Common use of Debt Cross-Default Clause in Contracts

Debt Cross-Default. (i) (A) Any Credit Party shall fail to make any payment when due (whether by scheduled maturity, required prepayment, acceleration, demand, or otherwise, but after the expiration of any applicable grace period) in respect of the First Lien Credit Agreement or any other First Lien Event of Default shall have occurred and remain continuing for sixty (60) days after the First Lien Administrative Agent received notice thereof or (B) any portion of the First Lien Credit Agreement is declared to be due and payable (or automatically becomes due and payable) prior to the stated maturity of the First Lien Credit Agreement as a result of a First Lien Event of Default; (ii) any Credit Party shall default in any payment of principal of or interest on any Indebtedness (other than the Term Loans, the Guaranty and the First Lien Obligations) in a principal amount outstanding of at least $11,500,000 for the Credit Parties and any of their Restricted Subsidiaries in the aggregate beyond any applicable grace period (not to exceed 30 days), if any, provided in the instrument or agreement under which such Indebtedness was created; (iii) any Credit Party shall default in the observance or performance of any other agreement or condition relating to any Indebtedness (other than the Term Loans, the Guaranty and the First Lien Obligations) in a principal amount outstanding of at least $11,500,000 in the aggregate for the Credit Parties and their Restricted Subsidiaries or contained in any instrument or agreement evidencing, securing or relating thereto, or any other event shall occur or condition exist, the effect of which default or other event or condition is to cause such Indebtedness to become due prior to its stated maturity; (iv) any Credit Party shall breach or default any Secured Hedging Agreement and such breach or default shall not have been remedied or waived within 30 days; or (v) the First Lien Administrative Agent, on behalf of the First Lien Lenders, exercises any of the remedies pursuant to Section 7.2 of the First Lien Credit Agreement with respect to any First Lien Event of Default.

Appears in 1 contract

Samples: Secured Bridge Credit Agreement (GateHouse Media, Inc.)

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Debt Cross-Default. The Company shall (i) (A) Any Credit Party shall fail to make any payment when due (whether by scheduled maturity, required prepayment, acceleration, demand, or otherwise, but after the expiration of any applicable grace period) be in respect of the First Lien Credit Agreement or any other First Lien Event of Default shall have occurred and remain continuing for sixty (60) days after the First Lien Administrative Agent received notice thereof or (B) any portion of the First Lien Credit Agreement is declared to be due and payable (or automatically becomes due and payable) prior to the stated maturity of the First Lien Credit Agreement as a result of a First Lien Event of Default; (ii) any Credit Party shall default in any the payment of principal of or interest on any Indebtedness (as defined below) due to any party other than the Term LoansPurchasers, the Guaranty and aggregate outstanding amount of which Indebtedness is in excess of $1,000,000, beyond the First Lien Obligations) in a principal amount outstanding period of at least $11,500,000 for the Credit Parties and any of their Restricted Subsidiaries in the aggregate beyond any applicable grace period (not to exceed 30 days)grace, if any, provided in the instrument or agreement under which such Indebtedness was created; , or (iiiii) any Credit Party shall default in the observance or performance of any other agreement or condition relating to any Indebtedness (other than the Term LoansIndebtedness referred to in clause (i) above), the Guaranty and the First Lien Obligations) aggregate outstanding amount of which other Indebtedness is in a principal amount outstanding excess of at least $11,500,000 in the aggregate for the Credit Parties and their Restricted Subsidiaries 1,000,000 or contained in any instrument or agreement evidencing, securing or relating thereto, thereto or any other default or event shall occur or condition exist, the effect of which default or other event or condition is to cause cause, or to permit the holder or holders of such other Indebtedness (or a trustee or agent on behalf of such holder or holders) to cause, with the giving of notice if required, any such other Indebtedness to become due prior to its stated maturitymaturity (any applicable grace period having expired). "Indebtedness," as applied to the Company, means without duplication: (a) all items (except items of capital stock, surplus or undivided profits) which in accordance with GAAP would be included in determining total liabilities as shown on the liability side of a balance sheet of the Company as at the date as of which Indebtedness is to be determined; (ivb) to the extent not included in the foregoing, all indebtedness, obligations, and liabilities secured by any Credit Party mortgage, pledge, lien, conditional sale or other title retention agreement or other security interest to which any property or asset owned or held by the Company is subject, whether or not the indebtedness, obligations or liabilities secured thereby shall breach or default any Secured Hedging Agreement and such breach or default shall not have been remedied assumed by the Company; and (c) to the extent not included in the foregoing, all indebtedness, obligations and liabilities of others which the Company has directly or waived within 30 days; indirectly guaranteed, endorsed (other than for collection or deposit in the ordinary course of business), sold with recourse, or agreed (vcontingently or otherwise) to purchase or repurchase or otherwise acquire or in respect of which the First Lien Administrative AgentCompany has agreed to supply or advance funds (whether by way of loan, on behalf of the First Lien Lendersstock purchase, exercises any of the remedies pursuant capital contribution or otherwise) or otherwise to Section 7.2 of the First Lien Credit Agreement with respect to any First Lien Event of Defaultbecome directly or indirectly liable.

Appears in 1 contract

Samples: Note and Warrant Purchase Agreement (United States Lime & Minerals Inc)

Debt Cross-Default. (i) (A) Any Credit Party shall fail to make any payment when due (whether by scheduled maturity, required prepayment, acceleration, demand, or otherwise, but after the expiration of any applicable grace period) in respect of the First Second Lien Credit Agreement or any other First Lien Event of Default shall have occurred and remain continuing for sixty (60) days after the First Lien Administrative Agent received notice thereof Term Loan or (B) any portion of the First Second Lien Credit Agreement Term Loan is declared to be due and payable (or automatically becomes become due and payable) prior to the stated maturity of the First Second Lien Credit Agreement Term Loan as a result of a First Second Lien Event of Default; (ii) any Credit Party shall default in any payment of principal of or interest on any Indebtedness (other than the Term Loans, the Guaranty Reimbursement Obligations and the First Lien ObligationsGuaranty) in a principal amount outstanding of at least $11,500,000 1,000,000 for the Credit Parties Borrower and any of their Restricted its Subsidiaries in the aggregate beyond any applicable grace period (not to exceed 30 days), if any, provided in the instrument or agreement under which such Indebtedness was created; (iii) any Credit Party shall default in the observance or performance of any other agreement or condition relating to any Indebtedness (other than the Term Loans, the Guaranty Reimbursement Obligations and the First Lien ObligationsGuaranty) in a principal amount outstanding of at least $11,500,000 1,000,000 in the aggregate for the Credit Parties and their Restricted Subsidiaries or contained in any instrument or agreement evidencing, securing or relating thereto, or any other event shall occur or condition exist, the effect of which default or other event or condition is to cause cause, or to permit the holder or holders of such Indebtedness or beneficiary or beneficiaries of such Indebtedness (or a trustee or agent on behalf of such holder or holders or beneficiary or beneficiaries) to cause, with the giving of notice if required, such Indebtedness to become due prior to its stated maturity; or (iv) any Credit Party shall breach or default any Secured Hedging Agreement and such breach or default shall not have been remedied or waived within 30 daysAgreement; or (v) the First Lien Administrative Agent, on behalf of the First Lien Lenders, exercises any of the remedies pursuant to Section 7.2 of the First Lien Credit Agreement with respect to any First Lien Event of Default.or

Appears in 1 contract

Samples: Credit Agreement (American Pacific Corp)

Debt Cross-Default. (i) (A) Any Credit Party shall fail to make any payment when due (whether by scheduled maturity, required prepayment, acceleration, demand, or otherwise, but after the expiration of any applicable grace period) in respect of the First Lien Credit Agreement or any other First Lien Event of Default shall have occurred and remain continuing for sixty forty-five (6045) days after the First Lien Administrative Agent received notice thereof or (B) any portion of the First Lien Credit Agreement is declared to be due and payable (or automatically becomes due and payable) prior to the stated maturity of the First Lien Credit Agreement as a result of a First Lien Event of Default; (ii) any Credit Party shall default in any payment of principal of or interest on any Indebtedness (other than the Term LoansLoan, the Guaranty and the First Lien Obligations) in a principal amount outstanding of at least $11,500,000 1,500,000 for the Credit Parties Borrower and any of their Restricted its Subsidiaries in the aggregate beyond any applicable grace period (not to exceed 30 days), if any, provided in the instrument or agreement under which such Indebtedness was created; (iii) any Credit Party shall default in the observance or performance of any other agreement or condition relating to any Indebtedness (other than the Term LoansLoan, the Guaranty and the First Lien Obligations) in a principal amount outstanding of at least $11,500,000 1,500,000 in the aggregate for the Credit Parties and their Restricted Subsidiaries or contained in any instrument or agreement evidencing, securing or relating thereto, or any other event shall occur or condition exist, the effect of which default or other event or condition is to cause such Indebtedness to become due prior to its stated maturity; (iv) any Credit Party shall breach or default any Secured Hedging Agreement and such breach or default shall not have been remedied or waived within 30 days; or (v) the First Lien Administrative Agent, on behalf of the First Lien Lenders, exercises any of the remedies pursuant to Section 7.2 of the First Lien Credit Agreement with respect to any First Lien Event of Default.; or (v) any Credit Party shall breach or default any Secured Hedging Agreement; or

Appears in 1 contract

Samples: Credit Agreement (American Pacific Corp)

Debt Cross-Default. (i) (A) Any Credit Party shall fail to make any payment when due (whether by scheduled maturity, required prepayment, acceleration, demand, or otherwise, but after the expiration of any applicable grace period) in respect of the First Lien Credit Agreement or any other First Lien Event of Default shall have occurred and remain continuing for sixty (60) days after the First Lien Administrative Agent received notice thereof or (B) any portion of the First Lien Credit Agreement is declared to be due and payable (or automatically becomes due and payable) prior to the stated maturity of the First Lien Credit Agreement as a result of a First Lien Event of Default; (ii) any Credit Party shall default in any payment of principal of or interest on any Indebtedness (other than the Term Loans, Reimbursement Obligations, and the Guaranty and the First Lien ObligationsSecured Hedging Agreement) in a principal amount outstanding of at least $11,500,000 10,000,000 for the Credit Parties and any of their Restricted Subsidiaries in the aggregate beyond any applicable grace period (not to exceed 30 thirty (30) days), if any, provided in the instrument or agreement under which such Indebtedness was created; or (iiiii) any Credit Party shall default in the observance or performance of any other agreement or condition relating to any Indebtedness (other than the Term Loans, Reimbursement Obligations, and the Guaranty and the First Lien ObligationsSecured Hedging Agreement) in a principal amount outstanding of at least $11,500,000 10,000,000 in the aggregate for the Credit Parties and their Restricted Subsidiaries or contained in any instrument or agreement evidencing, securing or relating thereto, or any other event shall occur or condition exist, the effect of which default or other event or condition is to cause cause, or to permit the holder or holders of such Indebtedness or beneficiary or beneficiaries of such Indebtedness (or a trustee or agent on behalf of such holder or holders or beneficiary or beneficiaries) to cause, with the giving of notice if required, such Indebtedness to become due prior to its stated maturity; or (iviii) any Credit Party shall breach or default any Secured Hedging Agreement and such breach or default shall not have been remedied or waived within 30 thirty (30) days; provided that any default by a Credit Party of any such Indebtedness shall only constitute an Event of Default with respect to the Revolving Facility and shall not constitute an Event of Default with respect to the Term Loan unless the Required Revolving Lenders or (v) the First Lien Administrative Agent, Agent on behalf of the First Lien Lenders, exercises Required Revolving Lenders exercise any of the remedies remedy pursuant to the terms of Section 7.2 as a result of the First Lien Credit Agreement with respect such default and/or such Indebtedness becomes due prior to any First Lien Event its stated maturity as a result of Default.such default; or”

Appears in 1 contract

Samples: Amendment Agreement (GateHouse Media, Inc.)

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Debt Cross-Default. (i) (A) Any Credit Party shall fail to make any payment when due (whether by scheduled maturity, required prepayment, acceleration, demand, or otherwise, but after the expiration of any applicable grace period) in respect of the First Lien Credit Agreement or any other First Lien Event of Default shall have occurred and remain continuing for sixty (60) days after the First Lien Administrative Agent received notice thereof or (B) any portion of the First Lien Credit Agreement is declared to be due and payable (or automatically becomes due and payable) prior to the stated maturity of the First Lien Credit Agreement as a result of a First Lien Event of Default; (ii) any Credit Party shall default in any payment of principal of or interest on any Indebtedness (other than the Term Loans, the Guaranty Reimbursement Obligations and the First Lien ObligationsGuaranty) in a principal amount outstanding of at least $11,500,000 10,000,000 for the Credit Parties and any of their Restricted Subsidiaries in the aggregate beyond any applicable grace period (not to exceed 30 days), if any, provided in the instrument or agreement under which such Indebtedness was created; (iiiii) any Credit Party shall default in the observance or performance of any other agreement or condition relating to any Indebtedness (other than the Term Loans, the Guaranty Reimbursement Obligations and the First Lien ObligationsGuaranty) in a principal amount outstanding of at least $11,500,000 10,000,000 in the aggregate for the Credit Parties and their Restricted Subsidiaries or contained in any instrument or agreement evidencing, securing or relating thereto, or any other event shall occur or condition exist, the effect of which default or other event or condition is to cause cause, or to permit the holder or holders of such Indebtedness or beneficiary or beneficiaries of such Indebtedness (or a trustee or agent on behalf of such holder or holders or beneficiary or beneficiaries) to cause, with the giving of notice if required, such Indebtedness to become due prior to its stated maturity; or (iviii) any Credit Party shall breach or default any Secured Hedging Agreement and such breach or default shall not have been remedied or waived within 30 days; provided that any default by a Credit Party of any such Indebtedness shall only constitute an Event of Default with respect to the Revolving Facility and shall not constitute an Event of Default with respect to the Term Loan unless the Required Revolving Lenders or (v) the First Lien Administrative Agent, Agent on behalf of the First Lien Lenders, exercises Required Revolving Lenders exercise any of the remedies remedy pursuant to the terms of Section 7.2 as a result of the First Lien Credit Agreement with respect such default and/or such Indebtedness becomes due prior to any First Lien Event its stated maturity as a result of Default.such default; or

Appears in 1 contract

Samples: Credit Agreement (GateHouse Media, Inc.)

Debt Cross-Default. (i) (A) Any Credit Party shall fail to make any payment when due (whether by scheduled maturity, required prepayment, acceleration, demand, or otherwise, but after the expiration of any applicable grace period) in respect of the First Lien Credit Agreement or any other First Lien Event of Default shall have occurred and remain continuing for sixty (60) days after the First Lien Administrative Agent received notice thereof Secured Bridge Loan or (B) any portion of the First Lien Credit Agreement Secured Bridge Loan is declared to be due and payable (or automatically becomes become due and payable) prior to the stated maturity of the First Lien Credit Agreement Secured Bridge Loan as a result of a First Lien Secured Bridge Loan Event of Default; (ii) any Credit Party shall default in any payment of principal of or interest on any Indebtedness (other than the Term Loans, the Guaranty Reimbursement Obligations and the First Lien ObligationsGuaranty) in a principal amount outstanding of at least $11,500,000 10,000,000 for the Credit Parties and any of their Restricted Subsidiaries in the aggregate beyond any applicable grace period (not to exceed 30 days), if any, provided in the instrument or agreement under which such Indebtedness was created; (iii) any Credit Party shall default in the observance or performance of any other agreement or condition relating to any Indebtedness (other than the Term Loans, the Guaranty Reimbursement Obligations and the First Lien ObligationsGuaranty) in a principal amount outstanding of at least $11,500,000 10,000,000 in the aggregate for the Credit Parties and their Restricted Subsidiaries or contained in any instrument or agreement evidencing, securing or relating thereto, or any other event shall occur or condition exist, the effect of which default or other event or condition is to cause cause, or to permit the holder or holders of such Indebtedness or beneficiary or beneficiaries of such Indebtedness (or a trustee or agent on behalf of such holder or holders or beneficiary or beneficiaries) to cause, with the giving of notice if required, such Indebtedness to become due prior to its stated maturity; or (iv) any Credit Party shall breach or default any Secured Hedging Agreement and such breach or default shall not have been remedied or waived within 30 days; or (v) the First Lien Administrative Agent, on behalf of the First Lien Lenders, exercises any of the remedies pursuant to Section 7.2 of the First Lien Credit Agreement with respect to any First Lien Event of Default.or

Appears in 1 contract

Samples: First Lien Credit Agreement (GateHouse Media, Inc.)

Debt Cross-Default. (i) (A) Any Credit Party shall fail to make any payment when due (whether by scheduled maturity, required prepayment, acceleration, demand, or otherwise, but after the expiration of any applicable grace period) in respect of the First Lien Credit Agreement or any other First Lien Event of Default shall have occurred and remain continuing for sixty (60) days after the First Lien Administrative Agent received notice thereof or (B) any portion of the First Lien Credit Agreement is declared to be due and payable (or automatically becomes due and payable) prior to the stated maturity of the First Lien Credit Agreement as a result of a First Lien Event of Default; (ii) any Credit Party shall default in any payment of principal of or interest on any Indebtedness (other than the Term Loans, the Guaranty Reimbursement Obligations and the First Lien ObligationsGuaranty) in a principal amount outstanding of at least $11,500,000 10,000,000 for the Credit Parties and any of their Restricted Subsidiaries in the aggregate beyond any applicable grace period (not to exceed 30 thirty (30) days), if any, provided in the instrument or agreement under which such Indebtedness was created; (iiiii) any Credit Party shall default in the observance or performance of any other agreement or condition relating to any Indebtedness (other than the Term Loans, the Guaranty Reimbursement Obligations and the First Lien ObligationsGuaranty) in a principal amount outstanding of at least $11,500,000 10,000,000 in the aggregate for the Credit Parties and their Restricted Subsidiaries or contained in any instrument or agreement evidencing, securing or relating thereto, or any other event shall occur or condition exist, the effect of which default or other event or condition is to cause cause, or to permit the holder or holders of such Indebtedness or beneficiary or beneficiaries of such Indebtedness (or a trustee or agent on behalf of such holder or holders or beneficiary or beneficiaries) to cause, with the giving of notice if required, such Indebtedness to become due prior to its stated maturity; or (iviii) any Credit Party shall breach or default any Secured Hedging Agreement and such breach or default shall not have been remedied or waived within 30 thirty (30) days; provided that any default by a Credit Party of any such Indebtedness shall only constitute an Event of Default with respect to the Revolving Facility and shall not constitute an Event of Default with respect to the Term Loan unless the Required Revolving Lenders or (v) the First Lien Administrative Agent, Agent on behalf of the First Lien Lenders, exercises Required Revolving Lenders exercise any of the remedies remedy pursuant to the terms of Section 7.2 as a result of the First Lien Credit Agreement with respect such default and/or such Indebtedness becomes due prior to any First Lien Event its stated maturity as a result of Default.such default; or

Appears in 1 contract

Samples: Agency Succession and Amendment Agreement (GateHouse Media, Inc.)

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