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 Borrowers incurred before the Petition Date other than payments: (a) approved by the Bankruptcy Court on or about the Petition Date in connection with orders entered prior to the formation of a statutory creditors’ committee, (b) required to be made to the Prepetition Collateral Agent and the Prepetition Lenders pursuant to the Orders, (c) required to be made pursuant to an order of the Bankruptcy Court in the Case for adequate protection pursuant to the Bankruptcy Code on account of Permitted Prior Liens or on account of other Liens primed pursuant to the Orders by the Liens securing the Obligations, (d) as required in a Reorganization Plan, on or about the effective date of the Reorganization Plan, or (e) of severance and other payments approved by the Bankruptcy Court and to which the Lenders consent in writing. None of the Borrowers shall file any motion with the Bankruptcy Court in accordance with Section 546(h) of the Bankruptcy Code seeking to return any goods shipped to any of the Borrowers prior to the Petition Date, without the Lenders’ consent in writing.

Prepetition Indebtedness. The Borrowers Debtors shall not pay or discharge, or cause to be paid or discharged, any Indebtedness of any Borrowers Debtor incurred before the Petition Filing Date other than payments: (ai) on Prepetition Bank Debt; (ii) approved by the Bankruptcy Court on or about before the Petition Date in connection with orders entered prior to date of the formation of a statutory creditors’ committee,Second Interim Order, including without limitation, the Critical Vendor Order; (biii) required to be made to the Prepetition Collateral Agent and the Prepetition Lenders pursuant to the Orders, (c) required to be made pursuant to an order by Section 1114 of the Bankruptcy Court in the Case for adequate protection pursuant to the Bankruptcy Code on account of Permitted Prior Liens or on account of other Liens primed pursuant to the Orders by the Liens securing the Obligations,Code; (div) as required in a the Reorganization Plan, on or about the effective date of the Reorganization Plan, ; or (ev) of severance and other payments approved by the Bankruptcy Court and to which the Lenders consent Term Lender Agent consents in writing. None of the Borrowers shall (x) file any motion with the Bankruptcy Court in accordance with Section 546(h546(g) of the Bankruptcy Code seeking to return any goods shipped to any of the Borrowers prior to the Petition Filing Date, or (y) consent to any creditor taking a set-off against any Prepetition Bank Debt based upon any such return pursuant to Section 553(b)(1) of the Bankruptcy Code or otherwise, in each case without the Lenders’ Term Lender Agent's consent in writing.