Prepayments of Debt. The Borrower shall not, and shall not permit any of its Restricted Subsidiaries to, voluntarily prepay, redeem, purchase, defease or otherwise satisfy prior to the scheduled maturity thereof in any manner, or make any payment in violation of any subordination terms of, any principal outstanding in respect of any Junior Debt, except (i) regularly scheduled repayments, purchases or redemptions of Junior Debt and regularly scheduled payments of interest, fees, expenses and premiums on any such Junior Debt, (ii) any prepayments, redemptions, purchases, defeasances or other satisfactions of any Junior Debt in connection with any Refinancing thereof with any Refinancing Debt, (iii) any prepayments, redemptions, purchases, defeasances or other satisfactions of any Junior Debt required as a result of any Disposition of any property securing such Junior Debt to the extent that such security is permitted under this Agreement and such prepayment is permitted under the terms of any intercreditor or subordination provisions with respect thereto, (iv) the conversion of any Junior Debt to Stock (other than Disqualified Stock) of Holdings, the Borrower or any Parent Entity, (v) prepayments, redemptions, purchases, defeasances and other satisfactions of any Junior Debt in an aggregate amount not to exceed the Available Equity Amount at such time, (vi) prepayments, redemptions, purchases, defeasances and other satisfactions (including, without limitation, any payments in respect of make-whole premiums) of Junior Debt so long as the Specified Conditions have been satisfied at the time of such prepayment, redemption, purchase, defeasances or other satisfaction and (vii) prepayments, redemptions, purchases, defeasances and other satisfactions of Junior Debt in an aggregate amount not to exceed $5,000,000.
Prepayments of Debt. The Borrower shall not, nor shall it permit any of its Subsidiaries to, prepay, redeem, purchase, defease or otherwise satisfy prior to the scheduled maturity thereof in any manner, or make any payment in violation of any subordination terms of, any Debt (including but not limited to the Series A Preferred Shares), except (a) the prepayment of the Advances in accordance with the terms of this Agreement, (b) regularly scheduled or required repayments or redemptions of Debt permitted under Section 6.02 other than Debt under the Series A Preferred Shares, (c) so long as no Event of Default exists or would result therefrom, regularly scheduled or required repayments or redemptions of Debt under the Series A Preferred Shares, (d) Restricted Payments in respect of the Series A Preferred Shares in compliance with Section 6.05, and (e) so long as no Event of Default exists or would result therefrom, other prepayments of Debt permitted under Section 6.02 other than Debt under the Series A Preferred Shares.
Prepayments of Debt. Directly or indirectly, make (or give any notice in respect of) any voluntary or optional payment or prepayment on or redemption or acquisition for value of, or any prepayment, repurchase or redemption as a result of any asset sale, change of control or similar event of, any outstanding Parent Debt Offering, except (a) with the net cash proceeds, or in exchange for, another Parent Debt Offering, and (b) notices in respect of repurchases (but not the repurchases themselves) pursuant to “change of control” or “asset sale” provisions of a Parent Debt Offering.
Prepayments of Debt. Directly or indirectly, make (or give any notice in respect of) any voluntary or optional payment or prepayment on or redemption or acquisition for value of, or any prepayment, repurchase or redemption as a result of any asset sale, change of control or similar event of, any outstanding Senior Notes or Debt Issue, except (a) any payment, prepayment, purchase, redemption, defeasance or other acquisition or retirement for value of any such Indebtedness with the net cash proceeds from an incurrence of, or in exchange for, a Debt Issue, (b) any payment, prepayment, purchase, redemption, defeasance or other acquisition or retirement for value of any such Indebtedness in exchange for Equity Interests (other than Disqualified Equity Interests) in the Parent Borrower, (c) any payment, prepayment, purchase, redemption, defeasance or other acquisition or retirement for value of any such Indebtedness with the net cash proceeds from an issuance of Equity Interests (other than Disqualified Equity Interests) in the Parent Borrower; provided, however, that (i) any such payment, prepayment, purchase, redemption, defeasance or other acquisition or retirement for value referred to in clause (b) or (c) above, (A) shall be at a price below par value, (B) shall not be consummated prior to the Third Amendment Effective Date, or more than 180 days after the issuance of such Equity Interests and (C) shall be paid with funds exclusively from issuances of such Equity Interests (or in the case of an exchange, made with Equity Interests issued) on and after the Third Amendment Effective Date, (ii) the amount of all such Indebtedness repurchased hereunder does not exceed the amount of such Senior Notes outstanding on the Third Amendment Effective Date and (iii) (A) the amount of proceeds from the Series A Convertible Equity Issuance used in any payment, prepayment, purchase, redemption, defeasance or other acquisition or retirement for value of any such Indebtedness, whether directly or subsequent to a repayment and reborrowing of Loans as contemplated by the last sentence of this Section 7.12, shall not exceed $55,000,000 in the aggregate and (B) the amount of proceeds from any Perpetual Preferred Equity Issuance used in any payment, prepayment, purchase, redemption, defeasance or other acquisition or retirement for value of any such Indebtedness, whether directly or subsequent to a repayment and reborrowing of Loans as contemplated by the last sentence of this Section 7.12, shall no...
Prepayments of Debt. Prepay, redeem, defease (whether actually or in substance) or purchase in any manner (or deposit or set aside funds or securities for the purpose of the foregoing), or make any payment (other than for scheduled payments of principal and interest due on the date of payment thereof, if such payment is permitted to be made pursuant to the terms of the documents evidencing or governing the applicable Debt or the Zero Coupon Convertible Subordinated Notes) in respect of, or establish any sinking fund, reserve or like set-aside of funds or other property for the redemption, retirement or repayment of, any Debt or the Zero Coupon Convertible Subordinated Notes, or transfer any property in payment of or as security for the payment of, or violate the subordination terms of, any Debt or the Zero Coupon Convertible Subordinated Notes, or amend, modify or change in any manner less favorable to Borrower or any of its Subsidiaries or the Banks the terms of any Debt or the Zero Coupon Convertible Subordinated Notes or any instrument, indenture or other document evidencing, governing or affecting the terms of any Debt or the Zero Coupon Convertible Subordinated Notes, or cause or permit any of its Subsidiaries to do any of the foregoing; provided, however, that nothing in this Section 6.02(j) shall prohibit (i) any payments of the Debt under this Agreement in accordance with the terms hereof or any mandatory scheduled payments of other Debt in accordance with its respective terms or (ii) the conversion of convertible Subordinated Debt of the Borrower into Securities of the Borrower.
Prepayments of Debt. The Loan parties shall not and shall not permit any Restricted Subsidiary to make (or give any notice with respect thereto) any voluntary or optional (i) prepayment or (ii) redemption or acquisition for value of any Debt (including without limitation, by way of depositing money or securities with the trustee with respect thereto before due for the purpose of paying when due), unless before and after giving effect to such payment, the Distribution Conditions are satisfied; provided that nothing in this Section 8.12 shall prohibit (x) any prepayment or redemption of Debt incurred pursuant to Section 8.01(a)(ii) or Section 8.01(o), (y) any non-cash payment or redemption (excluding any such non-cash payment or redemption comprised of an offset with respect to assets included in the Borrowing Base) not in excess of $10,000,000 or (z) any renewal, refinancing, replacement or extension of any Debt with any Debt permitted hereunder.
Prepayments of Debt. The Borrower shall not, and shall cause its Subsidiaries not to, purchase, redeem, retire, or otherwise acquire for value, or set apart any money for a sinking, defeasance, or other analogous fund for the purchase, redemption, retirement, or other acquisition of, or make any voluntary payment or prepayment of the principal of or interest on, or any other amount owing in respect of, any Indebtedness of the type described in clauses (a) or (c) of the definition thereof (other than the Obligations).
Prepayments of Debt. The Borrower shall not, nor shall it permit any of its Subsidiaries to, prepay, redeem, defease (whether actually or in substance) or purchase in any manner (or deposit or set aside funds for the purpose of any of the foregoing), make any payment in respect of principal of, or make any payment in respect of interest on, or permit any of its Subsidiaries to prepay, redeem, or purchase in an manner, make any payment in respect of principal of, or make any payment in respect of interest on, any Debt of the Borrower or any of its Subsidiaries except for (i) payments of principal, interest or other sums required or permitted in accordance with the terms of the instruments governing such Debt, (ii) payments with respect to Debt under this Credit Agreement or any of the Financing Documents hereunder or under the Revolving Credit Agreement or any of the Financing Documents thereunder, (iii) payments with respect to Debt assumed or taken subject to in connection with any Securities Transaction or asset purchase after the date hereof, (iv) payments with respect to Debt of any Subsidiary to the Borrower and (v) payments and prepayments on up to $60 million in principal amount of mortgage indebtedness assumed in connection with the acquisition of Capstone Capital Corporation.
Prepayments of Debt. Neither Holdings nor any of its Subsidiaries shall prepay, redeem, purchase, defease or otherwise satisfy prior to the scheduled maturity thereof in any manner, or make any payment in violation of any subordination terms of, any Debt, except (i) the prepayment of the Loans in accordance with the terms of this Agreement, (ii) the prepayment of any Debt payable to any Borrower, (iii) regularly scheduled repayments or redemptions of Permitted Debt, (iv) the payment of any obligations in respect of any Qualifying Receivables Transactions, (v) any prepayments or redemptions of any Permitted Debt in connection with any refinancing or replacement thereof with any Refinancing Debt thereof, (vi) any prepayment of any Permitted Debt required as a result of any sale, lease, transfer or other disposition of any property securing such Permitted Debt to the extent that such security is permitted under this Agreement and (vii) any such prepayment, redemption, purchase, defeasance, satisfaction or payment at any time so long as at such time, after giving pro forma effect thereto, (A) Holdings and its Subsidiaries would be in compliance with Sections 8.22 and 8.23, regardless of whether a Covenant Trigger shall have occurred or whether the covenants contained therein are otherwise effective (measured as of the last day of the most recently ended Fiscal Quarter for which financial statements were delivered in accordance with Section 6.2) and (B) either (1) the Combined Availability shall exceed 20% of the Maximum Revolver Amount or (2) (x) the Combined Availability shall exceed the greater of $200,000,000 and 15% of the Maximum Revolver Amount and (y) the aggregate amount of such prepayments, redemptions, purchases, defeasance, satisfaction or payments pursuant to this Section 8.14(vii) does not exceed $75,000,000 in any Fiscal Year. 110
Prepayments of Debt. Directly or indirectly, make (or give any notice in respect of) any voluntary or optional payment or prepayment on or redemption or acquisition for value of, or any prepayment, repurchase or redemption as a result of any asset sale, change of control or similar event of, any outstanding Senior Notes or Debt Issue, except (a) with the net cash proceeds, or in exchange for, the Senior Notes or a Debt Issue, and (b) notices in respect of repurchases (but not the repurchases themselves) pursuant to “change of control” or “asset sale” provisions of the Senior Notes or a Debt Issue.
