Common use of Debt and Guaranties Clause in Contracts

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. (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 NoteNotes; (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 BankBank or the Agent.

Debt and Guaranties. (a) CreateNo Company shall directly or indirectly, incur, assume or suffer to exist, or permit any Guarantors to create, incur, assume or suffer to exist any direct, indirect, fixed, or contingent liability for any Debt, except: (i) OTHER THAN: The Obligation and Guaranties thereof; Debt arising incurred by any Company under this Agreement or the Note; (ii) Debt described in Schedule IIIany Financial Hedge permitted by, 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 purchased and maintained in interest rates not inconsistent with increases in prevailing interest rates); (iii) Debt incurred in connection with operating leases entered into by Borrowercompliance with, the Guarantors, requirements of the Loan Documents; Debt between Companies; Trade Debt for goods furnished or any of them, consistent with past practices or services rendered in the ordinary course of business; (iv) Debt business and payable in accordance with customary trade terms that are not more than 90 days past due; Endorsements of Borrower, checks 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 drafts in the ordinary course of business; and (iii) guarantees under this Agreement or of Debt of Borrower the Companies existing on the Closing Date and listed on SCHEDULE 9.12 not to exceed $15,000,000, 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"); Debt incurred or assumed by any Company for the purpose of financing all or any Guarantor owing to part of the Bankcost 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 $75,000,000, and (ii) no Default or Potential Default then exists or arises as a result of such Debt incurrence; and 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, the DIFFERENCE between (i) $15,000,000 and (ii) the outstanding principal amount of the Existing Debt.

Debt and Guaranties. (a) Create, incur, assume or suffer to exist, or permit any Guarantors to No Subsidiary of Borrower (other than a Subsidiary created for the purpose of securitizing accounts receivable of Borrower and its other Subsidiaries) may create, incur, assume assume, or suffer to exist any Debt, except: Debt other than (i) Debt arising under industrial development revenue bonds existing on the date of this Agreement or the Note; agreement; (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 for 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 construction of Borrower's new corporate headquarters building in Fort Worth, or the GuarantorsTexas, 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 the lesser of certain equipment leases. Borrower's cost of construction or the fair market value of the building; and (iii) other Debt so long as (x) no Default or Potential Default exists or arises as a result thereof and (y) the total Debt under this CLAUSE (ii) does not collectively exceed 10% of the Tangible Net Worth of the Companies; and (b) Guarantyno Company may have or commit to have any direct or indirect guaranties, endorseendorsements, become surety and other contingent obligations 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, other Person except the following so long as the total principal amount guaranteed (including any unfunded principal under committed lines of credit or agreement to purchase merchandise, materials, supplies or other property, if such agreement provides that payment shall be made whether or not delivery similar arrangements) in respect of such merchandise, materials, supplies or other property is ever made or tendered except: all of the following never exceeds the Tangible Net Worth of the Companies: (i) guarantees executed prior to guaranties of the date hereof as described on Schedule V attached hereto; Obligation; (ii) endorsements the guaranties that are existing on the Closing Date (other than in respect of negotiable instruments for collection or deposit in the ordinary course Debt under the Existing Credit Agreement and other Debt that is being refinanced by Borrowings) and all renewals, extensions, amendments, modifications, and refinancings of business(but not any principal increases after the date of this agreement to) any of that Debt; and (iii) guarantees under this Agreement or guaranties of Debt of Borrower or any Guarantor owing Loan Party to the Bankextent that the creation of that Debt constitutes Debt permitted under CLAUSE (a) of this SECTION 9.12; and (iv) guaranties of Debt that is secured by assets of the primary obligor having a fair market value at least equal to the amount of that Debt, as determined by an independent qualified appraiser selected by Borrower (which appraisal, at the reasonable request of Administrative Agent and at Borrower's expense, shall be promptly updated no more than once during each 12-month period ending on or after the Closing Date).

Debt and Guaranties. (a) Create, incur, assume or suffer allow to exist, or permit any Guarantors to create, incur, assume or suffer allow to exist any Debt, except: (i) Debt arising under this Agreement or the NoteNotes; (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) Subsidiaries may incur Debt of up to $2,000,000, but whenever and to the extent that such Debt exceeds $500,000 in the aggregate, the Revolving Credit Commitment shall be reduced on a dollar for dollar basis by the amount of such excess; (iv) 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;; and (ivv) 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) Borrower's guarantee up to (pound)1,000,000 of Debt of Vicon U.K. and any other guarantees executed prior to the date hereof hereof, all as described on Schedule V attached heretoV; (ii) Borrower may guarantee Debt of Subsidiaries which are Guarantors of up to a total of $2,000,000, but whenever and to the extent such guarantees relate to Guarantor Debt that exceeds $500,000 in the aggregate, the Revolving Credit Commitment shall be reduced on a dollar for dollar basis by the amount of such excess; (iii) endorsements of negotiable instruments for collection or deposit in the ordinary course of business; and (iiiiv) guarantees under this Agreement or of Debt of Borrower or any Guarantor owing to the Bank.