Common use of Borrowed Money Indebtedness Clause in Contracts

Borrowed Money Indebtedness. Create, incur, suffer or permit to exist, or assume or guarantee, directly or indirectly, or become or remain liable with respect to any Borrowed Money Indebtedness, whether direct, indirect, absolute, contingent or otherwise, except the following: (a) Borrowed Money Indebtedness under this Agreement and the other Loan Documents and Borrowed Money Indebtedness secured by Liens permitted by Section 8.2 hereof; (b) the liabilities existing on the date of this Agreement and disclosed in the financial statements delivered on or prior to the Effective Date pursuant to Section 6.2 hereof, and subject to Section 8.10 hereof, all renewals, extensions and replacements (but not increases) of any of the foregoing; (c) the Interest Rate Risk Indebtedness; (d) purchase money indebtedness to acquire Equipment obtained by U.S. Borrower or any of its Subsidiaries in the ordinary course of business not exceeding $3,000,000 at any one time outstanding, in the aggregate for all such indebtedness; (e) Borrowed Money Indebtedness of National Tank Company and its Subsidiaries under the EXIM Facility; (f) Borrowed Money Indebtedness created under leases which, in accordance with GAAP have been recorded or should be recorded as capital leases, in an aggregate amount not to exceed $2,000,000 at any one time outstanding; (g) pre-existing Borrowed Money Indebtedness, not to exceed $2,000,000 in the aggregate at any one time outstanding, secured by Liens upon assets which are acquired after the date hereof or owing by Persons which become Subsidiaries of U.S. Borrower by acquisition after the date hereof (provided, however, that no such Borrowed Money Indebtedness was incurred at the instigation of U.S. Borrower in contemplation of such acquisition), (h) Borrowed Money Indebtedness in an aggregate amount not to exceed $7,500,000 at any one time outstanding on terms acceptable to the Majority Lenders which is subordinated to the Obligations in a manner and pursuant to documentation acceptable to the Majority Lenders, and (i) without limitation of any other part of this Section, (1) contingent Borrowed Money Indebtedness of U.S. Borrower or any of its Subsidiaries in respect of surety bonds created, incurred or assumed after the Effective Date, in an aggregate amount not to exceed $12,500,000 at any one time outstanding and (2) other Borrowed Money Indebtedness of U.S. Borrower or any of its Subsidiaries created, incurred or assumed after the Effective Date, in an aggregate amount not to exceed $10,000,000 at any one time outstanding.

Borrowed Money Indebtedness. Create, incur, suffer or permit to exist, or assume or guarantee, directly or indirectly, or become or remain liable with respect to any Borrowed Money Indebtedness, whether direct, indirect, absolute, contingent or otherwise, except the following: (a) Borrowed Money Indebtedness under this Agreement and the other Loan Documents and Borrowed Money Indebtedness secured by Liens permitted by Section 8.2 hereof; (b) the liabilities existing on the date of this Agreement and disclosed in the financial statements delivered on or prior to the Effective Date pursuant to Section 6.2 hereof, and subject to Section 8.10 hereof, all renewals, extensions and replacements (but not increases) of any of the foregoing; (c) the Interest Rate Risk Indebtedness; (d) purchase money indebtedness to acquire Equipment obtained by U.S. Borrower or any of its Subsidiaries in the ordinary course of business not exceeding $3,000,000 at any one time outstanding, in the aggregate for all such indebtedness; (e) Borrowed Money Indebtedness of National Tank Company and its Subsidiaries under the EXIM Facility; (f) Borrowed Money Indebtedness created under leases which, in accordance with GAAP have been recorded or should be recorded as capital leases, in an aggregate amount not to exceed $2,000,000 at any one time outstanding; (g) pre-existing Borrowed Money Indebtedness, not to exceed $2,000,000 in the aggregate at any one time outstanding, secured by Liens upon assets which are acquired after the date hereof or owing by Persons which become Subsidiaries of U.S. Borrower by acquisition after the date hereof (provided, however, that no such Borrowed Money Indebtedness was incurred at the instigation of U.S. Borrower in contemplation of such acquisition), and (h) Borrowed Money Indebtedness in an aggregate amount not to exceed $7,500,000 at any one time outstanding on terms acceptable to the Majority Lenders which is subordinated to the Obligations in a manner and pursuant to documentation acceptable to the Majority Lenders, and (i) without limitation of any other part of this Section, (1) contingent Borrowed Money Indebtedness of U.S. Borrower or any of its Subsidiaries in respect of surety bonds created, incurred or assumed after the Effective Date, in an aggregate amount not to exceed $12,500,000 at any one time outstanding and (2) other Borrowed Money Indebtedness of U.S. Borrower or any of its Subsidiaries created, incurred or assumed after the Effective Date, in an aggregate amount not to exceed $10,000,000 at any one time outstanding.

Borrowed Money Indebtedness. Create, incur, suffer or permit to exist, or assume or guarantee, directly or indirectly, or become or remain liable with respect to any Borrowed Money Indebtedness, whether direct, indirect, absolute, contingent or otherwise, except the following: (a) Borrowed Money Indebtedness indebtedness under this Agreement and the other Loan Documents and Borrowed Money Indebtedness indebtedness secured by Liens permitted by Section 8.2 hereof; (b) the liabilities Borrowed Money Indebtedness existing on the date of this Agreement and disclosed in the financial statements delivered listed on or prior to the Effective Date pursuant to Section 6.2 hereofExhibit J attached hereto, and subject to Section 8.10 hereof, all renewals, extensions and replacements (but not increasesincreases other than increases in the Subordinated Indebtedness described on Exhibit J hereto which is owed to Oilwell, Inc. and National Supply Company, Inc. by reason of the addition of accrued interest in accordance with the present terms of the documentation evidencing such Subordinated Indebtedness) of any of the foregoing; (c) the Interest Rate Risk Indebtedness; (d) purchase money indebtedness Borrowed Money Indebtedness (or Borrowed Money Indebtedness under capital leases) to acquire (or lease) Equipment obtained by U.S. Borrower or any of its Subsidiaries in the ordinary course of business not exceeding $3,000,000 at any one time outstandingexceeding, in the aggregate for all such indebtedness; Borrowed Money Indebtedness for Parent and its Subsidiaries (on a consolidated basis), $3,000,000 outstanding at any one time, and (e) other Borrowed Money Indebtedness of National Tank Company and its Subsidiaries under the EXIM Facility; (f) Borrowed Money Indebtedness created under leases whichnot exceeding, in accordance with GAAP have been recorded or should be recorded as capital leases, in an aggregate amount not to exceed $2,000,000 at any one time outstanding; (g) pre-existing Borrowed Money Indebtedness, not to exceed $2,000,000 in the aggregate for Parent and each of its Subsidiaries, at any one time outstanding, secured an amount equal to 12-1/2% of the Tangible Net Worth of Parent and its Subsidiaries (on a consolidated basis) as of the last day of the immediately preceding fiscal quarter. Without limiting the foregoing, Borrowers agree that all Borrowed Money Indebtedness owing by Liens upon assets which are acquired after the date hereof Parent to any of its Subsidiaries or owing by Persons which become Subsidiaries any Subsidiary of U.S. Borrower by acquisition after the date hereof (provided, however, that no such Borrowed Money Indebtedness was incurred at the instigation Parent to Parent or to any other Subsidiary of U.S. Borrower Parent shall be subordinated in contemplation of such acquisition), (h) Borrowed Money Indebtedness in an aggregate amount not to exceed $7,500,000 at any one time outstanding on terms a manner acceptable to the Majority Lenders which is subordinated to the Obligations in a manner and pursuant to documentation acceptable to the Majority Lenders, and (i) without limitation of any other part of this Section, (1) contingent Borrowed Money Indebtedness of U.S. Borrower or any of its Subsidiaries in respect of surety bonds created, incurred or assumed after the Effective Date, in an aggregate amount not to exceed $12,500,000 at any one time outstanding and (2) other Borrowed Money Indebtedness of U.S. Borrower or any of its Subsidiaries created, incurred or assumed after the Effective Date, in an aggregate amount not to exceed $10,000,000 at any one time outstandingProper Form.

Borrowed Money Indebtedness. Create, incur, suffer or permit to exist, or assume or guarantee, directly or indirectly, or become or remain liable with respect to any Borrowed Money Indebtedness, whether direct, indirect, absolute, contingent or otherwise, except the following: (a) Borrowed Money Indebtedness under this Agreement and the other Loan Documents and Borrowed Money Indebtedness secured by Liens permitted by Section 8.2 hereof; (b) the liabilities existing on the date of this Agreement and disclosed set forth in the financial statements delivered on or prior to the Effective Date pursuant to Section 6.2 hereof, Schedule 8.1 hereto and subject to Section 8.10 hereof, all renewals, extensions and replacements (but not increases) of any of the foregoing; (c) the Interest Rate Risk Indebtedness and Currency Exchange Risk Indebtedness; (d) purchase money indebtedness to acquire Equipment obtained by U.S. Borrower (or any of its Subsidiaries in the ordinary course of business not exceeding $3,000,000 at any one time outstanding, in the aggregate for all such indebtedness; (e) Borrowed Money Indebtedness of National Tank Company and its Subsidiaries under the EXIM Facility; (f) Borrowed Money Indebtedness created financing under leases which, in accordance with GAAP have been recorded or should be recorded as capital leases, in an aggregate amount ) and other secured Borrowed Money Indebtedness not to exceed exceeding $2,000,000 50,000,000 at any one time outstanding; (f) Permitted Subordinated Indebtedness; (g) Permitted Senior Indebtedness; (h) subject to the terms of Section 7.3 hereof, pre-existing Borrowed Money Indebtedness, not to exceed $2,000,000 in the aggregate at Indebtedness of any one time outstanding, secured by Liens upon assets which are acquired Person that becomes a Subsidiary after the date hereof or owing by Persons which become Subsidiaries of U.S. Borrower by acquisition after the date hereof Effective Date in compliance with Section 8.9 (provided, however, that no such Borrowed Money Indebtedness was incurred at the instigation of U.S. Borrower or any of its Subsidiaries in contemplation of such acquisition), ; (hi) Borrowed Money Indebtedness in an aggregate amount not to exceed $7,500,000 at any one time outstanding on terms acceptable to the Majority Lenders which is subordinated to the Obligations in a manner and pursuant to documentation acceptable to the Majority Lenders, constituting contingent liabilities permitted by Section 8.3; and (i) without limitation of any other part of this Section, (1) contingent Borrowed Money Indebtedness of U.S. Borrower or any of its Subsidiaries in respect of surety bonds created, incurred or assumed after the Effective Date, in an aggregate amount not to exceed $12,500,000 at any one time outstanding and (2j) other Borrowed Money Indebtedness of U.S. Borrower or any of its Subsidiaries created, incurred or assumed after the Effective Date, in an aggregate amount not to exceed $10,000,000 at any one time outstanding.

Borrowed Money Indebtedness. Create, incur, suffer or permit to exist, or assume or guarantee, directly or indirectly, or become or remain liable with respect to any Borrowed Money Indebtedness, whether direct, indirect, absolute, contingent or otherwise, except the following: (a) Borrowed Money Indebtedness under this Agreement and the other Loan Documents and Borrowed Money Indebtedness secured by Liens permitted by Section 8.2 hereof; (b) the liabilities existing on the date of this Agreement and disclosed in the financial statements delivered on or prior to the Effective Date pursuant to Section 6.2 hereof, and subject to Section 8.10 hereof, all renewals, extensions and replacements (but not increases) of any of the foregoing; (c) the Interest Rate Risk Indebtedness; (d) purchase money indebtedness to acquire Equipment obtained by U.S. Borrower or any of its Subsidiaries in the ordinary course of business not exceeding $3,000,000 at any one time outstanding, in the aggregate for all such indebtednessSubordinated Indebtedness; (e) Borrowed Money Indebtedness incurred by Borrower for the acquisition and/or development of National Tank Company and restaurants acquired or developed by Borrower or any of its Subsidiaries under after the EXIM FacilityEffective Date and pre-existing Indebtedness (excluding any Indebtedness incurred at the instigation of Borrower in contemplation of the acquisition of such Subsidiary) of any Subsidiary or business acquired after the Effective Date in an aggregate amount not to exceed, at any one time outstanding, $20,000,000; (f) Borrowed Money Indebtedness created under leases which, in accordance with GAAP have been recorded of Borrower or should be recorded any of its Subsidiaries to Borrower or any of its Subsidiaries that is a Guarantor so long as capital leases, in an aggregate amount not to exceed $2,000,000 at any one time outstanding; (g) pre-existing Borrowed Money Indebtedness, not to exceed $2,000,000 in the aggregate at any one time outstanding, secured by Liens upon assets which are acquired after the date hereof or owing by Persons which become Subsidiaries of U.S. Borrower by acquisition after the date hereof (provided, however, that no such Borrowed Money Indebtedness was incurred at the instigation of U.S. Borrower in contemplation of such acquisition), (h) Borrowed Money Indebtedness in an aggregate amount not to exceed $7,500,000 at any one time outstanding on terms acceptable to the Majority Lenders which is shall be subordinated to the Obligations in a manner and pursuant to documentation acceptable to Agent and the Majority Lenders; (g) capitalized lease obligations to the extent allowed by the other provisions of this Agreement, and (ih) without limitation of any other part of this Section, (1) contingent Borrowed Money Indebtedness of U.S. Borrower or any of its Subsidiaries in respect of surety bonds created, incurred or assumed FASB 98 lease financing obligations arising after the Effective Date, date hereof but relating to leases in an aggregate amount not to exceed $12,500,000 at any one time outstanding and (2) other Borrowed Money Indebtedness existence as of U.S. Borrower or any of its Subsidiaries created, incurred or assumed after the Effective Date, in an aggregate amount not to exceed $10,000,000 at any one time outstandingdate hereof.

Borrowed Money Indebtedness. Create, incur, suffer or permit to exist, or assume or guarantee, directly or indirectly, or become or remain liable with respect to any Borrowed Money Indebtedness, whether direct, indirect, absolute, contingent or otherwise, except the following: (a) Borrowed Money Indebtedness under this Agreement and the other Loan Documents and Borrowed Money Indebtedness secured by Liens permitted by Section 8.2 hereof; (b) the liabilities existing on the date of this Agreement and disclosed in the financial statements delivered on or prior to the Effective Date pursuant to Section 6.2 hereof, and subject to Section 8.10 hereof, all renewals, extensions and replacements (but not increases) of any of the foregoing; (c) the Interest Rate Risk Indebtedness; (d) purchase money indebtedness to acquire Equipment obtained by U.S. Borrower or any of its Subsidiaries in the ordinary course of business not exceeding $3,000,000 at any one time outstanding, in the aggregate for all such indebtedness; (e) Borrowed Money Indebtedness of National Tank Company and its Subsidiaries under the EXIM Facility; (f) Borrowed Money Indebtedness created under leases which, in accordance with GAAP have been recorded or should be recorded as capital leases, in an aggregate amount not to exceed $2,000,000 at any one time outstanding; (g) pre-existing Borrowed Money Indebtedness, not to exceed $2,000,000 in the aggregate at any one time outstanding, secured by Liens upon assets which are acquired after the date hereof or owing by Persons which become Subsidiaries of U.S. Borrower by acquisition after the date hereof (provided, however, that no such Borrowed Money Indebtedness was incurred at the instigation of U.S. Borrower in contemplation of such acquisition), and (h) Borrowed Money Indebtedness in an aggregate amount not to exceed $7,500,000 at any one time outstanding on terms acceptable to the Majority Lenders which is subordinated to the Obligations in a manner and pursuant to documentation acceptable to the Majority Lenders, and (i) without limitation of any other part of this Section, (1) contingent Borrowed Money Indebtedness of U.S. Borrower or any of its Subsidiaries in respect of surety bonds created, incurred or assumed after the Effective Date, in an aggregate amount not to exceed $12,500,000 at any one time outstanding and (2) other Borrowed Money Indebtedness of U.S. Borrower or any of its Subsidiaries created, incurred or assumed after the Effective Date, in an aggregate amount not to exceed $10,000,000 at any one time outstanding.

Borrowed Money Indebtedness. Create, incur, suffer or permit to exist, or assume or guarantee, directly or indirectly, or become or remain liable with respect to any Borrowed Money Indebtedness, whether direct, indirect, absolute, contingent or otherwise, except the following: (a) Borrowed Money Indebtedness under this Agreement and the other Loan Documents and Borrowed Money Indebtedness secured by Liens permitted by Section 8.2 hereof; (b) the liabilities existing on the date of this Agreement and disclosed in the financial statements delivered on or prior to the Effective Date pursuant to Section 6.2 hereof, and subject to Section 8.10 hereof, all renewals, extensions and replacements (but not increases) of any of the foregoing; (c) the Interest Rate Risk Indebtedness; (d) purchase money indebtedness Indebtedness to acquire Equipment obtained by U.S. Borrower or any of its Subsidiaries in the ordinary course of business not exceeding $3,000,000 2,000,000 at any one time outstanding, in the aggregate for all such indebtednessIndebtedness; (e) Borrowed Money Indebtedness of National Tank Company NATCO Canada and its Subsidiaries under the NATCO Canada Credit Facility; (f) Subordinated Indebtedness; (g) Indebtedness of Borrower and its Subsidiaries under the EXIM Facility; (fh) Borrowed Money Indebtedness created under leases which, in accordance with GAAP have been recorded or should be recorded as capital leases, in an aggregate amount not to exceed $2,000,000 500,000 at any one time outstanding; (g) pre-existing Borrowed Money Indebtedness, not to exceed $2,000,000 in the aggregate at any one time outstanding, secured by Liens upon assets which are acquired after the date hereof or owing by Persons which become Subsidiaries of U.S. Borrower by acquisition after the date hereof (provided, however, that no such Borrowed Money Indebtedness was incurred at the instigation of U.S. Borrower in contemplation of such acquisition), (h) Borrowed Money Indebtedness in an aggregate amount not to exceed $7,500,000 at any one time outstanding on terms acceptable to the Majority Lenders which is subordinated to the Obligations in a manner and pursuant to documentation acceptable to the Majority Lenders, and (i) without limitation of any other part of this Section, (1) contingent Borrowed Money Indebtedness of U.S. Borrower or any of its Subsidiaries in respect of surety bonds created, incurred or assumed after the Effective Date, in an aggregate amount not to exceed $12,500,000 at any one time outstanding and (2) other Borrowed Money Indebtedness of U.S. Borrower or any of its Subsidiaries created, incurred or assumed after the Effective Date, in an aggregate amount not to exceed $10,000,000 500,000 at any one time outstanding.

Borrowed Money Indebtedness. Create, incur, suffer or permit to exist, or assume or guarantee, directly or indirectly, or become or remain liable with respect to any Borrowed Money Indebtedness, whether direct, indirect, absolute, contingent or otherwise, except the following: (a) Borrowed Money Indebtedness under this Agreement and the other Loan Documents and Borrowed Money Indebtedness secured by Liens permitted by Section 8.2 hereof; (b) the liabilities existing on the date of this Agreement and disclosed in the financial statements delivered on or prior to the Effective Date pursuant to Section 6.2 hereof, and subject to Section 8.10 hereof, all renewals, extensions and replacements (but not increases) of any of the foregoing; (c) the Interest Rate Risk Indebtedness; (d) purchase money indebtedness to acquire Equipment obtained by U.S. Borrower or any of its Subsidiaries in the ordinary course of business not exceeding $3,000,000 at any one time outstanding, in the aggregate for all such indebtedness; (e) Borrowed Money Indebtedness of National Tank Company and its Subsidiaries under the EXIM Facility; (f) Borrowed Money Indebtedness created or financing under leases which, in accordance with GAAP have been recorded or should be recorded as capital leases, in an aggregate amount ) not to exceed exceeding $2,000,000 at any one time outstanding; (g) pre-existing Borrowed Money Indebtedness, not to exceed $2,000,000 in the aggregate 5,000,000 at any one time outstanding, secured in the aggregate for all such indebtedness; (e) purchase money indebtedness to acquire real Property obtained by Liens upon assets which are acquired after the date hereof or owing by Persons which become Subsidiaries of U.S. Borrower by acquisition after the date hereof (provided, however, that no such Borrowed Money Indebtedness was incurred at the instigation of U.S. Borrower in contemplation of such acquisition), (h) Borrowed Money Indebtedness in an aggregate amount not to exceed $7,500,000 at any one time outstanding on terms acceptable to the Majority Lenders which is subordinated to the Obligations in a manner and pursuant to documentation acceptable to the Majority Lenders, and (i) without limitation of any other part of this Section, (1) contingent Borrowed Money Indebtedness of U.S. Borrower or any of its Subsidiaries in respect of surety bonds created, incurred (or assumed after the Effective Datefinancing under leases which, in an aggregate amount accordance with GAAP have been recorded or should be recorded as capital leases) not to exceed exceeding $12,500,000 at any one time outstanding and (2) other Borrowed Money Indebtedness of U.S. Borrower or any of its Subsidiaries created, incurred or assumed after the Effective Date, in an aggregate amount not to exceed $10,000,000 4,000,000 at any one time outstanding., in the aggregate for all such indebtedness; (f)