Common use of Prepayments, Etc. of Indebtedness Clause in Contracts

Prepayments, Etc. of Indebtedness. (a) Prepay, redeem, purchase, defease or otherwise satisfy prior to the scheduled maturity thereof in any manner any Specified Debt (it being understood that payments of regularly scheduled interest, AHYDO payments and mandatory prepayments under any such Specified Debt Documents shall not be prohibited by this clause), except for (i) the refinancing thereof with the Net Cash Proceeds of any such Indebtedness (to the extent such Indebtedness constitutes a Permitted Refinancing), (ii) the conversion thereof to Equity Interests (other than Disqualified Equity Interests) of the Borrower or any of its direct or indirect parents, (iii) prepayments, redemptions, purchases, defeasances and other payments of any PPP Debt prior to its scheduled maturity in an aggregate amount not exceed $5,200,000 (provided that, at the time of any such payment, no Event of Default shall have occurred and be continuing or would result therefrom) and (iv) other prepayments, redemptions, purchases, defeasances and other payments thereof prior to their scheduled maturity (provided that, at the time of such prepayments, redemptions, purchases, defeasances or other payments, (x) no Default or Event of Default has occurred and is continuing or would result therefrom and (y) the Consolidated Total Leverage Ratio of the Borrower as of the end of the most recently ended Test Period, on a Pro Forma Basis, would be no greater than 2.00:1.00).

Appears in 4 contracts

Samples: Term Loan Credit Agreement (RumbleOn, Inc.), Term Loan Credit Agreement (RumbleOn, Inc.), Term Loan Credit Agreement (RumbleOn, Inc.)

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Prepayments, Etc. of Indebtedness. (a) Prepay, redeem, purchase, defease or otherwise satisfy prior to the scheduled maturity thereof in any manner (X) Indebtedness incurred pursuant to Sections 7.03(r), (w) or (x) or (Y) any Specified Subordinated Debt (it being understood that payments of regularly scheduled interest, AHYDO payments interest and mandatory prepayments under any Indebtedness incurred pursuant to Sections 7.03(r), (w) or (x) or such Specified Subordinated Debt Documents shall not be prohibited by this clausepermitted), except for (i) the refinancing thereof with the Net Cash Proceeds of any such Indebtedness (to the extent such Indebtedness constitutes a Permitted Refinancing), (ii) the conversion thereof to Equity Interests (other than Disqualified Equity Interests) of the Borrower or any of its direct or indirect parents, and (iii) prepayments, redemptions, purchases, defeasances and other payments of any PPP Debt thereof prior to its their scheduled maturity in an aggregate amount not to exceed $5,200,000 the Available Amount; provided that (provided that, x) at the time of any such payment, no Event of Default shall have occurred and be continuing or would result therefrom) and (iv) other prepayments, redemptions, purchases, defeasances and other payments thereof prior to their scheduled maturity (provided that, at the time of such prepayments, redemptions, purchases, defeasances or other payments, (x) no Default or Event of Default has occurred and is continuing or would result therefrom and (y) in the Consolidated Total Leverage Ratio case of any such payment in an amount in excess of $15,000,000, the Borrower has delivered to the Administrative Agent a certificate of a Responsible Officer, together with all relevant financial information reasonably requested by the Administrative Agent, demonstrating the calculation of the Borrower as of the end of the most recently ended Test Period, on a Pro Forma Basis, would be no greater than 2.00:1.00)Available Amount.

Appears in 4 contracts

Samples: Credit Agreement (Corporate Executive Board Co), Credit Agreement (Corporate Executive Board Co), Credit Agreement (Corporate Executive Board Co)

Prepayments, Etc. of Indebtedness. (a) Prepay, redeem, purchase, defease or otherwise satisfy prior to the scheduled maturity thereof in any manner (X) the Senior Unsecured Notes or (Y) any Specified Subordinated Debt (it being understood that payments of regularly scheduled interest, AHYDO payments interest and mandatory prepayments under any the Senior Unsecured Notes or such Specified Subordinated Debt Documents shall not be prohibited by this clausepermitted), except for (i) the refinancing thereof with the Net Cash Proceeds of any such Indebtedness (to the extent such Indebtedness constitutes a Permitted Refinancing), (ii) the conversion thereof to Equity Interests (other than Disqualified Equity Interests) of the Borrower or any of its direct or indirect parentsparents (or, after a Qualifying IPO, any Intermediate Holding Company), and (iii) prepayments, redemptions, purchases, defeasances and other payments of any PPP Debt thereof prior to its their scheduled maturity in an aggregate amount not to exceed $5,200,000 the Available Amount, provided that (provided that, x) at the time of any such payment, no Event of Default shall have occurred and be continuing or would result therefrom) and (iv) other prepayments, redemptions, purchases, defeasances and other payments thereof prior to their scheduled maturity (provided that, at the time of such prepayments, redemptions, purchases, defeasances or other payments, (x) no Default or Event of Default has occurred and is continuing or would result therefrom and (y) in the Consolidated Total Leverage Ratio case of any such payment in an amount in excess of $15,000,000, the Borrower has delivered to the Administrative Agent a certificate of a Responsible Officer, together with all relevant financial information reasonably requested by the Administrative Agent, demonstrating the calculation of the Borrower as of the end of the most recently ended Test Period, on a Pro Forma Basis, would be no greater than 2.00:1.00)Available Amount.

Appears in 2 contracts

Samples: Credit Agreement (Epicor Software Corp), Credit Agreement (Epicor International Holdings, Inc.)

Prepayments, Etc. of Indebtedness. (a) Prepay, redeem, purchase, defease or otherwise satisfy prior to the scheduled maturity thereof in any manner (X) any Specified Rollover Notes maturing after the Maturity Date of the Term B-2 Loans, (Y) any Sterling Notes or (Z) any Subordinated Debt (it being understood that payments of regularly scheduled interest, AHYDO payments and mandatory prepayments under any such Specified Rollover Notes Documents, the Sterling Notes Documents or any such Subordinated Debt Documents shall not be prohibited by this clause), except for (i) the refinancing thereof with the Net Cash Proceeds of any such Indebtedness (to the extent such Indebtedness constitutes a Permitted Refinancing), (ii) the conversion thereof to Equity Interests (other than Disqualified Equity Interests) of the Borrower or any of its direct or indirect parentsparents (or, after a Qualifying IPO, any Intermediate Holding Company), and (iii) prepayments, redemptions, purchases, defeasances and other payments of any PPP Debt thereof prior to its their scheduled maturity in an aggregate amount, when aggregated with the amount of Restricted Payments made pursuant to Section 7.06(j), not to exceed (A) $5,200,000 750,000,000 plus (B) the Available Amount, provided that, at the time of any such payment, no Event of Default shall have occurred and be continuing or would result therefrom) and (iv) other prepayments, redemptions, purchases, defeasances and other payments thereof prior to their scheduled maturity (provided that, at the time of such prepayments, redemptions, purchases, defeasances or other payments, (x) no Default or Event of Default has occurred and is continuing or would result therefrom and (y) the Consolidated Total Leverage Ratio of the Borrower as of the end of the most recently ended Test Period, on a Pro Forma Basis, would be no greater than 2.00:1.00).

Appears in 1 contract

Samples: Credit Agreement (Heinz H J Co)

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Prepayments, Etc. of Indebtedness. (a) Prepay, redeem, purchase, defease or otherwise satisfy in each case prior to the scheduled maturity thereof in any manner any Specified Debt (it being understood that regularly scheduled repayments of principal and payments of regularly scheduled interest, AHYDO payments and mandatory prepayments under any such Specified Debt Documents interest shall not be prohibited by this clausepermitted), except for or make any payment in violation of any subordination terms of (i) the refinancing thereof with the Net Cash Proceeds of any such Indebtedness (permitted under Section 7.02(c) or incurred pursuant to the extent such Indebtedness constitutes a Permitted Refinancing), Section 7.02(s) or (ii) the conversion thereof to Equity Interests any other Indebtedness (other than Disqualified Equity Interests) of Indebtedness owed to the Borrower Parent or any of its direct Subsidiaries) that is contractually subordinated to the Obligations (the foregoing, “Restricted Prepayments”), except (x) to the extent any such Restricted Prepayments are made with the proceeds of (A) Permitted Refinancing Indebtedness with respect to any such Indebtedness or indirect parents(B) the proceeds of Indebtedness incurred pursuant to Section 7.02(t), (iiiy) prepayments, redemptions, purchases, defeasances and other payments Restricted Prepayments of any PPP Debt prior to its scheduled maturity Indebtedness of Foreign Subsidiaries not otherwise permitted hereunder in an aggregate amount not to exceed $5,200,000 350,000,000 during the term of this Agreement; provided that such Restricted Prepayments of Indebtedness of Foreign Subsidiaries shall be made with funds generated by any Foreign Subsidiary and (provided that, at the time of any such payment, no Event of Default shall have occurred and be continuing or would result therefromz) as otherwise permitted pursuant to Section 7.06(b)(v) and (iv) other prepayments, redemptions, purchases, defeasances and other payments thereof prior to their scheduled maturity (provided that, at the time of such prepayments, redemptions, purchases, defeasances or other payments, (x) no Default or Event of Default has occurred and is continuing or would result therefrom and (y) the Consolidated Total Leverage Ratio of the Borrower as of the end of the most recently ended Test Period, on a Pro Forma Basis, would be no greater than 2.00:1.00Section 7.06(b)(vi).

Appears in 1 contract

Samples: Credit Agreement (Kinetic Concepts Inc)

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