Prepayment or Modification of Indebtedness; Modification of Operating Documents Sample Clauses

Prepayment or Modification of Indebtedness; Modification of Operating Documents. (a) The Borrower will not, and will not permit any of its Subsidiaries to, directly or indirectly prepay, redeem, purchase or retire any Indebtedness, other than Indebtedness incurred hereunder, except as permitted under Section 6.06.
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Prepayment or Modification of Indebtedness; Modification of Operating Documents. (a) The Borrowers will not, and will not permit any of their Subsidiaries to, directly or indirectly prepay, redeem, purchase or retire, or enter into any transaction that has a substantially similar effect with respect to, any Indebtedness, including the Debentures and the Senior Notes, other than Indebtedness incurred hereunder, and except that PVH may prepay, redeem, purchase or retire any of the Senior Notes or the Debentures prior to the final maturity thereof; provided, however, that (i) both before and after giving effect to such prepayment, redemption, purchase or retirement, Availability is equal to or greater than the Threshold Amount, (ii) based on projections provided to, and in form and substance satisfactory to, the Administrative Agent, Availability for the 90 day period following such prepayment, redemption, purchase or retirement, after giving effect to thereto, shall be equal to or greater than the Threshold Amount and (iii) on the date of such prepayment, redemption, purchase or retirement, both before and after giving effect thereto, no Default or Event of Default shall have occurred and be continuing.
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Prepayment or Modification of Indebtedness; Modification of Operating Documents. (a) The Borrowers will not, and will not permit any of their Subsidiaries to, directly or indirectly prepay, redeem, purchase or retire, or enter into any transaction that has a substantially similar effect with respect to, any Indebtedness, including the Debentures and the Senior Notes, other than Indebtedness incurred hereunder, and except that PVH may prepay, redeem, purchase or retire any of the Senior Notes or the Debentures prior to the final maturity thereof or the Preferred Stock (Convertible); provided, however, that (i) no Default exists or would result therefrom, (ii) Average Availability for the 30 day period prior to the date of such prepayment, redemption, purchase or retirement, both before and immediately after giving effect to such prepayment, redemption, purchase or retirement, shall be equal to or greater than $75,000,000, (iii) based on projections provided to, and in form and substance reasonably satisfactory to, the Administrative Agent, Average Availability for the 30 day period following the date of such prepayment, redemption, purchase or retirement, after giving effect to such prepayment, redemption, purchase or retirement, shall be equal to or greater than $75,000,000, and (iv) all such prepayments, redemptions, purchases or retirements under this clause (a) shall not exceed $150,000,000 in any fiscal year.
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Prepayment or Modification of Indebtedness; Modification of Operating Documents. (a) The Borrowers will not, and will not permit any of their Restricted Subsidiaries to, directly or indirectly prepay, redeem, purchase, retire, refinance, refund, replace or convert any Funded Indebtedness, except (i) prepayments or redemptions of the Loans and other Indebtedness under the Financing Documents, (ii) refinancings, refundings or replacements of Indebtedness permitted by Section 6.01(m), (iii) conversion of the Convertible Notes or other convertible notes permitted by Section 6.01(j) (or any refinancing, refunding or replacement of the foregoing permitted by Section 6.01(m)) into common stock of Holdings (including, so long as no Default or Event of Default shall have occurred and be continuing, the payment of up to $2,500,000 in cash in the aggregate from and after the Effective Date in respect of any fractional shares remaining after any such conversion), and (iv) as otherwise expressly permitted under Section 6.06; and provided that nothing herein shall prohibit the Borrowers or any Restricted Subsidiary from making regularly scheduled payments of principal, interest and fees (or any mandatory prepayment in respect of any Casualty Event or asset sale permitted under this Agreement) in respect of any Indebtedness (other than Subordinated Indebtedness) permitted under Section 6.01.
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Prepayment or Modification of Indebtedness; Modification of Operating Documents. SECTION 6.06. RESTRICTED PAYMENTS SECTION 6.07. TRANSACTIONS WITH AFFILIATES SECTION 6.08. RESTRICTIVE AGREEMENTS SECTION 6.09. CAPITAL EXPENDITURES SECTION 6.10. LEVERAGE RATIO SECTION 6.11. FIXED CHARGE COVERAGE SECTION 6.12. RENTAL OBLIGATIONS. SECTION 6.13. CONSULTING FEES.
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Prepayment or Modification of Indebtedness; Modification of Operating Documents. 97 Section 6.06. Restricted Payments 98 Section 6.07. Transactions with Affiliates 99 Section 6.08. Restrictive Agreements 100 Section 6.09. [Reserved] 100 Section 6.10. Consolidated Fixed Charge Coverage Ratio 100 Section 6.11. Capital Expenditures 100 ARTICLE VII Events of Default 101 Section 7.01. Events of Default 101 ARTICLE VIII The Administrative Agent and the Collateral Agent 104 ARTICLE IX Miscellaneous 109 Section 9.01. Notices 109 Section 9.02. Waivers; Amendments 110 Section 9.03. Expenses; Indemnity; Damage Waiver 111 Section 9.04. Successors and Assigns 112 Section 9.05. Survival 115 Section 9.06. Counterparts; Integration; Effectiveness 116 Section 9.07. Severability 116 Section 9.08. Right of Setoff 116 Section 9.09. GOVERNING LAW; Jurisdiction; Consent to Service of Process 116 Section 9.10. WAIVER OF JURY TRIAL 117 Section 9.11. Headings 118 Section 9.12. Confidentiality 118 Section 9.13. Interest Rate Limitation 118 Section 9.14. USA PATRIOT Act 118 Section 9.15. Appointment for Perfection 119 Section 9.16. Releases of Guarantors 119 Schedules and Exhibits SCHEDULES Schedule 1.01A — Existing Letters of Credit Schedule 1.01B — Foreign Subsidiary Responsible Officers Schedule 2.01 — Commitments Schedule 3.05 — Disclosed Matters as to Litigation Schedule 3.06 — Canadian Pension Plans Schedule 3.08 — Disclosed Matters as to Environmental Compliance Schedule 3.09 — Other Leased and Owned Property Schedule 3.16 — Subsidiaries Schedule 6.01 — Existing Indebtedness Schedule 6.02 — Existing Liens Schedule 6.03 — Fiscal Year End Schedule 6.04 — Existing Investments Schedule 6.07 — Transactions with Affiliates Schedule 6.08 — Existing Restrictions EXHIBITS Exhibit A — Form of Assignment and Assumption Exhibit B — [Reserved] Exhibit C — Form of Promissory Note Exhibit D — Form of Borrowing Request Exhibit E — Form of Borrowing Base Certificate Exhibit F — Form of Guarantee Agreement Exhibit G — Form of Pledge and Security Agreement Exhibit K — Form of Tri-Party Notification Exhibit L-1 — Form of U.S. Tax Certificate (Foreign Lenders That Are Not Partnerships) Exhibit L-2 — Form of U.S. Tax Certificate (Foreign Lenders That Are Partnerships) Exhibit L-3 — Form of U.S. Tax Certificate (Foreign Participants That Are Not Partnerships) Exhibit L-4 — Form of U.S. Tax Certificate (Foreign Participants That Are Partnerships) Exhibit M — JPMorgan Continuing Agreement for Commercial and Standby Letters of Credit Exhibit N — [Reserved] Exhibit O — Reserve Cost...
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Prepayment or Modification of Indebtedness; Modification of Operating Documents. (a) Each Loan Party will not, and will not permit any of its Subsidiaries to, directly or indirectly voluntarily prepay, redeem, purchase or retire any Subordinated Indebtedness in violation of the subordination terms applicable thereto.
Sample 1
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Prepayment or Modification of Indebtedness; Modification of Operating Documents. (a) The Borrowers will not, and will not permit any of their Subsidiaries to, directly or indirectly prepay, redeem, purchase or retire any Indebtedness if, at the time of such prepayment, redemption, purchase or retirement and after giving pro forma effect thereto, Availability shall be less than $75,000,000 or a Default or Event of Default shall have occurred and be continuing, except (i) prepayments or redemptions of the Loans hereunder, (ii) refinancings, refundings or replacements of Indebtedness permitted by Section 6.01(m), and (iii) as otherwise expressly permitted under Section 6.06; and provided that nothing herein shall prohibit the Borrowers from making regularly scheduled payments of principal, interest and fees (or any mandatory prepayment in respect of any Casualty Event or asset sale permitted under this Agreement) in respect of any Indebtedness permitted under Section 6.01.
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Related to Prepayment or Modification of Indebtedness; Modification of Operating Documents

  • Prepayment of Indebtedness At any time, directly or indirectly, prepay any Indebtedness (other than to Lenders), or repurchase, redeem, retire or otherwise acquire any Indebtedness of any Borrower.

  • Restriction on Prepayment of Indebtedness The Borrower and the Guarantors will not, and will not permit their respective Subsidiaries to, (a) subject to §12.5, prepay, redeem, defease, purchase or otherwise retire the principal amount or pay any termination, breakage or similar payments under Derivative Contracts, in whole or in part, of any Indebtedness other than the Obligations and the Hedge Obligations after the occurrence and during the continuance of any Event of Default; provided, that the foregoing shall not prohibit (x) the prepayment of Indebtedness which is financed solely from the proceeds of a new loan which would otherwise be permitted by the terms of §8.1; and (y) the prepayment, redemption, defeasance or other retirement of the principal of Indebtedness secured by Real Estate which is satisfied solely from the proceeds of a sale of the Real Estate securing such Indebtedness; and (b) modify any document evidencing any Indebtedness (other than the Obligations) to accelerate the maturity date of such Indebtedness after the occurrence and during the continuance of an Event of Default.

  • Prepayments, Etc. of Indebtedness (a) None of the Covenant Parties shall, nor shall they permit any of their Restricted Subsidiaries to, directly or indirectly, prepay, redeem, purchase, defease or otherwise satisfy prior to the scheduled maturity thereof in any manner (it being understood that payments of regularly scheduled interest shall be permitted) the Senior Subordinated Debt, any subordinated Indebtedness incurred under Section 7.03(g) or any other Indebtedness that is required to be subordinated to the Obligations pursuant to the terms of the Loan Documents, but excluding any Existing Indebtedness or Outstanding Indebtedness (collectively, “Junior Financing”) or make any payment in violation of any subordination terms of any Junior Financing Documentation, except (i) the refinancing thereof with the Net Proceeds of any Indebtedness (to the extent such Indebtedness constitutes a Permitted Refinancing and, if such Indebtedness was originally incurred under Section 7.03(g), is permitted pursuant to Section 7.03(g)), to the extent not required to prepay any Loans pursuant to Section 2.05(b), (ii) the conversion of any Junior Financing to Equity Interests (other than Disqualified Equity Interests) of the Company or any of its direct or indirect parents, (iii) the prepayment of Indebtedness of any Covenant Party or any Restricted Subsidiary of a Covenant Party to the extent permitted by the Collateral Documents, (iv) any payments in respect of Senior Subordinated Debt constituting bridge loans with the proceeds of any other Junior Financing and (v) prepayments, redemptions, purchases, defeasances and other payments in respect of Junior Financings prior to their scheduled maturity in an aggregate amount not to exceed $250,000,000 plus, if the Total Leverage Ratio calculated on a Pro Forma Basis is less than or equal to 7.00 to 1.00, the portion, if any, of the Cumulative Credit on such date that Xxxxxxx elects to apply to this paragraph, such election to be specified in a written notice of a Responsible Officer of Xxxxxxx calculating in reasonable detail the amount of Cumulative Credit immediately prior to such election and the amount thereof elected to be so applied.

  • Confirmation of Indebtedness Borrowers confirm and acknowledge that as of the close of business on September 30, 2014, Borrowers were indebted to Lenders for the (a) Advances under the Loan Agreement without any deduction, defense, setoff, claim or counterclaim, of any nature, in the aggregate principal amount of $22,817,930.38 due on account of Revolving Advances and $0.00 on account of undrawn Letters of Credit, plus in each case all fees, costs and expenses incurred to date in connection with the Loan Agreement.

  • Prepayments of Indebtedness Prepay, redeem, purchase, defease or otherwise satisfy prior to the scheduled maturity thereof in any manner any Permitted Indebtedness (other than the Obligations or Indebtedness between Loan Parties), or make any payment in violation of any subordination terms of any Subordinated Indebtedness, except (a) as long as no Event of Default then exists or would arise therefrom, regularly scheduled or mandatory repayments, repurchases, redemptions, defeasances or other satisfaction of Permitted Indebtedness (other than Subordinated Indebtedness), (b) as long as no Event of Default has occurred and is continuing, voluntary prepayments, redemptions, repurchases, defeasances or other satisfaction of Permitted Indebtedness (but excluding any payment in violation of the subordination terms of any Subordinated Indebtedness) (i) in an amount less than $6,000,000 in the aggregate during the Availability Period as long as the Availability Condition is satisfied, or (ii) constituting intercompany Indebtedness owing by a Loan Party to any Subsidiary that is not a Loan Party so long as an amount equal to such amount prepaid, redeemed, purchased or otherwise satisfied is transferred to a Loan Party substantially concurrently with such prepayment, redemption, purchase or other satisfaction, (c) as long as no Event of Default then exists, repayments and prepayments of Subordinated Indebtedness in accordance with the subordination terms thereof, (d) voluntary prepayments, repurchases, redemptions, defeasances or other satisfaction of Permitted Indebtedness (but excluding on account of any Subordinated Indebtedness) as long as the Payment Conditions are satisfied, and (e) any Permitted Amendment/Refinancings of such Indebtedness.

  • Prepayments of Indebtedness, etc If any Default or Event of Default exists, the Credit Parties will not permit any Consolidated Party to (a) after the issuance thereof, amend or modify (or permit the amendment or modification of) any of the terms of any Indebtedness if such amendment or modification would add or change any terms in a manner adverse to the issuer of such Indebtedness, or shorten the final maturity or average life to maturity or require any payment to be made sooner than originally scheduled or increase the interest rate applicable thereto or change any subordination provision thereof, or (b) make (or give any notice with respect thereto) any voluntary or optional payment or prepayment or redemption or acquisition for value of (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), refund, refinance or exchange of any other Indebtedness.

  • Repayment of Indebtedness Except as disclosed in the Registration Statement and the Prospectus, the Company does not intend to use any of the proceeds from the sale of the Shares to repay any debt owed to the Sales Agent or the Forward Seller or any affiliate thereof.

  • Subordination of Indebtedness Any indebtedness or other obligation of Borrower now or hereafter held by or owing to Guarantor is hereby subordinated in time and right of payment to all obligations of Borrower to Bank, except as such indebtedness or other obligation is expressly permitted to be paid under the Credit Agreement; and such indebtedness of Borrower to Guarantor is assigned to Bank as security for this Guaranty, and if Bank so requests shall be collected, enforced and received by Guarantor in trust for Bank and to be paid over to Bank on account of the Obligations of Borrower to Bank, but without reducing or affecting in any manner the liability of Guarantor under the other provisions of this Guaranty. Any notes now or hereafter evidencing such indebtedness of Borrower to Guarantor shall be marked with a legend that the same are subject to this Guaranty and shall be delivered to Bank.

  • Cancellation of Indebtedness No Credit Party shall cancel any claim or debt owing to it, except for reasonable consideration negotiated on an arm's length basis and in the ordinary course of its business consistent with past practices.

  • Restricted Payments; Certain Payments of Indebtedness (a) The Borrower will not, and will not permit any Restricted Subsidiary to, declare or make, or agree to pay or make, directly or indirectly, any Restricted Payment, except:

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