Debt and Guaranties. 69 9.13 Liens..........................................................70 9.14 Transactions with Affiliates...................................71 9.15 Compliance with Laws and Documents.............................71 9.16 Permitted Acquisitions, Subsidiary Guaranties, and Collateral Documents...........................................71 9.17 Assignment.....................................................71 9.18 Fiscal Year and Accounting Methods.............................71 9.19 Government Regulations.........................................72 9.20 Loans, Advances, and Investments..............................72 9.21
Debt and Guaranties. No Company shall directly or indirectly, create, incur, or suffer to exist any direct, indirect, fixed, or contingent liability for any Debt, other than:
(a) The Obligation;
(b) Debt incurred by any Company under any Financial Hedge permitted by, and purchased and maintained in compliance with, the requirements of the Loan Documents;
(c) Debt between Companies;
(d) Funded Debt of the Companies existing on the Funding Date and listed on SCHEDULE 9.12 (counting revolving lines of credit as if they were fully drawn), together with all renewals, extensions, amendments, modifications, and refinancings thereof, so long as (x) the principal amount of any refinanced Debt shall not exceed the principal amount of the Debt being refinanced immediately prior to giving effect to any such refinancing ; and (y) no Default or Potential Default exists or arises as a result of any such renewal, extension, amendment, modification, or refinancing (collectively, the "EXISTING DEBT");
(e) Debt incurred or assumed by any Company for the purpose of financing all or any part of the cost of any asset (including Capital Leases and renewals, extensions, amendments, and modifications of such Debt), so long as (i) the aggregate amount of such Debt (together with any and all amendments, modifications, or refinancings thereof) does not exceed $20,000,000, and (ii) no Default or Potential Default then exists or arises as a result of such Debt incurrence;
(f) Unsecured Debt of any Company not otherwise permitted by this SECTION 9.12 and unsecured guaranties thereof, so long as on any date of determination such Debt does not exceed, in the aggregate, $10,000,000;
Debt and Guaranties. SCHEDULE 7.1(J) is a complete and correct listing of all (i) Debt and (ii) Guaranties of each of such Borrower and each of its Subsidiaries. Each of such Borrower and its Subsidiaries has performed and is in compliance with all of the terms of such Debt and Guaranties and all instruments and agreements relating thereto, and no default or event 93 102 of default, or event or condition which with notice or lapse of time, or both, would constitute such a default or event of default, exists with respect to any such Indebtedness or Guaranty.
Debt and Guaranties. (a) Create, incur, assume or suffer to exist, or permit any Guarantors to create, incur, assume or suffer to exist any Debt, except:
(i) Debt arising under this Agreement or the Note;
(ii) Debt described in Schedule III, and any renewals, extensions or refinancings thereof, provided that such renewals, extensions or refinancing are on terms no less favorable to Borrower or the Guarantor than the original terms of such Debt (except for increases in interest rates not inconsistent with increases in prevailing interest rates);
(iii) Debt incurred in connection with operating leases entered into by Borrower, the Guarantors, or any of them, consistent with past practices or in the ordinary course of business;
(iv) Debt of Borrower, or the Guarantors, or any of them, secured by purchase money Liens permitted by Section 9.02;
(v) Contemporary Subordinated Debt; and
(vi) The assumption of the existing (as of July 1, 1999) debt of Contemporary in an amount not to exceed $1,400,000 representing then existing financings of certain equipment leases.
(b) Guaranty, endorse, become surety for or otherwise in any way become or be responsible for the Debt or obligations of any Person, whether by agreement to maintain capital, equity, net worth or solvency of any Person, by agreement to purchase or discharge the Debt of any Person, or agreement to purchase merchandise, materials, supplies or other property, if such agreement provides that payment shall be made whether or not delivery of such merchandise, materials, supplies or other property is ever made or tendered except:
(i) guarantees executed prior to the date hereof as described on Schedule V attached hereto;
(ii) endorsements of negotiable instruments for collection or deposit in the ordinary course of business; and
(iii) guarantees under this Agreement or of Debt of Borrower or any Guarantor owing to the Bank.
Debt and Guaranties. At the Closing, GEC shall pay or make provision for the release of guaranties of the Companies and their Subsidiaries related to the contracts, agreements and obligations of GEC, Seller and any of their respective Affiliates (other than the Companies and their Subsidiaries). Section 6.10 of the Disclosure Schedule sets forth all such guaranties.
Debt and Guaranties. No Loan Party (OTHER THAN Communications) shall nor shall they permit any of their Foreign Subsidiaries to, directly or indirectly, create, incur, or suffer to exist any direct, indirect, fixed, or contingent liability for any Debt, OTHER THAN:
(a) The Obligation and Guaranties thereof;
(b) Debt incurred by the Companies under any Financial Hedge permitted by, and purchased and maintained in compliance with, the requirements of the Loan Documents;
(c) Debt between Companies;
(d) Debt of any Company owed to Communications, SO LONG AS such Debt is unsecured, unguaranteed, and subordinate in right of payment to the Obligation pursuant to an Affiliate Subordination Agreement, and SO LONG AS such Subordinated Debt and Affiliate Subordination Agreement are upon terms satisfactory to Administrative Agent; PROVIDED HOWEVER, THAT, the subordination provisions shall permit repayments of such Debt at such times, in such amounts, for the express purposes, and subject to the conditions, as specified in SECTION 9.20(m); and
(e) Debt of any Cellular Partnership Obligor owed to any Company, SO LONG AS (i) such Debt is evidenced by a Cellular Partnership Promissory Note the form and terms of which, including amortization schedules, are acceptable to Administrative Agent and which, among other things, provide that (x) all payments made pursuant to the Guaranty of such Cellular Partnership Obligor or under the other Loan Documents shall be deemed a repayment of a corresponding portion of the amounts outstanding under such Cellular Partnership Obligor's Cellular Partnership Note and (y) 100% of the Operating Cash Flow of such Cellular Partnership Obligor is dedicated to payment of the Debt arising under such Cellular Partnership Promissory Notes; (ii) such Cellular Partnership Promissory Notes and all partnership interests of the Companies in such Cellular Partnership Obligor are pledged or assigned by the appropriate Companies to Administrative Agent, for the benefit of Lenders, pursuant to appropriate Collateral Documents; (iii) each Cellular Partnership Obligor has executed a Guaranty and has granted Liens in and to all its assets in favor of Administrative Agent (for the benefit of Lenders) by execution and delivery to Administrative Agent of all Collateral Documents required by Administrative Agent; (iv) each Cellular Partnership Obligor, by execution of a Guaranty, agrees to be bound by certain terms, representations, covenants, and other provisions of the Loan Document...
Debt and Guaranties. SECTION 10.1 is amended by adding the word "and" to the end of SECTION 10.1(b)(vii) and adding the following new SECTION 10.1(b)(viii):
Debt and Guaranties. 53 9.13 Liens..........................................................................................53 9.14 Transactions with Affiliates...................................................................54 9.15
Debt and Guaranties. 42 9.13 Liens.......................................................................................... 43 9.14
Debt and Guaranties. Except as set forth on Schedule 5.1.16 hereto, Obligors have no Debt, nor has any Obligor guaranteed the payment or performance of any debts or obligations of any other Person except for the guarantee of checks or other negotiable instruments for collection in the ordinary course of such Obligor's business;
