Common use of Acquisition of Intra-Group Liabilities Clause in Contracts

Acquisition of Intra-Group Liabilities. (a) Subject to paragraph (b) below, each Debtor may, and may permit any other member of the Group to: (i) enter into any Liabilities Acquisition; or (ii) beneficially own all or any part of the share capital of a company that is party to a Liabilities Acquisition, in respect of any Intra-Group Liabilities at any time. (b) Subject to paragraph (c) below, no action described in paragraph (a) above may take place in respect of any Intra-Group Liabilities if: (i) that action would result in a breach of a Credit Facility Agreement, a Pari Passu Note Indenture or a Pari Passu Facility Agreement; or (ii) at the time of that action, an Acceleration Event has occurred and is continuing. (c) The restrictions in paragraph (b) above shall not apply if: (i) the Majority Super Senior Creditors and the Required Pari Passu Creditors consent to that action; or (ii) that action is taken to facilitate the making of a Permitted Credit Facility Payment, a Permitted Hedge Payment or a Permitted Pari Passu Debt Payment.

Acquisition of Intra-Group Liabilities. (a) Subject to paragraph (b) below, each Debtor may, and may permit any other member of the Group to: (i) enter into any Liabilities Acquisition; or (ii) beneficially own all or any part of the share capital of a company that is party to a Liabilities Acquisition, in respect of any Intra-Group Liabilities at any time. (b) Subject to paragraph (c) below, no action described in paragraph (a) above may take place in respect of any Intra-Group Liabilities if: (i) that action would result in a breach of a Credit Facility Agreement, a Pari Passu Note Indenture or a Pari Passu Facility Agreement; or (ii) at the time of that action, an Acceleration Event has occurred and is continuingoccurred. (c) The restrictions in paragraph (b) above shall not apply if: (i) the Majority Super Senior Creditors Credit Facility Lenders and the Required Majority Pari Passu Creditors consent to that action; or (ii) that action is taken to facilitate the making of a Permitted Credit Facility Payment, a Permitted Hedge Payment or a Permitted Pari Passu Debt Payment.

Acquisition of Intra-Group Liabilities. (a) Subject to paragraph (b) below, each Debtor other than the Parent may, and may permit any other member of the Group to: (i) enter into any Liabilities Acquisition; or (ii) beneficially own all or any part of the share capital of a company that is party to a Liabilities Acquisition, in respect of any Intra-Group Liabilities at any time. (b) Subject to paragraph (c) below, no action described in paragraph (a) above may take place in respect of any Intra-Group Liabilities if: (i) that action would result in a breach of a Credit Facility Agreement, a the Senior Secured Convertible Note or any other Pari Passu Note Indenture or a Pari Passu Facility AgreementDebt Document; or (ii) at the time of that action, an Acceleration Event has occurred and is continuingcontinuing or would occur under the Senior Secured Convertible Note or any other Pari Passu Debt Document. (c) The restrictions in paragraph (b) above shall not apply if: (i) the Majority Super Senior Creditors and the Required Pari Passu Creditors consent Instructing Group consents to that action; or (ii) that action is taken to facilitate Payment of the making of a Permitted Credit Facility Payment, a Permitted Hedge Payment or a Permitted Pari Passu Debt PaymentLiabilities.

Acquisition of Intra-Group Liabilities. (a) Subject to paragraph (b) below, each Debtor may, and may permit any other member of the Group to: (i) enter into any Liabilities Acquisition; or (ii) beneficially own all or any part of the share capital of a company that is party to a Liabilities Acquisition, in respect of any Intra-Group Liabilities at any time. (b) Subject to paragraph (c) below, no action described in paragraph (a) above may take place in respect of any Intra-Group Liabilities if: (i) that action would result in a breach of a Credit Facility Agreement, the Surety Bond Facility Agreement, a Pari Passu Note Indenture or a Pari Passu Facility Agreement; or (ii) at the time of that action, an Acceleration Event has occurred and is continuingoccurred. (c) The restrictions in paragraph (b) above shall not apply if: (i) the Majority Required Super Senior Creditors Creditors, the Surety Bond Provider and the Required Pari Passu Creditors consent to that action; or (ii) that action is taken to facilitate the making of a Permitted Credit Facility Payment, a Permitted Hedge Payment or a Permitted Pari Passu Debt Payment.