Equity or Debt Issuance. If the Parent, the Company or any ----------------------- Subsidiary shall issue common or preferred equity (other than to the Parent, the Company or any Subsidiary, and other than in connection with compensation of employees, directors or consultants) or incur any indebtedness for borrowed money (other than any money borrowed by the Company under this Agreement, any money borrowed pursuant to subsection 8.05(n) and intercompany loans otherwise permitted under this Agreement made by and among the Parent, the Company and/or one or more Subsidiaries), the Company shall promptly notify the Agent of the estimated Net Issuance Proceeds of such issuance or incurrence to be received by the Parent, the Company or such Subsidiary in respect thereof. Promptly upon, and in no event later than one Business Day after, receipt by the Parent, the Company or such Subsidiary of Net Issuance Proceeds of such issuance or incurrence, the Company shall prepay the Revolving Loans and the Term Loans as follows: (i) such Net Issuance Proceeds shall be applied, first, to prepay the Revolving Loans in an aggregate amount equal to the lesser of (A) 50% of the amount of such Net Issuance Proceeds and (B) the Effective Amount of the Revolving Loans then outstanding, provided, however, that that amount of Net -------- ------- Issuance Proceeds so applied to prepay the Revolving Loans shall not exceed $130,000,000 in the aggregate after February 26, 2002; and (ii) next, such Net Issuance Proceeds not used to prepay the Revolving Loans as provided in the preceding clause (i) shall be applied to prepay the Term Loans in an aggregate amount equal to the lesser of (A) the amount of such unapplied Net Issuance Proceeds and (B) the Effective Amount of the Term Loans then outstanding. Notwithstanding the foregoing, the Company's obligation to apply Net Issuance Proceeds from the incurrence of indebtedness for borrowed money to prepay the Revolving Loans and Term Loans as provided in this subsection 2.08(d) shall cease from and after the date on which the Company has applied a total amount of $300,000,000 in combined Net Issuance Proceeds and Net Proceeds arising from and after February 21, 2002, to prepay the Revolving Loans and Term Loans as provided in this Section 2.08. Notwithstanding any provisions of this Agreement to the contrary, the Parent may from time to time satisfy all or any portion of the outstanding principal and accrued and unpaid interest in respect of any Indebtedness (other...

Equity or Debt Issuance. (A) If the Borrower shall issue new common or preferred equity, or any debt securities, the Borrower shall promptly notify the Administrative Agent of the estimated proceeds of such issuance net of reasonable out-of-pocket expenses incurred by the Borrower ("Net Issuance Proceeds") to be received by the Borrower in respect thereof (an "Issuance Notice"). Upon the earlier of (1) the date specified for such purpose in such Issuance Notice or (2) 30 days after the date of receipt of such Net Issuance Proceeds actually received, the Aggregate Commitments shall be permanently reduced by an amount equal to the Senior Credit Ratable Amount times the amount of such Net Issuance Proceeds actually received. (B) No Commitment reduction shall be required under this subsection (iii) in connection with (1) the issuance of equity securities pursuant to Section 7.07(a)(i), (2) the Acquisition by the Borrower or any Subsidiary of cash or Cash Equivalents in any Permitted Acquisition, provided that the cash or Cash Equivalents so acquired is merely incidental to such Permitted Acquisition; or (3) the issuance of debt securities pursuant to the Private Placement.

Equity or Debt Issuance. If the Borrower shall issue new common or preferred equity, or shall incur additional Indebtedness (other than Indebtedness permitted under Sections 7.5(b), (c), (e) or (f)), the Borrower shall promptly notify the Agent of the estimated Net Issuance Proceeds of such issuance or incurrence to be received by the Borrower in respect thereof. Promptly upon, and in no event later than 3 days after, receipt by the Borrower of Net Issuance Proceeds of such issuance or incurrence, the Borrower shall prepay the Loans in an aggregate amount equal to 50% of the amount of such Net Issuance Proceeds.

Equity or Debt Issuance. If the Borrower shall issue (i) new common or preferred equity (excluding any issuance made for the purposes of fulfilling a stock purchase plan or compensatory option plan for employees or directors of the Borrower or any Subsidiary) or (ii) debt securities in a public offering or private placement, the Borrower shall promptly notify the Agent of the estimated Net Issuance Proceeds of such issuance to be received by the Borrower in respect thereof. Promptly upon, and in no event later than one Business Day after, receipt by the Borrower of Net Issuance Proceeds of such issuance, the Borrower shall prepay the Loans in an aggregate amount equal to the amount of such Net Issuance Proceeds.

Equity or Debt Issuance. If Holdings shall issue new equity or issue any debt securities or otherwise incur any additional Indebtedness for borrowed money, in each case for cash consideration in excess of $1,000,000, Holdings shall promptly notify the Agent of the estimated Net Issuance Proceeds of such issuance or the amount of the proceeds of such additional Indebtedness, as the case may be, to be received by Holdings in respect thereof. Promptly upon, and in no event later than one day after, receipt by Holdings of Net Issuance Proceeds of such issuance of new equity or debt securities or the proceeds of such additional

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Debt Issuance Not later than one (1) Business Day following the receipt of any Net Cash Proceeds of any Debt Issuance by any Group Member (or concurrently with the receipt of Net Cash Proceeds of any Debt Issuance by any Group Member in connection with a refinancing facility under Section 2.22), the Borrower shall make prepayments in accordance with Section 2.10(i) and (j) in an aggregate principal amount equal to 100% of such Net Cash Proceeds.
Debt Issuances Immediately upon receipt by any Loan Party or any Subsidiary of the Net Cash Proceeds of any Debt Issuance, the Borrower shall prepay the Loans and/or Cash Collateralize the L/C Obligations as hereafter provided in an aggregate amount equal to 100% of such Net Cash Proceeds.
Equity Issuance Upon the sale or issuance by the Borrower or any of its Subsidiaries (other than a Financing Subsidiary) of any of its Equity Interests (other than any sales or issuances of Equity Interests to the Borrower or any Subsidiary Guarantor), the Borrower shall prepay an aggregate principal amount of Loans equal to 75% of all Net Cash Proceeds received therefrom no later than the fifth Business Day following the receipt of such Net Cash Proceeds (such prepayments to be applied as set forth in Section 2.09(b)).
Equity Issuances In the event that the Borrower shall receive any Cash proceeds from the issuance of Equity Interests of the Borrower at any time after the Availability Period, the Borrower shall, no later than the third Business Day following the receipt of such Cash proceeds, prepay the Loans in an amount equal to fifty percent (50%) of such Cash proceeds, net of underwriting discounts and commissions or other similar payments and other costs, fees, premiums and expenses directly associated therewith, including, without limitation, reasonable legal fees and expenses (and the Commitments shall be permanently reduced by such amount).
Equity Cure Notwithstanding anything to the contrary contained in this Section 11, in the event that the Borrower fails to comply with the requirement of the financial covenant set forth in Section 10.7, from the beginning of any fiscal period until the expiration of the 10th Business Day following the date financial statements referred to in Sections 9.1(a) or (b) are required to be delivered in respect of such fiscal period for which such financial covenant is being measured, any holder of Capital Stock or Stock Equivalents of the Borrower or any direct or indirect parent of the Borrower shall have the right to cure such failure (the “Cure Right”) by causing cash net equity proceeds derived from an issuance of Capital Stock or Stock Equivalents (other than Disqualified Stock, unless reasonably satisfactory to the Administrative Agent) by the Borrower (or from a contribution to the common equity capital of the Borrower) to be contributed, directly or indirectly, as cash common equity to the Borrower, and upon receipt by the Borrower of such cash contribution (such cash amount being referred to as the “Cure Amount”) pursuant to the exercise of such Cure Right, such financial covenant shall be recalculated giving effect to the following pro forma adjustments: (a) Consolidated EBITDA shall be increased, solely for the purpose of determining the existence of an Event of Default resulting from a breach of the financial covenant set forth in Section 10.7 with respect to any period of four consecutive fiscal quarters that includes the fiscal quarter for which the Cure Right was exercised and not for any other purpose under this Agreement, by an amount equal to the Cure Amount; (b) Consolidated First Lien Secured Debt shall be decreased solely to the extent proceeds of the Cure Amount are actually applied to prepay any of the Credit Facilities and there shall be no pro forma reduction in Indebtedness with the proceeds of the Cure Amount for determining compliance with the financial covenant set forth in Section 10.7 unless such proceeds are actually applied to prepay Indebtedness under the Credit Facilities; and (c) if, after giving effect to the foregoing recalculations, the Borrower shall then be in compliance with the requirements of the financial covenant set forth in Section 10.7, the Borrower shall be deemed to have satisfied the requirements of the financial covenant set forth in Section 10.7 as of the relevant date of determination with the same effect as though there had been no failure to comply therewith at such date, and the applicable breach or default of such financial covenants that had occurred shall be deemed cured for the purposes of this Agreement; provided that (i) in each period of four consecutive fiscal quarters there shall be at least two fiscal quarters in which no Cure Right is made, (ii) there shall be a maximum of five Cure Rights made during the term of this Agreement, (iii) each Cure Amount shall be no greater than the amount expected to be required to cause the Borrower to be in compliance with the financial covenant set forth in Section 10.7 for the relevant fiscal quarter; and (iv) all Cure Amounts shall be disregarded for the purposes of any financial ratio determination, basket determination or other determination under the Credit Documents other than for determining compliance with Section 10.7.
Subsequent Equity Issuances The Company shall not deliver any Sales Notice hereunder (and any Sales Notice previously delivered shall not apply during such three Business Days) for at least three (3) Business Days prior to any date on which the Company or any Subsidiary offers, sells, issues, contracts to sell, contracts to issue or otherwise disposes of, directly or indirectly, any other shares of Common Stock or any Common Stock Equivalents (other than the Shares), subject to Manager’s right to waive this obligation, provided that, without compliance with the foregoing obligation, the Company may issue and sell Common Stock pursuant to any employee equity plan, stock ownership plan or dividend reinvestment plan of the Company in effect at the Execution Time and the Company may issue Common Stock issuable upon the conversion or exercise of Common Stock Equivalents outstanding at the Execution Time.
Debt and Stock Redemption Bancshares and any nonbank subsidiary shall not, directly or indirectly, incur, increase, or guarantee any debt without the prior written approval of the Reserve Bank. All requests for prior written approval shall contain, but not be limited to, a statement regarding the purpose of the debt, the terms of the debt, and the planned source(s) for debt repayment, and an analysis of the cash flow resources available to meet such debt repayment.
Investments; Indebtedness PNU shall not, and shall not permit any of its Subsidiaries to, other than in connection with actions permitted by Section 4.1(e), (i) make any loans, advances or capital contributions to, or investments in, any other Person, other than (x) by PNU or a direct or indirect wholly owned Subsidiary of PNU to or in PNU or any direct or indirect wholly owned Subsidiary of PNU, (y) pursuant to any contract or other legal obligation of PNU or any of its Subsidiaries as in effect at the date of this Agreement or (z) in the ordinary course of business consistent with past practice in an aggregate amount not in excess of the aggregate amount specified in Section 4.1(g) of the PNU Disclosure Schedule or (ii) create, incur, assume or suffer to exist any indebtedness, issuances of debt securities, guarantees, loans or advances not in existence as of the date of this Agreement except pursuant to the credit facilities, indentures (but not in excess of amounts authorized for issuance thereunder as of the date of this Agreement) and other arrangements in existence on the date of this Agreement or trade debt and commercial finance in the ordinary course of business consistent with past practice, in each case as such credit facilities, indentures and other arrangements and other existing indebtedness may be amended, extended, modified, refunded, renewed or refinanced after the date of this Agreement which does not increase the aggregate principal amount or amount of the facility, as the case may be.
Equity Offering The issuance and sale after the Closing Date by REIT or any of its Subsidiaries of any equity securities of such Person (other than equity securities issued to REIT or any one or more of its Subsidiaries in their respective Subsidiaries).
Subsidiaries; Equity Interests; Loan Parties (a) Subsidiaries, Joint Ventures, Partnerships and Equity Investments. Set forth on Schedule 5.20(a), is the following information which is true and complete in all respects as of the Closing Date and as of the last date such Schedule was required to be updated in accordance with Sections 6.02 and/or 6.13: (i) a complete and accurate list of all Subsidiaries, joint ventures and partnerships and other equity investments of the Loan Parties as of the Closing Date and as of the last date such Schedule was required to be updated in accordance with Sections 6.02 and/or 6.13, (ii) the number of shares of each class of Equity Interests in each Subsidiary outstanding, (iii) the number and percentage of outstanding shares of each class of Equity Interests owned by the Loan Parties and their Subsidiaries and (iv) the class or nature of such Equity Interests (i.e. voting, non-voting, preferred, etc.). The outstanding Equity Interests in all Subsidiaries are validly issued, fully paid and non-assessable and are owned free and clear of all Liens. There are no outstanding subscriptions, options, warrants, calls, rights or other agreements or commitments (other than stock options granted to employees or directors and directors’ qualifying shares) of any nature relating to the Equity Interests of any Loan Party or any Subsidiary thereof, except as contemplated in connection with the Loan Documents.

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