Incurrence of Additional Indebtedness. Borrower shall not incur any Indebtedness or other liabilities other than (i) the Obligations, (ii) operating and equipment leases entered into in the ordinary course of Borrower’s business, (iii) tenant security deposits, (iv) non-delinquent, accrued but unpaid real estate taxes and insurance premiums, (v) other trade payables in respect of operating expenses incurred in the ordinary course and (vi) any indebtedness, obligations or other liabilities (other than interest expense liability) in respect of interest rate swap, collar, cap or similar agreements providing interest rate protection and foreign currency exchange agreements. Further, the sum of the liabilities referred to in clauses (ii) and (v) shall at no time exceed $500,000 in the aggregate.
Incurrence of Additional Indebtedness. Borrowers shall not borrow or incur any liability in respect of borrowed money Indebtedness (including, without limitation, loans, notes, bonds or repurchase obligations in respect of any securitizations), financing leases, liabilities for the deferred purchase price of property (excluding accounts payable arising in the ordinary course of business but Including all liabilities created or arising under any conditional sale or other title retention agreement with respect to any such property), liabilities in respect of interest rate swamps or similar instruments or any guaranties in respect of any of the foregoing, in each case unless (i) the Majority Lenders shall have (prior to the incurrence thereof) consented to the same in writing (which consent shall not be unreasonably withheld or delayed) or (ii) the proceeds of such indebtedness is used to repay the Lenders and permanently reduce the Total Credit Line in an amount equal to the amount of such indebtedness. For the avoidance of doubt, the above restriction (i) does not apply to CountryPlace Mortgage, Ltd. or any other party other than Borrowers and (ii) does not restrict Borrowers’ ability to incur liabilities in respect of letters of credit or capitalized leases. In connection with any request by the Borrowers to incur additional indebtedness otherwise prohibited by this clause (d) and as to which the Borrowers request that the Administrative Agent release or subordinate any portion of the Collateral in favor of another Lender or other party, the Administrative Agent shall not unreasonably withhold or delay the granting of such request; provided that (i) no default or Event or Default has occurred and is continuing under this Agreement or any other agreement; (ii) no default or Event of Default would arise under this Agreement or any other agreement as a result of such incurrence of additional indebtedness; and (iii) the Administrative Agent determines, in its sole discretion, that, after giving effect to such request, the value of the Collateral as to which the Administrative Agent possesses a first priority security interest would be satisfactory to fully support and secure (Including with an adequate collateral cushion as the Administrative Agent may determine) the amount of the Total Credit Line and all of the Borrowers’ covenant requirements and other obligations under this Agreement and all other agreements.”
Incurrence of Additional Indebtedness. Borrower shall not incur any Indebtedness or other liabilities other than (i) the Obligations, (ii) operating and equipment leases entered into in the ordinary course of Borrower’s business, (iii) tenant security deposits, (iv) non-delinquent, accrued but unpaid real estate taxes and insurance premiums, (v) other trade payables in respect of operating expenses (which, for clarity, shall specifically include trade payables related to capital expenditures, tenant improvement costs and leasing commissions) incurred in the ordinary course, (vi) (A) any Swap Agreement with Xxxxx Fargo as the counterparty and (B) any Swap Agreement entered into in connection with the Loan, provided such Swap Agreement has been approved by Administrative Agent (not to be unreasonably withheld) and (vii) obligations in connection with posting a bond required by a Governmental Authority in connection with the operation of the Property. Further, the sum of the liabilities referred to in clauses (ii) and (v) shall at no time exceed $1,000,000, in the aggregate; provided, for purposes of determining whether the foregoing thresholds have been exceeded, only those liabilities referred to in clause (v) that have been delinquent for more than thirty (30) days shall be included in such calculation.
Incurrence of Additional Indebtedness. (a) The Company will not, and will not permit any of its Restricted Subsidiaries to, directly or indirectly, create, incur, assume, guarantee, acquire, become liable, contingently or otherwise, with respect to, or otherwise become responsible for payment of (collectively, “incur”) any Indebtedness (including, without limitation, Acquired Indebtedness); provided, however, that, so long as no Default or Event of Default shall have occurred and be continuing at the time or as a consequence of the incurrence of any such Indebtedness, the Company and the Restricted Subsidiaries may incur Indebtedness (including, without limitation, Acquired Indebtedness) if on the date of the incurrence of such Indebtedness, after giving pro forma effect to the incurrence thereof, the Consolidated Fixed Charge Coverage Ratio of the Company is at least 2.0 to 1.0; provided, further, that any Restricted Subsidiary of the Company that is not or will not, upon such incurrence, become a Guarantor may not incur Indebtedness under this paragraph if, after giving pro forma effect to such incurrence (including a pro forma application of the net proceeds therefrom), more than an aggregate principal amount equal to $60.0 million of Indebtedness of all such non-Guarantor Restricted Subsidiaries would be outstanding under this paragraph at such time.
Incurrence of Additional Indebtedness. The Company will not, and will not permit any of its Subsidiaries to, create, issue, assume, guarantee or otherwise in any manner become liable for or with respect to or otherwise incur (collectively, "incur" and with correlative meaning "incurrence" and "incurred") any Indebtedness without the prior written consent of the Holders of a majority of the outstanding principal balance of the Debentures.
Incurrence of Additional Indebtedness. (a) The Company will not, and will not permit any of its Restricted Subsidiaries to Incur any Indebtedness, except that the Company and any Restricted Subsidiary may Incur Indebtedness if immediately after giving pro forma effect to the Incurrence thereof and the application of the proceeds therefrom:
Incurrence of Additional Indebtedness. (a) The Borrower will not incur, assume or guarantee any Indebtedness other than (i) the Loan and Indebtedness incurred pursuant to the Loan Documents, (ii) Indebtedness incurred by the Borrower or any Guarantor to fund deficiencies in Operating Expenses of the Mortgaged Properties or Capital Expenditures for the Mortgaged Properties which, in either case, are fully subordinated to the Loan on terms with subordination and standstill provisions approved by the Administrative Agent; and (iii) Indebtedness relating to Capital Leases and Purchase Money Debt included in the then current Annual Budget accepted by the Administrative Agent pursuant to Section 6.20.
Incurrence of Additional Indebtedness. (a) The Company will not, and will not permit any of its Restricted Subsidiaries to Incur any Indebtedness, except that on or after the date that is the three year anniversary of the Issue Date, the Company and any Subsidiary Guarantor may Incur Indebtedness if immediately after giving pro forma effect to the Incurrence thereof and the application of the proceeds therefrom, the Company’s Consolidated Net Leverage Ratio is equal to or less than 3.00 to 1.00.
Incurrence of Additional Indebtedness. Without the prior consent of the Requisite Noteholders, the Company shall not issue, or cause any subsidiary of the Company to issue, any indebtedness or debt security, other than the Notes issued, or to be issued, hereunder, trade accounts payable and/or letters of credit, performance bonds or other similar credit support incurred in the ordinary course of business, or amend, renew, increase or otherwise alter in any material respect the terms of any indebtedness previously approved or required to be approved by the Requisite Noteholders, other than the incurrence of debt solely to fund the repayment of the Notes.
Incurrence of Additional Indebtedness. The Borrowers shall not, on or after May 1, 2004, borrow or incur any liability in respect of borrowed-money indebtedness (including, without limitation, loans, notes, bonds or repurchase obligations in respect of any securitizations), financing or capitalized leases, liabilities for the deferred purchase price of property (excluding accounts payable arising in the ordinary course of business but including all liabilities created or arising under any conditional sale or other title retention agreement with respect to any such property), liabilities in respect of letters of credit or similar instruments, liabilities in respect of interest rate swaps or similar instruments or any guaranties in respect of any of the foregoing if the aggregate amount thereof (excluding any amounts outstanding under this Agreement and without double-counting any of the foregoing items) exceeds $75,000,000 unless the Majority Lenders shall have (prior to the incurrence thereof) consented to the same, in writing (which consent shall not be unreasonably withheld or delayed), provided that in no case shall any of the foregoing items be incurred if the same are secured by any of the Collateral (except pursuant to intercreditor agreements in form and substance acceptable to the Majority Lenders) and provided further that none of such items shall be secured by assets of the Borrowers other than Collateral if the aggregate amount thereof shall exceed $25,000,000 (even if the total amount of items incurred under this clause (e) shall be less than $75,000,000) unless the Majority Lenders shall have (prior to the incurrence thereof) consented to the same, in writing (which consent shall not be unreasonably withheld or delayed).
