounts payable are not more than sixty (60) days past due) and reimbursement obligations with respect to letters of credit; (b) obligations evidenced by notes, bonds, debentures or similar instruments; (c) all of the indebtedness and obligations of the type described in clauses (a) and (b) of this definition guaranteed in any manner through an agreement, contingent or otherwise, to supply funds to, or in any other manner invest in, the debtor, or to purchase indebtedness, or to purchase and pay for property if not delivered or pay for services if not performed, primarily or exclusively for the purpose of enabling the debtor to make payment of the indebtedness or obligation or to insure the owners of the indebtedness or obligation against loss; (d) all of the indebtedness or obligations of the type described in clauses (a), (b) and (c) of this definition secured by any Encumbrance upon the Property, even though no liability currently exists for the payment of such indebtedness; (e) all obligations to pay rent or other amounts under any lease of (or other arrangement covering the right to use) real or personal property that are required to be classified and accounted for as capital or finance leases on a balance sheet as of such date computed in accordance with GAAP; (f) the deferred purchase price of assets, property or services incurred outside the ordinary course of business; (g) all indebtedness of others guaranteed or in effect guaranteed directly or indirectly in any manner; (h) all obligations for any earn-out or contingent payment or bonus or similar payment or any indemnification obligations under any acquisition agreement; and (i) all accrued but unpaid interest expense and all penalties, fees, breakage costs, charges and prepayment premiums that are payable, in each case with respect to any of the indebtedness or obligations described in this definition, including as a result of the entry into this Agreement and the consummation of the transactions contemplated hereby.