Permitted Indebtedness Clause Samples

Permitted Indebtedness. Create, incur, guarantee or suffer to exist any Indebtedness, except the following (collectively, “Permitted Indebtedness”): (a) the Obligations; (b) Subordinated Debt; (c) Permitted Purchase Money Debt and Capital Lease Obligations; provided that the aggregate amount of all Indebtedness incurred under this clause (c) does not exceed $15,000,000 at any time; (d) (i) Indebtedness outstanding on the Closing Date, listed on Schedule 10.2.1 and not satisfied with proceeds of the initial Loans and (ii) Indebtedness under the Term Loan Facility (including any incremental facility thereunder), in an aggregate principal amount not to exceed $187,000,000; (e) Indebtedness with respect to Bank Products (i) incurred in the Ordinary Course of Business and not for speculative purposes or (ii) required under Section 5.12 of the Term Loan Agreement and not for speculative purposes or any corresponding provision under any Term Loan Facility that refinances the Term Loan Agreement; (f) (i) Indebtedness that is assumed or incurred by an Obligor or Subsidiary in connection with a Permitted Acquisition or other acquisition of assets permitted hereunder or (ii) Indebtedness that is in existence when a Person becomes a Subsidiary or that is secured by an asset when acquired by a Borrower or Subsidiary, in each case, as part of a Permitted Acquisition, as long as such Indebtedness was not incurred in contemplation of such Person becoming a Subsidiary or such Permitted Acquisition; provided that for both clauses (i) and (ii), after giving effect to such Permitted Acquisition on a pro forma basis, the Net Total Leverage Ratio is no greater than the Net Total Leverage Ratio in effect immediately prior to such Permitted Acquisition; (g) Permitted Contingent Obligations (excluding Permitted Surety Bonds); (h) Indebtedness under Permitted Surety Bonds that does not exceed $30,000,000 in the aggregate at any time; (i) Permitted First Lien Debt in an amount not to exceed the greater of (x) $5,000,000 and (y) an amount such that, at the time of incurrence the Net First Lien Leverage Ratio for the most recently ended four Fiscal Quarters for which financial statements have been delivered pursuant to clause (a) or (b) of Section 10.1.2 immediately preceding the date on which such additional Indebtedness is incurred, determined on a pro forma basis, as if the additional Indebtedness had been incurred at the beginning of such period, is no greater than 3.07 to 1.00; provided that the Fixed C...