Payments in respect of Debt Sample Clauses

Payments in respect of Debt. Neither the Parent nor the Borrower will, nor will they permit any Consolidated Subsidiary to, make or agree to make, directly or indirectly, any payment or other distribution (whether in cash, securities or other property) of or in respect of principal of or interest in respect of the Senior Notes, the New Senior Notes (Issued 2010), the New Senior Notes (Issued 2011), Permitted Unsecured Refinancing Debt and the Permitted Additional Indebtedness, or any payment or other distribution (whether in cash, securities or other property), including any sinking fund or similar deposit, on account of the purchase, redemption, retirement, acquisition, cancellation or termination of the Senior Notes, the New Senior Notes (Issued 2010), the New Senior Notes (Issued 2011), Permitted Unsecured Refinancing Debt and the Permitted Additional Indebtedness, except payments of regularly scheduled interest as and when due in respect of the Senior Notes, the New Senior Notes (Issued 2010), the New Senior Notes (Issued 2011), Permitted Unsecured Refinancing Debt and the Permitted Additional Indebtedness or any refinancing of the Senior Notes, New Senior Notes (Issued 2010), New Senior Notes (Issued 2011) or Permitted Additional Indebtedness permitted by Section 11.2(a)(ii) or Section 11.2(a)(xix).
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Payments in respect of Debt. Within five (5) Business Days after the date of receipt by Loan Parties of the Net Proceeds of any Debt incurred (other than Debt permitted under Section 7.03), Borrowers shall prepay the Loans in an amount equal to the sum of (A) the lesser of (1) 100% of such Net Proceeds received and (2) the Outstanding Amount of the Loans plus (B) all accrued and unpaid interest at the rate then applicable to the Loans on the amounts prepaid in the immediately preceding clause (A) through and including the later of the first anniversary of the Effective Date and the date of prepayment, plus (C) the Prepayment Fee that would apply if such Net Proceeds were used by Borrowers to make a voluntary prepayment of the Loan pursuant to Section 2.03(b). In connection with any such prepayment of the Loans pursuant to this Section 2.03(c)(iv) requiring the payment of the Prepayment Fee, Borrowers acknowledge that such prepayment may result in Lenders incurring additional costs, expenses or liabilities, and that, as of the date hereof, it is difficult to ascertain the full extent of such costs, expenses or liabilities. Accordingly, Borrowers agree that the Prepayment Fee payable in connection with any such prepayment represents a reasonable estimate of the costs, expenses or liabilities of Lenders in connection with any such prepayment. Without affecting any of any Lending Party’s rights and remedies hereunder or in respect hereof, if Borrowers fail to pay the Prepayment Fee when due, then the amount thereof shall thereafter bear interest until paid in full at the Default Rate. The provisions of this Section 2.03(c)(iv) shall not be deemed to be implied consent to any incurrence of Debt otherwise prohibited by the terms of this Agreement.
Sample 1
Payments in respect of Debt. At the Closing, Buyer shall pay, or cause to be paid, on behalf of the Acquired Companies, all amounts set forth in the Estimated Statement required to be paid under the payoff letters delivered pursuant to Section 7.17 in order to fully discharge the Debt owed to the Persons thereunder, by wire transfer of immediately available funds to the accounts designated in such payoff letters.
Sample 1
Payments in respect of Debt. Within five (5) days of the date of receipt by Loan Parties of the Net Proceeds of any Debt incurred (other than Debt permitted under Section 7.03), Borrower shall repay the Loan in an amount equal to the sum of (A) the lesser of (1) 100% of such Net Proceeds received and (2) the Outstanding Amount plus (B) interest (at the rate then applicable to the Loan) on the amounts in the immediately preceding clause (A) through and including the date of repayment or prepayment plus (3) the Make-Whole Amount that would apply if such Net Proceeds were used by Borrower to make a voluntary prepayment of the Loan pursuant to Section 2.03(b). The provisions of this Section 2.03(c)(iv) shall not be deemed to be implied consent to any incurrence of Debt otherwise prohibited by the terms of this Agreement.
Sample 1
Payments in respect of Debt. Within five (5) Business Days after the date of receipt by Loan Parties or their Subsidiaries of the Net Proceeds of any Debt incurred (other than Debt permitted under Section 7.03), Borrowers shall prepay the Loans in an amount equal to the lesser of (A) 100% of such Net Proceeds received and (B) the Outstanding Amount of the Loans. Such repayments shall be applied to the Revolver Loans. The provisions of this Section 2.03(c)(iii) shall not be deemed to be implied consent to any incurrence of Debt otherwise prohibited by the terms of this Agreement. For the avoidance of doubt no Make-Whole Amount or other prepayment premium or penalty shall be payable in connection with mandatory prepayments of Revolver Loans pursuant to this Section 2.03(c)(iii).
Sample 1
Payments in respect of Debt. On the Closing Date, Buyer shall: (a) pay, or cause to be paid, to the appropriate creditor the amount required to repay all Debt as set forth on Schedule 3.1(f); and (b) cause all of the outstanding letters of credit issued on behalf of the Company and the Subsidiaries to be fully cash collateralized or shall furnish replacement letters of credit or other substitute credit support arrangements as the beneficiaries of such letters of credit may reasonably request; provided, that the Company shall, not less than two (2) Business Days prior to the Closing Date, supplement or amend Schedule 3.1(f) with amounts. Not less than two (2) Business Days prior to the Closing Date, the Company shall procure and obtain and deliver to Buyer a payoff letter, in customary form, which payoff letter shall: (i) indicate the total amount necessary to pay all obligations of the Company and the Subsidiaries under the Existing Credit Agreement as of the anticipated Closing Date; and (ii) state that upon receipt of such amount the Existing Credit Agreement and related instruments evidencing the Existing Credit Agreement shall be terminated (the “Payoff Letter”) and accompanying Lien releases, in customary form.
Sample 1
Payments in respect of Debt. At the Closing, Buyer shall pay, or cause to be paid, on behalf of the Acquired Companies, the Debt Payoff Amount by wire transfer of immediately available funds to the Persons or bank accounts specified in the Debt Payoff Letters for the Specified Debt. Upon such payment, the Specified Debt will be discharged and any associated guarantees and Liens will be released. ​
Sample 1
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Related to Payments in respect of Debt

  • Payments on Securities Permitted Subject to Section 15.01, nothing contained in this Indenture or in any of the Securities shall (a) affect the obligation of the Company to make, or prevent the Company from making, at any time except as provided in Sections 15.02 and 15.03, payments of principal of (or premium, if any) or interest, if any, on the Securities or (b) prevent the application by the Trustee of any moneys or assets deposited with it hereunder to the payment of or on account of the principal of (or premium, if any) or interest, if any, on the Securities, unless a Responsible Officer of the Trustee shall have received at its Corporate Trust Office written notice of any fact prohibiting the making of such payment from the Company or from the holder of any Senior Indebtedness or from the trustee for any such holder, together with proof satisfactory to the Trustee of such holding of Senior Indebtedness or of the authority of such trustee more than two Business Days prior to the date fixed for such payment.

  • Payment of Debt Borrower will pay the Debt at the time and in the manner provided in the Note and in this Security Instrument.

  • Indebtedness and Contingent Obligations As of the Closing, the Borrowers shall have no outstanding Indebtedness or Contingent Obligations other than the Obligations or any other Permitted Indebtedness.

  • Limitation on Senior Subordinated Indebtedness The Company will not Incur any Indebtedness that is subordinate or junior in right of payment to any Senior Indebtedness and senior in right of payment to the Securities. No Guarantor will Incur any Indebtedness that is subordinate or junior in right of payment to any Senior Indebtedness of such Guarantor and senior in right of payment to such Guarantor’s Subsidiary Guarantee.

  • Payments on Subordinated Debt The Borrower will not, and will not permit any of its Subsidiaries to, declare or make, or agree to pay for or make, directly or indirectly, any payment of principal or interest or any purchase, redemption, retirement, acquisition or defeasance with respect to any Indebtedness of such Person which is subordinated to the payment of the Loan Document Obligations except that so long as no Default shall have occurred and shall be continuing or would immediately result therefrom, the Borrower or any Subsidiary may make payments of Subordinated Debt to the extent permitted by the subordination provisions applicable thereto.

  • Limitation on Indebtedness Create, incur, assume or suffer to exist any Indebtedness, except:

  • Actions in Respect of Letters of Credit (a) If, at any time and from time to time, any Letter of Credit shall have been issued hereunder and an Event of Default shall have occurred and be continuing, then, upon the occurrence and during the continuation thereof, the Administrative Agent, after consultation with the Lenders, may, and upon the demand of the Required Lenders shall, whether in addition to the taking by the Administrative Agent of any of the actions described in this Article or otherwise, make a demand upon the Borrower to, and forthwith upon such demand (but in any event within ten (10) days after such demand) the Borrower shall, pay to the Administrative Agent, on behalf of the Lenders, in same day funds at the Administrative Agent’s office designated in such demand, for deposit in a special cash collateral account (the “Letter of Credit Collateral Account”) to be maintained in the name of the Administrative Agent (on behalf of the Lenders) and under its sole dominion and control at such place as shall be designated by the Administrative Agent, an amount equal to the amount of the Letter of Credit Outstandings (taking into account any amounts then on deposit in the Letter of Credit Collateral Account) under the Letters of Credit. Interest shall accrue on the Letter of Credit Collateral Account at a rate equal to the rate on overnight funds.

  • Additional Costs in Respect of Letters of Credit Without limiting the obligations of the Borrower under the preceding subsections of this Section (but without duplication), if as a result of any Regulatory Change or any risk-based capital guideline or other requirement heretofore or hereafter issued by any Governmental Authority there shall be imposed, modified or deemed applicable any Tax (other than Indemnified Taxes, Taxes described in clauses (b) through (d) of the definition of Excluded Taxes and Connection Income Taxes), reserve, special deposit, capital adequacy or similar requirement against or with respect to or measured by reference to Letters of Credit and the result shall be to increase the cost to the Issuing Bank of issuing (or any Lender of purchasing participations in) or maintaining its obligation hereunder to issue (or purchase participations in) any Letter of Credit or reduce any amount receivable by the Issuing Bank or any Lender hereunder in respect of any Letter of Credit, then, upon demand by the Issuing Bank or such Lender, the Borrower shall pay immediately to the Issuing Bank or, in the case of such Lender, to the Administrative Agent for the account of such Lender, from time to time as specified by the Issuing Bank or such Lender, such additional amounts as shall be sufficient to compensate the Issuing Bank or such Lender for such increased costs or reductions in amount.

  • Indebtedness and Guaranty Obligations Create, incur or assume any Indebtedness or Guaranty Obligation except:

  • Indebtedness and Liens (a) Except for trade debt incurred in the normal course of business and indebtedness to Lender contemplated by this Agreement, create, incur or assume indebtedness for borrowed money, including capital leases, (b) except as allowed as a Permitted Lien, sell, transfer, mortgage, assign, pledge, lease, grant a security interest in, or encumber any of Borrower's assets, or (c) sell with recourse any of Borrower's accounts, except to Lender.

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