Common use of Payments of Indebtedness Clause in Contracts

Payments of Indebtedness. Such Obligor will not, and will not permit any of its Subsidiaries to, make any payments in respect of any Indebtedness other than (i) payments of the Obligations, (ii) scheduled payments of other Indebtedness (including the Royalty Interest Financing) to the extent permitted pursuant to the terms, if any, of any applicable subordination or intercreditor agreement in respect of the Obligations, and (iii) intercompany indebtedness permitted under Section 9.01, (iv) Indebtedness permitted to be incurred under Sections 9.01(b), (j), (k), (l), (o), (q), and (t), (v) Indebtedness permitted to be incurred under Section 9.01(p); provided that any such payments shall only be made or settled in Equity Interests and cash in lieu of fractional shares (as well as cash to pay any accrued interest on the date of any payment made in Equity Interests), and (vi) scheduled payments of interest on such Indebtedness permitted pursuant to Section 9.01(p).

Payments of Indebtedness. Such Obligor will not, and will not permit any of its Subsidiaries (other than the Klisyri SPV) to, make any payments in respect of any Indebtedness other than (i) payments of the Obligations, (ii) scheduled payments of other Indebtedness (including the Royalty Interest Financing) to the extent permitted pursuant to the terms, if any, of any applicable subordination or intercreditor agreement in respect of the Obligations, and (iii) intercompany indebtedness permitted under Section 9.01, (iv) Indebtedness permitted to be incurred under Sections 9.01(b), (j), (k), (l), (m), (o), (q), and (t), (v) Indebtedness permitted to be incurred under Section Sections 9.01(p) and (x); provided that any such payments shall only be made or settled in Equity Interests and cash in lieu of fractional shares (as well as cash to pay any accrued interest on the date of any payment made in Equity Interests), and (vi) scheduled payments of interest on such Indebtedness permitted pursuant to Section 9.01(p)) and (vii) Permitted Refinancings permitted hereunder.

Payments of Indebtedness. Such Obligor will not, and will not permit any of its Subsidiaries to, make any payments in respect of any Indebtedness other than (i) payments of the Obligations, (ii) scheduled payments in respect of the Existing Notes pursuant to the terms of the Existing Notes Indenture as in effect on the date hereof, (iii) scheduled payments of other Indebtedness (including the Royalty Interest Financing) to the extent permitted pursuant to the terms, if any, of any applicable subordination or intercreditor agreement in respect of the Obligations, and (iiiiv) intercompany indebtedness permitted under Section 9.019.01 (subject to the terms of the Intercompany Subordination Agreement, if applicable), (ivv) Indebtedness permitted to be incurred under Sections 9.01(b), (i), (j), (k), (l), (o), (q), m) and (t), (v) Indebtedness permitted to be incurred under Section 9.01(pp); provided that any such payments shall only be made or settled in Equity Interests and cash in lieu of fractional shares (as well as cash to pay any accrued interest on the date of any payment made in Equity Interests), and (vi) scheduled payments of interest on such Indebtedness Permitted Refinancings permitted pursuant to Section 9.01(p)hereunder.

Payments of Indebtedness. Such Obligor will shall not, and will shall not permit permit, directly or indirectly, any of its Subsidiaries to, make any payments in respect of any Indebtedness other than (i) payments of the Obligations, (ii) scheduled payments of other Indebtedness (including the Royalty Interest Financing) to the extent permitted pursuant to the terms, if any, of any applicable subordination or intercreditor agreement in respect of the Obligations, and (iii) intercompany indebtedness permitted under Section 9.01, (iv) Indebtedness permitted to be incurred under Sections 9.01(b), (i), (j), (k), (l), (om), (qn), (o) and (t), r) (v) Indebtedness permitted to be incurred under Section 9.01(p); provided that any such payments shall only be made or settled (x) to the extent such payments constitute interest payments, or (y) in Equity Interests and cash in lieu of fractional shares (as well as cash to pay any accrued interest on the date of any payment made in Equity Interests), ) and (vi) scheduled payments of interest on such Indebtedness Permitted Refinancings permitted pursuant to Section 9.01(p)hereunder.

Payments of Indebtedness. Such Obligor will not, and will not permit any of its Subsidiaries (in each case, except for the BXCL 701 Subsidiaries following a Permitted BXCL 701 Release Event) to, make any payments in respect of any Indebtedness other than (i) payments of the Obligations, (ii) scheduled payments of other Indebtedness (including the Royalty Revenue Interest Financing) to the extent permitted pursuant to the terms, if any, of any applicable subordination or intercreditor agreement in respect of the Obligations, and (iii) intercompany indebtedness permitted under Section 9.01, (iv) Indebtedness permitted to be incurred under Sections 9.01(b), (c), (j), (k), (l), (om), (p), (q), (s) and (t), (v) Indebtedness permitted to be incurred under Section 9.01(p)9.01(o) and Permitted Refinancings thereof; provided that any such payments shall only be made or settled in Equity Interests and cash in lieu of fractional shares (as well as cash to pay any accrued interest on the date of any Permitted Refinancing, exchange transaction, or payment made in Equity Interests), and (vi) scheduled payments of interest on such Indebtedness permitted pursuant to Section 9.01(p)9.01(o) and (vii) Permitted Refinancings not prohibited hereunder.

Payments of Indebtedness. Such Obligor will not, and will not permit any of its Subsidiaries to, make any payments in respect of any Indebtedness other than (i) payments of the Obligations, (ii) scheduled payments of other Indebtedness (including the Royalty Interest Financing) to the extent permitted pursuant to the terms, if any, of any applicable subordination or intercreditor agreement in respect of the Obligations, and (iii) intercompany indebtedness permitted under Section 9.01, (iv) Indebtedness permitted to be incurred under Sections 9.01(b), (j), (k), (l), (o), (q), and (t), (v) Indebtedness permitted to be incurred under Section 9.01(p); provided that any such payments shall only be made or settled in Equity Interests and cash in lieu of fractional shares (as well as cash to pay any accrued interest on the date of any payment made in Equity Interests), and (vi) scheduled payments of interest on such Indebtedness permitted pursuant to Section 9.01(p).

Payments of Indebtedness. Such Obligor will not, and will not permit permit, directly or indirectly, any of its Subsidiaries to, make any payments in respect of any Indebtedness other than (i) payments of the Obligations, (ii) scheduled payments of other Indebtedness (including the Royalty Interest Financing) to the extent permitted pursuant to the terms, if any, of any applicable subordination or intercreditor agreement in respect of the Obligations, and (iii) intercompany indebtedness permitted under Section 9.01, (iv) Indebtedness permitted to be incurred under Sections 9.01(b), (j), (k), (l), (o), (q), (r), (s)(i), (t) and (tu), (v) Indebtedness permitted to be incurred under Section 9.01(p); provided that any such payments shall only be made or settled (x) to the extent such payments constitute interest payments, (y) in Equity Interests and cash in lieu of fractional shares (as well as cash to pay any accrued interest on the date of any payment made in Equity Interests), ) or (z) if the Redemption Conditions are satisfied both immediately prior to and immediately after giving effect to such payment and (vi) scheduled payments of interest on such Indebtedness Permitted Refinancings permitted pursuant to Section 9.01(p)hereunder.

Payments of Indebtedness. Such Obligor will not, and will not permit any of its Subsidiaries to, make any payments in respect of any Indebtedness other than (i) payments of the Obligations, (ii) scheduled payments of other Indebtedness (including the Royalty Interest Financing) to the extent permitted pursuant to the terms, if any, of any applicable subordination or intercreditor agreement in respect of the Obligations, and (iii) intercompany indebtedness permitted under Section 9.01, (iv) Indebtedness permitted to be incurred under Sections 9.01(b), (j), (k), (l), (m), (o), (q), and (t), (v) Indebtedness permitted to be incurred under Section Sections 9.01(p) and (x); provided that any such payments shall only be made or settled in Equity Interests and cash in lieu of fractional shares (as well as cash to pay any accrued interest on the date of any payment made in Equity Interests), and (vi) scheduled payments of interest on such Indebtedness permitted pursuant to Section 9.01(p)) and (vii) Permitted Refinancings permitted hereunder.