Permitted Senior Unsecured Indebtedness definition

Permitted Senior Unsecured Indebtedness means, at any time, (a) the 2001 Notes and (b) any other unsecured Indebtedness of the Parent Borrower, provided for purposes of clause (b) that (i) the aggregate amount of scheduled principal payments in respect of such Indebtedness, without duplication, that can be due on a date that is on or prior to the Tranche C Maturity Date cannot exceed $25,000,000; (ii) such Indebtedness contains covenants (including financial and negative covenants) and events of default that are no more restrictive in any material respect than the analogous covenants and events of default contained in 2001 Notes Indenture; and (iii) on the date that any such Indebtedness is incurred and immediately after giving effect thereto, no Default or Event of Default shall have occurred and be continuing.
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Permitted Senior Unsecured Indebtedness means senior capital markets Indebtedness of the Company that (a) is unsecured, (b) is not Guaranteed by any Subsidiary other than by Subsidiary Loan Parties on an unsecured basis and (c) does not mature or require any amortization payment to be made prior to the date that is 91 days after the Maturity Date.
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Permitted Senior Unsecured Indebtedness means the senior unsecured Indebtedness of the Borrower (and senior unsecured guaranties thereof by any Guarantor) incurred under the Permitted Senior Unsecured Notes which satisfies the following requirements: (a) at least five (5) Business Days prior to the issuance thereof, the Borrower shall have delivered to the Administrative Agent the then current drafts of the documentation of the Permitted Senior Unsecured Indebtedness (including the Permitted Senior Unsecured Notes) and with any changes thereto made after the initial delivery of such documentation to be delivered to the Administrative Agent prior to the incurrence thereof, (b) no Default or Event of Default then exists or would result from the incurrence thereof, (c) the documentation governing the Permitted Senior Unsecured Indebtedness, taken as a whole, contains terms no less favorable in any material respects to the Credit Parties or the Lenders than the terms of the Senior Notes, (d) prior to the incurrence of any Permitted Senior Unsecured Indebtedness, the Borrower shall have delivered a certificate to the Administrative Agent demonstrating the Consolidated Total Leverage Ratio on a Pro Forma Basis after giving effect to the incurrence of such Permitted Senior Unsecured Notes, (e) the Consolidated Total Leverage Ratio on a Pro Forma Basis after giving effect to the incurrence of such Permitted Senior Unsecured Notes shall not be greater than 2.5 to 1.0 and (f) if the Consolidated Total Leverage Ratio is greater than 2.0 to 1.0 but less than 2.5 to 1.0 on a Pro Forma Basis after giving effect to the incurrence of such Permitted Senior Unsecured Notes, the aggregate outstanding principal amount of such Permitted Senior Unsecured Notes shall not exceed $250 million; provided that if the Consolidated Total Leverage Ratio is less than 2.0 to 1.0 on a Pro Forma Basis after giving effect to the incurrence of such Permitted Senior Unsecured Notes, there shall be no limitation on the amount of Permitted Senior Unsecured Notes issued by the Borrower.
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Examples of Permitted Senior Unsecured Indebtedness in a sentence

  • Other Transaction ----------------------------------------------------- Documents and Agreements Governing the Permitted Senior Unsecured Indebtedness.


More Definitions of Permitted Senior Unsecured Indebtedness

Permitted Senior Unsecured Indebtedness means capital markets Indebtedness of the Borrower that (a) is unsecured, (b) is not subordinated, (c) is not Guaranteed by any Subsidiary other than by Subsidiary Loan Parties on an unsecured basis, (d) does not mature or require any amortization payment and is not subject to mandatory redemption, repurchase, prepayment or sinking fund obligation (other than customary offers to repurchase upon a change of control, asset sale or casualty event and customary acceleration rights after an event of default) to be made prior to the date that is 91 days after the latest Maturity Date and (e) is issued pursuant to an indenture or other agreement or instrument containing covenants that are not more restrictive (taken as a whole) with respect to the Borrower and the Subsidiaries than the covenants set forth in this Agreement as reasonably determined by the Borrower in good faith.
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Permitted Senior Unsecured Indebtedness means any senior unsecured Indebtedness of the Borrower (and senior unsecured guaranties thereof by any Guarantor) which satisfies the following requirements: (a) the Borrower shall have delivered to the Administrative Agent the documents related thereto prior to the incurrence of such Indebtedness, (b) the final maturity thereof is no earlier than ninety-one (91) days following the latest of the Revolving Commitment Termination Date, the Term Loan A Maturity Date and the maturity date of any outstanding Incremental Term Loan, (c) the documents related thereto do not contain (i) any financial maintenance covenants (or defaults having the same effect as a financial maintenance covenant) that are more restrictive than the financial maintenance covenants hereunder or (ii) any cross-default provisions to the credit facilities established under this Agreement or any other Credit Documents (other than cross payment default provisions), (d) there are no scheduled amortization, mandatory redemption or sinking fund provisions or similar provisions prior to the maturity of such Indebtedness in excess of five percent (5)% of the initial principal thereof per year and (e) the other terms and conditions of each incurrence of such Indebtedness shall be no more onerous or restrictive on the Borrower and its Subsidiaries, taken as a whole, than the terms and conditions contained in this Agreement.
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Permitted Senior Unsecured Indebtedness means any senior unsecured Indebtedness of the Company (and senior unsecured guaranties thereof by any Borrower or Restricted Subsidiary) incurred under the Permitted Senior Unsecured Notes and the other Permitted Senior Unsecured Note Documents which is on terms and conditions, and evidenced by documentation, reasonably satisfactory to the Administrative Agent.
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Permitted Senior Unsecured Indebtedness means unsecured Indebtedness of the Borrower in respect of debt securities (i) that does not have any scheduled principal payment, mandatory principal prepayment, sinking fund payment or similar provision (including the rights on the part of any holder to require the redemption or repurchase of any such Indebtedness), in each case that could require any payment of or on account of principal in respect thereof until the date that is six months following the latest of the Term Loan Maturity Date, Delayed Draw Term Loan Maturity Date and Extending Revolving Credit Termination Date (other than pursuant to change of control or asset sale provisions customary for debt securities issued by issuers with credit ratings comparable to that of the Borrower), (ii) that is not secured by any Lien on the Property of Borrower or any of its Subsidiaries, (iii) that ranks pari passu with the Loans and Commitments hereunder and does not constitute Subordinated Obligations, (iv) that contains covenants, events of default and credit support that is reasonably customary for similar offerings by issuers with credit ratings comparable to that of the issuer of such debt and (v) the terms of such Indebtedness are otherwise reasonably satisfactory to the Administrative Agent.
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Related to Permitted Senior Unsecured Indebtedness

  • Senior Unsecured Indebtedness means Indebtedness that is not subordinated to any other Indebtedness and is not secured or supported by a guarantee, letter of credit or other form of credit enhancement.

  • Permitted Unsecured Indebtedness means Indebtedness of the Borrower or any Restricted Subsidiary (a) that is not (and any Guarantees thereof by the Borrower or Restricted Subsidiaries are not) secured by any collateral (including the Collateral), (b) that does not mature earlier than the date that is 91 days after the latest maturity date under this Agreement then in effect, and has a weighted average life to maturity no shorter than the Class of Term Loans with the latest maturity date in effect at the time of incurrence of such Indebtedness, (c) that, in the case of such Indebtedness in the form of bonds, debentures, notes or similar instrument, does not provide for any amortization, mandatory prepayment, redemption or repurchase (other than upon a change of control, fundamental change, customary asset sale or event of loss mandatory offers to purchase and customary acceleration rights after an event of default and, for the avoidance of doubt, rights to convert or exchange in the case of convertible or exchangeable Indebtedness) prior to the date that is the latest maturity date in effect at the time of incurrence of such Indebtedness, (d) that contains covenants, events of default, guarantees and other terms that are customary for similar Indebtedness in light of then-prevailing market conditions and, when taken as a whole (other than interest rates, rate floors, fees and optional prepayment or optional redemption terms), are not more favorable to the lenders or investors providing such Permitted Unsecured Indebtedness, as the case may be, than those set forth in the Loan Documents are with respect to the Lenders (other than covenants or other provisions applicable only to periods after the latest maturity date under this Agreement then in effect); provided that a certificate of a Financial Officer of the Borrower delivered to the Administrative Agent at least five Business Days prior to the incurrence of such Indebtedness or the modification, refinancing, refunding, renewal or extension thereof (or such shorter period of time as may reasonably be agreed by the Administrative Agent), together with a reasonably detailed description of the material terms and conditions of such resulting Indebtedness or drafts of the material definitive documentation relating thereto, stating that the Borrower has determined in good faith that such terms and conditions satisfy the foregoing requirements shall be conclusive, and (e) that is not guaranteed by any Person other than on an unsecured basis by Loan Parties.

  • Consolidated Senior Secured Indebtedness means, at any time, without duplication, the aggregate principal amount of all Consolidated Funded Indebtedness of the Company and its Restricted Subsidiaries outstanding on such date, determined on a consolidated basis in accordance with GAAP that, as of such date, is secured by a Lien on any asset of the Company or any Restricted Subsidiary.

  • Total Unsecured Indebtedness means, as of any date of determination, that portion of Total Indebtedness which does not constitute Total Secured Indebtedness.

  • Permitted Secured Indebtedness any Secured Indebtedness that:

  • Unsecured Indebtedness means Indebtedness which is not Secured Indebtedness.

  • Senior Unsecured Debt means the Indebtedness represented by the Senior Unsecured Notes (including the Note Guarantees, Exchange Notes (each as defined in the Senior Unsecured Debt Documents), guarantees of Exchange Notes and any replacement Exchange Notes).

  • Senior Secured Indebtedness means, with respect to any Person as of any date of determination, any Specified Indebtedness; provided that such Indebtedness is in each case secured by a Lien on the assets of the Issuer or its Restricted Subsidiaries on a basis pari passu with or senior to the security in favor of the Notes.

  • Consolidated Unsecured Indebtedness means, at any time, the portion of Consolidated Total Indebtedness that is Unsecured Indebtedness.

  • Consolidated Senior Secured Debt means, as of any date of determination, the aggregate principal amount of Consolidated Total Debt outstanding on such date that is secured by a Lien on any asset or property of any Loan Party.

  • Consolidated First Lien Indebtedness means Consolidated Indebtedness that is secured by a first priority Lien (other than Permitted Liens) on assets of any Borrower or Restricted Subsidiary.

  • Permitted Unsecured Debt means Indebtedness that is unsecured (or secured solely by liens permitted by Section 6.02(y)) incurred solely by the Borrowers (on a joint and several basis as between the Borrowers) (and which may be guaranteed by any Guarantor); provided, that (i) the Administrative Borrower shall be in Financial Covenant Compliance before and after giving effect to the incurrence of such Indebtedness, (ii) such unsecured Indebtedness shall not be guaranteed by any Person that is not a Guarantor hereunder, (iii) such Indebtedness shall not mature and no installments of principal (other than, in any case, amortization at a rate of no more than 1% per annum) shall be due and payable on such Indebtedness prior to the Latest Maturity Date at the time such Indebtedness is incurred (except to the extent the proceeds of such Indebtedness are subject to an escrow or similar arrangement for the benefit of the holders of such Indebtedness as described in Section 6.02(y) and such proceeds are released to such holders in accordance with the terms thereof), (iv) such Indebtedness shall have no financial maintenance covenants that are more onerous to the Borrowers and the Guarantors than the financial maintenance covenants for the Credit Facilities provided for in this Agreement, (v) the definitive documentation for such Indebtedness shall not include other covenants, (excluding interest rate, original issue discounts, fees and prepayment premiums) taken as a whole, that are materially more onerous to the Borrowers and the Guarantors than the covenants for the Credit Facilities provided for in this Agreement, taken as a whole (it being agreed that customary “high yield” style covenants for a company of this type shall not be considered materially more onerous to the Borrowers and the Guarantors than the covenants for the Credit Facilities provided for in this Agreement, taken as a whole), and (vi) such Indebtedness shall have no mandatory prepayment or redemption provisions other than prepayments or redemptions (A) required as a result of a change in control or non-ordinary course asset sale or (B) from the proceeds of such Indebtedness that were subject to an escrow or similar arrangement for the benefit of the holders of such Indebtedness as described in Section 6.02(y) (it being understood that accrued interest and fees may be paid in connection with the mandatory prepayment or redemption of such Indebtedness).

  • Total Secured Indebtedness means (a) all Secured Indebtedness of the Consolidated Group determined on a consolidated basis plus (b) the Consolidated Group Pro Rata Share of Secured Indebtedness attributable to interests in Unconsolidated Affiliates.

  • Acquisition Indebtedness Indebtedness of (A) the Borrower or any Restricted Subsidiary Incurred to finance or refinance, or otherwise Incurred in connection with, any acquisition of any assets (including Capital Stock), business or Person, or any merger or consolidation of any Person with or into the Borrower or any Restricted Subsidiary, or (B) any Person that is acquired by or merged or consolidated with or into the Borrower or any Restricted Subsidiary (including Indebtedness thereof Incurred in connection with any such acquisition, merger or consolidation).

  • Secured Indebtedness means any Indebtedness of the Issuer or any of its Restricted Subsidiaries secured by a Lien.

  • Permitted Unsecured Refinancing Debt means Credit Agreement Refinancing Indebtedness in the form of unsecured Indebtedness (including any Registered Equivalent Notes) incurred by the Borrower in the form of one or more series of senior unsecured notes or loans; provided that such Indebtedness (i) constitutes Credit Agreement Refinancing Indebtedness and (ii) meets the Permitted Other Debt Conditions.

  • Permitted Indebtedness means any of the following:

  • Consolidated Secured Indebtedness means, as of any date of determination, an amount equal to the Consolidated Total Indebtedness as of such date that in each case the payment of which is then secured by Liens on property or assets of the Company and its Restricted Subsidiaries (other than property or assets held in a defeasance or similar trust or arrangement for the benefit of the Indebtedness secured thereby).

  • Second Lien Indebtedness means the Indebtedness of the Loan Parties owing to the Second Lien Agent and the Second Lien Lenders under the Second Lien Credit Agreement, which Indebtedness is on terms and conditions reasonably acceptable to the Collateral Agent.

  • Permitted Subordinated Indebtedness means Indebtedness incurred after the Closing Date by the Borrower or the Subsidiaries that is (i) subordinated to the Obligations and all other Indebtedness owing from the Borrower or the Subsidiaries to the Lender pursuant to a written subordination agreement satisfactory to the Lender in its sole discretion and (ii) in an amount and on terms approved by the Lender in its sole discretion.

  • Refinance Indebtedness has the meaning assigned to such term in Section 6.01(f).

  • Consolidated First Lien Secured Debt means Consolidated Total Debt as of such date that is not Subordinated Indebtedness and is secured by a Lien on all of the Collateral that ranks on an equal priority basis (but without regard to the control of remedies) with Liens on all of the Collateral securing the Obligations.

  • Designated Indebtedness means any Indebtedness that has been designated by the Borrower at the time of the incurrence thereof as “Designated Indebtedness” for purposes of this Agreement in accordance with the requirements of Section 6.01.

  • Permitted Financial Indebtedness means Financial Indebtedness:

  • Consolidated Senior Indebtedness means, as of the date of any determination thereof, Consolidated Total Indebtedness less Subordinated Indebtedness of the Borrower and its Subsidiaries, in each case calculated on a consolidated basis as of such date in accordance with GAAP.

  • Related Indebtedness means any and all indebtedness paid or payable by Borrower to Administrative Agent or any Lender pursuant to any Loan Document other than any Note.