Excluded Debt definition
Excluded Debt. , in relation to a debtor, means any:
Excluded Debt means (i) the 2021 Incremental Loans (and the 2021 Incremental Term Loan Commitments), (ii) indebtedness, loans, and advances among the Borrower and any of its Subsidiaries, (iii) Revolving Loans in respect of Revolving Commitments in effect as of the 2021 Incremental Amendment Date, (iv) any local lines of credit, working capital or overdraft facilities, (v) purchase money indebtedness, (vi) indebtedness with respect to capital leases (including Capital Lease Obligations) and (vii) customary bank products and cash management obligations (including hedging arrangements, Bank Services Obligations and Swap Agreement Obligations), in each case, to the extent permitted hereunder. “Excluded Swap Obligation” means, with respect to any Loan Guarantor, any Swap Obligation if, and to the extent that, all or a portion of the Guarantee of such Loan Guarantor of, or the grant by such Loan Guarantor of a security interest to secure, such Swap Obligation (or any Guarantee thereof) is or becomes illegal under the Commodity Exchange Act or any rule, regulation or order of the Commodity Futures Trading Commission (or the application or official interpretation of any thereof) by virtue of such Loan Guarantor’s failure for any reason to constitute an ECP at the time the Guarantee of such Loan Guarantor or the grant of such security interest becomes or would become effective with respect to such Swap Obligation. If a Swap Obligation arises under a master agreement governing more than one swap, such exclusion shall apply only to the portion of such Swap Obligation that is attributable to swaps for which such Guarantee or security interest is or becomes illegal. “Excluded Taxes” means any of the following Taxes imposed on or with respect to a Recipient or required to be withheld or deducted from a payment to a Recipient: (a) Taxes imposed on or measured by net income (however denominated), franchise Taxes, and branch profits Taxes, in each case, (i) imposed as a result of such Recipient being a resident of, being organized under the laws of, or having its principal office or, in the case of any Lender, its applicable lending office located in, the jurisdiction imposing such Taxes (or any political subdivision thereof) or (ii) that are Other Connection Taxes; (b) in the case of a Lender, U.S. withholding Taxes imposed on amounts payable to or for the account of such Lender with respect to an applicable interest in a Loan, Note, Letter of Credit, Commitment or other Loan Document...
Excluded Debt means (i) indebtedness, loans, and advances among the Borrower and/or the Subsidiaries, (ii) credit extensions under the Existing Credit Agreement and other existing credit facilities of the Borrower and the Subsidiaries, in each case up to the amount of the existing commitments thereunder as in effect on February 19, 2016 plus any incremental amounts (up to $500,000,000) permitted to be added to the commitments thereunder pursuant to the terms of such facilities as in effect on February 19, 2016, (iii) issuances under commercial paper programs, (iv) any trade or customer related financing in the ordinary course of business, (v) the Loans, (vi) ordinary course purchase money and equipment financings, (vii) ordinary course credit lines of Foreign Subsidiaries for working capital purposes, (viii) debt incurred to refinance, renew, repurchase, repay, redeem or defease the Existing Credit Agreement or other indebtedness existing on the Closing Date; provided that such refinancing, renewal, repurchase, repayment, redemption or defeasance (x) occurs no earlier than two years prior to the stated maturity date of the Existing Credit Agreement or such other indebtedness, as the case may be, as in effect on February 19, 2016 and (y) does not increase the aggregate principal or committed amount thereof (except for the capitalization of accrued interest, amounts in respect of original issue discount and other increases in an amount equal to a reasonable amount paid, and fees and expenses reasonable incurred, in connection with such refinancing, renewal, repurchase, repayment, redemption or defeasance and in an amount equal to any existing commitments unutilized thereunder) and (ix) Debt Issuances having Net Cash Proceeds in an aggregate amount together with Equity Issuances under clause (iii) of the definition of “Equity Issuance”, up to $300,000,000 in the aggregate.
Examples of Excluded Debt in a sentence
No later than the Business Day following the ninetieth (90th) day following receipt by any Credit Party of Net Cash Proceeds of any Debt Issuance referred to in clause (c) or (d) of the definition of Excluded Debt Issuance Proceeds, Borrower shall prepay the Obligations in an amount equal to the amount (if any) of the Net Cash Proceeds from such Debt Issuance that have not been applied as provided in subclause (i) or (ii) of such clause (c) or (d), as applicable.
The Borrower has agreed under the Credit Agreement to cause each of its Subsidiaries that issues or incurs any Debt (other than Excluded Debt) held by a non-affiliated party to become a party to the Guaranty Agreement as a guarantor thereunder.
Immediately upon the incurrence or issuance by any Credit Party or any of its Subsidiaries of any Indebtedness (other than Excluded Debt Incurrences), the Borrowers shall prepay the Obligations in an amount equal to 100% of such Net Cash Proceeds so received (such prepayments shall be directed to the Collection Account and applied in accordance with the application of payments specified in Section 2.07(c)).
The Company shall make mandatory principal prepayments of the Loans in the manner set forth in sub-clause (iii) below in an amount equal to 100% of the aggregate Net Cash Proceeds from any Debt Issuance (other than any Excluded Debt Issuance) occurring during the Covenant Relief Period.
Immediately upon receipt by any Consolidated Party of proceeds from any Debt Issuance (other than any Excluded Debt Issuance), the Borrower shall prepay the Loans and/or cash collateralize the LOC Obligations in an aggregate amount equal to 100% of the Net Cash Proceeds of such Debt Issuance.
More Definitions of Excluded Debt
Excluded Debt means any Indebtedness of the Guarantor and any Indebtedness or preferred stock of the Company, whether outstanding on the date of the Indenture or thereafter created, which is (i) subordinated in right of payment to the Securities or the Guarantee (upon liquidation or otherwise) and (ii) matures after, and is not redeemable, mandatorily or at the option of the holder thereof prior to the date of maturity of the Securities.
Excluded Debt means, with respect to the Company and any Restricted Subsidiary, any and all (i) Debt outstanding on the date of the Indenture, (ii) Debt of the Company or any Restricted Subsidiary owed to any Restricted Subsidiary or the Company,
Excluded Debt means (i) intercompany Indebtedness between or among the Borrower and any of its Subsidiaries, (ii) credit extensions under the Existing Credit Agreement and the Existing Securitization Facility, (iii) (x) credit extensions under any Indebtedness of any Subsidiary of the Borrower arising from cash pooling and related overdraft arrangements in the ordinary course of business and (y) credit extensions under any Indebtedness of any Subsidiary of the Borrower set forth on Schedule 1.01 (for the avoidance of doubt, excluding debt securities and syndicated credit facilities) and any refinancing, renewal, refunding, extension or replacement thereof (in each case, except to the extent constituting Indebtedness of the Borrower (other than a Guarantee by the Borrower) and excluding debt securities and syndicated credit facilities) in an aggregate principal amount not to exceed the refinanced, renewed, refunded, extended or replaced funded amount thereof plus accrued and unpaid interest or premiums thereon and fees and expenses incurred in connection therewith plus (without duplication) an amount equal to any commitment unutilized thereunder and (iv) other Indebtedness (other than debt securities and syndicated credit facilities) not included in clauses (i), (ii) and (iii) above in an outstanding aggregate principal amount not to exceed $150,000,000; provided, further, in no event shall any Indebtedness (other than credit extensions pursuant to immediately preceding clause (ii)) which gives effect (whether in whole or in part) to the refinancing, renewal, refunding, extension or replacement of the Borrower’s existing 6.625% Notes due 2016 constitute “Excluded Debt”.
Excluded Debt means (A) intercompany debt among members of the Reporting Group, (B) prior to the Closing Date, borrowings under the 21CF America Revolving Credit Agreement or any revolving facility in replacement thereof in an amount up to $2 billion, (C) any other ordinary course borrowings under existing working capital or overdraft facilities, (D) issuances of commercial paper, (E) purchase money indebtedness incurred in the ordinary course of business, (F) indebtedness with respect to capital leases incurred in the ordinary course of business and Capitalized Lease Obligations incurred in connection with the leasing of satellite transponders, (G) prior to the Closing Date, Debt of 21CF America incurred to refinance, repurchase, repay, redeem or defease 21CF America’s Debt in respect of its $700 million of 6.90% Senior Notes due March 1, 2019 and/or $400 million of 5.65% Senior Notes due August 15, 2020, in each case, to the extent such indebtedness is scheduled to mature within twelve months of the date of such incurrence, (H) any Permitted Content Financing, (I) any Negative Pickup Arrangements, (J) prior to the Closing Date, Debt incurred under the existing revolving and term loan facilities of Yankees Entertainment and Sports Network and any refinancing thereof, in each case, so long as the aggregate principal amount thereof does not to exceed $2.5 billion and such Debt is non-recourse with respect to 21CF, (K) foreign overdraft and/or term loan facilities providing financing to Star India so long as the aggregate principal amount thereof does not exceed $400 million, (L) to the extent constituting Debt, letter of credit obligations as contemplated by the Separation Principles, (M) the Debt Securities, (N) borrowings under the Revolving Credit Agreement or any revolving facility in replacement thereof in an amount up to $1.0 billion to the extent such borrowings are not utilized to finance the Transactions and (O) other Debt (except any Debt incurred to finance the Transactions including any SpinCo Financing) in an amount not to exceed (x) prior to the Closing Date, $500.0 million in the aggregate and (y) on and after the Closing Date, $250.0 million in the aggregate.
Excluded Debt. Indebtedness incurred (a) in the ordinary course of business by or on behalf of any Broker-Dealer Subsidiary that is (i) secured by marketable securities under customary terms (including, without limitation, all Borrowing Base A Loans) or (ii) unsecured but where such Subsidiary holds, or will have the right to hold pursuant to pending securities transactions and in accordance with applicable laws and regulations, unencumbered marketable securities sufficient, at the time of the securities transaction which gave rise to any such Indebtedness, to refinance such Indebtedness in the ordinary course of business on a secured basis using such securities as collateral or (b) by the Borrower pursuant to this Agreement in connection with Borrowing Base B Loans.
Excluded Debt means a debt specified as such in an Order made under Article 2;
Excluded Debt means, with respect to Seller Parent, any Seller, Recap Subco or any Recap Subsidiary, without duplication, (i) all indebtedness of Seller Parent, any Seller, Recap Subco or any Recap Subsidiary for borrowed money, and all indebtedness evidenced by notes, bonds, debentures or similar instruments, (ii) the deferred purchase price of assets or services which in accordance with GAAP would be shown on the liability side of the balance sheet of Seller Parent, any Seller, Recap Subco or any Recap Subsidiary, (iii) all indebtedness of a second Person secured by any Lien on any property owned by Seller Parent, any Seller, Recap Subco or any Recap Subsidiary, whether or not such indebtedness has been assumed, (iv) all obligations under any lease of any property (whether real, personal or mixed) by Seller Parent, any Seller, Recap Subco or any Recap Subsidiary as lessee which, in conformity with GAAP, would be accounted for as a capital lease on the balance sheet of such Person (each a "Capital Lease"), other than Capital Lease obligations as of June 30, 1999 set forth on Schedule 1.1(x), (v) all net obligations of Seller Parent, any Seller, Recap Subco or any Recap Subsidiary under interest rate agreements, swap, cap, collar or similar agreements or instruments and (vi) all contingent obligations of Seller Parent, any Seller, Recap Subco or any Recap Subsidiary arising from the guaranty by Seller Parent, any Seller, Recap Subco or any Recap Subsidiary of Excluded Debt of other Persons; provided, however, that Excluded Debt which is owed by any Joint Venture shall mean the product of the amount of Excluded Debt of such Joint Venture and the percentage of the total equity interests of such Joint Venture held by all CRL Companies (other than such Joint Venture) in such Joint Venture.