Common use of Prepayments of Certain Indebtedness Clause in Contracts

Prepayments of Certain Indebtedness. No Loan Party shall, nor shall it permit any of its Affiliates to, directly or indirectly, purchase, redeem, defease or prepay any principal of, premium, if any, interest or other amount payable in respect of any Indebtedness prior to its scheduled maturity, other than (i) the Obligations, (ii) the payment of interest accrued on Borrower’s obligations under the Softbank Loan Agreement to the extent permitted the Subordination Agreement provided at the time of such payment both before and after giving effect to such payment no Default or Event of Default shall exist or be caused by such payment, (iii) Permitted Intercompany Investments to the extent permitted by the Intercompany Subordination Agreement; (iv) Indebtedness secured by a Permitted Lien that is senior to the Obligations if the asset securing such Indebtedness has been sold or otherwise disposed of in accordance with Section ‎7.01, Section ‎7.03 or Section 7.05; (v) the prepayment, purchase, redemption, defeasance or other acquisition or retirement of the Convertible Notes, provided that any such prepayment, purchase, redemption, defeasance or other acquisition or retirement complies with the terms hereof and the Pari Passu Intercreditor Agreement and no Default pursuant to Section 7.16 or Event of Default exists as a result of the occurrence of such transaction; and (vi) the prepayment of Indebtedness owed to a Loan Party by another Loan Party in connection with the Divestiture Transaction.

Prepayments of Certain Indebtedness. No Loan Party shallThe Note Parties shall not, nor and shall it not permit any of its their Subsidiaries or their Affiliates to, directly or indirectly, purchase, redeem, defease or prepay any principal of, premium, if any, interest or other amount payable in respect of any Indebtedness prior to its scheduled maturity, other than (i) the ObligationsObligations in accordance with the terms of the Note Documents, (ii) the payment of interest accrued on BorrowerAirspan’s obligations under the Softbank Loan Agreement to the extent permitted the Subordination Agreement provided at the time of such payment both before and after giving effect to such payment no Default or Event of Default shall exist or be caused by such payment, (iii) Permitted Intercompany Investments to the extent permitted by the Intercompany Subordination Agreement; (iv) Indebtedness secured by a Permitted Lien that is senior to the Obligations if the asset securing such Indebtedness has been sold or otherwise disposed of in accordance with Section ‎7.014.2(a), Section ‎7.03 4.2(c) or Section 7.054.2(e); (v) Indebtedness secured by a Priority Lien pursuant to a Priority Lien Document that is permitted by this Agreement and that is pari passu to the prepayment, purchase, redemption, defeasance or other acquisition or retirement Obligations if such payment is permitted by the terms of the Convertible Notes, provided that any such prepayment, purchase, redemption, defeasance or other acquisition or retirement complies with the terms hereof and the Pari Passu Intercreditor Agreement and both before and after giving effect to such payment no Default pursuant to Section 7.16 or Event of Default exists as a result of the occurrence of shall exist or be caused by such transactionpayment; and (vi) the prepayment of Indebtedness owed to a Loan Note Party by another Loan Note Party in connection with the Divestiture Transaction.

Prepayments of Certain Indebtedness. No Loan Party shallThe Note Parties shall not, nor and shall it not permit any of its their Subsidiaries or their Affiliates to, directly or indirectly, purchase, redeem, defease or prepay any principal of, premium, if any, interest or other amount payable in respect of any Indebtedness prior to its scheduled maturity, other than (i) the ObligationsObligations in accordance with the terms of the Note Documents, (ii) the payment of interest accrued on BorrowerAirspan’s obligations under the Softbank Loan Agreement to the extent permitted the Subordination Agreement provided at the time of such payment both before and after giving effect to such payment no Default or Event of Default shall exist or be caused by such payment, (iii) Permitted Intercompany Investments to the extent permitted by the Intercompany Subordination Agreement; (iv) Indebtedness secured by a Permitted Lien that is senior to the Obligations if the asset securing such Indebtedness has been sold or otherwise disposed of in accordance with Section ‎7.014.2(a), Section ‎7.03 4.2(c) or Section 7.054.2(e); and (v) Indebtedness secured by a Priority Lien pursuant to a Priority Lien Document that is permitted by this Agreement and that is pari passu to the prepayment, purchase, redemption, defeasance or other acquisition or retirement Obligations if such payment is permitted by the terms of the Convertible Notes, provided that any such prepayment, purchase, redemption, defeasance or other acquisition or retirement complies with the terms hereof and the Pari Passu Intercreditor Agreement and both before and after giving effect to such payment no Default pursuant to Section 7.16 or Event of Default exists as a result of the occurrence of shall exist or be caused by such transactionpayment; and (vi) the prepayment of Indebtedness owed to a Loan Note Party by another Loan Note Party in connection with the Divestiture Transaction.

Prepayments of Certain Indebtedness. No Loan Party shall, nor shall it permit any of its Affiliates to, directly or indirectly, purchase, redeem, defease or prepay any principal of, premium, if any, interest or other amount payable in respect of any Indebtedness prior to its scheduled maturity, other than (i) the Obligations, (ii) the payment of interest accrued on Borrower’s obligations under the Softbank Loan Agreement to the extent permitted the Subordination Agreement provided at the time of such payment both before and after giving effect to such payment no Default or Event of Default shall exist or be caused by such payment, (iii) Permitted Intercompany Investments to the extent permitted by the Intercompany Subordination Agreement; (iv) Indebtedness secured by a Permitted Lien that is senior to the Obligations if the asset securing such Indebtedness has been sold or otherwise disposed of in accordance with Section ‎7.017.01, Section ‎7.03 7.03 or Section 7.05; (v) the prepayment, purchase, redemption, defeasance or other acquisition or retirement of the Convertible Notes, provided that any such prepayment, purchase, redemption, defeasance or other acquisition or retirement complies with the terms hereof and the Pari Passu Intercreditor Agreement and no Default pursuant to Section 7.16 or Event of Default exists as a result of the occurrence of such transaction; and (vi) the prepayment of Indebtedness owed to a Loan Party by another Loan Party in connection with the Divestiture Transaction.

Prepayments of Certain Indebtedness. No Loan Party shall, nor shall it permit any of its Affiliates to, directly or indirectly, purchase, redeem, defease or prepay any principal of, premium, if any, interest or other amount payable in respect of any Indebtedness prior to its scheduled maturity, other than (i) the Obligations, (ii) the payment of interest accrued on Borrower’s obligations under the Softbank Loan Agreement to the extent permitted the Subordination Agreement provided at the time of such payment both before and after giving effect to such payment no Default or Event of Default shall exist or be caused by such payment, (iii) Permitted Intercompany Investments to the extent permitted by the Intercompany Subordination Agreement; (iv) Indebtedness secured by a Permitted Lien that is senior to the Obligations if the asset securing such Indebtedness has been sold or otherwise disposed of in accordance with Section ‎7.017.01, Section ‎7.03 7.03 or Section 7.05; , and (v) the prepayment, purchase, redemption, defeasance or other acquisition or retirement of the Convertible Notes, provided that any such prepayment, purchase, redemption, defeasance or other acquisition or retirement complies with the terms hereof and the Pari Passu Intercreditor Agreement and no Default pursuant to Section 7.16 or Event of Default exists as a result of the occurrence of such transaction; and (vi) the prepayment of Indebtedness owed to a Loan Party by another Loan Party in connection with the Divestiture Transaction.