Common use of Prepetition Indebtedness Clause in Contracts

Prepetition Indebtedness. The Borrowers shall not pay or discharge, or cause to be paid or discharged, any Indebtedness of any Borrower incurred before the Filing Date other than payments: (a) approved by the Bankruptcy Court on or about the Filing Date in connection the Borrowers' "first day orders", (b) payments in respect of coverage for director and officer liabilities and constituting the deductible amounts under applicable director and officer insurance policies purchased by the Borrowers, to the extent approved by the Bankruptcy Court and not exceeding the total sum of $500,000, (c) as required in the Reorganization Plan, on or about the effective date of the Reorganization Plan, (d) payments required to be made pursuant to an order of the Bankruptcy Court in the Cases for adequate protection pursuant to the Bankruptcy Code on account of Permitted Prior Liens, provided that in the case of the Prepetition Lender Debt, this exception shall apply only to adequate protection payments in respect of expenses approved by the Final Order, or on account of other Liens primed pursuant to the Final Order by the Liens securing the Obligations, (e) as permitted by paragraph 4 of the Final Order, (f) cure payments on any unexpired leases of real property, and on other executory contracts, assumed by any of the Borrowers pursuant to an order of the Bankruptcy Court in the Cases; or (g) of severance and other employee related payments approved by the Bankruptcy Court, or (h) of Indebtedness incurred pursuant to Section 11.1(e)(iii) of this Credit Agreement (including, without limitation, the incurrence of such Indebtedness). None of the Borrowers shall file any motion with the Bankruptcy Court in accordance with Section 546(g) of the Bankruptcy Code seeking to return any goods shipped to any of the Borrowers prior to the Filing Date, without the Administrative Agent's consent in writing.

Prepetition Indebtedness. The Borrowers shall not pay or discharge, or cause to be paid or discharged, any Indebtedness of any Borrower incurred before the Filing Date other than payments: (a) approved by the Bankruptcy Court and satisfactory to the Agent on or about the Filing Date in connection with the Borrowers' "’ “first day orders",”; (b) payments in respect of coverage for director and officer liabilities and constituting the deductible amounts under applicable director and officer insurance policies purchased by the Borrowers, to the extent approved by the Bankruptcy Court and not exceeding the total sum of $500,000,450,000; (c) as required in any Reorganization Plan that provides for payment in full in cash of all of the Reorganization PlanObligations, on or about the effective date of the Reorganization Plan,; (d) payments required to be made pursuant to an order of the Bankruptcy Court in the Cases for adequate protection pursuant to the Bankruptcy Code on account of Permitted Prior Liens, provided that Liens approved in the case of the Prepetition Lender Debt, this exception shall apply only to adequate protection payments in respect of expenses approved writing by the Final Order, or on account of other Liens primed pursuant to the Final Order by the Liens securing the Obligations, (e) as permitted by paragraph 4 of the Final Order, (f) cure payments on any unexpired leases of real property, and on other executory contracts, assumed by any of the Borrowers pursuant to an order of the Bankruptcy Court in the CasesAgent; or (ge) of severance and other employee related payments approved by the Bankruptcy CourtCourt and satisfactory to the Agent; provided, or (h) of Indebtedness incurred pursuant to Section 11.1(e)(iii) of this Credit Agreement (including, without limitationhowever, the incurrence Borrowers shall be permitted to return up to $750,000 in the aggregate of such Inventory shipped to any of the Borrowers prior to the Filing Date that would not otherwise be Eligible Inventory so as to pay or discharge, or caused to be paid or discharged pre-petition Indebtedness). None of the Borrowers shall seek, or file any motion with the Bankruptcy Court in accordance with Section 546(g) of the Bankruptcy Code seeking seeking, to return any goods shipped to any of the Borrowers prior to the Filing Date, without the Administrative Agent's ’s consent in writing.