Default Under Other Agreements. (i) The Borrower or any of its Subsidiaries shall default in the payment when due, whether at stated maturity or otherwise, of any amount pursuant to any Indebtedness (other than Indebtedness owed to the Lenders under the Loan Documents) in excess of $50,000,000 in the aggregate beyond the period of grace if any, provided in the instrument or agreement under which such Indebtedness was created, or (ii) a default shall occur in the performance or observance of any agreement under any such Indebtedness 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, or to permit the holder or holders of such Indebtedness (or a trustee or agent on behalf of such holder or holders) to cause (determined without regard to whether any notice of acceleration or similar notice is required), any such Indebtedness to become due or be repaid prior to its stated maturity or (iii) any such Indebtedness of the Borrower or any of its Subsidiaries shall be declared to be due and payable, or required to be prepaid (other than such Indebtedness that is required to be prepaid upon a “Change of Control” under a Public Note Document that would not cause a Change of Control hereunder) other than by a regularly scheduled required prepayment (other than with proceeds of the event giving rise to such prepayment), prior to the stated maturity thereof; or
Appears in 6 contracts
Samples: Credit Agreement, Credit Agreement (Huntsman International LLC), Credit Agreement (Huntsman CORP)
Default Under Other Agreements. (ia) The Borrower or any of its the Restricted Subsidiaries shall (i) default in the any payment when due, whether at stated maturity or otherwise, of any amount pursuant with respect to any Indebtedness (other than Indebtedness owed to the Lenders under the Loan DocumentsObligations) in excess of $50,000,000 75,000,000 in the aggregate aggregate, for the Borrower and such Restricted Subsidiaries, beyond the period of grace grace, if any, provided in the instrument or agreement under which such Indebtedness was created, created or (ii) a default shall occur in the observance or performance or observance of any agreement under or condition relating to any such Indebtedness or contained in any instrument or agreement evidencing, securing or relating thereto, or any other event shall occur or condition existexist (other than, with respect to Indebtedness consisting of any Hedge Agreements, termination events or equivalent events pursuant to the terms of such Hedge Agreements), the effect of which default or other event or condition is to cause, or to permit the holder or holders of such Indebtedness (or a trustee or agent on behalf of such holder or holders) to cause (determined without regard to whether any notice of acceleration or similar notice is required)cause, any such Indebtedness to become due or be repaid prior to its stated maturity maturity; or (iiib) without limiting the provisions of clause (a) above, any such Indebtedness of the Borrower or any of its Subsidiaries shall be declared to be due and payable, or required to be prepaid (other than such Indebtedness that is required to be prepaid upon a “Change of Control” under a Public Note Document that would not cause a Change of Control hereunder) other than by a regularly scheduled required prepayment or as a mandatory prepayment (and, with respect to Indebtedness consisting of any Hedge Agreements, other than with proceeds due to a termination event or equivalent event pursuant to the terms of the event giving rise to such prepaymentHedge Agreements), prior to the stated maturity thereof; or
Appears in 6 contracts
Samples: Amendment No. 6 (Intelsat S.A.), Amendment No. 5 and Joinder Agreement (Intelsat S.A.), Amendment No. 3 and Joinder Agreement (Intelsat S.A.)
Default Under Other Agreements. (ia) The Parent Borrower or any of its the Restricted Subsidiaries shall (i) default in the any payment when due, whether at stated maturity or otherwise, of any amount pursuant with respect to any Indebtedness (other than Indebtedness owed to the Lenders under the Loan DocumentsObligations) in excess of $50,000,000 150,000,000 in the aggregate aggregate, for the Parent Borrower and such Restricted Subsidiaries, beyond the period of grace grace, if any, provided in the instrument or agreement under which such Indebtedness was created, created or (ii) a default shall occur in the observance or performance or observance of any agreement under or condition relating to any such Indebtedness or contained in any instrument or agreement evidencing, securing or relating thereto, or any other event shall occur or condition existexist (other than, with respect to Indebtedness consisting of any Hedge Agreements, termination events or equivalent events pursuant to the terms of such Hedge Agreements), the effect of which default or other event or condition is to cause, or to permit the holder or holders of such Indebtedness (or a trustee or agent on behalf of such holder or holders) to cause (determined without regard to whether any notice of acceleration or similar notice is required)cause, any such Indebtedness to become due or be repaid prior to its stated maturity maturity; or (iiib) without limiting the provisions of clause (a) above, any such Indebtedness of the Borrower or any of its Subsidiaries shall be declared to be due and payable, or required to be prepaid (other than such Indebtedness that is required to be prepaid upon a “Change of Control” under a Public Note Document that would not cause a Change of Control hereunder) other than by a regularly scheduled required prepayment or as a mandatory prepayment (and, with respect to Indebtedness consisting of any Hedge Agreements, other than with proceeds due to a termination event or equivalent event pursuant to the terms of the event giving rise to such prepaymentHedge Agreements), prior to the stated maturity thereof; or
Appears in 6 contracts
Samples: Credit Agreement (HCA Holdings, Inc.), Credit Agreement (HCA Holdings, Inc.), Credit Agreement (Hca Inc/Tn)
Default Under Other Agreements. (ia) The Borrower or any of its Subsidiaries shall (i) default in the any payment when due, whether at stated maturity or otherwise, of any amount pursuant with respect to any Indebtedness (other than Indebtedness owed to the Lenders under the Loan DocumentsObligations) in excess of $50,000,000 in the aggregate beyond the period of grace grace, if any, provided in the instrument or agreement under which such Indebtedness was created, created or (ii) a default shall occur in the observance or performance or observance of any agreement under or condition relating to any such Indebtedness 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, or to permit the holder or holders of such Indebtedness (or a trustee or agent on behalf of such holder or holders) to cause (determined without regard to whether any notice of acceleration or similar notice is required), any such Indebtedness to become due or be repaid prior to its stated maturity maturity; or (iiib) any such Indebtedness (other than the Obligations) of the Borrower or any of its Subsidiaries shall be declared to be (or shall become) due and payable, or shall be required to be prepaid (other than such Indebtedness that is required to be prepaid upon a “Change of Control” under a Public Note Document that would not cause a Change of Control hereunder) other than by a regularly scheduled required prepayment (other than with proceeds of the event giving rise to such prepayment), prior to the stated maturity thereof; provided that it shall not constitute an Event of Default pursuant to clause (a) or (b) of this Section 11.04 unless the principal amount of any one issue of such Indebtedness, or the aggregate amount of all such Indebtedness referred to in clauses (a) and (b) above, equals or exceeds $25,000,000; or
Appears in 5 contracts
Samples: Credit Agreement (Dole Food Co Inc), Credit Agreement (Dole Food Co Inc), Credit Agreement (Dole Food Co Inc)
Default Under Other Agreements. (i) The Parent Borrower or any of its Subsidiaries shall (x) default in the any payment when due, whether at stated maturity or otherwise, of any amount pursuant with respect to any Indebtedness (other than Indebtedness owed to the Lenders under the Loan DocumentsObligations) in excess of $50,000,000 100,000,000 individually or in the aggregate aggregate, for the Parent Borrower and its Subsidiaries, beyond the period of grace grace, if any, provided in the instrument or agreement under which such Indebtedness was created, created or (iiy) a default shall occur in the observance or performance or observance of any agreement under or condition relating to any such Indebtedness 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, or to permit the holder or holders of such Indebtedness (or a trustee or agent on behalf of such holder or holders) to cause (determined without regard to whether any notice of acceleration acceleration, or similar any lapse of time prior to the effectiveness of any notice of acceleration, is required), any such Indebtedness to become due or be repaid prior to its stated maturity maturity; or (iiiii) any such Indebtedness of the Parent Borrower or any of its Subsidiaries in excess of $100,000,000 shall be declared to be due and payable, payable other than in accordance with the terms of such Indebtedness or required to be prepaid (other than such Indebtedness that is required to be prepaid upon a “Change of Control” under a Public Note Document that would not cause a Change of Control hereunder) prepaid, other than by a regularly scheduled required prepayment or as a mandatory prepayment (other than with proceeds unless such required prepayment or mandatory prepayment results from a default thereunder or an event of the event giving rise to such prepaymenttype that constitutes an Event of Default), prior to the stated maturity thereof; or
Appears in 4 contracts
Samples: Credit Agreement (Arch Capital Group Ltd.), Credit Agreement (Arch Capital Group Ltd.), Credit Agreement (Arch Capital Group Ltd.)
Default Under Other Agreements. (ia) The Borrower Parent or any of its Restricted Subsidiaries shall (i) default in the any payment when due, whether at stated maturity or otherwise, of any amount pursuant with respect to any Indebtedness (other than Indebtedness owed to the Lenders under the Loan DocumentsObligations) in excess of $50,000,000 in the aggregate aggregate, for the Parent and such Restricted Subsidiaries, beyond the period of grace grace, if any, provided in the instrument or agreement under which such Indebtedness was created, created or (ii) a default shall occur in the observance or performance or observance of any agreement under or condition relating to any such Indebtedness or contained in any instrument or agreement evidencing, securing or relating thereto, or any other event shall occur or condition existexist (other than, with respect to Indebtedness consisting of any Hedge Agreements, termination events or equivalent events pursuant to the terms of such Hedge Agreements), the effect of which default or other event or condition is to cause, or to permit the holder or holders of such Indebtedness (or a trustee or agent on behalf of such holder or holders) to cause (determined without regard to whether any notice of acceleration or similar notice is required)cause, any such Indebtedness to become due or be repaid prior to its stated maturity maturity; or (iiib) without limiting the provisions of clause (a) above, any such Indebtedness of the Borrower or any of its Subsidiaries shall be declared to be due and payable, or required to be prepaid (other than such Indebtedness that is required to be prepaid upon a “Change of Control” under a Public Note Document that would not cause a Change of Control hereunder) other than by a regularly scheduled required prepayment or as a mandatory prepayment (and, with respect to Indebtedness consisting of any Hedge Agreements, other than with proceeds due to a termination event or equivalent event pursuant to the terms of the event giving rise to such prepaymentHedge Agreements), prior to the stated maturity thereof; or
Appears in 4 contracts
Samples: Refinancing Amendment (MRC Global Inc.), Refinancing Amendment and Successor Administrative Agent Agreement (MRC Global Inc.), Term Loan Credit Agreement (MRC Global Inc.)
Default Under Other Agreements. (i) The the Borrower or any of its Subsidiaries shall (i) default in the any payment when due, whether at stated maturity or otherwise, of any amount pursuant with respect to any Indebtedness (other than Indebtedness the Obligations) owed to the Lenders under the Loan Documents) in excess any Lender, or having an unpaid principal amount of $50,000,000 in 1,000,000 or greater, and such default shall continue after the aggregate beyond the period of applicable grace period, if any, provided specified in the agreement or instrument or agreement under which relating to such Indebtedness was createdIndebtedness, or (ii) a default shall occur in the observance or performance or observance of any agreement under or condition relating to any such Indebtedness or contained in any instrument or agreement evidencing, securing or relating theretothereto (and all grace periods applicable to such observance, performance or condition shall have expired), or any other event shall occur or condition exist, the effect of which default or other event or condition is to cause, or to permit the holder or holders of such Indebtedness (or a trustee or agent on behalf of such holder or holders) to cause (determined without regard to whether any notice of acceleration or similar notice is required), any such Indebtedness to become due or be repaid prior to its stated maturity maturity; or (iii) any such Indebtedness of the Borrower or any of its Subsidiaries shall be declared to be due and payable, or shall be required to be prepaid (other than such Indebtedness that is required to be prepaid upon a “Change of Control” under a Public Note Document that would not cause a Change of Control hereunder) other than by a regularly scheduled required prepayment (other than with proceeds of the event giving rise to such prepayment)or redemption, prior to the stated maturity thereof); or
Appears in 4 contracts
Samples: Credit Agreement (NCS Healthcare Inc), Credit Agreement (Healthcare Recoveries Inc), Credit Agreement (Trover Solutions Inc)
Default Under Other Agreements. (i) The Parent Borrower or any of its Subsidiaries shall (x) default in the any payment when due, whether at stated maturity or otherwise, of any amount pursuant with respect to any Indebtedness (other than Indebtedness owed to the Lenders under the Loan DocumentsObligations) in excess of $50,000,000 individually or in the aggregate aggregate, for the Parent Borrower and its Subsidiaries, beyond the period of grace grace, if any, provided in the instrument or agreement under which such Indebtedness was created, created or (iiy) a default shall occur in the observance or performance or observance of any agreement under or condition relating to any such Indebtedness 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, or to permit the holder or holders of such Indebtedness (or a trustee or agent on behalf of such holder or holders) to cause (determined without regard to whether any notice of acceleration acceleration, or similar any lapse of time prior to the effectiveness of any notice of acceleration, is required), any such Indebtedness to become due or be repaid prior to its stated maturity maturity; or (iiiii) any such Indebtedness of the Parent Borrower or any of its Subsidiaries in excess of $50,000,000 shall be declared to be due and payable, payable other than in accordance with the terms of such Indebtedness or required to be prepaid (other than such Indebtedness that is required to be prepaid upon a “Change of Control” under a Public Note Document that would not cause a Change of Control hereunder) prepaid, other than by a regularly scheduled required prepayment or as a mandatory prepayment (other than with proceeds unless such required prepayment or mandatory prepayment results from a default thereunder or an event of the event giving rise to such prepaymenttype that constitutes an Event of Default), prior to the stated maturity thereof; or
Appears in 4 contracts
Samples: Credit Agreement (Arch Capital Group Ltd.), Bridge Credit Agreement (Arch Capital Group Ltd.), Credit Agreement (Arch Capital Group Ltd.)
Default Under Other Agreements. (ia) The Borrower or any of its the Restricted Subsidiaries shall (i) default in the any payment when due, whether at stated maturity or otherwise, of any amount pursuant with respect to any Indebtedness (other than Indebtedness owed to the Lenders under the Loan DocumentsObligations) in excess of $50,000,000 150,000,000 in the aggregate aggregate, for the Borrower and such Restricted Subsidiaries, beyond the period of grace grace, if any, provided in the instrument or agreement under which such Indebtedness was created, created or (ii) a default shall occur in the observance or performance or observance of any agreement under or condition relating to any such Indebtedness or contained in any instrument or agreement evidencing, securing or relating thereto, or any other event shall occur or condition existexist (other than, with respect to Indebtedness consisting of any Hedge Agreements, termination events or equivalent events pursuant to the terms of such Hedge Agreements), the effect of which default or other event or condition is to cause, or to permit the holder or holders of such Indebtedness (or a trustee or agent on behalf of such holder or holders) to cause (determined without regard to whether any notice of acceleration or similar notice is required)cause, any such Indebtedness to become due or be repaid prior to its stated maturity maturity; or (iiib) without limiting the provisions of clause (a) above, any such Indebtedness of the Borrower or any of its Subsidiaries shall be declared to be due and payable, or required to be prepaid (other than such Indebtedness that is required to be prepaid upon a “Change of Control” under a Public Note Document that would not cause a Change of Control hereunder) other than by a regularly scheduled required prepayment or as a mandatory prepayment (and, with respect to Indebtedness consisting of any Hedge Agreements, other than with proceeds due to a termination event or equivalent event pursuant to the terms of the event giving rise to such prepaymentHedge Agreements), prior to the stated maturity thereof; or
Appears in 4 contracts
Samples: Credit Agreement (HCA Healthcare, Inc.), Joinder Agreement (HCA Healthcare, Inc.), Joinder Agreement (HCA Healthcare, Inc.)
Default Under Other Agreements. (ia) The Borrower Holdings or any of its Subsidiaries shall (i) default in the any payment when due, whether at stated maturity or otherwise, of any amount pursuant with respect to any Indebtedness (other than Indebtedness owed to the Lenders under the Loan DocumentsObligations) in excess of $50,000,000 in the aggregate beyond the period of grace grace, if any, provided in the instrument or agreement under which such Indebtedness was created, created or (ii) a default shall occur in the observance or performance or observance of any agreement under or condition relating to any such Indebtedness 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, or to permit the holder or holders of such Indebtedness (or a trustee or agent on behalf of such holder or holders) to cause (determined without regard to whether any notice of acceleration or similar notice is required), any such Indebtedness to become due or be repaid prior to its stated maturity maturity; or (iiib) any such Indebtedness (other than the Obligations) of the Borrower Holdings or any of its Subsidiaries shall be declared to be (or shall become) due and payable, or shall be required to be prepaid (other than such Indebtedness that is required to be prepaid upon a “Change of Control” under a Public Note Document that would not cause a Change of Control hereunder) other than by a regularly scheduled required prepayment (other than with proceeds of the event giving rise to such prepayment), prior to the stated maturity thereof; provided that it shall not constitute an Event of Default pursuant to clause (a) or (b) of this Section 10.04 unless the principal amount of any one issue of such Indebtedness, or the aggregate amount of all such Indebtedness referred to in clauses (a) and (b) above, equals or exceeds $25,000,000; or
Appears in 4 contracts
Samples: Credit Agreement (Dole Food Co Inc), Credit Agreement (Dole Food Company Inc), Credit Agreement (Dole Food Company Inc)
Default Under Other Agreements. (ia) The Parent Borrower or any of its Subsidiaries shall (i) default in the any payment when due, whether at stated maturity or otherwise, of any amount pursuant with respect to any Indebtedness (other than Indebtedness owed to the Lenders under the Loan DocumentsObligations) in excess of $50,000,000 individually or in the aggregate aggregate, for the Parent Borrower and its Subsidiaries, beyond the period of grace grace, if any, provided in the instrument or agreement under which such Indebtedness was created, created or (ii) a default shall occur in the observance or performance or observance of any agreement under or condition relating to any such Indebtedness 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, or to permit the holder or holders of such Indebtedness (or a trustee or agent on behalf of such holder or holders) to cause (determined without regard to whether any notice of acceleration acceleration, or similar any lapse of time prior to the effectiveness of any notice of acceleration, is required), any such Indebtedness to become due or be repaid prior to its stated maturity maturity; or (iiib) any such Indebtedness of the Parent Borrower or any of its Subsidiaries in excess of $50,000,000 shall be declared to be due and payable, payable other than in accordance with the terms of such Indebtedness or required to be prepaid (other than such Indebtedness that is required to be prepaid upon a “Change of Control” under a Public Note Document that would not cause a Change of Control hereunder) prepaid, other than by a regularly scheduled required prepayment or as a mandatory prepayment (other than with proceeds unless such required prepayment or mandatory prepayment results from a default thereunder or an event of the event giving rise to such prepaymenttype that constitutes an Event of Default), prior to the stated maturity thereof; or
Appears in 4 contracts
Samples: Credit Agreement (Endurance Specialty Holdings LTD), Credit Agreement (Arch Capital Group Ltd.), Credit Agreement (Arch Capital Group Ltd.)
Default Under Other Agreements. (ia) The Borrower or any of its the Restricted Subsidiaries shall (i) default in the any payment when due, whether at stated maturity or otherwise, of any amount pursuant with respect to any Indebtedness (other than Indebtedness owed to the Lenders under the Loan DocumentsObligations) in excess of $50,000,000 20,000,000 in the aggregate aggregate, for the Borrower and such Subsidiaries, beyond the period of grace grace, if any, provided in the instrument or agreement under which such Indebtedness was created, created or (ii) a default shall occur in the observance or performance or observance of any agreement under or condition relating to any such Indebtedness or contained in any instrument or agreement evidencing, securing or relating thereto, or (except in the case of Indebtedness consisting of any Hedge Agreement) any other event shall occur or condition exist, the effect of which default or other event or condition is to cause, or to permit the holder or holders of such Indebtedness (or a trustee or agent on behalf of such holder or holders) to cause (determined without regard to whether any notice of acceleration or similar notice is required)cause, any such Indebtedness to become due or be repaid prior to its stated maturity maturity; or (iiib) without limiting the provisions of clause (a) above, any such Indebtedness (other than Indebtedness consisting of the Borrower or any of its Subsidiaries Hedge Agreement) shall be declared to be due and payable, or required to be prepaid (other than such Indebtedness that is required to be prepaid upon a “Change of Control” under a Public Note Document that would not cause a Change of Control hereunder) other than by a regularly scheduled required prepayment (other than with proceeds of the event giving rise to such or as a mandatory prepayment), prior to the stated maturity thereof; or
Appears in 4 contracts
Samples: Credit Agreement (Corning Consumer Products Co), Credit Agreement (KCLC Acquisition Corp), Credit Agreement (Kindercare Learning Centers Inc /De)
Default Under Other Agreements. (i) The Parent Borrower or any of its the Restricted Subsidiaries shall (i) default in the any payment when due, whether at stated maturity or otherwise, of any amount pursuant with respect to any Indebtedness (other than Indebtedness owed to the Lenders under the Loan DocumentsObligations) in excess of $50,000,000 150,000,000 in the aggregate aggregate, for the Parent Borrower and such Restricted Subsidiaries, beyond the period of grace grace, if any, provided in the instrument or agreement under which such Indebtedness was created, created or (ii) a default shall occur in the observance or performance or observance of any agreement under or condition relating to any such Indebtedness or contained in any instrument or agreement evidencing, securing or relating thereto, or any other event shall occur or condition existexist (other than, with respect to Indebtedness consisting of any Hedge Agreements, termination events or equivalent events pursuant to the terms of such Hedge Agreements), the effect of which default or other event or condition is to cause, or to permit the holder or holders of such Indebtedness (or a trustee or agent on behalf of such holder or holders) to cause (determined without regard to whether any notice of acceleration or similar notice is required)cause, any such Indebtedness to become due or be repaid prior to its stated maturity maturity; or (iiib) without limiting the provisions of clause (a) above, any such Indebtedness of the Borrower or any of its Subsidiaries shall be declared to be due and payable, or required to be prepaid (other than such Indebtedness that is required to be prepaid upon a “Change of Control” under a Public Note Document that would not cause a Change of Control hereunder) other than by a regularly scheduled required prepayment or as a mandatory prepayment (and, with respect to Indebtedness consisting of any Hedge Agreements, other than with proceeds due to a termination event or equivalent event pursuant to the terms of the event giving rise to such prepaymentHedge Agreements), prior to the stated maturity thereof; or
Appears in 3 contracts
Samples: Restatement Agreement (HCA Healthcare, Inc.), Credit Agreement (HCA Holdings, Inc.), Credit Agreement (HCA Holdings, Inc.)
Default Under Other Agreements. (i) The Borrower Failure of any Loan Party or any of its their respective Subsidiaries shall default to pay when due any principal of or interest on or any other amount, including any payment in the payment when duesettlement, whether at stated maturity payable in respect of one or otherwise, more items of any amount pursuant to any Indebtedness (other than Indebtedness owed referred to the Lenders under the Loan Documentsin Section 8.01(a)) in excess an individual principal amount (or Net Xxxx-to-Market Exposure) of $50,000,000 25,000,000 or more or with an aggregate principal amount (or Net Xxxx-to-Market Exposure) of $25,000,000 or more, in the aggregate each case beyond the period of grace period, if any, provided in the instrument or agreement under which such Indebtedness was created, therefor; or (ii) a breach or default shall occur by any Loan Party with respect to any other material term of (1) one or more items of Indebtedness in the performance individual or observance aggregate principal amounts (or Net Xxxx-to-Market Exposure) referred to in clause (i) above or (2) any loan agreement, mortgage, indenture or other agreement relating to such item(s) of any agreement under any such Indebtedness or contained Indebtedness, in any instrument or agreement evidencingeach case beyond the grace period, securing or relating theretoif any, or any other event shall occur or condition existprovided therefor, if the effect of which such breach or default or other event or condition is to cause, or to permit the holder or holders of such that Indebtedness (or a trustee or agent on behalf of such holder or holders) to cause (determined without regard to whether any notice of acceleration or similar notice is required), any such to cause, that Indebtedness to become due or be repaid declared due and payable (or redeemable) prior to its stated maturity or the stated maturity of any underlying obligation, as the case may be; provided, that clause (iiiii) any such of this Section 8.01(b) shall not apply to secured Indebtedness that becomes due as a result of the Borrower voluntary disposition of the property or any of its Subsidiaries shall be declared to be due assets securing such Indebtedness, if such disposition is permitted hereunder and payable, or required to be prepaid (other than such Indebtedness that becomes due is required to be prepaid paid upon a “Change of Control” under a Public Note Document that would not cause a Change of Control hereunder) other than by a regularly scheduled required prepayment (other than with proceeds of the event giving rise to such prepayment), prior to the stated maturity thereofdisposition; or
Appears in 3 contracts
Samples: Credit and Guaranty Agreement (Fmsa Holdings Inc), Credit and Guaranty Agreement (Fmsa Holdings Inc), Credit and Guaranty Agreement (Fmsa Holdings Inc)
Default Under Other Agreements. (i) The Holdings or the Borrower or any of its Subsidiaries shall (x) default in the any payment when due, whether at stated maturity or otherwise, of any amount pursuant to any Indebtedness (other than Indebtedness owed to the Lenders under the Loan DocumentsObligations) in excess of $50,000,000 in the aggregate beyond the period of grace grace, if any, provided in the an instrument or agreement under which such Indebtedness was created, created or (iiy) a default shall occur in the observance or performance or observance of any agreement under or condition relating to any such Indebtedness (other than the Obligations) 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, or to permit the holder or holders of such Indebtedness (or a trustee or agent on behalf of such holder or holders) to cause (determined without regard to whether any notice of acceleration or similar notice is required), any such Indebtedness to become due or be repaid prior to its stated maturity maturity, or (iiiii) any such Indebtedness (other than the Obligations) of Holdings or the Borrower or any of its Subsidiaries shall be declared to be (or shall become) due and payable, or required to be prepaid (other than such Indebtedness that is required to be prepaid upon a “Change of Control” under a Public Note Document that would not cause a Change of Control hereunder) other than by a regularly scheduled required prepayment (other than with proceeds of the event giving rise to such prepayment), prior to the stated maturity thereof, provided that (A) it shall not be a Default or an Event of Default under this Section 11.04 unless the aggregate principal amount of all Indebtedness as described in preceding clauses (i) and (ii) is at least equal to the Threshold Amount and (B) the preceding clause (ii) shall not apply to Indebtedness that becomes due as a result of a voluntary sale or transfer of the property or assets securing such Indebtedness, if such sale or transfer is otherwise permitted hereunder and such Indebtedness is promptly paid; or
Appears in 3 contracts
Samples: Term Loan Credit Agreement, Term Loan Credit Agreement (OCI Partners LP), Term Loan Credit Agreement (OCI Partners LP)
Default Under Other Agreements. (ia) The Any of Holdings, the Borrower or any of its the Restricted Subsidiaries shall (i) default in the any payment when due, whether at stated maturity or otherwise, of any amount pursuant with respect to any Indebtedness (other than Indebtedness owed to the Lenders under the Loan DocumentsObligations) in excess of $50,000,000 20,000,000 in the aggregate aggregate, for Holdings, the Borrower and such Subsidiaries, beyond the period of grace grace, if any, provided in the instrument or agreement under which such Indebtedness was created, created or (ii) a default shall occur in the observance or performance or observance of any agreement under or condition relating to any such Indebtedness 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, or to permit the holder or holders of such Indebtedness (or a trustee or agent on behalf of such holder or holders) to cause (determined without regard to whether any notice of acceleration or similar notice is required)cause, any such Indebtedness to become due (or be repaid prior to its stated maturity or (iii) any such Indebtedness of cause Holdings, the Borrower or any of its Restricted Subsidiaries to purchase any such Indebtedness) prior to its stated maturity; or (b) without limiting the provisions of clause (a) above, any such Indebtedness shall be declared to be due and payable, or required to be prepaid (other than such Indebtedness that is required to be prepaid upon a “Change of Control” under a Public Note Document that would not cause a Change of Control hereunder) other than by a regularly scheduled required prepayment (other than with proceeds of the event giving rise to such or as a mandatory prepayment), prior to the stated maturity thereofthereof or (c) the Forward Purchase Contract is terminated prior to the settlement date or one or more conditions precedent to the purchase of the Initial PIK Convertible Notes by Sealy Holding LLC pursuant to the Forward Purchase Contract has not been satisfied or becomes impossible to satisfy and such condition or conditions has not been waived by Sealy Holding LLC; or
Appears in 3 contracts
Samples: Credit Agreement (Sealy Corp), Credit Agreement (Sealy Corp), Credit Agreement (Sealy Corp)
Default Under Other Agreements. (a) The Company or any Subsidiary shall (i) The Borrower or any of its Subsidiaries shall default in the any payment when due, whether at stated maturity or otherwise, of any amount pursuant with respect to any Indebtedness for borrowed money (other than this Note) which Indebtedness owed to the Lenders under the Loan Documents) has an outstanding principal amount in excess of $50,000,000 250,000 individually or $750,000 in the aggregate for all such Indebtedness, beyond the period of grace grace, if any, provided in the instrument or agreement under which such Indebtedness was created, created or (ii) a default shall occur in the observance or performance or observance of any agreement under agreement, covenant or condition relating to any such Indebtedness 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, or to permit the holder or holders of such Indebtedness (or a trustee or agent on behalf of such holder or holders) to cause (determined without regard to whether any notice of acceleration or similar notice is required)cause, any such Indebtedness to become due or be repaid prior to its stated maturity and such default or event shall continue beyond the period of grace, if any, provided in the instrument or agreement under which such Indebtedness was created (after giving effect to any consent or waiver obtained and then in effect thereunder) and such default shall continue for five days (or to such earlier date as the holder of any other Indebtedness shall declare the same due and payable by reason of such default; or (iiib) any such Indebtedness of the Borrower Company or any Subsidiary which has an outstanding principal amount in excess of the $250,000 individually or $750,000 in the aggregate for all such Indebtedness shall, in accordance with its Subsidiaries shall terms, be declared to be due and payable, or required to be prepaid (other than such Indebtedness that is required to be prepaid upon a “Change of Control” under a Public Note Document that would not cause a Change of Control hereunder) other than by a regularly scheduled or required prepayment (other than with proceeds of the event giving rise to such prepayment), payment prior to the stated maturity thereof; or
Appears in 3 contracts
Samples: Convertible Note Agreement (Zix Corp), Convertible Note (Zix Corp), Convertible Note (Zix Corp)
Default Under Other Agreements. (a) Any of the Loan Parties or any of the Restricted Subsidiaries shall (i) The Borrower or any of its Subsidiaries shall default in the any payment when due, whether at stated maturity or otherwise, of any amount pursuant with respect to any Indebtedness (other than Indebtedness owed to the Lenders under the Loan DocumentsObligations) in excess of $50,000,000 25,000,000 in the aggregate aggregate, for such Loan Parties and such Restricted Subsidiaries, beyond the period of grace grace, if any, provided in the instrument or agreement under which such Indebtedness was created, created or (ii) a default shall occur in the observance or performance or observance of any agreement under or condition relating to any such Indebtedness 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, or to permit the holder or holders of such Indebtedness (or a trustee or agent on behalf of such holder or holders) to cause (determined without regard to whether any notice of acceleration or similar notice is required)cause, any such Indebtedness to become due or be repaid prior to its stated maturity maturity; or (iiib) without limiting the provisions of clause (a) above, any such Indebtedness of the Borrower or any of its Subsidiaries shall be declared to be due and payable, or required to be prepaid (other than such Indebtedness that is required to be prepaid upon a “Change of Control” under a Public Note Document that would not cause a Change of Control hereunder) other than by a regularly scheduled required prepayment (or as a mandatory prepayment, other than with proceeds due to a termination event or equivalent event pursuant to the terms of the event giving rise to such prepaymentHedge Agreements), prior to the stated maturity thereof; or
Appears in 3 contracts
Samples: Abl Credit Agreement (Target Hospitality Corp.), Abl Credit Agreement (Target Hospitality Corp.), Abl Credit Agreement (Target Hospitality Corp.)
Default Under Other Agreements. (ia) The Borrower or any of its the Restricted Subsidiaries shall (i) default in the any payment when due, whether at stated maturity or otherwise, of any amount pursuant with respect to any Indebtedness (other than Indebtedness owed to the Lenders under the Loan DocumentsObligations) in excess of $50,000,000 in the aggregate aggregate, for the Borrower and such Restricted Subsidiaries, beyond the period of grace grace, if any, provided in the instrument or agreement under which such Indebtedness was created, created or (ii) a default shall occur in the observance or performance or observance of any agreement under or condition relating to any such Indebtedness or contained in any instrument or agreement evidencing, securing or relating thereto, or any other event shall occur or condition existexist (other than, with respect to Indebtedness consisting of any Hedge Agreements, termination events or equivalent events pursuant to the terms of such Hedge Agreements), the effect of which default or other event or condition is to cause, or to permit the holder or holders of such Indebtedness (or a trustee or agent on behalf of such holder or holders) to cause (determined without regard to whether any notice of acceleration or similar notice is required)cause, any such Indebtedness to become due or be repaid prior to its stated maturity maturity; or (iiib) without limiting the provisions of clause (a) above, any such Indebtedness of the Borrower or any of its Subsidiaries shall be declared to be due and payable, or required to be prepaid (other than such Indebtedness that is required to be prepaid upon a “Change of Control” under a Public Note Document that would not cause a Change of Control hereunder) other than by a regularly scheduled required prepayment or as a mandatory prepayment (and, with respect to Indebtedness consisting of any Hedge Agreements, other than with proceeds due to a termination event or equivalent event pursuant to the terms of the event giving rise to such prepaymentHedge Agreements), prior to the stated maturity thereof; or
Appears in 3 contracts
Samples: Credit Agreement (Panamsat Corp /New/), Credit Agreement (PanAmSat Holding CORP), Credit Agreement (PanAmSat Holding CORP)
Default Under Other Agreements. (ia) The Borrower or any of its Subsidiaries shall default in the any payment when due, whether at stated maturity or otherwise, of any amount pursuant with respect to any Indebtedness (other than Indebtedness owed to the Lenders under the Loan Documents) in excess of $50,000,000 in the aggregate beyond the period of grace grace, if any, provided in the instrument or agreement under which such Indebtedness was created, created or (ii) a default shall occur in the observance or performance or observance of any agreement under or condition relating to any such Indebtedness 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, or to permit the holder or holders of such Indebtedness (or a trustee or agent on behalf of such holder or holders) to cause (determined without regard to whether any notice or lapse of acceleration or similar notice time is required), any such Indebtedness to become due or be repaid prior to its stated maturity or maturity; (iiib) any such Indebtedness of the Borrower or any of its Subsidiaries shall be declared to be due and payable, or required to be prepaid (other than such Indebtedness that is required to be prepaid upon as a “Change of Control” under a Public Note Document that would not cause a Change of Control hereunder) other than by a regularly scheduled required prepayment (other than with proceeds of the event giving rise to such mandatory prepayment), prior to the stated maturity thereof; oror (c) without limiting the generality of the foregoing, the occurrence of an "Event of Default" (as defined therein) under the First Fidelity Term Loan Agreement;
Appears in 3 contracts
Samples: Credit Agreement (Hooper Holmes Inc), Credit Agreement (Hooper Holmes Inc), Revolving Credit and Term Loan Agreement (Hooper Holmes Inc)
Default Under Other Agreements. (i) The Borrower or any of its Subsidiaries shall default in the payment when due, whether at stated maturity or otherwise, of any amount pursuant to any Indebtedness (other than Indebtedness owed to the Lenders under the Loan Documents) in excess of $50,000,000 in the aggregate beyond the period of grace if any, provided in the instrument or agreement under which such Indebtedness was created, or (ii) a default shall occur in the performance or observance of any agreement under any such Indebtedness 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, or to permit the holder or holders of such Indebtedness (or a trustee or agent on behalf of such holder or holders) to cause (determined without regard to whether any notice of acceleration or similar notice is required), any such Indebtedness to become due or be repaid prior to its stated maturity or (iii) any such Indebtedness of the Borrower or any of its Subsidiaries shall be declared to be due and payable, or required to be prepaid (other than such Indebtedness that is required to be prepaid upon a “Change of Control” under a Public Note Document that would not cause a Change of Control hereunder) other than by a regularly scheduled required prepayment (other than with proceeds of the event giving rise to such prepayment), prior to the stated maturity thereof; or
Appears in 3 contracts
Samples: Credit Agreement (Huntsman CORP), Credit Agreement (Huntsman International LLC), Credit Agreement (Huntsman International LLC)
Default Under Other Agreements. (a) Any of the Loan Parties or any of the Restricted Subsidiaries shall (i) The Borrower or any of its Subsidiaries shall default in the any payment when due, whether at stated maturity or otherwise, of any amount pursuant with respect to any Indebtedness (other than Indebtedness owed to the Lenders under the Loan DocumentsObligations) in excess of $50,000,000 120,000,000 in the aggregate aggregate, for such Loan Parties and such Restricted Subsidiaries, beyond the period of grace grace, if any, provided in the instrument or agreement under which such Indebtedness was created, created or (ii) a default shall occur in the observance or performance or observance of any agreement under or condition relating to any such Indebtedness 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, or to permit the holder or holders of such Indebtedness (or a trustee or agent on behalf of such holder or holders) to cause (determined without regard to whether any notice of acceleration or similar notice is required)cause, any such Indebtedness to become due or be repaid prior to its stated maturity maturity; or (iiib) without limiting the provisions of clause (a) above, any such Indebtedness of the Borrower or any of its Subsidiaries shall be declared to be due and payable, or required to be prepaid (other than such Indebtedness that is required to be prepaid upon a “Change of Control” under a Public Note Document that would not cause a Change of Control hereunder) other than by a regularly scheduled required prepayment (or as a mandatory prepayment, other than with proceeds due to a termination event or equivalent event pursuant to the terms of the event giving rise to such prepaymentHedge Agreements), prior to the stated maturity thereof; or
Appears in 3 contracts
Samples: Abl Credit Agreement (WillScot Mobile Mini Holdings Corp.), Abl Credit Agreement (WillScot Mobile Mini Holdings Corp.), Abl Credit Agreement (WillScot Mobile Mini Holdings Corp.)
Default Under Other Agreements. (a) Any of Holdings, the Company or any of the Restricted Subsidiaries shall (i) The Borrower or any of its Subsidiaries shall default in the any payment when due, whether at stated maturity or otherwise, of any amount pursuant with respect to any Indebtedness (other than Indebtedness owed to the Lenders under the Loan DocumentsObligations) in excess of $50,000,000 35,000,000 in the aggregate aggregate, for Holdings, the Company and such Restricted Subsidiaries, beyond the period of grace grace, if any, provided in the instrument or agreement under which such Indebtedness was created, created or (ii) a default shall occur in the observance or performance or observance of any agreement under or condition relating to any such Indebtedness or contained in any instrument or agreement evidencing, securing or relating thereto, or any other event shall occur or condition existexist (other than, with respect to Indebtedness consisting of any Hedge Agreements, termination events or equivalent events pursuant to the terms of such Hedge Agreements), the effect of which default or other event or condition is to cause, or to permit the holder or holders of such Indebtedness (or a trustee or agent on behalf of such holder or holders) to cause (determined without regard to whether any notice of acceleration or similar notice is required)cause, any such Indebtedness to become due or be repaid prior to its stated maturity maturity; or (iiib) without limiting the provisions of clause (a) above, any such Indebtedness of the Borrower or any of its Subsidiaries shall be declared to be due and payable, or required to be prepaid (other than such Indebtedness that is required to be prepaid upon a “Change of Control” under a Public Note Document that would not cause a Change of Control hereunder) other than by a regularly scheduled required prepayment or as a mandatory prepayment (and, with respect to Indebtedness consisting of any Hedge Agreements, other than with proceeds due to a termination event or equivalent event pursuant to the terms of the event giving rise to such prepaymentHedge Agreements), prior to the stated maturity thereof; or
Appears in 2 contracts
Samples: Credit Agreement (Avago Technologies LTD), Credit Agreement (Avago Technologies Manufacturing (Singapore) Pte. Ltd.)
Default Under Other Agreements. (ia) The Borrower or any of its Subsidiaries shall (i) default in the any payment when due, whether at stated maturity or otherwise, of any amount pursuant with respect to any Indebtedness (other than Indebtedness owed to the Lenders under the Loan DocumentsObligations) in excess of $50,000,000 in the aggregate beyond the period of grace grace, if any, provided in the instrument or agreement under which such Indebtedness was created, created or (ii) a default shall occur in the observance or performance or observance of any agreement under or condition relating to any such Indebtedness 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, or to permit the holder or holders of such Indebtedness (or a trustee or agent on behalf of such holder or holders) to cause (determined without regard to whether any notice of acceleration or similar notice is required), any such Indebtedness to become due or be repaid prior to its stated maturity maturity; or (iiib) any such Indebtedness (other than the Obligations) of the Borrower or any of its Subsidiaries shall be declared to be due and payable, or shall be required to be prepaid (other than such Indebtedness that is required to be prepaid upon a “Change of Control” under a Public Note Document that would not cause a Change of Control hereunder) other than by a regularly scheduled required prepayment or as a mandatory prepayment (other than with proceeds unless such required prepayment or mandatory prepayment results from a default thereunder or an event of the event giving rise to such prepaymenttype that constitutes an Event of Default), prior to the stated maturity thereof; provided, that it shall not constitute an Event of Default pursuant to clause
(a) or (b) of this Section 9.04 unless the principal amount of any one issue of such Indebtedness, or the aggregate amount of all such Indebtedness referred to in clauses (a) and (b) above, exceeds $1,500,000 at any one time; or
Appears in 2 contracts
Samples: Credit Agreement (Therma Wave Inc), Credit Agreement (Therma Wave Inc)
Default Under Other Agreements. (a) the Company, any subsidiary of the Company, or any Guarantor shall (i) The Borrower or any of its Subsidiaries shall default in the any payment when due, whether at stated maturity or otherwise, of any amount pursuant with respect to any Indebtedness for borrowed money (other than this Note) which Indebtedness owed to the Lenders under the Loan Documents) has an outstanding principal amount in excess of $50,000,000 100,000 individually or $200,000 in the aggregate for the Company, its subsidiaries and the Guarantors, taken as a whole, beyond the period of grace grace, if any, provided in the instrument or agreement under which such Indebtedness was created, created or (ii) a default shall occur in the observance or performance or observance of any agreement under agreement, covenant or condition relating to any such Indebtedness 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, or to permit the holder or holders of such Indebtedness (or a trustee or agent on behalf of such holder or holders) to cause (determined without regard to whether any notice of acceleration or similar notice is required)cause, any such Indebtedness to become due or be repaid prior to its stated maturity and such default or event shall continue beyond the period of grace, if any, provided in the instrument or agreement under which such Indebtedness was created (after giving effect to any consent or waiver obtained and then in effect thereunder); or (iiib) any such Indebtedness of the Borrower or Company, any of its Subsidiaries shall subsidiaries or the Guarantors which has an outstanding principal amount in excess of $100,000 individually or $200,000 in the aggregate shall, in accordance with its terms, be declared to be due and payable, or required to be prepaid (other than such Indebtedness that is required to be prepaid upon a “Change of Control” under a Public Note Document that would not cause a Change of Control hereunder) other than by a regularly scheduled or required prepayment (other than with proceeds of the event giving rise to such prepayment), payment prior to the stated maturity thereof; or;
Appears in 2 contracts
Samples: 12% Secured Convertible Note (Transmedia Asia Pacific Inc), 12% Secured Convertible Note (Transmedia Asia Pacific Inc)
Default Under Other Agreements. (ia) The Holdings, the Borrower or any of its the Restricted Subsidiaries shall (i) default in the any payment when due, whether at stated maturity or otherwise, of any amount pursuant with respect to any Indebtedness (other than any Indebtedness owed to the Lenders under the Loan Documentsdescribed in Section 11.1) in excess of $50,000,000 in the aggregate 20,000,000, beyond the period of grace grace, if any, provided in the instrument or agreement under which such Indebtedness was created, created or (ii) a default shall occur in the observance or performance or observance of any agreement under or condition relating to any such Indebtedness or contained in any instrument or agreement evidencing, securing or relating thereto, or any other event shall occur or condition existexist (other than, with respect to Indebtedness consisting of any Hedging Agreements, termination events or equivalent events pursuant to the terms of such Hedging Agreements), the effect of which default or other event or condition is to cause, or to permit the holder or holders of such Indebtedness (or a trustee or agent on behalf of such holder or holders) to cause (determined without regard to whether any notice of acceleration or similar notice is required)cause, any such Indebtedness to become due or be repaid prior to its stated maturity maturity; or (iiib) without limiting the provisions of clause (a) above, any such Indebtedness of the Borrower or any of its Subsidiaries shall be declared to be due and payable, or required to be prepaid (other than such Indebtedness that is required to be prepaid upon a “Change of Control” under a Public Note Document that would not cause a Change of Control hereunder) other than by a regularly scheduled required prepayment or as a mandatory prepayment (and, with respect to Indebtedness consisting of any Hedging Agreements, other than with proceeds due to a termination event or equivalent event pursuant to the terms of the event giving rise to such prepaymentHedging Agreements), prior to the stated maturity thereof; or
Appears in 2 contracts
Samples: Revolving Credit Agreement (Goodman Global Group, Inc.), Revolving Credit Agreement (Goodman Sales CO)
Default Under Other Agreements. (ia) The Borrower or any of its the Restricted Subsidiaries shall (i) default in the any payment when due, whether at stated maturity or otherwise, of any amount pursuant with respect to any Indebtedness (other than Indebtedness owed to the Lenders under the Loan DocumentsObligations) in excess of $50,000,000 25,000,000 in the aggregate aggregate, for the Borrower and such Restricted Subsidiaries, beyond the period of grace grace, if any, provided in the instrument or agreement under which such Indebtedness was created, created or (ii) a default shall occur in the observance or performance or observance of any agreement under or condition relating to any such Indebtedness or contained in any instrument or agreement evidencing, securing or relating thereto, or any other event shall occur or condition existexist (other than, with respect to Indebtedness consisting of any Hedge Agreements, termination events or equivalent events pursuant to the terms of such Hedge Agreements), the effect of which default or other event or condition is to cause, or to permit the holder or holders of such Indebtedness (or a trustee or agent on behalf of such holder or holders) to cause (determined without regard to whether any notice of acceleration or similar notice is required)cause, any such Indebtedness to become due or be repaid prior to its stated maturity maturity; or (iiib) without limiting the provisions of clause (a) above, any such Indebtedness of the Borrower or any of its Subsidiaries shall be declared to be due and payable, or required to be prepaid (other than such Indebtedness that is required to be prepaid upon a “Change of Control” under a Public Note Document that would not cause a Change of Control hereunder) other than by a regularly scheduled required prepayment or as a mandatory prepayment (and, with respect to Indebtedness consisting of any Hedge Agreements, other than with proceeds due to a termination event or equivalent event pursuant to the terms of the event giving rise to such prepaymentHedge Agreements), prior to the stated maturity thereof; or
Appears in 2 contracts
Samples: Credit Agreement (Serena Software Inc), Credit Agreement (Serena Software Inc)
Default Under Other Agreements. (ia) The Holdings, the Borrower or any of its the Restricted Subsidiaries shall (i) default in the any payment when due, whether at stated maturity or otherwise, of any amount pursuant with respect to any Indebtedness (other than any Indebtedness owed to the Lenders under the Loan Documentsdescribed in Section 10.1) in excess of $50,000,000 in the aggregate 20,000,000, beyond the period of grace grace, if any, provided in the instrument or agreement under which such Indebtedness was created, created or (ii) a default shall occur in the observance or performance or observance of any agreement under or condition relating to any such Indebtedness or contained in any instrument or agreement evidencing, securing or relating thereto, or any other event shall occur or condition existexist (other than, with respect to Indebtedness consisting of any Hedging Agreements, termination events or equivalent events pursuant to the terms of such Hedging Agreements), the effect of which default or other event or condition is to cause, or to permit the holder or holders of such Indebtedness (or a trustee or agent on behalf of such holder or holders) to cause (determined without regard to whether any notice of acceleration or similar notice is required)cause, any such Indebtedness to become due or be repaid prior to its stated maturity maturity; or (iiib) without limiting the provisions of clause (a) above, any such Indebtedness of the Borrower or any of its Subsidiaries shall be declared to be due and payable, or required to be prepaid (other than such Indebtedness that is required to be prepaid upon a “Change of Control” under a Public Note Document that would not cause a Change of Control hereunder) other than by a regularly scheduled required prepayment or as a mandatory prepayment (and, with respect to Indebtedness consisting of any Hedging Agreements, other than with proceeds due to a termination event or equivalent event pursuant to the terms of the event giving rise to such prepaymentHedging Agreements), prior to the stated maturity thereof; or
Appears in 2 contracts
Samples: Term Loan Credit Agreement (Goodman Global Group, Inc.), Term Loan Credit Agreement (Goodman Sales CO)
Default Under Other Agreements. (ia) The Borrower or any of its the Restricted Subsidiaries shall (i) default in the any payment when due, whether at stated maturity or otherwise, of any amount pursuant with respect to any Indebtedness (other than Indebtedness owed to the Lenders under the Loan DocumentsObligations) in excess of $50,000,000 15,000,000 in the aggregate aggregate, for the Borrower and such Subsidiaries, beyond the period of grace grace, if any, provided in the instrument or agreement under which such Indebtedness was created, created or (ii) a default shall occur in the observance or performance or observance of any agreement under or condition relating to any such Indebtedness or contained in any instrument or agreement evidencing, securing or relating thereto, or any other event shall occur or condition existexist (other than, with respect to Indebtedness consisting of any Hedge Agreements, termination events or equivalent events pursuant to the terms of such Hedge Agreements), the effect of which default or other event or condition is to cause, or to permit the holder or holders of such Indebtedness (or a trustee or agent on behalf of such holder or holders) to cause (determined without regard to whether any notice of acceleration or similar notice is required)cause, any such Indebtedness to become due or be repaid prior to its stated maturity maturity; or (iiib) without limiting the provisions of clause (a) above, any such Indebtedness of the Borrower or any of its Subsidiaries shall be declared to be due and payable, or required to be prepaid (other than such Indebtedness that is required to be prepaid upon a “Change of Control” under a Public Note Document that would not cause a Change of Control hereunder) other than by a regularly scheduled required prepayment or as a mandatory prepayment (and, with respect to Indebtedness consisting of any Hedge Agreements, other than with proceeds due to a termination event or equivalent event pursuant to the terms of the event giving rise to such prepaymentHedge Agreements), prior to the stated maturity thereof; or
Appears in 2 contracts
Samples: Credit Agreement (Accellent Inc), Credit Agreement (Accellent Corp.)
Default Under Other Agreements. (i) The Borrower or any of its the Restricted Subsidiaries shall (i) default in the any payment when due, whether at stated maturity or otherwise, of any amount pursuant with respect to any Indebtedness (other than Indebtedness owed pursuant to the Lenders under the Loan DocumentsSection 11.1) in excess of $50,000,000 20,000,000 in the aggregate for the Borrower and such Subsidiaries, beyond the period of grace grace, if any, provided in the instrument or agreement under which such Indebtedness was created, created or (ii) a default shall occur in the observance or performance or observance of any agreement under or condition relating to any such Indebtedness or contained in any instrument or agreement evidencing, securing or relating thereto, or any other event shall occur or condition existexist (other than, with respect to Indebtedness consisting of any Hedging Agreements, termination events or equivalent events pursuant to the terms of such Hedging Agreements), the effect of which default or other event or condition is to cause, or to permit the holder or holders of such Indebtedness (or a trustee or agent on behalf of such holder or holders) to cause (determined without regard to whether any notice of acceleration or similar notice is required)cause, any such Indebtedness to become due or be repaid prior to its stated maturity maturity; or (iiib) without limiting the provisions of clause (a) above, any such Indebtedness of the Borrower or any of its Subsidiaries shall be declared to be due and payable, or required to be prepaid (other than such Indebtedness that is required to be prepaid upon a “Change of Control” under a Public Note Document that would not cause a Change of Control hereunder) other than by a regularly scheduled required prepayment or as a mandatory prepayment (and, with respect to Indebtedness consisting of any Hedging Agreements, other than with proceeds due to a termination event or equivalent event pursuant to the terms of the event giving rise to such prepaymentHedging Agreements), prior to the stated maturity thereof; or
Appears in 2 contracts
Samples: Credit Agreement (LPL Investment Holdings Inc.), Credit Agreement (LPL Investment Holdings Inc.)
Default Under Other Agreements. (ia) The Borrower Parent or any of its Subsidiaries shall (i) default in the any payment when due, whether at stated maturity or otherwise, of any amount pursuant with respect to any Indebtedness (other than Indebtedness owed to the Lenders under the Loan DocumentsObligations) in excess of $50,000,000 in the aggregate beyond the period of grace grace, if any, provided in the instrument or agreement under which such Indebtedness was created, applicable thereto or (ii) a default shall occur in the observance or performance or observance of any agreement under or condition relating to any such Indebtedness 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, or to permit the holder or holders of such Indebtedness (or a trustee or agent on behalf of such holder or holders) to cause (determined without regard to whether any notice of acceleration or similar notice is required), any such Indebtedness to become due or be repaid prior to its stated maturity maturity; or (iiib) any such Indebtedness of the Borrower Parent or any of its Subsidiaries shall be declared to be due and payable, or required to be prepaid (other than such Indebtedness that is required to be prepaid upon a “Change of Control” under a Public Note Document that would not cause a Change of Control hereunder) other than by a regularly scheduled required prepayment (other than with proceeds of the event giving rise to such prepayment), prior to the stated maturity thereof, provided that it shall not constitute an Event of Default pursuant to this Section 10.04 unless the aggregate amount of all Indebtedness referred to in clauses (a) and (b) above exceeds $25,000,000 at any one time; or
Appears in 2 contracts
Samples: Credit Agreement (Noble Corp), Credit Agreement (Noble Corp)
Default Under Other Agreements. (ia) The Borrower Holdings or any of its Subsidiaries shall (i) default in the any payment when due, whether at stated maturity or otherwise, of any amount pursuant with respect to any Indebtedness (other than Indebtedness owed to the Lenders under the Loan DocumentsObligations) in excess of $50,000,000 in the aggregate beyond the period of grace grace, if any, provided in the instrument or agreement under which such Indebtedness was created, created or (ii) a default shall occur in the observance or performance or observance of any agreement under or condition relating to any such Indebtedness 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, or to permit the holder or holders of such Indebtedness (or a trustee or agent on behalf of such holder or holders) to cause (determined without regard to whether any notice of acceleration or similar notice is required), any such Indebtedness to become due or be repaid prior to its stated maturity maturity; or (iiib) any such Indebtedness (other than the Obligations) of the Borrower Holdings or any of its Subsidiaries shall be declared to be due and payable, or shall be required to be prepaid (other than such Indebtedness that is required to be prepaid upon a “Change of Control” under a Public Note Document that would not cause a Change of Control hereunder) other than by a regularly scheduled required prepayment or as a mandatory prepayment (other than with proceeds unless such required prepayment or mandatory prepayment results from a default thereunder or an event of the event giving rise to such prepaymenttype that constitutes an Event of Default), prior to the stated maturity thereof; provided, that it shall not constitute an Event of Default pursuant to clause (a) or (b) of this Section 9.04 unless the principal amount of any one issue of such Indebtedness, or the aggregate amount of all such Indebtedness referred to in clauses (a) and (b) above, exceeds $3,750,000 at any one time; or
Appears in 2 contracts
Samples: Credit Agreement (Nutraceutical International Corp), Credit Agreement (Nutraceutical International Corp)
Default Under Other Agreements. (ia) The Borrower or any of ------------------------------ its Subsidiaries shall (i) default in the any payment when due, whether at stated maturity or otherwise, of any amount Indebtedness pursuant to which the Borrower is obligated in any Indebtedness (other than Indebtedness owed to the Lenders under the Loan Documents) manner in an amount in excess of $50,000,000 in 250,000 (other than the aggregate Obligations) beyond the period of grace (not to exceed 30 days), if any, provided in the instrument or agreement under which such Indebtedness was created, created or (ii) a default shall occur in the observance or performance or observance of any agreement under or condition relating to any such Indebtedness (other than the Obligations) 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, or to permit the 42 48 holder or holders of such Indebtedness (or a trustee or agent on behalf of such holder or holders) to cause (determined without regard to whether any notice of acceleration or similar notice is required), any such Indebtedness to become due or be repaid prior to its stated maturity maturity; or (iiib) any such Indebtedness (other than the Obligations) of the Borrower or any Indebtedness of its Subsidiaries pursuant to which the Borrower is obligated in any manner shall be declared to be due and payable, or required to be prepaid (other than such Indebtedness that is required to be prepaid upon a “Change of Control” under a Public Note Document that would not cause a Change of Control hereunder) other than by a regularly scheduled required prepayment or as a mandatory prepayment (other than with proceeds unless such required prepayment or mandatory prepayment results from a default thereunder or an event of the event giving rise to such prepaymenttype that constitutes an Event of Default), prior to the stated maturity thereof; or
Appears in 2 contracts
Samples: Warehouse Credit Agreement (E Loan Inc), Warehouse Credit Agreement (E Loan Inc)
Default Under Other Agreements. (ia) The Parent Borrower or any of its Subsidiaries shall (i) default in the any payment when due, whether at stated maturity or otherwise, of any amount pursuant with respect to any Indebtedness (other than Indebtedness owed to the Lenders under the Loan DocumentsObligations) in excess of $50,000,000 10,000,000 individually or in the aggregate aggregate, for the Parent Borrower and its Subsidiaries, beyond the period of grace grace, if any, provided in the instrument or agreement under which such Indebtedness was created, created or (ii) a default shall occur in the observance or performance or observance of any agreement under or condition relating to any such Indebtedness 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, or to permit the holder or holders of such Indebtedness (or a trustee or agent on behalf of such holder or holders) to cause (determined without regard to whether any notice of acceleration acceleration, or similar any lapse of time prior to the effectiveness of any notice of acceleration, is required), any such Indebtedness to become due or be repaid prior to its stated maturity maturity; or (iiib) any such Indebtedness of the Parent Borrower or any of its Subsidiaries in excess of $10,000,000 shall be declared to be due and payable, payable other than in accordance with the terms of such Indebtedness or required to be prepaid (other than such Indebtedness that is required to be prepaid upon a “Change of Control” under a Public Note Document that would not cause a Change of Control hereunder) prepaid, other than by a regularly scheduled required prepayment or as a mandatory prepayment (other than with proceeds unless such required prepayment or mandatory prepayment results from a default thereunder or an event of the event giving rise to such prepaymenttype that constitutes an Event of Default), prior to the stated maturity thereof; or
Appears in 2 contracts
Samples: Credit Agreement (Endurance Specialty Holdings LTD), Term Loan Agreement (Endurance Specialty Holdings LTD)
Default Under Other Agreements. (i) The Any of Holdings, the US Borrower, the UK Borrower or any of its the Restricted Subsidiaries shall (i) default in the any payment when due, whether at stated maturity or otherwise, of any amount pursuant with respect to any Indebtedness (other than Indebtedness owed to the Lenders under the Loan DocumentsObligations) in excess of $50,000,000 30,000,000 in the aggregate aggregate, for Holdings, the US Borrower, the UK Borrower and such Subsidiaries, beyond the period of grace grace, if any, provided in the instrument or agreement under which such Indebtedness was created, created or (ii) a default shall occur in the observance or performance or observance of any agreement under or condition relating to any such Indebtedness or contained in any instrument or agreement evidencing, securing or relating thereto, or (except in the case of Indebtedness consisting of any Hedge Agreement) any other event shall occur or condition exist, the effect of which default or other event or condition is to cause, or to permit the holder or holders of such Indebtedness (or a trustee or agent on behalf of such holder or holders) to cause (determined without regard to whether any notice of acceleration or similar notice is required)cause, any such Indebtedness to become due or be repaid prior to its stated maturity maturity; or (iiib) without limiting the provisions of clause (a) above, any such Indebtedness (other than Indebtedness consisting of the Borrower or any of its Subsidiaries Hedge Agreement) shall be declared to be due and payable, or required to be prepaid (other than such Indebtedness that is required to be prepaid upon a “Change of Control” under a Public Note Document that would not cause a Change of Control hereunder) other than by a regularly scheduled required prepayment (other than with proceeds of the event giving rise to such or as a mandatory prepayment), prior to the stated maturity thereof; or
Appears in 2 contracts
Samples: Credit Agreement (Rockwood Specialties Group Inc), Credit Agreement (Rockwood Holdings, Inc.)
Default Under Other Agreements. (ia) The Borrower or any of its Subsidiaries shall (i) default in the any payment when due, whether at stated maturity or otherwise, of any amount Indebtedness pursuant to which the Borrower is obligated in any Indebtedness manner (other than Indebtedness owed to the Lenders under the Loan DocumentsObligations) in excess of $50,000,000 in the aggregate beyond the period of grace (not to exceed 30 days), if any, provided in the instrument or agreement under which such Indebtedness was created, created or (ii) a default shall occur in the observance or performance or observance of any agreement under or condition relating to any such Indebtedness (other than the Obligations) 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, or to permit the holder or holders of such Indebtedness (or a trustee or agent on behalf of such holder or holders) to cause (determined without regard to whether any notice of acceleration or similar notice is required), any such Indebtedness to become due or be repaid prior to its stated maturity maturity; or (iiib) any such Indebtedness (other than the Obligations) of the Borrower or any Indebtedness of its Subsidiaries pursuant to which the Borrower is obligated in any manner shall be declared to be due and payable, or required to be prepaid (other than such Indebtedness that is required to be prepaid upon a “Change of Control” under a Public Note Document that would not cause a Change of Control hereunder) other than by a regularly scheduled required prepayment or as a mandatory prepayment (other than with proceeds unless such required prepayment or mandatory prepayment results from a default thereunder or an event of the event giving rise to such prepaymenttype that constitutes an Event of Default), prior to the stated maturity thereof; or
Appears in 2 contracts
Samples: Warehouse Credit Agreement (Mortgage Com Inc), Warehouse Credit Agreement (Mortgage Com Inc)
Default Under Other Agreements. (ia) The Borrower Holdings or any of its Subsidiaries shall (i) default in the any payment when due, whether at stated maturity or otherwise, of any amount pursuant with respect to any Indebtedness (other than Indebtedness owed to the Lenders under the Loan DocumentsObligations) in excess of $50,000,000 in the aggregate beyond the period of grace grace, if any, provided in the instrument or agreement under which such Indebtedness was created, created or (ii) a default shall occur in the observance or performance or observance of any agreement under or condition relating to any such Indebtedness 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, or to permit the holder or holders of such Indebtedness (or a trustee or agent on behalf of such holder or holders) to cause (determined without regard to whether any notice of acceleration or similar notice is required), any such Indebtedness to become due or be repaid prior to its stated maturity maturity; or (iiib) any such Indebtedness (other than the Obligations) of the Borrower Holdings or any of its Subsidiaries shall be declared to be (or shall become) due and payable, or shall be required to be prepaid (other than such Indebtedness that is required to be prepaid upon a “Change of Control” under a Public Note Document that would not cause a Change of Control hereunder) other than by a regularly scheduled required prepayment (other than with proceeds of the event giving rise to such prepayment), prior to the stated maturity thereof; provided that it shall not constitute an Event of Default pursuant to clause (a) or (b) of this Section 11.04 unless the principal amount of any one issue of such Indebtedness, or the aggregate amount of all such Indebtedness referred to in clauses (a) and (b) above, equals or exceeds $25,000,000; or
Appears in 2 contracts
Samples: Credit Agreement (Dole Food Co Inc), Credit Agreement (Dole Food Company Inc)
Default Under Other Agreements. (a) RailAmerica or any of the Restricted Subsidiaries shall (i) The Borrower or any of its Subsidiaries shall default in the any payment when due, whether at stated maturity or otherwise, of any amount pursuant with respect to any Indebtedness (other than Indebtedness owed to the Lenders under the Loan DocumentsObligations) having a principal amount in excess of $50,000,000 10.0 million individually or in the aggregate for RailAmerica and such Subsidiaries, beyond the period of grace grace, if any, provided in the instrument or agreement under which such Indebtedness was created, created or (ii) a default shall occur in the observance or performance or observance of any agreement under or condition relating to any such Indebtedness 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, or to permit the holder or holders of such Indebtedness (or a trustee or agent on behalf of such holder or holders) to cause (determined without regard to whether any notice of acceleration or similar notice is required)cause, any such Indebtedness to become due (or be repaid to cause RailAmerica or any of its Restricted Subsidiaries to purchase any such Indebtedness) prior to its stated maturity maturity; or (iiib) without limiting the provisions of clause (a) above, any such Indebtedness of the Borrower or any of its Subsidiaries shall be declared to be due and payable, or required to be prepaid (other than such Indebtedness that is required to be prepaid upon a “Change of Control” under a Public Note Document that would not cause a Change of Control hereunder) other than by a regularly scheduled required prepayment (other than with proceeds of the event giving rise to such or as a mandatory prepayment), prior to the stated maturity thereof; or
Appears in 2 contracts
Samples: Credit Agreement (Railamerica Inc /De), Credit Agreement (Railamerica Inc /De)
Default Under Other Agreements. (ia) The Borrower Holdings or any of its Subsidiaries shall (i) default in the any payment when due, whether at stated maturity or otherwise, of any amount pursuant with respect to any Indebtedness (other than Indebtedness owed to the Lenders under the Loan DocumentsDocument Obligations) in excess of $50,000,000 in the aggregate beyond the period of grace grace, if any, provided in the instrument or agreement under which such Indebtedness was created, created or (ii) a default shall occur in the observance or performance or observance of any agreement under or condition relating to any such Indebtedness 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, or to permit the holder or holders of such Indebtedness (or a trustee or agent on behalf of such holder or holders) to cause (determined without regard to whether any notice of acceleration or similar notice is required), any such Indebtedness to become due or be repaid prior to its stated maturity maturity; or (iiib) any such Indebtedness (other than the Loan Document Obligations) of the Borrower Holdings or any of its Subsidiaries shall be declared to be due and payable, or shall be required to be prepaid (other than such Indebtedness that is required to be prepaid upon a “Change of Control” under a Public Note Document that would not cause a Change of Control hereunder) other than by a regularly scheduled required prepayment or as a mandatory prepayment (other than with proceeds unless such required prepayment or mandatory prepayment results from a default thereunder or an event of the event giving rise to such prepaymenttype that constitutes an Event of Default), prior to the stated maturity thereof; provided that it shall not constitute an Event of Default pursuant to clause (a) or (b) of this Section 8.04 unless the principal amount of any one issue of such Indebtedness, or the aggregate amount of all such Indebtedness referred to in clauses (a) and (b) above, exceeds $15,000,000 at any one time; or
Appears in 2 contracts
Samples: Credit Agreement (Compass Minerals International Inc), Credit Agreement (Compass Minerals International Inc)
Default Under Other Agreements. (ia) The Borrower or any of its Subsidiaries shall (i) default in the any payment when due, whether at stated maturity or otherwise, of any amount pursuant with respect to any Indebtedness (other than Indebtedness owed to the Lenders under the Loan DocumentsObligations) in excess of $50,000,000 in the aggregate beyond the period of grace grace, if any, provided in the instrument or agreement under which such Indebtedness was created, applicable thereto or (ii) a default shall occur in the observance or performance or observance of any agreement under or condition relating to any such Indebtedness 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, or to permit the holder or holders of such Indebtedness (or a trustee or agent on behalf of such holder or holders) to cause (determined without regard to whether any notice of acceleration or similar notice is required)cause, any such Indebtedness to become due or be repaid prior to its stated maturity or (iiib) any such Indebtedness of the Borrower or any of its Subsidiaries shall be declared to be due and payable, or required to be prepaid (other than such Indebtedness that is required to be prepaid upon a “Change of Control” under a Public Note Document that would not cause a Change of Control hereunder) other than by a regularly scheduled required prepayment (other than with proceeds of the event giving rise to such prepayment), prior to the stated maturity thereof, PROVIDED that it shall not constitute an Event of Default pursuant to this Section 9.04 unless the principal amount of any one issue of such Indebtedness exceeds $1,500,000 or the aggregate amount of all Indebtedness referred to in clauses (a) and (b) above exceeds $2,500,000 at any one time; or
Appears in 2 contracts
Samples: Credit Agreement (Geo Specialty Chemicals Inc), Credit Agreement (Geo Specialty Chemicals Inc)
Default Under Other Agreements. (i) The Any of Holdings, the Borrower or any of its the Restricted Subsidiaries shall (i) default in the any payment when due, whether at stated maturity or otherwise, of any amount pursuant with respect to any Indebtedness (other than Indebtedness owed to the Lenders under the Loan DocumentsObligations) in excess of $50,000,000 30,000,000 in the aggregate aggregate, for Holdings, the Borrower and such Subsidiaries, beyond the period of grace grace, if any, provided in the instrument or agreement under which such Indebtedness was created, created or (ii) a default shall occur in the observance or performance or observance of any agreement under or condition relating to any such Indebtedness or contained in any instrument or agreement evidencing, securing or relating thereto, or (except in the case of Indebtedness consisting of any Hedge Agreement) any other event shall occur or condition exist, the effect of which default or other event or condition is to cause, or to permit the holder or holders of such Indebtedness (or a trustee or agent on behalf of such holder or holders) to cause (determined without regard to whether any notice of acceleration or similar notice is required)cause, any such Indebtedness to become due or be repaid prior to its stated maturity maturity; or (iiib) without limiting the provisions of clause (a) above, any such Indebtedness (other than Indebtedness consisting of the Borrower or any of its Subsidiaries Hedge Agreement) shall be declared to be due and payable, or required to be prepaid (other than such Indebtedness that is required to be prepaid upon a “Change of Control” under a Public Note Document that would not cause a Change of Control hereunder) other than by a regularly scheduled required prepayment (other than with proceeds of the event giving rise to such or as a mandatory prepayment), prior to the stated maturity thereof; or
Appears in 2 contracts
Samples: Credit Agreement (Rockwood Holdings, Inc.), Credit Agreement (Rockwood Holdings, Inc.)
Default Under Other Agreements. (i) The Borrower or any of its Subsidiaries Any Group Member shall (x) default in the any payment when due, whether at stated maturity or otherwise, of any amount pursuant to any Indebtedness (other than Indebtedness owed to the Lenders under the Loan DocumentsSecured Obligations) in excess of $50,000,000 in the aggregate beyond the period of grace grace, if any, provided in the an instrument or agreement under which such Indebtedness was created, created or (iiy) a default shall occur in the observance or performance or observance of any agreement under or condition relating to any such Indebtedness (other than the Secured Obligations) 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, or to permit the holder or holders of such Indebtedness (or a trustee or agent on behalf of such holder or holders) to cause (determined without regard to whether any notice of acceleration is required other than, in any case, voluntary prepayments or similar notice is requiredterminations permitted under this Agreement), any such Indebtedness to become due or be repaid prior to its stated maturity (except with respect to secured Indebtedness to the extent the same become due as a result of sale or transfer of the property or assets securing such Indebtedness), or (iiiii) any such Indebtedness (other than the Secured Obligations) of the Borrower or any of its Subsidiaries Group Member shall be declared to be (or shall become) due and payable, or required to be prepaid (other than such Indebtedness that is required to be prepaid upon a “Change of Control” under a Public Note Document that would not cause a Change of Control hereunder) other than by a regularly scheduled required prepayment (or other than with proceeds of the event giving rise to such prepayment)prepayments permitted by this Agreement, prior to the stated maturity thereof, provided that it shall not be a Default or an Event of Default under this Section 11.01(d) unless the aggregate principal amount of all Indebtedness as described in preceding clauses (i) and (ii) is at least £15,000,000; or
Appears in 2 contracts
Samples: Amendment and Restatement Agreement (Toys R Us Inc), Syndicated Facility Agreement (Toys R Us Inc)
Default Under Other Agreements. (ia) The a default by Holdings, Borrower or any of its Restricted Subsidiaries shall default in the payment when due, whether at stated maturity or otherwise, of any amount pursuant to with respect any Indebtedness (other than the Obligations) any other event shall occur or condition exist if that default (i) is caused by a failure to pay principal of such Indebtedness owed to the Lenders under the Loan Documents) in excess of $50,000,000 in the aggregate beyond the at its final stated maturity within any applicable grace period of grace if any, provided in the instrument or agreement under which such Indebtedness was created, (a “Payment Default”); or (ii) a default shall occur in the performance or observance of any agreement under any such Indebtedness or contained in any instrument or agreement evidencing, securing or relating theretocauses, or any other event shall occur or condition existexist (other than, with respect to Indebtedness consisting of any Hedge Agreements, termination events or equivalent events pursuant to the effect of which default or other event or condition is to cause, or to permit the holder or holders terms of such Indebtedness (or a trustee or agent on behalf of such holder or holdersHedge Agreements) to cause (determined without regard to whether any notice of acceleration or similar notice is required), which causes any such Indebtedness to become due or be repaid prior to its stated maturity or (iii) maturity, and, in each case, the principal amount of any such Indebtedness, together with the principal amount of any such Indebtedness which there has been a Payment Default or the maturity of which has been so accelerated, aggregates $20,000,000 or more or (b) without limiting the Borrower or provisions of clause (a) above, any of its Subsidiaries such Indebtedness shall be declared to be due and payable, or required to be prepaid (other than such Indebtedness that is required to be prepaid upon a “Change of Control” under a Public Note Document that would not cause a Change of Control hereunder) other than by a regularly scheduled required prepayment or as a mandatory prepayment (and, with respect to Indebtedness consisting of any Hedge Agreements, other than with proceeds due to a termination event or equivalent event pursuant to the terms of the event giving rise to such prepaymentHedge Agreements), prior to the stated maturity thereof.; or
Appears in 1 contract
Default Under Other Agreements. (ia) The Borrower Holdings or any of its Subsidiaries shall (i) default in the any payment when due, whether at stated maturity or otherwise, of any amount pursuant with respect to any Indebtedness (other than Indebtedness owed to the Lenders under the Loan DocumentsObligations) in excess of $50,000,000 in the aggregate beyond the period of grace grace, if any, provided in the instrument or agreement under which such Indebtedness was created, created or (ii) a default shall occur in the observance or performance or observance of any agreement under or condition relating to any such Indebtedness 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, or to permit the holder or holders of such Indebtedness (or a trustee or agent on behalf of such holder or holders) to cause (determined without regard to whether any notice of acceleration or similar notice is required), any such Indebtedness to become due or be repaid prior to its stated maturity maturity; or (iiib) any such Indebtedness (other than the Obligations) of the Borrower Holdings or any of its Subsidiaries shall be declared to be due and payable, or shall be required to be prepaid (other than such Indebtedness that is required to be prepaid upon a “Change of Control” under a Public Note Document that would not cause a Change of Control hereunder) other than by a regularly scheduled required prepayment or as a mandatory prepayment (other than with proceeds unless such required prepayment or mandatory prepayment results from a default thereunder or an event of the event giving rise to such prepaymenttype that constitutes an Event of Default), prior to the stated maturity thereof; PROVIDED, that it shall not constitute an Event of Default pursuant to clause (a) or (b) of this Section 9.04 unless the principal amount of any one issue of such Indebtedness, or the aggregate amount of all such Indebtedness referred to in clauses (a) and (b) above, exceeds $7,500,000 at any one time; or
Appears in 1 contract
Default Under Other Agreements. (ia) The Borrower Holdings or any of its Subsidiaries shall (i) default in the any payment when due, whether at stated maturity or otherwise, of any amount pursuant with respect to any Indebtedness (other than Indebtedness owed to the Lenders under the Loan DocumentsObligations) in excess of $50,000,000 in the aggregate beyond the period of grace grace, if any, provided in the instrument or agreement under which such Indebtedness was created, created or (ii) a default shall occur in the observance or performance or observance of any agreement under or condition relating to any such Indebtedness 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, or to permit the holder or holders of such Indebtedness (or a trustee or agent on behalf of such holder or holders) to cause (determined without regard to whether any notice of acceleration or similar notice is required)cause, any such Indebtedness to become due or be repaid prior to its stated maturity or (iiib) any such Indebtedness (other than the Obligations) of the Borrower Holdings or any of its Subsidiaries shall be declared to be due and payable, or shall be required to be prepaid (other than such Indebtedness that is required to be prepaid upon a “Change of Control” under a Public Note Document that would not cause a Change of Control hereunder) other than by a regularly scheduled required prepayment or as a mandatory prepayment (other than with proceeds unless such required prepayment or mandatory prepayment results from a default thereunder or an event of the event giving rise to such prepaymenttype that constitutes an Event of Default), prior to the stated maturity thereof; provided that it shall not constitute an Event of Default pursuant to clause (a) or (b) of this Section 10.04 unless the principal amount of any one issue of such Indebtedness, or the aggregate amount of all such Indebtedness referred to in clauses (a) and (b) above, equals or exceeds $2,000,000 at any one time; or
Appears in 1 contract
Default Under Other Agreements. (ia) The Borrower or any of its the Restricted Subsidiaries shall (i) default in the any payment when due, whether at stated maturity or otherwise, of any amount pursuant with respect to any Indebtedness (other than Indebtedness owed to the Lenders Specified Obligations or obligations under the Loan DocumentsCommodity Hedging Agreements) in excess of $50,000,000 25,000,000 in the aggregate for the Borrower and such Subsidiaries, beyond the period of grace grace, if any, provided in the instrument or agreement under which such Indebtedness was created, created or (ii) a default shall occur in the observance or performance or observance of any agreement under or condition relating to any such Indebtedness or contained in any instrument or agreement evidencing, securing or relating thereto, or any other event shall occur or condition existexist (other than, with respect to Indebtedness consisting of any Hedging Agreements, termination events or equivalent events pursuant to the terms of such Hedging Agreements), the effect of which default or other event or condition is to cause, or to permit the holder or holders of such Indebtedness (or a trustee or agent on behalf of such holder or holders) to cause (determined without regard to whether any notice of acceleration or similar notice is required)cause, any such Indebtedness to become due or be repaid prior to its stated maturity maturity; or (iiib) without limiting the provisions of clause (a) above, any such Indebtedness of the Borrower or any of its Subsidiaries shall be declared to be due and payable, or required to be prepaid (other than such Indebtedness that is required to be prepaid upon a “Change of Control” under a Public Note Document that would not cause a Change of Control hereunder) other than by a regularly scheduled required prepayment or as a mandatory prepayment (and, with respect to Indebtedness consisting of any Hedging Agreements, other than with proceeds due to a termination event or equivalent event pursuant to the terms of the event giving rise to such prepaymentHedging Agreements), prior to the stated maturity thereof; or
Appears in 1 contract
Samples: Credit Agreement (Texas Genco Inc.)
Default Under Other Agreements. (i) The Borrower or any of its Subsidiaries Subsidiary shall default in the payment when due, whether at stated maturity or otherwise, of any amount pursuant fail to pay any Indebtedness (other than Indebtedness owed to the Lenders under the Loan Documentsobligations hereunder) in an amount in excess of $50,000,000 in the aggregate beyond the period of Threshold Amount when due (subject to any grace if any, provided in the instrument period) or agreement under which such Indebtedness was created, or (ii) a default shall occur in the performance under one or observance of any agreement under any such Indebtedness or contained in any instrument or agreement evidencingmore indentures, securing or relating thereto, or any other event shall occur or condition exist, the effect of which default agreements or other event or condition is to cause, or to permit the holder or holders of such Indebtedness (or a trustee or agent on behalf of such holder or holders) to cause (determined without regard to whether instruments under which any notice of acceleration or similar notice is required), any such Indebtedness to become due or be repaid prior to its stated maturity or (iii) any such Indebtedness of the Borrower or any Subsidiary in an aggregate principal amount in excess of the Threshold Amount may be issued or created and such failure to pay or default, in each case, shall continue for a period of time sufficient to permit the holder or beneficiary of such Indebtedness or a trustee therefor to cause the acceleration of the maturity of any such Indebtedness or any mandatory unscheduled prepayment, purchase or funding thereof; provided, that, this clause (d) shall not apply to any repurchase, prepayment, defeasance, redemption, conversion or settlement with respect to Permitted Convertible Indebtedness pursuant to its Subsidiaries shall be declared to be due and payableterms, or required to be prepaid (other than any event that permits such Indebtedness that is required to be prepaid upon repurchase, prepayment, defeasance, redemption, conversion or settlement, unless such repurchase, prepayment, defeasance, redemption, conversion or settlement, or such relevant event, results from a “Change of Control” under a Public Note Document that would not cause a Change of Control hereunder) other than by a regularly scheduled required prepayment (other than with proceeds default thereunder or an event of the event giving rise to such prepayment), prior to the stated maturity thereof; ortype that constitutes an Event of Default.
Appears in 1 contract
Default Under Other Agreements. The Parent, the Borrower or ------------------------------ any of the Borrower's Subsidiaries shall (i) The Borrower or any of its Subsidiaries shall default in the any payment when due, whether at stated maturity or otherwise, of any amount pursuant to any Indebtedness (other than the Indebtedness owed referred to the Lenders under the Loan Documentsin Section 11.01) in excess of $50,000,000 in the aggregate beyond the period of grace (not to exceed 30 days), if any, provided in the instrument or agreement under which such Indebtedness was created, or (ii) a default shall occur in the observance or performance or observance of any agreement under or condition relating to any such Indebtedness (other than the Indebtedness referred to in Section 11.01) 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, or to permit the holder or holders of such Indebtedness (or a trustee or agent on behalf of such holder or holders) to cause (determined without regard to whether any notice of acceleration or similar notice is required), any such Indebtedness to become due or be repaid prior to its stated maturity maturity, or (iii) any such Indebtedness (other than the Indebtedness referred to in Section 11.01) of the Parent, the Borrower or any of its the Borrower's Subsidiaries shall be declared to be due and payable, payable or required to be prepaid or redeemed (other than such Indebtedness that is required to be prepaid upon a “Change of Control” under a Public Note Document that would not cause a Change of Control hereunder) other than by a regularly scheduled required prepayment (other than with proceeds of the event giving rise or redemption) purchased or defeased, or an offer to prepay, redeem, purchase or defease such prepayment)Indebtedness shall be required to be made, in each case, prior to the stated maturity thereof; or;
Appears in 1 contract
Default Under Other Agreements. (a) The Company or any Subsidiary shall (i) The Borrower or any of its Subsidiaries shall default in the any payment when due, whether at stated maturity or otherwise, of any amount pursuant with respect to any Indebtedness for borrowed money (other than this Note) which Indebtedness owed to the Lenders under the Loan Documents) has an outstanding principal amount in excess of $50,000,000 75,000 individually or in the aggregate for all such Indebtedness, beyond the period of grace grace, if any, provided in the instrument or agreement under which such Indebtedness was created, created or (ii) a default shall occur in any material respect in the observance or performance or observance of any agreement under agreement, covenant or condition relating to any such Indebtedness 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, or to permit the holder or holders of such Indebtedness (or a trustee or agent on behalf of such holder or holders) to cause (determined without regard to whether any notice of acceleration or similar notice is required)cause, any such Indebtedness to become due or be repaid prior to its stated maturity and such default or event shall continue beyond the period of grace, if any, provided in the instrument or agreement under which such Indebtedness was created (after giving effect to any consent or waiver obtained and then in effect thereunder) and such default shall continue for five days (or to such earlier date as the holder of any other Indebtedness shall declare the same due and payable by reason of such default; or (iiib) any such Indebtedness of the Borrower Company or any Subsidiary which has an outstanding principal amount in excess of the $75,000 individually or in the aggregate for all such Indebtedness shall, in accordance with its Subsidiaries shall terms, be declared to be due and payable, or required to be prepaid (other than such Indebtedness that is required to be prepaid upon a “Change of Control” under a Public Note Document that would not cause a Change of Control hereunder) other than by a regularly scheduled or required prepayment (other than with proceeds of the event giving rise to such prepayment), payment prior to the stated maturity thereof; or
Appears in 1 contract
Samples: Senior Subordinated Secured Note (Direct Insite Corp)
Default Under Other Agreements. (a) Any Loan Party or any of the Restricted Subsidiaries shall (i) The Borrower or any of its Subsidiaries shall default in the any payment when due, whether at stated maturity or otherwise, of any amount pursuant with respect to any Indebtedness (other than Indebtedness owed to the Lenders under the Loan DocumentsObligations) in excess of $50,000,000 in the aggregate aggregate, for MRC Global and its Restricted Subsidiaries, beyond the period of grace grace, if any, provided in the instrument or agreement under which such Indebtedness was created, created or (ii) a default shall occur in the observance or performance or observance of any agreement under or condition relating to any such Indebtedness or contained in any instrument or agreement evidencing, securing or relating thereto, or any other event shall occur or condition existexist (other than, with respect to Indebtedness consisting of any Hedge Agreements, termination events or equivalent events pursuant to the terms of such Hedge Agreements), the effect of which default or other event or condition is to cause, or to permit the holder or holders of such Indebtedness (or a trustee or agent on behalf of such holder or holders) to cause (determined without regard to whether any notice of acceleration or similar notice is required)cause, any such Indebtedness to become due or be repaid prior to its stated maturity maturity; or (iiib) without limiting the provisions of clause (a) above, any such Indebtedness of the Borrower or any of its Subsidiaries shall be declared to be due and payable, or required to be prepaid (other than such Indebtedness that is required to be prepaid upon a “Change of Control” under a Public Note Document that would not cause a Change of Control hereunder) other than by a regularly scheduled required prepayment or as a mandatory prepayment (and, with respect to Indebtedness consisting of any Hedge Agreements, other than with proceeds due to a termination event or equivalent event pursuant to the terms of the event giving rise to such prepaymentHedge Agreements), prior to the stated maturity thereof; or
Appears in 1 contract
Samples: Loan, Security and Guarantee Agreement (MRC Global Inc.)
Default Under Other Agreements. (a) The Company, any Designated Subsidiary Account Party, any Regulated Insurance Company or any material subsidiary of Validus Re shall (i) The Borrower or any of its Subsidiaries shall default in the any payment when due, whether at stated maturity or otherwise, of any amount pursuant with respect to any Indebtedness (other than any Indebtedness owed to hereunder but including, after the Lenders execution and delivery thereof, Indebtedness under the Loan DocumentsThree-Year Unsecured Letter of Credit Facility) in excess of $50,000,000 individually or in the aggregate beyond aggregate, for the period of grace if any, provided in the instrument or agreement under which such Indebtedness was created, Company and its Subsidiaries or (ii) a default shall occur in the observance or performance or observance of any agreement under or condition relating to any such Indebtedness 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, or to permit the holder or holders of such Indebtedness (or a trustee or agent on behalf of such holder or holders) to cause (determined with or without regard to whether any notice the giving of acceleration notice, the lapse of time or similar notice is requiredboth), any such Indebtedness to become due or be repaid prior to its stated maturity maturity; (b) an "Event of Default", as defined under the Three-Year Unsecured Letter of Credit Facility, shall have occurred and be continuing; or (iiic) any such Indebtedness of one or more of the Borrower or any Persons listed in clause (a) above in excess of its Subsidiaries $50,000,000 shall be declared to be due and payable, payable or required to be prepaid (other than such Indebtedness that is required to be prepaid upon a “Change of Control” under a Public Note Document that would not cause a Change of Control hereunder) prepaid, other than by a regularly scheduled required prepayment or as a mandatory prepayment (other than with proceeds unless such required prepayment or mandatory prepayment results from a default thereunder or an event of the event giving rise to such prepaymenttype that constitutes an Event of Default), prior to the stated maturity thereof; or
Appears in 1 contract
Samples: Five Year Secured Letter of Credit Facility Agreement (Validus Holdings LTD)
Default Under Other Agreements. (ia) The Borrower Holdings or any of its Subsidiaries shall (i) default in the any payment when due, whether at stated maturity or otherwise, of any amount pursuant with respect to any Indebtedness (other than Indebtedness owed to the Lenders under the Loan DocumentsObligations) in excess of $50,000,000 in the aggregate beyond the period of grace grace, if any, provided in the instrument or agreement under which such Indebtedness was created, created or (ii) a default shall occur in the observance or performance or observance of any agreement under or condition relating to any such Indebtedness 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, or to permit the holder or holders of such Indebtedness (or a trustee or agent on behalf of such holder or holders) to cause (determined without regard to whether any notice of acceleration or similar notice is required), any such Indebtedness to become due or be repaid prior to its stated maturity maturity; or (iiib) any such Indebtedness (other than the Obligations) of the Borrower Holdings or any of its Subsidiaries shall be declared to be due and payable, or shall be required to be prepaid (other than such Indebtedness that is required to be prepaid upon a “Change of Control” under a Public Note Document that would not cause a Change of Control hereunder) other than by a regularly scheduled required prepayment or as a mandatory prepayment (other than with proceeds unless such required prepayment or mandatory prepayment results from a default thereunder or an event of the event giving rise to such prepaymenttype that constitutes an Event of Default), prior to the stated maturity thereof; provided, that it shall not constitute an Event of Default pursuant to clause (a) or (b) of this Section 9.04 unless the principal amount of any one issue of such Indebtedness, or the aggregate amount of all such Indebtedness referred to in clauses (a) and (b) above, exceeds $1,500,000 at any one time; or
Appears in 1 contract
Samples: Credit Agreement (Pine Holdings Inc)
Default Under Other Agreements. (ia) The Borrower or any of its Subsidiaries shall (i) default in the any payment when due, whether at stated maturity or otherwise, of any amount pursuant with respect to any Indebtedness (other than Indebtedness owed to the Lenders under Obligations, but including the Loan DocumentsTrust Preferred Notes) in excess of $50,000,000 2,500,000 individually or in the aggregate aggregate, for the Borrower and its Subsidiaries, beyond the period of grace grace, if any, provided in the instrument or agreement under which such Indebtedness was created, created or (ii) a default shall occur in the observance or performance or observance of any agreement under or condition relating to any such Indebtedness 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, or to permit the holder or holders of such Indebtedness (or a trustee or agent on behalf of such holder or holders) to cause (determined without regard to whether any notice of acceleration acceleration, or similar any lapse of time prior to the effectiveness of any notice of acceleration, is required), any such Indebtedness to become due or be repaid prior to its stated maturity maturity; or (iiib) any such Indebtedness of the Borrower or any of its Subsidiaries of the type referred to in clause (a) above shall be declared to be due and payable, or required to be prepaid (other than such Indebtedness that is required to be prepaid upon a “Change of Control” under a Public Note Document that would not cause a Change of Control hereunder) other than by a regularly scheduled required prepayment (other than with proceeds of the event giving rise to such prepayment), prior to the stated maturity thereof; or
Appears in 1 contract
Samples: Credit Agreement (Superior National Insurance Group Inc)
Default Under Other Agreements. Any of the Credit Parties shall (i) The Borrower or any of its Subsidiaries shall default in the any payment when due, whether at stated maturity or otherwise, of any amount pursuant to any Indebtedness (other than the Obligations (including, without limitation Indebtedness owed to the Lenders under the Loan Bridge Purchase Documents) in a principal amount in excess of $50,000,000 U.S.$2,000,000 (or its equivalent in any other currency), either individually or in the aggregate aggregate, when as the same shall become due and payable beyond the period of grace grace, if any, provided in the instrument or agreement under which such Indebtedness was created, or (ii) a default shall occur in the observance or performance or observance of any agreement agreement, covenant or condition relating to any Indebtedness other than the Obligations (including, without limitation Indebtedness under the Bridge Purchase Documents) in a principal amount in excess of U.S.$2,000,000 (or its equivalent in any such Indebtedness other currency), either individually or in the aggregate, 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 condition, in each case, is to cause, or to permit the holder or holders of such Indebtedness (or a trustee or agent on behalf of such holder or holders) to cause (determined without regard to whether any notice of acceleration or similar notice is required), any such Indebtedness to become due or be repaid prior to its stated maturity maturity; or (iii) any such Indebtedness of the Borrower or any of its Subsidiaries the Credit Parties shall be declared to be due and payable, or required to be prepaid (other than such Indebtedness that is required to be prepaid upon a “Change of Control” under a Public Note Document that would not cause a Change of Control hereunder) other than by a regularly scheduled required prepayment (other than with proceeds of the event giving rise to such prepayment), prior to the stated maturity thereof; or
Appears in 1 contract
Default Under Other Agreements. (i) The Borrower Parent (or after the Merger Event, the Borrower) or any of its Subsidiaries shall default in the any payment when due, whether at stated maturity or otherwise, of any amount pursuant to any Indebtedness (other than Indebtedness owed to the Lenders under the Loan DocumentsObligations) in excess of $50,000,000 in the aggregate beyond the period of grace grace, if any, provided in the instrument or agreement under which such Indebtedness was created, created or (ii) a Parent (or after the Merger Event, the Borrower) or any of its Subsidiaries shall default shall occur in the observance or performance or observance of any agreement under covenant relating to any such Indebtedness (other than the Obligations) 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, or to in the case of the Borrower and its Subsidiaries permit the holder or holders of such Indebtedness (or a trustee or agent on behalf of such holder or holders) to cause (determined without regard to whether any notice of acceleration or similar notice is required), any such Indebtedness to become due or be repaid prior to its stated maturity maturity, or (iii) any such Indebtedness (other than the Obligations) of the Borrower Holdings or any of its Subsidiaries shall be declared to be due and payable, or required to be prepaid (other than such Indebtedness that is required to be prepaid upon a “Change of Control” under a Public Note Document that would not cause a Change of Control hereunder) other than by a regularly scheduled required prepayment (other than with proceeds of the event giving rise to such prepayment)payments, prior to the stated maturity thereof; provided that (x) it shall not be a Default or Event of Default under this Section 10.04 unless the aggregate principal amount of all Indebtedness as described in the preceding clauses (i) through (iii), inclusive, is at least $2,500,000; or
Appears in 1 contract
Default Under Other Agreements. (i) The Borrower or any of its ------------------------------- Subsidiaries shall (i) default in the any payment when due, whether at stated maturity or otherwise, of any amount pursuant with respect to any Indebtedness (other than Indebtedness owed to the Lenders under the Loan DocumentsObligations) in excess of $50,000,000 20,000,000 in the aggregate aggregate, for the Borrower and such Subsidiaries, beyond the period of grace grace, if any, provided in the instrument or agreement under which such Indebtedness was created, created or (ii) a default shall occur in the observance or performance or observance of any agreement under or condition relating to any such Indebtedness or contained in any instrument or agreement evidencing, securing or relating thereto, or (except in the case of Indebtedness consisting of any Hedge Agreement) any other event shall occur or condition exist, the effect of which default or other event or condition is to cause, or to permit the holder or holders of such Indebtedness (or a trustee or agent on behalf of such holder or holders) to cause (determined without regard to whether any notice of acceleration or similar notice is required)cause, any such Indebtedness to become due or be repaid prior to its stated maturity maturity; or (iiib) without limiting the provisions of clause (a) above, any such Indebtedness (other than Indebtedness consisting of the Borrower or any of its Subsidiaries Hedge Agreement) shall be declared to be due and payable, or required to be prepaid (other than such Indebtedness that is required to be prepaid upon a “Change of Control” under a Public Note Document that would not cause a Change of Control hereunder) other than by a regularly scheduled required prepayment (other than with proceeds of the event giving rise to such or as a mandatory prepayment), prior to the stated maturity thereof; or
Appears in 1 contract
Samples: Credit Agreement (Borden Chemicals & Plastics Limited Partnership /De/)
Default Under Other Agreements. (a) Any Restricted Company or any Material Subsidiary of any Borrower shall (i) The Borrower or any of its Subsidiaries shall default in the any payment when due, whether at stated maturity or otherwise, of any amount pursuant with respect to any Indebtedness (other than Indebtedness owed to the Lenders under the Loan DocumentsLoans) in excess of $50,000,000 10.0 million individually or $50.0 million in the aggregate beyond the period of grace grace, if any, provided in the instrument or agreement under which governing such Indebtedness was created, or (ii) a default shall occur in the observance or performance or observance of any agreement under or condition relating to any such Indebtedness referred to in clause (i) above in excess of the thresholds set forth therein or contained in any instrument or agreement evidencing, securing or relating thereto, or any other event shall occur or condition con dition exist, the effect of which default or other event or condition is to cause, or to permit the holder or holders of such Indebtedness (or a trustee or agent on behalf of such holder or holders) to cause (determined without regard to whether any notice of acceleration or similar notice is required)cause, any such Indebtedness to become due or be repaid prior to its stated maturity and such default or event or condition shall continue beyond the period of grace, if any, provided in the instrument or agreement governing such Indebtedness (after giving effect to any consent or waiver obtained and then in effect thereunder); or (iiib) any such Indebtedness referred to in clause (a)(i) above in excess of the Borrower or any of thresholds set forth therein shall, in accordance with its Subsidiaries shall terms, be declared to be due and payable, or required to be prepaid (other than such Indebtedness that is required to be prepaid upon a “Change of Control” under a Public Note Document that would not cause a Change of Control hereunder) other than by a regularly scheduled or required prepayment (other than with proceeds of the event giving rise to such prepayment), prior to the stated maturity thereof; or
Appears in 1 contract
Samples: Credit Agreement (Time Warner Inc/)
Default Under Other Agreements. (ia) The AnyThe Parent Guarantor, the Borrower or any of its the Restricted Subsidiaries shall (i) default in the any payment when due, whether at stated maturity or otherwise, of any amount pursuant with respect to any Indebtedness (other than Indebtedness owed to the Lenders under the Loan DocumentsObligations) in excess of $50,000,000 75,000,000 in the aggregate aggregate, for the Parent GuarantorsGuarantor, the Borrower and such Restricted Subsidiaries, beyond the period of grace grace, if any, provided in the instrument or agreement under which such Indebtedness was created, created or (ii) a default shall occur in the observance or performance or observance of any agreement under or condition relating to any such Indebtedness or contained in any instrument or agreement evidencing, securing or relating thereto, or any other event shall occur or condition existexist (other than, with respect to Indebtedness consisting of any Hedge Agreements, termination events or equivalent events pursuant to the terms of such Hedge Agreements), the effect of which default or other event or condition is to cause, or to permit the holder or holders of such Indebtedness (or a trustee or agent on behalf of such holder or holders) to cause (determined without regard to whether any notice of acceleration or similar notice is required)cause, any such Indebtedness to become due or be repaid prior to its stated maturity maturity, or to require the prepayment, repurchase, redemption or defeasance thereof, prior to its stated maturity; or (iiib) without limiting the provisions of clause (a) above, any such Indebtedness of the Borrower or any of its Subsidiaries shall be declared to be due and payable, or required to be prepaid (other than such Indebtedness that is required to be prepaid upon a “Change of Control” under a Public Note Document that would not cause a Change of Control hereunder) other than by a regularly scheduled required prepayment or as a mandatory prepayment (and, with respect to Indebtedness consisting of any Hedge Agreements, other than with proceeds due to a termination event or equivalent event pursuant to the terms of the event giving rise to such prepaymentHedge Agreements), prior to the stated maturity thereof; or
Appears in 1 contract
Default Under Other Agreements. (ia) The Borrower or any of its the Restricted Subsidiaries shall (i) default in the any payment when due, whether at stated maturity or otherwise, of any amount pursuant with respect to any Indebtedness (other than Indebtedness owed to the Lenders under the Loan DocumentsObligations) in excess of $50,000,000 5,000,000 in the aggregate aggregate, for the Borrower and such Subsidiaries, beyond the period of grace grace, if any, provided in the instrument or agreement under which such Indebtedness was created, created or (ii) a default shall occur in the observance or performance or observance of any agreement under or condition relating to any such Indebtedness or contained in any instrument or agreement evidencing, securing or relating thereto, or (except in the case of Indebtedness consisting of any Hedge Agreement) any other event shall occur or condition exist, the effect of which default or other event or condition is to cause, or to permit the holder or holders of such Indebtedness (or a trustee or agent on behalf of such holder or holders) to cause (determined without regard to whether any notice of acceleration or similar notice is required)cause, any such Indebtedness to become due or be repaid prior to its stated maturity maturity; or (iiib) without limiting the provisions of clause (a) above, any such Indebtedness (other than Indebtedness consisting of the Borrower or any of its Subsidiaries Hedge Agreement) shall be declared to be due and payable, or required to be prepaid (other than such Indebtedness that is required to be prepaid upon a “Change of Control” under a Public Note Document that would not cause a Change of Control hereunder) other than by a regularly scheduled required prepayment (other than with proceeds of the event giving rise to such or as a mandatory prepayment), prior to the stated maturity thereof; or
Appears in 1 contract
Default Under Other Agreements. (ia) The Borrower or any of its Restricted Subsidiaries shall (i) default in the any payment when due, whether at stated maturity or otherwise, of any amount pursuant with respect to any Indebtedness (other than Indebtedness owed to the Lenders under the Loan DocumentsObligations) in excess of $50,000,000 7,000,000 in the aggregate aggregate, for the Borrower and such Subsidiaries, beyond the period of grace grace, if any, provided in the instrument or agreement under which such Indebtedness was created, created or (ii) a default shall occur in the observance or performance or observance of any agreement under or condition relating to any such Indebtedness or contained in any instrument or agreement evidencing, securing or relating thereto, or (except in the case of Indebtedness consisting of any Hedge Agreement) any other event shall occur or condition exist, the effect of which default or other event or condition is to cause, or to permit the holder or holders of such Indebtedness (or a trustee or agent on behalf of such holder or holders) to cause (determined without regard to whether any notice of acceleration or similar notice is required)cause, any such Indebtedness to become due or be repaid prior to its stated maturity maturity; or (iiib) without limiting the provisions of clause (a) above, any such Indebtedness (other than Indebtedness consisting of the Borrower or any of its Subsidiaries Hedge Agreement) shall be declared to be due and payable, or required to be prepaid (other than such Indebtedness that is required to be prepaid upon a “Change of Control” under a Public Note Document that would not cause a Change of Control hereunder) other than by a regularly scheduled required prepayment (other than with proceeds of the event giving rise to such or as a mandatory prepayment), prior to the stated maturity thereof; or
Appears in 1 contract
Default Under Other Agreements. Any Credit Party or any of their respective Subsidiaries shall (i) The Borrower or any of its Subsidiaries shall default in the any payment when due, whether at stated maturity or otherwise, of any amount pursuant to any Indebtedness (other than Indebtedness owed to the Lenders under the Loan DocumentsObligations) in excess of $50,000,000 in the aggregate beyond the period of grace grace, if any, provided in the an instrument or agreement under which such Indebtedness was created, created or (ii) a default shall occur in the observance or performance or observance of any agreement under or condition relating to any such Indebtedness (other than the Obligations) 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, or to permit the holder or holders of such Indebtedness (or a trustee or agent on behalf of such holder or holders) to cause (determined without regard to whether any notice of acceleration or similar notice is required), any such Indebtedness to become due or be repaid prior to its stated maturity (other than (1) with respect to Secured Hedging Obligations, termination events or equivalent events pursuant to the terms of Secured Hedge Agreements, (2) any event requiring prepayment pursuant to customary asset sale or change of control provisions and (3) as a result of a sale, conveyance, lease or other disposition of any property or assets securing Indebtedness permitted under this Agreement), or (iiib) any such Indebtedness (other than the Obligations) of the Borrower any Credit Party or any of its their respective Subsidiaries shall be declared to be (or shall become) due and payable, or required to be prepaid (other than such Indebtedness that is required to be prepaid upon a “Change of Control” under a Public Note Document that would not cause a Change of Control hereunder) other than by a regularly scheduled required prepayment (other than with proceeds of the event giving rise to such prepayment), prior to the stated maturity thereof; orthereof (other than (1) in connection with termination events or equivalent events pursuant to the terms of 127 #93457508v14
Appears in 1 contract
Default Under Other Agreements. (ia) The Borrower or any of its the Subsidiaries shall (i) default in the any payment when due, whether at stated maturity or otherwise, of any amount pursuant with respect to any Indebtedness (other than Indebtedness owed to the Lenders under the Loan Documentsdescribed in Section 11.1) or Hedging Obligations in excess of $50,000,000 in the aggregate 10,000,000, beyond the period of grace grace, if any, provided in the instrument or agreement under which such Indebtedness or Hedging Obligations was created, created or (ii) a default shall occur in the observance or performance or observance of any agreement under or condition relating to any such Indebtedness or Hedging Obligations or contained in any instrument or agreement evidencing, securing or relating thereto, or any other event shall occur or condition existexist (other than, (1) with respect to any Hedge Obligations, termination events or equivalent events pursuant to the terms of the related Hedge Agreements and (2) secured Indebtedness that becomes due as a result of a Disposition (including as a result of Casualty Event) of the property or assets securing such Indebtedness permitted under this Agreement, the effect of which default or other event or condition is to cause, or to permit the holder or holders of such Indebtedness (or a trustee or agent on behalf of such holder or holders) to cause (determined without regard to whether any notice of acceleration or similar notice is required)cause, any such Indebtedness to become due or to be repaid repurchased, prepaid, defeased or redeemed (automatically or otherwise), or an offer to repurchase, prepay, defease or redeem such Indebtedness to be made, prior to its stated maturity or maturity; or
(iiib) without limiting the provisions of clause (a) above, any such Indebtedness of the Borrower or any of its Subsidiaries Hedging Obligations shall be declared to be due and payable, or required to be prepaid (other than such Indebtedness that is required to be prepaid upon a “Change of Control” under a Public Note Document that would not cause a Change of Control hereunder) other than by a regularly scheduled required prepayment or due to a redetermination or adjustment of the Borrowing Base (and, with respect to any Hedge Obligations, other than with proceeds due to a termination event or equivalent event pursuant to the terms of the event giving rise to such prepaymentrelated Hedge Agreements), prior to the stated maturity thereof; or.
Appears in 1 contract
Default Under Other Agreements. (i) The Borrower or any of its Subsidiaries shall (i) default in the any payment when due, whether at stated maturity or otherwise, of any amount pursuant with respect to any Indebtedness (other than Indebtedness owed to the Lenders under the Loan DocumentsObligations) in excess of $50,000,000 in the aggregate beyond the period of grace grace, if any, provided in the instrument or agreement under which such Indebtedness was created, created or (ii) a default shall occur in the observance or performance or observance of any agreement under or condition relating to any such Indebtedness 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, or to permit the holder or holders of such Indebtedness (or a trustee or agent on behalf of such holder or holders) to cause (determined without regard to whether any notice of acceleration or similar notice is required), any such Indebtedness to become due or be repaid prior to its stated maturity maturity; or (iiib) any such Indebtedness (other than the Obligations) of the Borrower or any of its Subsidiaries shall be declared to be due and payable, or shall be required to be prepaid (other than such Indebtedness that is required to be prepaid upon a “Change of Control” under a Public Note Document that would not cause a Change of Control hereunder) other than by a regularly scheduled required prepayment or as a mandatory prepayment (other than with proceeds unless such required prepayment or mandatory prepayment results from a default thereunder or an event of the event giving rise to such prepaymenttype that constitutes an Event of Default), prior to the stated maturity thereof; PROVIDED that it shall not constitute an Event of Default pursuant to clause (a) or (b) of this Section 10.04 unless the principal amount of any one issue of such Indebtedness, or the aggregate amount of all such Indebtedness referred to in clauses (a) and (b) above, exceeds $4,500,000 at any one time; or
Appears in 1 contract
Default Under Other Agreements. (ia) The Any Borrower or any of its Subsidiaries shall (i) default in the any payment when due, whether at stated maturity or otherwise, of any amount pursuant with respect to any Indebtedness (other than Indebtedness owed to the Lenders under the Loan DocumentsObligations) in excess of $50,000,000 in the aggregate beyond the period of grace grace, if any, provided in the instrument or agreement under which such Indebtedness was created, created or (ii) a default shall occur in the observance or performance or observance of any agreement under or condition relating to any such Indebtedness 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, or to permit the holder or holders of such Indebtedness (or a trustee or agent on behalf of such holder or holders) to cause (determined without regard to whether any notice of acceleration or similar notice is required), any such Indebtedness to become due or be repaid prior to its stated maturity maturity; or (iiib) any such Indebtedness (other than the Obligations) of the any Borrower or any of its Subsidiaries shall be declared to be due and payable, or shall be required to be prepaid (other than such Indebtedness that is required to be prepaid upon a “Change of Control” under a Public Note Document that would not cause a Change of Control hereunder) other than by a regularly scheduled required prepayment (other than with proceeds of the event giving rise to such or as a mandatory prepayment), in each case prior to the stated maturity thereof, provided that it shall not constitute an Event of Default pursuant to clause (a) or (b) of this Section 9.04 unless the principal amount of all such Indebtedness referred to in clauses (a) and (b) above equals or exceeds $1,000,000 at any one time; or
Appears in 1 contract
Default Under Other Agreements. (ia) The Any of Holdings, the Borrower or any of its the Restricted Subsidiaries shall (i) default in the any payment when due, whether at stated maturity or otherwise, of any amount pursuant with respect to any Indebtedness (other than Indebtedness owed to the Lenders under the Loan DocumentsObligations) in excess of $50,000,000 20,000,000 in the aggregate aggregate, for Holdings, the Borrower and such Subsidiaries, beyond the period of grace grace, if any, provided in the instrument or agreement under which such Indebtedness was created, created or (ii) a default shall occur in the observance or performance or observance of any agreement under or condition relating to any such Indebtedness 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, or to permit the holder or holders of such Indebtedness (or a trustee or agent on behalf of such holder or holders) to cause (determined without regard to whether any notice of acceleration or similar notice is required)cause, any such Indebtedness to become due (or be repaid to cause Holdings, the Borrower or any of its Restricted Subsidiaries to purchase any such Indebtedness) prior to its stated maturity or (iiib) without limiting the provisions of clause (a) above, any such Indebtedness of the Borrower or any of its Subsidiaries shall be declared to be due and payable, or required to be prepaid (other than such Indebtedness that is required to be prepaid upon a “Change of Control” under a Public Note Document that would not cause a Change of Control hereunder) other than by a regularly scheduled required prepayment (other than with proceeds of the event giving rise to such or as a mandatory prepayment), prior to the stated maturity thereof; or
Appears in 1 contract
Samples: Credit Agreement (Sealy Corp)
Default Under Other Agreements. (i) The Holdings, the Borrower or any of its their respective Subsidiaries (excluding any Immaterial Subsidiaries) shall (i) default in the any payment when due, whether at stated maturity or otherwise, of any amount pursuant in respect to any Indebtedness (other than Indebtedness owed to the Lenders under Obligations) of the Loan DocumentsBorrower and its Subsidiaries (excluding any Immaterial Subsidiaries) in excess of $50,000,000 in the aggregate beyond the period of grace grace, if any, provided in the agreement or instrument or agreement under which such Indebtedness was created, issued or (ii) a default shall occur in the observance or performance or observance of any agreement under or condition relating to any such Indebtedness 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, or to permit the holder or holders of such Indebtedness (or a trustee or agent on behalf of such holder or holders) to cause (determined without regard to whether any notice of acceleration or similar notice is requiredrequired to so cause), any such Indebtedness to become due or be repaid prior to its stated maturity or (iii) any such Indebtedness of Holdings, the Borrower or any of its Subsidiaries such Subsidiary (excluding any Immaterial Subsidiaries) shall be declared to be due and payable, or required to be prepaid (other than such Indebtedness that is required to be prepaid upon a “Change of Control” under a Public Note Document that would not cause a Change of Control hereunder) other than by a regularly scheduled required prepayment (other than with proceeds of the event giving rise to such or as a mandatory prepayment), prior to the stated maturity thereof, provided that it shall not constitute an Event of Default under this Section 9.1(d) unless the aggregate amount of all Indebtedness referred to in clauses (i), (ii) and (iii) above exceeds $2,000,000; or
Appears in 1 contract
Samples: Credit Agreement (Acg Holdings Inc)
Default Under Other Agreements. (i) The Borrower Parent or any of its Subsidiaries shall (x) default in the any payment when due, whether at stated maturity or otherwise, of any amount pursuant to any Indebtedness (other than Indebtedness owed to the Lenders under the Loan DocumentsObligations) in excess of $50,000,000 in the aggregate beyond the period of grace grace, if any, provided in the instrument or agreement under which such Indebtedness was created, created or (iiy) a default shall occur in the observance or performance or observance of any agreement under or condition relating to any such Indebtedness 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, or to permit the holder or holders of such Indebtedness (or a trustee or agent on behalf of such holder or holders) to cause (determined without regard to whether any notice of acceleration is required or similar notice is requiredgrace period has elapsed), any such Indebtedness to become due or be repaid prior to its stated maturity maturity, or (iiiii) any such Indebtedness of the Borrower Parent or any of its Subsidiaries (other than the Existing Senior Notes) shall be declared to be due and payable, or required to be prepaid (other than such Indebtedness that is required to be prepaid upon a “Change of Control” under a Public Note Document that would not cause a Change of Control hereunder) other than by a regularly scheduled prepayment or required prepayment (other than with proceeds pursuant to a "due-on-sale" clause in a mortgage or similar security agreement) (unless such required prepayment results from a default thereunder or an event of the event giving rise to such prepaymenttype that constitutes an Event of Default), prior to the stated maturity thereof, provided that it shall not be a Default or an Event of Default under this Section 10.04 unless the aggregate outstanding principal amount of all Indebtedness as described in preceding clauses (i) and (ii) is at least $5,000,000; or
Appears in 1 contract
Samples: Credit Agreement (Aearo CO I)
Default Under Other Agreements. (a) The Company, any Designated Subsidiary Account Party, any Regulated Insurance Company or any material subsidiary of Validus Re shall (i) The Borrower or any of its Subsidiaries shall default in the any payment when due, whether at stated maturity or otherwise, of any amount pursuant with respect to any Indebtedness (other than any Indebtedness owed to hereunder but including, after the Lenders execution and delivery thereof, Indebtedness under the Loan DocumentsFive-Year Secured Letter of Credit Facility) in excess of $50,000,000 individually or in the aggregate beyond aggregate, for the period of grace if any, provided in the instrument or agreement under which such Indebtedness was created, Company and its Subsidiaries or (ii) a default shall occur in the observance or performance or observance of any agreement under or condition relating to any such Indebtedness 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, or to permit the holder or holders of such Indebtedness (or a trustee or agent on behalf of such holder or holders) to cause (determined with or without regard to whether any notice the giving of acceleration notice, the lapse of time or similar notice is requiredboth), any such Indebtedness to become due or be repaid prior to its stated maturity maturity; (b) an "Event of Default", as defined under the Five-Year Secured Letter of Credit Facility, shall have occurred and be continuing; or (iiic) any such Indebtedness of one or more of the Borrower or any Persons listed in clause (a) above in excess of its Subsidiaries $50,000,000 shall be declared to be due and payable, payable or required to be prepaid (other than such Indebtedness that is required to be prepaid upon a “Change of Control” under a Public Note Document that would not cause a Change of Control hereunder) prepaid, other than by a regularly scheduled required prepayment or as a mandatory prepayment (other than with proceeds unless such required prepayment or mandatory prepayment results from a default thereunder or an event of the event giving rise to such prepaymenttype that constitutes an Event of Default), prior to the stated maturity thereof; or
Appears in 1 contract
Samples: Three Year Unsecured Letter of Credit Facility Agreement (Validus Holdings LTD)
Default Under Other Agreements. (ia) The Borrower Parent Guarantor or any of its Subsidiaries shall (i) default in the any payment when due, whether at stated maturity or otherwise, of any amount pursuant with respect to any Indebtedness (other than Indebtedness owed to the Lenders under the Loan DocumentsObligations) in excess of $50,000,000 in the aggregate beyond the period of grace grace, if any, provided in the instrument or agreement under which such Indebtedness was created, applicable thereto or (ii) a default shall occur in the observance or performance or observance of any agreement under or condition relating to any such Indebtedness 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, or to permit the holder or holders of such Indebtedness (or a trustee or agent on behalf of such holder or holders) to cause (determined without regard to whether any notice of acceleration or similar notice is required), any such Indebtedness to become due or be repaid prior to its stated maturity maturity; or (iiib) any such Indebtedness of the Borrower Parent Guarantor or any of its Subsidiaries shall be declared to be due and payable, or required to be prepaid (other than such Indebtedness that is required to be prepaid upon a “Change of Control” under a Public Note Document that would not cause a Change of Control hereunder) other than by a regularly scheduled required prepayment (other than with proceeds of the event giving rise to such prepayment), prior to the stated maturity thereof, provided that it shall not constitute an Event of Default pursuant to this Section 8.04 unless the aggregate amount of all Indebtedness referred to in clauses (a) and (b) above with respect to Parent Guarantor and its Subsidiaries that is recourse to the Parent Guarantor, or any Subsidiary of the Parent Guarantor, other than the obligor thereunder exceeds $25,000,000 at any one time; or
Appears in 1 contract
Default Under Other Agreements. (a) Any of the Borrowers or any of the Restricted Subsidiaries shall (i) The Borrower or any of its Subsidiaries shall default in the any payment when due, whether at stated maturity or otherwise, of any amount pursuant with respect to any Indebtedness (other than Indebtedness owed to the Lenders under the Loan DocumentsObligations) in excess of $50,000,000 30,000,000 in the aggregate aggregate, for such Borrowers and such Restricted Subsidiaries, beyond the period of grace grace, if any, provided in the instrument or agreement under which such Indebtedness was created, created or (ii) a default shall occur in the observance or performance or observance of any agreement under or condition relating to any such Indebtedness or contained in any instrument or agreement evidencing, securing or relating thereto, or any other event shall occur or condition existexist (other than, with respect to Indebtedness consisting of any Hedge Agreements, termination events or equivalent events pursuant to the terms of such Hedge Agreements), the effect of which default or other event or condition is to cause, or to permit the holder or holders of such Indebtedness (or a trustee or agent on behalf of such holder or holders) to cause (determined without regard to whether any notice of acceleration or similar notice is required)cause, any such Indebtedness to become due or be repaid prior to its stated maturity maturity; or (iiib) without limiting the provisions of clause (a) above, any such Indebtedness of the Borrower or any of its Subsidiaries shall be declared to be due and payable, or required to be prepaid (other than such Indebtedness that is required to be prepaid upon a “Change of Control” under a Public Note Document that would not cause a Change of Control hereunder) other than by a regularly scheduled required prepayment or as a mandatory prepayment (and, with respect to Indebtedness consisting of any Hedge Agreements, other than with proceeds due to a termination event or equivalent event pursuant to the terms of the event giving rise to such prepaymentHedge Agreements), prior to the stated maturity thereof; or
Appears in 1 contract
Samples: Loan, Security and Guarantee Agreement (South Texas Supply Company, Inc.)
Default Under Other Agreements. (ia) The Borrower or any of its Restricted Subsidiaries shall (i) default in the any payment when due, whether at stated maturity or otherwise, of any amount pursuant with respect to any Indebtedness (other than Indebtedness owed to the Lenders under the Loan DocumentsObligations) in excess of $50,000,000 7,000,000 in the aggregate aggregate, for the Borrower and such Subsidiaries, beyond the period of grace grace, if any, provided in the instrument or agreement under which such Indebtedness was created, created or (ii) a default shall occur in the observance or performance or observance of any agreement under or condition relating to any such Indebtedness or contained in any instrument or agreement evidencing, securing or relating thereto, or (except in the case of Indebtedness consisting of any Hedge Agreement) any other event shall occur or condition exist, the effect of which default or other event or condition is to cause, or to permit the holder or holders of such Indebtedness (or a trustee or agent on behalf of such holder or holders) to cause (determined without regard to whether any notice of acceleration or similar notice is required)cause, any such Indebtedness to become due or be repaid prior to its stated maturity maturity; or (iiib) without limiting the provisions of clause (a) above, any such Indebtedness (other than Indebtedness consisting of the Borrower or any of its Subsidiaries Hedge Agreement) shall be declared to be due and payable, or required to be prepaid (other than such Indebtedness that is required to be prepaid upon a “Change of Control” under a Public Note Document that would not cause a Change of Control hereunder) other than by a regularly scheduled required prepayment (other than with proceeds of the event giving rise to such or as a mandatory prepayment), prior to the stated maturity thereof; or
Appears in 1 contract
Default Under Other Agreements. (ia) The Holdings, the Borrower, the Canadian Borrower or any of its the other Restricted Subsidiaries shall (i) default in the any payment when due, whether at stated maturity or otherwise, of any amount pursuant with respect to any Indebtedness (other than Indebtedness owed to the Lenders under the Loan DocumentsObligations) in excess of $50,000,000 in the aggregate (provided that such $50,000,000 minimum shall not apply in the case of any Permitted Debt Exchange Notes), for Holdings, the Borrower, the Canadian Borrower and such Restricted Subsidiaries, beyond the period of grace grace, if any, provided in the instrument or agreement under which such Indebtedness was created, created or (ii) a default shall occur in the observance or performance or observance of any agreement under or condition relating to any such Indebtedness or contained in any instrument or agreement evidencing, securing or relating thereto, or any other event shall occur or condition existexist (other than, with respect to Indebtedness consisting of any Hedge Agreements, termination events or equivalent events pursuant to the terms of such Hedge Agreements), the effect of which default or other event or condition is to cause, or to permit the holder or holders of such Indebtedness (or a trustee or agent on behalf of such holder or holders) to cause (determined without regard to whether any notice of acceleration or similar notice is required)cause, any such Indebtedness to become due or be repaid prior to its stated maturity maturity; or (iiib) without limiting the provisions of clause (a) above, any such Indebtedness of the Borrower or any of its Subsidiaries shall be declared to be due and payable, or required to be prepaid (other than such Indebtedness that is required to be prepaid upon a “Change of Control” under a Public Note Document that would not cause a Change of Control hereunder) other than by a regularly scheduled required prepayment or as a mandatory prepayment (and, with respect to Indebtedness consisting of any Hedge Agreements, other than with proceeds due to a termination event or equivalent event pursuant to the terms of the event giving rise to such prepaymentHedge Agreements), prior to the stated maturity thereof; or
Appears in 1 contract
Samples: Credit Agreement (Visant Corp)
Default Under Other Agreements. (ia) The Borrower or any of its the Restricted Subsidiaries shall (i) default in the any payment when due, whether at stated maturity or otherwise, of any amount pursuant with respect to any Indebtedness (other than Indebtedness owed to the Lenders under the Loan DocumentsObligations) in excess of $50,000,000 20,000,000 in the aggregate aggregate, for the Borrower and such Subsidiaries, beyond the period of grace grace, if any, provided in the instrument or agreement under which such Indebtedness was created, created or (ii) a default shall occur in the observance or performance or observance of any agreement under or condition relating to any such Indebtedness or contained in any instrument or agreement evidencing, securing or relating thereto, or (except in the case of Indebtedness consisting of any Hedge Agreement) any other event shall occur or condition exist, the effect of which default or other event or condition is to cause, or to permit the holder or holders of such Indebtedness (or a trustee or agent on behalf of such holder or holders) to cause (determined without regard to whether any notice of acceleration or similar notice is required)cause, any such Indebtedness to become due or be repaid prior to its stated maturity maturity, or (iiib) without limiting the provisions of clause (a) above, any such Indebtedness (other than Indebtedness consisting of the Borrower or any of its Subsidiaries Hedge Agreement) shall be declared to be due and payable, or required to be prepaid (other than such Indebtedness that is required to be prepaid upon a “Change of Control” under a Public Note Document that would not cause a Change of Control hereunder) other than by a regularly scheduled required prepayment (other than with proceeds of the event giving rise to such or as a mandatory prepayment), prior to the stated maturity thereof; or
Appears in 1 contract
Default Under Other Agreements. (a) The Company or any Subsidiary shall (i) The Borrower or any of its Subsidiaries shall default in the any payment when due, whether at stated maturity or otherwise, of any amount pursuant with respect to any Indebtedness for borrowed money (other than this Note) which Indebtedness owed to the Lenders under the Loan Documents) has an outstanding principal amount in excess of $50,000,000 250,000 individually or $750,000 in the aggregate for all such Indebtedness, beyond the period of grace grace, if any, provided in the instrument or agreement under which such Indebtedness was created, created or (ii) a default shall occur in the observance or performance or observance of any agreement under agreement, covenant or condition relating to any such Indebtedness 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, or to permit the holder or holders of such Indebtedness (or a trustee or agent on behalf of such holder or holders) to cause (determined without regard to whether any notice of acceleration or similar notice is required)cause, any such Indebtedness to become due or be repaid prior to its stated maturity and such default or event shall continue beyond the period of grace, if any, provided in the instrument or agreement under which such Indebtedness was created (after giving effect to any consent or waiver obtained and then in effect thereunder) and such default shall continue for five days (or to such earlier date as the holder of any other Indebtedness shall declare the same due and payable by reason of such default; or (iiib) any such Indebtedness of the Borrower Company or any Subsidiary which has an outstanding principal amount in excess of the $250,000 individually or $750,000 in the aggregate for all such Indebtedness shall, in accordance with its Subsidiaries shall terms, be declared to be due and payable, or required to be prepaid (other than such Indebtedness that is required to be prepaid upon a “Change of Control” under a Public Note Document that would not cause a Change of Control hereunder) other than by a regularly scheduled or required prepayment (other than with proceeds of the event giving rise to such prepayment), payment prior to the stated maturity thereof; or;
Appears in 1 contract
Samples: Convertible Note (Insmed Inc)
Default Under Other Agreements. (ia) The Borrower Holdings or any of its ------------------------------ Subsidiaries shall (i) default in the any payment when due, whether at stated maturity or otherwise, of any amount pursuant with respect to any Indebtedness (other than Indebtedness owed to the Lenders under the Loan DocumentsObligations) in excess of $50,000,000 in the aggregate beyond the period of grace grace, if any, provided in the instrument or agreement under which such Indebtedness was created, created or (ii) a default shall occur in the observance or performance or observance of any agreement under or condition relating to any such Indebtedness 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, or to permit the holder or holders of such Indebtedness (or a trustee or agent on behalf of such holder or holders) to cause (determined without regard to whether any notice of acceleration or similar notice is required), any such Indebtedness to become due or be repaid prior to its stated maturity maturity; or (iiib) any such Indebtedness (other than the Obligations) of the Borrower Holdings or any of its Subsidiaries shall be declared to be due and payable, or shall be required to be prepaid (other than such Indebtedness that is required to be prepaid upon a “Change of Control” under a Public Note Document that would not cause a Change of Control hereunder) other than by a regularly scheduled required prepayment or as a mandatory prepayment (other than with proceeds unless such required prepayment or mandatory prepayment results from a default thereunder or an event of the event giving rise to such prepaymenttype that constitutes an Event of Default), prior to the stated maturity thereof; provided, that it shall not constitute an Event of Default pursuant to clause -------- (a) or (b) of this Section 9.04 unless the principal amount of any one issue of such Indebtedness, or the aggregate amount of all such Indebtedness referred to in clauses (a) and (b) above, exceeds $20,000,000 at any one time; or
Appears in 1 contract
Samples: Credit Agreement (Dade Behring Inc)
Default Under Other Agreements. (a) Newco 4 or any of the Restricted Subsidiaries shall (i) The Borrower or any of its Subsidiaries shall default in the any payment when due, whether at stated maturity or otherwise, of any amount pursuant with respect to any Indebtedness (other than Indebtedness owed to the Lenders under the Loan DocumentsObligations) in excess of $50,000,000 20,000,000 in the aggregate aggregate, for Newco 4 and such Subsidiaries, beyond the period of grace grace, if any, provided in the instrument or agreement under which such Indebtedness was created or (ii) default in the observance or performance of any agreement or condition relating to any such Indebtedness or contained in any instrument or agreement evidencing, securing or relating thereto beyond the period of grace, if any, provided in the instrument or agreement under which such Indebtedness was created, or (ii) a default shall occur except in the performance or observance case of Indebtedness consisting of any agreement under any such Indebtedness or contained in any instrument or agreement evidencing, securing or relating thereto, or Hedge Agreement) any other event shall occur or condition exist, the effect of which default or other event or condition is to cause, or to permit the holder or holders of such Indebtedness (or a trustee or agent on behalf of such holder or holders) to cause (determined without regard to whether any notice of acceleration or similar notice is required)cause, any such Indebtedness to become due or be repaid prior to its stated maturity maturity; or (iiib) without limiting the provisions of clause (a) above, any such Indebtedness (other than Indebtedness consisting of the Borrower or any of its Subsidiaries Hedge Agreement) shall be declared to be due and payable, or required to be prepaid (other than such Indebtedness that is required to be prepaid upon a “Change of Control” under a Public Note Document that would not cause a Change of Control hereunder) other than by a regularly scheduled required prepayment (other than with proceeds of the event giving rise to such or as a mandatory prepayment), prior to the stated maturity thereof; or
Appears in 1 contract
Default Under Other Agreements. (a) Any of the Loan Parties or any of the Restricted Subsidiaries shall (i) The Borrower or any of its Subsidiaries shall default in the any payment when due, whether at stated maturity or otherwise, of any amount pursuant with respect to any Indebtedness (other than Indebtedness owed to the Lenders under the Loan DocumentsObligations) in excess of $50,000,000 30,000,000 in the aggregate aggregate, for such Loan Parties and such Restricted Subsidiaries, beyond the period of grace grace, if any, provided in the instrument or agreement under which such Indebtedness was created, created or (ii) a default shall occur in the observance or performance or observance of any agreement under or condition relating to any such Indebtedness 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, or to permit the holder or holders of such Indebtedness (or a trustee or agent on behalf of such holder or holders) to cause (determined without regard to whether any notice of acceleration or similar notice is required)cause, any such Indebtedness to become due or be repaid prior to its stated maturity maturity; or (iiib) without limiting the provisions of clause (a) above, any such Indebtedness of the Borrower or any of its Subsidiaries shall be declared to be due and payable, or required to be prepaid (other than such Indebtedness that is required to be prepaid upon a “Change of Control” under a Public Note Document that would not cause a Change of Control hereunder) other than by a regularly scheduled required prepayment (or as a mandatory prepayment, other than with proceeds due to a termination event or equivalent event pursuant to the terms of the event giving rise to such prepaymentHedge Agreements), prior to the stated maturity thereof; or
Appears in 1 contract
Samples: Abl Credit Agreement (WillScot Corp)
Default Under Other Agreements. (ia) The Borrower Except in all cases for Excluded Defaults, Parent or any of its Subsidiaries shall (i) default in the any payment when due, whether at stated maturity or otherwise, of any amount pursuant with respect to any Indebtedness (other than Indebtedness owed to the Lenders under the Loan DocumentsObligations) in excess of $50,000,000 75,000,000 individually or $150,000,000 in the aggregate aggregate, for Parent and its Subsidiaries, beyond the period of grace grace, if any, provided in the instrument or agreement under which such Indebtedness was created, created or (ii) a default shall occur in the observance or performance or observance of any agreement under or condition relating to any such Indebtedness 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, or to permit the holder or holders of such Indebtedness (or a trustee or agent on behalf of such holder or holders) to cause (determined without regard to whether any notice or lapse of acceleration or similar notice time is required, provided that, prior to the consummation of the Spin-Off, the existence of any Event of Default under this Section 9.04(a)(ii) with respect to Indebtedness outstanding under the Nabisco Credit Agreement shall be determined after giving effect to any notice or lapse of time provided to Nabisco, Inc. in the Nabisco Credit Agreement, as the case may be), any such Indebtedness to become due or be repaid prior to its stated maturity maturity; or (iiib) any such Indebtedness of the Borrower or any of its Subsidiaries shall be declared to be due and payable, or required to be prepaid (other than such Indebtedness that is required to be prepaid upon a “Change of Control” under a Public Note Document that would not cause a Change of Control hereunder) other than by a regularly scheduled required prepayment or as a mandatory prepayment (other than with proceeds unless such required prepayment or mandatory prepayment results from a default or an event of the event giving rise to such prepaymenttype that constitutes an Event of Default), prior to the stated maturity thereof; or
Appears in 1 contract
Samples: Credit Agreement (Rj Reynolds Tobacco Holdings Inc)
Default Under Other Agreements. (i) The Borrower Company or any of its Subsidiaries shall (A) default in the any payment when due, whether at stated maturity or otherwise, of any amount pursuant to any Indebtedness (other than Indebtedness owed to the Lenders under the Loan DocumentsNotes) in excess of $50,000,000 in the aggregate beyond the period of grace grace, if any, provided in the instrument or agreement under which such Indebtedness was created, created or (iiB) a default shall occur in the observance or performance or observance of any agreement under or condition relating to any such Indebtedness (other than the Notes) or contained in any instrument or agreement evidencing, securing or relating theretothereto (including, for purposes of this Section 8.01(d), any Hedging Obligations of the Company and its Subsidiaries whether or not entered into for risk management purposes), or any other event shall occur or condition exist, the effect of which default or other event or condition is to cause, or to permit the holder or holders of such Indebtedness (or a trustee or agent on behalf of such holder or holders) to cause (determined without regard to whether any notice of acceleration or similar notice is required), any such Indebtedness to become due or be repaid prior to its stated maturity maturity, or (iiiii) any such Indebtedness of the Borrower Company or any of its Subsidiaries shall be declared to be due and payable, or required to be prepaid (other than such Indebtedness that is required to be prepaid upon a “Change of Control” under a Public Note Document that would not cause a Change of Control hereunder) other than by a regularly scheduled or other mandatory required prepayment (other than with proceeds or by reason of optional prepayment or tender by the event giving rise to such prepayment)issuer at its discretion, prior to the stated maturity thereof; provided that it shall not constitute an Event of Default pursuant to this Section 8.01 unless the aggregate amount of all Indebtedness referred to in clauses (i) and (ii) above exceeds $7,000,000 at any one time; or
Appears in 1 contract
Default Under Other Agreements. (ia) The Borrower or any of its Subsidiaries shall (i) default in the any payment when due, whether at stated maturity or otherwise, of any amount pursuant with respect to any Indebtedness (other than Indebtedness owed to the Lenders under the Loan DocumentsLoans and Competitive Bid Loans) in excess of $50,000,000 20,000,000 (or its equivalent in any other currency) individually or in the aggregate aggregate, for the Borrower and its Subsidiaries, beyond the period of grace grace, if any, provided in the instrument or agreement under which such Indebtedness was created, created or (ii) a default shall occur in the observance or performance or observance of any agreement under or condition relating to any such Indebtedness 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, or to permit the holder or holders of such Indebtedness (or a trustee or agent on behalf of such holder or holders) to cause (determined without regard to whether any notice or lapse of acceleration or similar notice time is required), any such Indebtedness to become due or be repaid prior to its stated maturity maturity; or (iiib) any such Indebtedness of the Borrower or any of its Subsidiaries shall be declared to be due and payable, or required to be prepaid (other than such Indebtedness that is required to be prepaid upon a “Change of Control” under a Public Note Document that would not cause a Change of Control hereunder) other than by a regularly scheduled required prepayment (other than with proceeds of the event giving rise to such prepayment), prior to the stated maturity thereof; or
Appears in 1 contract
Default Under Other Agreements. (a) The Company or any of the Restricted Subsidiaries shall (i) The Borrower or any of its Subsidiaries shall default in the any payment when due, whether at stated maturity or otherwise, of any amount pursuant with respect to any Indebtedness (other than Indebtedness owed to the Lenders under the Loan DocumentsObligations) in excess of $50,000,000 in the aggregate aggregate, for the Company and such Restricted Subsidiaries, beyond the period of grace grace, if any, provided in the instrument or agreement under which such Indebtedness was created, created or (ii) a default shall occur in the observance or performance or observance of any agreement under or condition relating to any such Indebtedness or contained in any instrument or agreement evidencing, securing or relating thereto, or any other event shall occur or condition existexist (other than, with respect to Indebtedness consisting of any Hedge Agreements, termination events or equivalent events pursuant to the terms of such Hedge Agreements), the effect of which default or other event or condition is to cause, or to permit the holder or holders of such Indebtedness (or a trustee or agent on behalf of such holder or holders) to cause (determined without regard to whether any notice of acceleration or similar notice is required)cause, any such Indebtedness to become due or be repaid prior to its stated maturity maturity; or (iiib) without limiting the provisions of clause (a) above, any such Indebtedness of the Borrower or any of its Subsidiaries shall be declared to be due and payable, or required to be prepaid (other than such Indebtedness that is required to be prepaid upon a “Change of Control” under a Public Note Document that would not cause a Change of Control hereunder) other than by a regularly scheduled required prepayment or as a mandatory prepayment (and, with respect to Indebtedness consisting of any Hedge Agreements, other than with proceeds due to a termination event or equivalent event pursuant to the terms of the event giving rise to such prepaymentHedge Agreements), prior to the stated maturity thereof; or
Appears in 1 contract
Samples: First Lien Credit Agreement (IPC Systems Holdings Corp.)
Default Under Other Agreements. (ia) The Borrower Holdings or any of its Subsidiaries shall (i) default in the any payment when due, whether at stated maturity or otherwise, of any amount pursuant with respect to any Indebtedness (other than Indebtedness owed to the Lenders under the Loan DocumentsObligations) in excess of $50,000,000 in the aggregate beyond the period of grace grace, if any, provided in the instrument or agreement under which such Indebtedness was created, created or (ii) a default shall occur in the observance or performance or observance of any agreement under or condition relating to any such Indebtedness 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, or to permit the holder or holders of such Indebtedness (or a trustee or agent on behalf of such holder or holders) to cause (determined without regard to whether any notice of acceleration or similar notice is required), any such Indebtedness to become due or be repaid prior to its stated maturity maturity; or (iiib) any such Indebtedness (other than the Obligations) of the Borrower Holdings or any of its Subsidiaries shall be declared to be due and payable, or shall be required to be prepaid (other than such Indebtedness that is required to be prepaid upon a “Change of Control” under a Public Note Document that would not cause a Change of Control hereunder) other than by a regularly scheduled required prepayment or as a mandatory prepayment (other than with proceeds unless such required prepayment or mandatory prepayment results from a default thereunder or an event of the event giving rise to such prepaymenttype that constitutes an Event of Default), prior to the stated maturity thereof; orPROVIDED that it shall not constitute an Event of Default pursuant to clause (a) or (b) of this
Appears in 1 contract
Samples: Credit Agreement (Intelsat LTD)
Default Under Other Agreements. (i) The Corporate Guarantor, the Borrower or any of its their respective Subsidiaries shall default in the any payment when due, whether at stated maturity or otherwise, of any amount pursuant to any Financial Indebtedness (other than Indebtedness owed to the Lenders under the Loan DocumentsCredit Document Obligations) in excess of $50,000,000 in the aggregate beyond the period of grace grace, if any, provided in the instrument or agreement under which such Financial Indebtedness was created, created or (ii) a the Corporate Guarantor, the Borrower or any of their respective Subsidiaries shall default shall occur in the observance or performance or observance of any agreement under or condition relating to any such Financial Indebtedness (other than the Credit Document Obligations) 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, or to permit the holder or holders of such Financial Indebtedness (or a trustee or agent on behalf of such holder or holders) to cause (determined without regard to whether any notice of acceleration or similar notice is required), any such Financial Indebtedness to become due or be repaid prior to its stated maturity maturity, or (iii) any such Financial Indebtedness (other than the Credit Document Obligations) of the Corporate Guarantor, the Borrower or any of its their respective Subsidiaries shall be declared to be due and payable, or required to be prepaid (other than such Indebtedness that is required to be prepaid upon a “Change of Control” under a Public Note Document that would not cause a Change of Control hereunder) other than by a regularly scheduled required prepayment (or in connection with an asset sale, casualty or condemnation or other than with proceeds of the event giving rise to such similar mandatory prepayment), prior to the stated maturity thereof, provided that it shall not be a Default or Event of Default under this Section 9.04 unless the aggregate principal amount of all Financial Indebtedness as described in preceding clauses (i) through (iii), inclusive, exceeds $1,000,000; or
Appears in 1 contract
Default Under Other Agreements. (ia) The Borrower Holdings or any of its Subsidiaries shall (i) default in the any payment when due, whether at stated maturity or otherwise, of any amount pursuant with respect to any Indebtedness (other than Indebtedness owed to the Lenders under the Loan DocumentsObligations) in excess of $50,000,000 in the aggregate beyond the period of grace grace, if any, provided in the instrument or agreement under which such Indebtedness was created, created or (ii) a default shall occur in the observance or performance or observance of any agreement under or condition relating to any such Indebtedness 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, or to permit the holder or holders of such Indebtedness (or a trustee or agent on behalf of such holder or holders) to cause (determined without regard to whether any notice of acceleration or similar notice is required)cause, any such Indebtedness to become due or be repaid prior to its stated maturity or (iiib) any such Indebtedness (other than the Obligations) of the Borrower Holdings or any of its Subsidiaries shall be declared to be due and payable, or shall be required to be prepaid (other than such Indebtedness that is required to be prepaid upon a “Change of Control” under a Public Note Document that would not cause a Change of Control hereunder) other than by a regularly scheduled required prepayment or as a mandatory prepayment (other than with proceeds unless such required prepayment or mandatory prepayment results from a default thereunder or an event of the event giving rise to such prepaymenttype that constitutes an Event of Default), prior to the stated maturity thereof; PROVIDED that it shall not constitute an Event of Default pursuant to clause (a) or (b) of this Section 10.04 unless the principal amount of any one issue of such Indebtedness, or the aggregate amount of all such Indebtedness referred to in clauses (a) and (b) above, equals or exceeds $2,000,000 at any one time; or
Appears in 1 contract
Default Under Other Agreements. (a) the Company or any subsidiary shall (i) The Borrower or any of its Subsidiaries shall default in the any payment when due, whether at stated maturity or otherwise, of any amount pursuant with respect to any Indebtedness indebtedness for borrowed money (other than Indebtedness owed to the Lenders under the Loan Documentsthis Note) which indebtedness has an outstanding principal amount in excess of $50,000,000 750,000 individually or $1,500,000 in the aggregate for the Company and its subsidiaries, beyond the period of grace grace, if any, provided in the instrument or agreement under which such Indebtedness indebtedness was created, created or (ii) a default shall occur in the observance or performance or observance of any agreement under agreement, covenant or condition relating to any such Indebtedness indebtedness 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, or to permit the holder or holders of such Indebtedness indebtedness (or a trustee or agent on behalf of such holder or holders) to cause (determined without regard to whether any notice of acceleration or similar notice is required)cause, any such Indebtedness indebtedness to become due or be repaid prior to its stated maturity and such default or event shall continue beyond the period of grace, if any, provided in the instrument or agreement under which such indebtedness was created (after giving effect to any consent or waiver obtained and then in effect thereunder); or (iiib) any such Indebtedness indebtedness of the Borrower Company or any of its Subsidiaries shall subsidiaries which has an outstanding principal amount in excess of $750,000 individually or $1,500,000 in the aggregate shall, in accordance with its terms, be declared to be due and payable, or required to be prepaid (other than such Indebtedness that is required to be prepaid upon a “Change of Control” under a Public Note Document that would not cause a Change of Control hereunder) other than by a regularly scheduled or required prepayment (other than with proceeds of the event giving rise to such prepayment), payment prior to the stated maturity thereof; or;
Appears in 1 contract
Samples: Note Purchase Agreement (Shaman Pharmaceuticals Inc)
Default Under Other Agreements. (a) The Company or any Subsidiary shall (i) The Borrower or any of its Subsidiaries shall default in the any payment when due, whether at stated maturity or otherwise, of any amount pursuant with respect to any Indebtedness for borrowed money (other than this Note) which Indebtedness owed to the Lenders under the Loan Documents) has an outstanding principal amount in excess of $50,000,000 75,000 individually or in the aggregate for all such Indebtedness, beyond the period of grace grace, if any, provided in the instrument or agreement under which such Indebtedness was created, created or (ii) a default shall occur in the observance or performance or observance of any agreement under agreement, covenant or condition relating to any such Indebtedness 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, or to permit the holder or holders of such Indebtedness (or a trustee or agent on behalf of such holder or holders) to cause (determined without regard to whether any notice of acceleration or similar notice is required)cause, any such Indebtedness to become due or be repaid prior to its stated maturity and such default or event shall continue beyond the period of grace, if any, provided in the instrument or agreement under which such Indebtedness was created (after giving effect to any consent or waiver obtained and then in effect thereunder) and such default shall continue for five days (or to such earlier date as the holder of any other Indebtedness shall declare the same due and payable by reason of such default; or (iiib) any such Indebtedness of the Borrower Company or any Subsidiary which has an outstanding principal amount in excess of the $75,000 individually or in the aggregate for all such Indebtedness shall, in accordance with its Subsidiaries shall terms, be declared to be due and payable, or required to be prepaid (other than such Indebtedness that is required to be prepaid upon a “Change of Control” under a Public Note Document that would not cause a Change of Control hereunder) other than by a regularly scheduled or required prepayment (other than with proceeds of the event giving rise to such prepayment), payment prior to the stated maturity thereof; or
Appears in 1 contract
Samples: Note Purchase Agreement (Omni Medical Holdings Inc)
Default Under Other Agreements. (ia) The Borrower or any of its Subsidiaries shall (i) default in the any payment when due, whether at stated maturity or otherwise, of any amount pursuant with respect to any Indebtedness (other than Indebtedness owed to the Lenders under the Loan DocumentsObligations) in excess of $50,000,000 in the aggregate beyond the period of grace grace, if any, provided in the instrument or agreement under which such Indebtedness was created, created or (ii) a default shall occur in the observance or performance or observance of any agreement under or condition relating to any such Indebtedness 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, or to permit the holder or holders of such Indebtedness (or a trustee or agent on behalf of such holder or holders) to cause (determined without regard to whether any notice of acceleration or similar notice is required), any such Indebtedness to become due or be repaid prior to its stated maturity maturity; or (iiib) any such Indebtedness (other than the Obligations) of the Borrower or any of its their Subsidiaries shall be declared to be due and payable, or shall be required to be prepaid (other than such Indebtedness that is required to be prepaid upon a “Change of Control” under a Public Note Document that would not cause a Change of Control hereunder) other than by a regularly scheduled required prepayment or as a mandatory prepayment (other than with proceeds unless such required prepayment or mandatory prepayment results from a default thereunder or an event of the event giving rise to such prepaymenttype that constitutes an Event of Default), prior to the stated maturity thereof; provided that it shall not constitute an Event of Default pursuant to clause (a) or (b) of this Section 9.04 unless the principal amount of any one issue of such Indebtedness, or the aggregate amount of all such Indebtedness referred to in clauses (a) and (b) above, exceeds $5,000,000 at any one time; or
Appears in 1 contract
Default Under Other Agreements. (ia) The Borrower or any of its Subsidiaries shall (i) default in the any payment when due, whether at stated maturity or otherwise, of any amount pursuant with respect to any Indebtedness (other than Indebtedness owed to the Lenders under the Loan DocumentsObligations) in excess of $50,000,000 in the aggregate beyond the period of grace grace, if any, provided in the instrument or agreement under which such Indebtedness was created, created or (ii) a default shall occur in the observance or performance or observance of any agreement under or condition relating to any such Indebtedness 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, or to permit the holder or holders of such Indebtedness (or a trustee or agent on behalf of such holder or holders) to cause (determined without regard to whether any notice of acceleration or similar notice is required), any such Indebtedness to become due or be repaid prior to its stated maturity maturity; or (iiib) any such Indebtedness (other than the Obligations) of the Borrower or any of its Subsidiaries shall be declared to be due and payable, or shall be required to be prepaid (other than such Indebtedness that is required to be prepaid upon a “Change of Control” under a Public Note Document that would not cause a Change of Control hereunder) other than by a regularly scheduled required prepayment or as a mandatory prepayment (other than with proceeds unless such required prepayment or mandatory prepayment results from a default thereunder or an event of the event giving rise to such prepaymenttype that constitutes an Event of Default), prior to the stated maturity thereof; provided, that it shall not constitute an Event of Default pursuant to clause (a) or (b) of this Section 9.04 unless the principal amount of any one issue of such Indebtedness, or the aggregate amount of all such Indebtedness referred to in clauses (a) and (b) above, exceeds $5,000,000 at any one time; or
Appears in 1 contract
Samples: Credit Agreement (McMS Inc)
Default Under Other Agreements. (ia) The Borrower Holdings or any of its ------------------------------ Subsidiaries shall (i) default in the any payment when due, whether at stated maturity or otherwise, of any amount pursuant with respect to any Indebtedness (other than Indebtedness owed to the Lenders under the Loan DocumentsObligations) in excess of $50,000,000 in the aggregate beyond the period of grace grace, if any, provided in the instrument or agreement under which such Indebtedness was created, created or (ii) a default shall occur in the observance or performance or observance of any agreement under or condition relating to any such Indebtedness 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, or to permit the holder or holders of such Indebtedness (or a trustee or agent on behalf of such holder or holders) to cause (determined without regard to whether any notice of acceleration or similar notice is required), any such Indebtedness to become due or be repaid prior to its stated maturity maturity; or (iiib) any such Indebtedness (other than the Obligations) of the Borrower Holdings or any of its Subsidiaries shall be declared to be due and payable, or shall be required to be prepaid (other than such Indebtedness that is required to be prepaid upon a “Change of Control” under a Public Note Document that would not cause a Change of Control hereunder) other than by a regularly scheduled required prepayment or as a mandatory prepayment (other than with proceeds unless such required prepayment or mandatory prepayment results from a default thereunder or an event of the event giving rise to such prepaymenttype that constitutes an Event of Default), prior to the stated maturity thereof; provided, that it shall not constitute an Event of Default pursuant to clause -------- (a) or (b) of this Section 9.04 unless the principal amount of any one issue of such Indebtedness, or the aggregate amount of all such Indebtedness referred to in clauses (a) and (b) above, exceeds $10,000,000 at any one time; or
Appears in 1 contract
Default Under Other Agreements. (ia) The Borrower Holdings or any of its ------------------------------ Subsidiaries shall (i) default in the any payment when due, whether at stated maturity or otherwise, of any amount pursuant with respect to any Indebtedness (other than Indebtedness owed to the Lenders under the Loan DocumentsObligations) in excess of $50,000,000 in the aggregate beyond the period of grace grace, if any, provided in the instrument or agreement under which such Indebtedness was created, created or (ii) a default shall occur in the observance or performance or observance of any agreement under or condition relating to any such Indebtedness 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, or to permit the holder or holders of such Indebtedness (or a trustee or agent on behalf of such holder or holders) to cause (determined without regard to whether any notice of acceleration or similar notice is required), any such Indebtedness to become due or be repaid prior to its stated maturity maturity; or (iiib) any such Indebtedness (other than the Obligations) of the Borrower Holdings or any of its Subsidiaries shall be declared to be due and payable, or shall be required to be prepaid (other than such Indebtedness that is required to be prepaid upon a “Change of Control” under a Public Note Document that would not cause a Change of Control hereunder) other than by a regularly scheduled required prepayment or as a mandatory prepayment (other than with proceeds unless such required prepayment or mandatory prepayment results from a default thereunder or an event of the event giving rise to such prepaymenttype that constitutes an Event of Default), prior to the stated maturity thereof; provided, that it shall not constitute an Event of Default pursuant to clause -------- (a) or (b) of this Section 9.04 unless the principal amount of any one issue of such Indebtedness, or the aggregate amount of all such Indebtedness referred to in clauses (a) and (b) above, exceeds $1,500,000 at any one time; or
Appears in 1 contract
Samples: Credit Agreement (Collins & Aikman Floor Coverings Inc)
Default Under Other Agreements. (ia) The Borrower Company or any of its Subsidiaries shall (i) default in the any payment when due, whether at stated maturity on or otherwise, of any amount pursuant with respect to any Indebtedness (other than Indebtedness owed to the Lenders under the Loan DocumentsObligations) in excess of $50,000,000 in the aggregate beyond the period of grace grace, if any, provided in the instrument or agreement under which such Indebtedness was created, created or (ii) a default shall occur in the observance or performance or observance of any agreement under or condition relating to any such Indebtedness 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, or to permit the holder or holders of such Indebtedness (or a trustee or agent on behalf of such holder or holders) to cause (determined without regard to whether any notice of acceleration or similar notice is required)cause, any such Indebtedness to become due or be repaid prior to its stated maturity maturity; or (iiib) any such Indebtedness (other than the Obligations) of the Borrower Company or any of its Subsidiaries shall be declared to be due and payable, or shall be required to be prepaid (other than such Indebtedness that is required to be prepaid upon a “Change of Control” under a Public Note Document that would not cause a Change of Control hereunder) other than by a regularly scheduled required prepayment or as a mandatory prepayment (other than with proceeds unless such required prepayment or mandatory prepayment results from a default thereunder or an event of the event giving rise to such prepaymenttype that constitutes an Event of Default), prior to the stated maturity thereof; provided that it shall not constitute an Event of Default pursuant to clause (a) or (b) of this Section 9.04 unless the principal amount of any one issue of such Indebtedness, or the aggregate amount of all such Indebtedness referred to in clauses (a) and (b) above, exceeds $350,000 at any one time; or
Appears in 1 contract
Samples: Senior Secured Revolving Credit Agreement (Di Industries Inc)
Default Under Other Agreements. (ia) The Borrower or any of its ------------------------------ Subsidiaries shall (i) default in the any payment when due, whether at stated maturity or otherwise, of any amount pursuant with respect to any Indebtedness (other than Indebtedness owed to the Lenders under the Loan DocumentsObligations) in excess of $50,000,000 in the aggregate beyond the period of grace grace, if any, provided in the instrument or agreement under which such Indebtedness was created, applicable thereto or (ii) a default shall occur in the observance or performance or observance of any agreement under or condition relating to any such Indebtedness 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, or to permit the holder or holders of such Indebtedness (or a trustee or agent on behalf of such holder or holders) to cause (determined without regard to whether any notice of acceleration or similar notice is required)cause, any such Indebtedness to become due or be repaid prior to its stated maturity or (iiib) any such Indebtedness of the Borrower or any of its Subsidiaries shall be declared to be due and payable, or required to be prepaid (other than such Indebtedness that is required to be prepaid upon a “Change of Control” under a Public Note Document that would not cause a Change of Control hereunder) other than by a regularly scheduled required prepayment (other than with proceeds of the event giving rise to such prepayment), prior to the stated maturity thereof, provided that it shall not constitute an Event of Default pursuant to this Section 9.04 unless ------------ the principal amount of any one issue of such Indebtedness exceeds $1,500,000 or the aggregate amount of all Indebtedness referred to in clauses (a) and (b) above exceeds $2,500,000 at any one time; or
Appears in 1 contract
Default Under Other Agreements. (ia) The Borrower or any of its Restricted Subsidiaries shall (i) default in the any payment when due, whether at stated maturity or otherwise, of any amount pursuant with respect to any Indebtedness (other than Indebtedness owed to the Lenders under the Loan DocumentsObligations) in excess of $50,000,000 7,000,000 in the aggregate aggregate, for the Borrower and such Subsidiaries, beyond the period of grace grace, if any, provided in the instrument or agreement under which such Indebtedness was created, created or (ii) a default shall occur in the observance or performance or observance of any agreement under or condition relating to any such Indebtedness or contained in any instrument or agreement evidencing, securing or relating thereto, or (except in the case of Indebtedness consisting of any Hedge Agreement) any other event shall occur or condition exist, the effect of which default or other event or condition is to cause, or to permit the holder or holders of such Indebtedness (or a trustee or agent on behalf of such holder or holders) to cause (determined without regard to whether any notice of acceleration or similar notice is required)cause, any such Indebtedness to become due or be repaid prior to its stated maturity maturity; (b) default in the payment of any interest due on the Hybrid Capital with an aggregate principal amount in excess of $7,000,000 (provided that a deferral of interest in accordance with terms of the Hybrid Capital shall not be deemed to be a default (so long as no other default under such securities has occurred and is continuing)); or (iiic) without limiting the provisions of clause (a) above, any such Indebtedness (other than Indebtedness consisting of the Borrower or any of its Subsidiaries Hedge Agreement) shall be declared to be due and payable, or required to be prepaid (other than such Indebtedness that is required to be prepaid upon a “Change of Control” under a Public Note Document that would not cause a Change of Control hereunder) other than by a regularly scheduled required prepayment (other than with proceeds of the event giving rise to such or as a mandatory prepayment), prior to the stated maturity thereof; or
Appears in 1 contract
Default Under Other Agreements. (i) The Borrower Holdings or any of its Subsidiaries shall default in the any payment when due, whether at stated maturity or otherwise, of any amount pursuant to any Indebtedness (other than the Indebtedness owed referred to the Lenders under the Loan Documentsin Section 10.01) in excess of $50,000,000 in the aggregate beyond the period of grace (not to exceed 10 days), if any, provided in the instrument or agreement under which such Indebtedness was created, or (ii) a Holdings or any of its Subsidiaries shall default shall occur in the observance or performance or observance of any agreement under or condition relating to any such Indebtedness (other than the Indebtedness referred to in Section 10.01) 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, or to permit the holder or holders of such Indebtedness (or a trustee or agent on behalf of such holder or holders) to cause (determined without regard to whether any notice of acceleration or similar grace period after notice is required), any such Indebtedness to become due or be repaid prior to its stated maturity and such default shall not have been cured or waived, or (iii) any such Indebtedness (other than the Indebtedness referred to in Section 10.01) of the Borrower Holdings or any of its Subsidiaries shall be declared to be due and payable, or required to be prepaid (other than such Indebtedness that is required to be prepaid upon a “Change of Control” under a Public Note Document that would not cause a Change of Control hereunder) other than by a regularly scheduled required prepayment (other than with proceeds of the event giving rise to such prepayment), prior to the stated maturity thereof; provided that it shall not constitute an Event of Default pursuant to this Section 10.04 unless the aggregate amount of all Indebtedness referred to in the preceding clauses (i) through (iii) above exceeds $1,000,000 at any one time; or
Appears in 1 contract
Samples: Credit Agreement (Ubiquitel Inc)
Default Under Other Agreements. (ia) The Borrower Holdings or any of its Subsidiaries shall (i) default in the any payment when due, whether at stated maturity or otherwise, of any amount pursuant with respect to any Indebtedness (other than Indebtedness owed to the Lenders under the Loan Documents) Obligations), in excess of $50,000,000 10,000,000 individually or in the aggregate aggregate, for Holdings and its Subsidiaries (collectively, "Material Indebtedness"), beyond the period of grace grace, if any, provided in the instrument or agreement under which such Indebtedness was created, created or (ii) a default shall occur in the observance or performance or observance of any agreement under or condition relating to any such Material Indebtedness 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, or to permit the holder or holders of such Material Indebtedness (or a trustee or agent on behalf of such holder or holders) to cause (determined without regard to whether any notice of acceleration or similar notice is required), any such Material Indebtedness to become due or be repaid prior to its stated maturity maturity; or (iiib) any such Material Indebtedness of the Borrower Holdings or any of its Subsidiaries shall be declared to be due and payable, or required to be prepaid (other than such Indebtedness that is required to be prepaid upon a “Change of Control” under a Public Note Document that would not cause a Change of Control hereunder) other than by a regularly scheduled required prepayment or as a mandatory prepayment (other than with proceeds unless such required prepayment or mandatory prepayment results from a default thereunder or an event of the event giving rise to such prepaymenttype that constitutes an Event of Default), prior to the stated maturity thereof; or
Appears in 1 contract
Default Under Other Agreements. (i) The Borrower or any of its Subsidiaries shall (i) default in the any payment when due, whether at stated maturity or otherwise, of any amount pursuant to any Indebtedness (other than the Indebtedness owed referred to the Lenders under the Loan Documentsin Section 10.01) in excess of $50,000,000 in the aggregate beyond the period of grace (not to exceed 10 days), if any, provided in the instrument or agreement under which such Indebtedness was created, or (ii) a default shall occur in the observance or performance or observance of any agreement under or condition relating to any such Indebtedness (other than the Indebtedness referred to in Section 10.01) 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, or to permit the holder or holders of such Indebtedness (or a trustee or agent on behalf of such holder or holders) to cause (determined without regard to whether any notice of acceleration or similar notice is required), any such Indebtedness to become due or be repaid prior to its stated maturity and such default shall not have been cured or waived, or (iii) any such Indebtedness (other than the Indebtedness referred to in Section 10.01) of the Borrower or any of its Subsidiaries shall be declared to be due and payable, or required to be prepaid (other than such Indebtedness that is required to be prepaid upon a “Change of Control” under a Public Note Document that would not cause a Change of Control hereunder) other than by a regularly scheduled required prepayment (other than with proceeds of the event giving rise to such prepayment), prior to the stated maturity thereof; provided that it shall not constitute an Event of Default pursuant to this Section 10.04 unless the aggregate amount of all Indebtedness referred to in the preceding clauses (i) through (iii) above exceeds $500,000 at any one time; or
Appears in 1 contract
Default Under Other Agreements. (a) The Company or any of the Restricted Subsidiaries shall (i) The Borrower or any of its Subsidiaries shall default in the any payment when due, whether at stated maturity or otherwise, of any amount pursuant with respect to any Indebtedness (other than Indebtedness owed to the Lenders under the Loan DocumentsObligations) in excess of $50,000,000 80,000,000 in the aggregate aggregate, for the Company and such Restricted Subsidiaries, beyond the period of grace grace, if any, provided in the instrument or agreement under which such Indebtedness was created, created or (ii) a default shall occur in the observance or performance or observance of any agreement under or condition relating to any such Indebtedness or contained in any instrument or agreement evidencing, securing or relating thereto, or any other event shall occur or condition existexist (other than, with respect to Indebtedness consisting of any Hedge Agreements, termination events or equivalent events pursuant to the terms of such Hedge Agreements), the effect of which default or other event or condition is to cause, or to permit the holder or holders of such Indebtedness (or a trustee or agent on behalf of such holder or holders) to cause (determined without regard to whether any notice of acceleration or similar notice is required)cause, any such Indebtedness to become due or be repaid prior to its stated maturity maturity; or (iiib) without limiting the provisions of clause (a) above, any such Indebtedness of the Borrower or any of its Subsidiaries shall be declared to be due and payable, or required to be prepaid (other than such Indebtedness that is required to be prepaid upon a “Change of Control” under a Public Note Document that would not cause a Change of Control hereunder) other than by a regularly scheduled required prepayment or as a mandatory prepayment (and, with respect to Indebtedness consisting of any Hedge Agreements, other than with proceeds due to a termination event or equivalent event pursuant to the terms of the event giving rise to such prepaymentHedge Agreements), prior to the stated maturity thereof; provided that a default, occurrence or condition under the First Lien Credit Agreement shall cause an Event of Default under this Section 11.4 only if such default, occurrence or condition results in all First Lien Loans (including all First Lien Term Loans) under the First Lien Credit Agreement becoming due prior to their stated maturity; or
Appears in 1 contract
Samples: Second Lien Credit Agreement (IPC Systems Holdings Corp.)
Default Under Other Agreements. (a) The Company or any ------------------------------ Subsidiary shall (i) The Borrower or any of its Subsidiaries shall default in the any payment when due, whether at stated maturity or otherwise, of any amount pursuant with respect to any Indebtedness indebtedness for borrowed money (other than Indebtedness owed to the Lenders under the Loan Documentsthis Note) which indebtedness has an outstanding principal amount in excess of $50,000,000 250,000 individually or $500,000 in the aggregate for the Company and its Subsidiaries, beyond the period of grace grace, if any, provided in the instrument or agreement under which such Indebtedness indebtedness was created, created or (ii) a default shall occur in the observance or performance or observance of any agreement under agreement, covenant or condition relating to any such Indebtedness indebtedness 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, or to permit the holder or holders of such Indebtedness indebtedness (or a trustee or agent on behalf of such holder or holders) to cause (determined without regard to whether any notice of acceleration or similar notice is required)cause, any such Indebtedness indebtedness to become due or be repaid prior to its stated maturity and such default or event shall continue beyond the period of grace, if any, provided in the instrument or agreement under which such indebtedness was created (after giving effect to any consent or waiver obtained and then in effect thereunder); or (iiib) any such Indebtedness indebtedness of the Borrower Company or any of its Subsidiaries shall which has an outstanding principal amount in excess of $750,000 individually or $1,500,000 in the aggregate shall, in accordance with its terms, be declared to be due and payable, or required to be prepaid (other than such Indebtedness that is required to be prepaid upon a “Change of Control” under a Public Note Document that would not cause a Change of Control hereunder) other than by a regularly scheduled or required prepayment (other than with proceeds of the event giving rise to such prepayment), payment prior to the stated maturity thereof; or;
Appears in 1 contract
Samples: Senior Convertible Note (Napro Biotherapeutics Inc)
Default Under Other Agreements. (ia) The Borrower Any Credit Party or any of its Subsidiaries shall (i) default in the any payment when due, whether at stated maturity on or otherwise, of any amount pursuant with respect to any Indebtedness (other than Indebtedness owed to the Lenders under the Loan DocumentsObligations) in excess of $50,000,000 in the aggregate beyond the period of grace grace, if any, provided in the instrument or agreement under which such Indebtedness was created, created or (ii) a default shall occur in the observance or performance or observance of any agreement under or condition relating to any such Indebtedness 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, or to permit the holder or holders of such Indebtedness (or a trustee or agent on behalf of such holder or holders) to cause (determined without regard to whether any notice of acceleration or similar notice is required)cause, any such Indebtedness to become due or be repaid prior to its stated maturity maturity; or (iiib) any such Indebtedness (other than the Obligations) of the Borrower any Credit Party or any of its Subsidiaries shall be declared to be due and payable, or shall be required to be prepaid (other than such Indebtedness that is required to be prepaid upon a “Change of Control” under a Public Note Document that would not cause a Change of Control hereunder) other than by a regularly scheduled required prepayment or as a mandatory prepayment (other than with proceeds unless such required prepayment or mandatory prepayment results from a default thereunder or an event of the event giving rise to such prepaymenttype that constitutes an Event of Default), prior to the stated maturity thereof; provided that it shall not constitute an Event of Default pursuant to clause (a) or (b) of this Section 9.4 unless the principal amount of any one issue of such Indebtedness, or the aggregate amount of all such Indebtedness referred to in clauses (a) and (b) above, exceeds $350,000 at any one time; or
Appears in 1 contract
Samples: Loan Agreement (Grey Wolf Inc)
Default Under Other Agreements. (i) The Borrower or any of its Subsidiaries Any Credit Party shall default in the payment when due, whether at stated maturity or otherwise, of any amount pursuant to any Indebtedness (other than Indebtedness owed to the Lenders under the Loan DocumentsDocuments or Intercompany Indebtedness) in a principal amount in excess of the Dollar Equivalent of $50,000,000 75,000,000 in the aggregate beyond the period of grace grace, if any, provided in the instrument or agreement under which such Indebtedness was created, or (ii) a default shall occur in the performance or observance of any agreement under or condition to any such Indebtedness 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, or to permit the holder or holders of such Indebtedness (or a trustee or agent on behalf of such holder or holders) to cause (determined without regard to whether any notice of acceleration or similar notice is required), any such Indebtedness to become due or be repaid prior to its stated maturity or (iii) any such Indebtedness of the Borrower or any of its Subsidiaries Credit Parties shall be declared to be due and payable, or required to be prepaid (other than such Indebtedness that is required to be prepaid upon a “Change of Control” under a Public Note Document that would not cause a Change of Control hereunder) other than by a regularly scheduled required prepayment (other than with proceeds of the event giving rise to such payment or prepayment), prior to the stated maturity thereofthereof provided that clauses (g)(ii) and (iii) shall not apply to secured Indebtedness that becomes due as a result of the voluntary sale or transfer of the property or assets securing such Indebtedness; or
Appears in 1 contract
Samples: Credit Agreement (Ball Corp)
