Common use of Existing Debt; Future Liens Clause in Contracts

Existing Debt; Future Liens. (a) Except as described therein, Schedule 5.15 sets forth a complete and correct list of all outstanding Debt of the Company and its Subsidiaries as of March 1, 2018 since which date there has been no Material change in the amounts, interest rates, sinking funds, installment payments or maturities of the Debt of the Company or its Subsidiaries. Neither any Obligor nor any other Subsidiary is in default and no waiver of default is currently in effect, in the payment of any principal or interest on any Debt of any Obligor or any other Subsidiary and no event or condition exists with respect to any Debt of any Obligor or any other Subsidiary that would permit (or that with notice or the lapse of time, or both, would permit) one or more Persons to cause such Debt to become due and payable before its stated maturity or before its regularly scheduled dates of payment. (b) Except as disclosed in Schedule 5.15, neither any Obligor nor any other Subsidiary has agreed or consented to cause or permit in the future (upon the happening of a contingency or otherwise) any of its property, whether now owned or hereafter acquired, to be subject to a Lien not permitted by Section 10.4.

Appears in 3 contracts

Samples: Note Purchase Agreement (Patterson Companies, Inc.), Note Purchase Agreement, Note Purchase Agreement (Patterson Companies, Inc.)

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Existing Debt; Future Liens. (a) Except as described therein, Schedule 5.15 sets forth a complete and correct list of all each issue of outstanding Debt of the Company and its Subsidiaries with an outstanding principal amount of at least $1,000,000 as of March 1the Closing Date (and specifying, 2018 since which date there has been no Material change in as to each such Debt, the amountscollateral, interest ratesif any, sinking funds, installment payments or maturities securing such Debt). The aggregate amount of the all Debt of the Company or and its SubsidiariesSubsidiaries not listed on Schedule 5.15 is less than $2,000,000. Neither any Obligor the Company nor any other Subsidiary is in default and no waiver of default is currently in effect, in the payment of any principal of or interest on any Debt of any Obligor the Company or any other such Subsidiary and no event or condition exists with respect to any Debt of any Obligor the Company or any other Subsidiary that would permit (or that with notice or the lapse of time, or both, would permit) one or more Persons to cause such Debt to become due and payable before its stated maturity or before its regularly scheduled dates of payment. (b) Except as disclosed in Schedule 5.15, neither any Obligor the Company nor any other Subsidiary has agreed or consented to cause or permit in the future (upon the happening of a contingency or otherwise) any of its property, whether now owned or hereafter acquired, to be subject to a Lien not permitted by Section 10.410.5.

Appears in 3 contracts

Samples: Note Purchase Agreement (Nfo Worldwide Inc), Note Purchase Agreement (Nfo Worldwide Inc), Note Purchase Agreement (Nfo Worldwide Inc)

Existing Debt; Future Liens. (a) Except as described therein, Schedule 5.15 10.9 attached hereto sets forth a complete and correct list of all outstanding Debt of the Company and its Subsidiaries as of March 1the first day of the calendar month in which such Schedule is delivered, 2018 since from and after which date there has been will be no Material change in the amounts, interest rates, sinking funds, installment payments or maturities of the Debt of the Company or its SubsidiariesSubsidiaries except as not prohibited pursuant to Section 10.9 of this Agreement. Neither any Obligor the Company nor any other Subsidiary is in default and no waiver of default is currently in effect, in the payment of any principal or interest on any Debt of any Obligor the Company or any other such Subsidiary and no event or condition exists with respect to any Debt of any Obligor the Company or any other Subsidiary that would permit (or that with notice or the lapse of time, or both, would permit) one or more Persons to cause such Debt to become due and payable before its stated maturity or before its regularly scheduled dates of payment. (b) Except as disclosed in Schedule 5.1510.10, neither any Obligor the Company nor any other Subsidiary has agreed or consented to cause or permit in the future (upon the happening of a contingency or otherwise) any of its property, whether now owned or hereafter acquired, to be subject to a Lien not permitted by Section 10.410.10.

Appears in 2 contracts

Samples: Third Amended and Restated Note Purchase and Shelf Agreement (Nn Inc), Second Amended and Restated Note Purchase and Shelf Agreement (Nn Inc)

Existing Debt; Future Liens. (a) Except as described therein, Schedule 5.15 sets forth a complete and correct list of all outstanding Debt of the Company and its Subsidiaries as of March February 1, 2018 2015 since which date there has been no Material change in the amounts, interest rates, sinking funds, installment payments or maturities of the Debt of the Company or its Subsidiaries. Neither any Obligor nor any other Subsidiary is in default and no waiver of default is currently in effect, in the payment of any principal or interest on any Debt of any Obligor or any other Subsidiary and no event or condition exists with respect to any Debt of any Obligor or any other Subsidiary that would permit (or that with notice or the lapse of time, or both, would permit) one or more Persons to cause such Debt to become due and payable before its stated maturity or before its regularly scheduled dates of payment. (b) Except as disclosed in Schedule 5.15, neither any Obligor nor any other Subsidiary has agreed or consented to cause or permit in the future (upon the happening of a contingency or otherwise) any of its property, whether now owned or hereafter acquired, to be subject to a Lien not permitted by Section 10.4.

Appears in 2 contracts

Samples: Note Purchase Agreement (Patterson Companies, Inc.), Note Purchase Agreement (Patterson Companies, Inc.)

Existing Debt; Future Liens. (a) Except as described therein, Schedule 5.15 sets forth a complete and correct list of all outstanding Debt of the Company and its Subsidiaries as of March 1December 31, 2018 1997, since which date there has been no Material material change in the amounts, interest rates, sinking funds, installment payments or maturities of the Debt of the Company or and its SubsidiariesSubsidiaries except as described in Schedule 5.15. Neither any Obligor the Company nor any other Subsidiary of its Subsidiaries is in default and no waiver of default is currently in effect, in the payment of any principal or interest on any Debt of any Obligor the Company or any other such Subsidiary and no event or condition exists with respect to any Debt of any Obligor the Company or any other such Subsidiary that would permit (or that with notice or the lapse of time, or both, would permit) one or more Persons to cause such Debt to become due and payable before its stated maturity or before its regularly scheduled dates of payment. (b) Except as disclosed in Schedule 5.15, neither any Obligor the Company nor any other Subsidiary has agreed or consented to cause or permit in the future (upon the happening of a contingency or otherwise) any of its property, whether now owned or hereafter acquired, to be subject to a Lien not permitted by Section 10.411.6.

Appears in 2 contracts

Samples: Note Purchase Agreement (Invacare Corp), Note Purchase Agreement (Invacare Corp)

Existing Debt; Future Liens. (a) Except as described therein, Schedule 5.15 sets forth a complete and correct list of all outstanding Debt of the Company and its Restricted Subsidiaries as of March 1, 2018 since which the date there has been no Material change in the amounts, interest rates, sinking funds, installment payments or maturities of the Debt of Closing. Neither the Company or its Subsidiaries. Neither any Obligor nor any other Restricted Subsidiary is in default and no waiver of default is currently in effect, in the payment of any principal or interest on any Debt of any Obligor the Company or any other Subsidiary such Restricted Subsidiary, the outstanding principal amount of which exceeds $5,000,000 (either individually or in the aggregate) and no event or condition exists with respect to any Debt of any Obligor the Company or any other Subsidiary Restricted Subsidiary, the outstanding principal amount of which exceeds $5,000,000 (either individually or in the aggregate), that would permit (or that with notice or the lapse of time, or both, would permit) one or more Persons to cause such Debt to become due and payable before its stated maturity or before its regularly scheduled dates of payment. (b) Except as disclosed in Schedule 5.15, neither any Obligor the Company nor any other Restricted Subsidiary has agreed or consented to cause or permit in the future (upon the happening of a contingency or otherwise) any of its property, whether now owned or hereafter acquired, to be subject to a Lien not permitted by Section 10.410.5.

Appears in 1 contract

Samples: Note Purchase Agreement (Proquest Co)

Existing Debt; Future Liens. (a) Except as described therein, Schedule 5.15 sets forth a complete and correct list of all outstanding Debt of the Company and its Consolidated Subsidiaries as of March 1September 2, 2018 2004, since which date there has been no Material change in the amounts, interest rates, sinking funds, installment payments or maturities of the Debt of the Company or its Consolidated Subsidiaries. Neither any Obligor the Company nor any other Consolidated Subsidiary is in default and no waiver of default is currently in effect, in the payment of any principal or interest on any Debt of any Obligor the Company or any other such Consolidated Subsidiary and no event or condition exists with respect to any Debt of any Obligor the Company or any other Consolidated Subsidiary that would permit (or that with notice or the lapse of time, or both, would permit) one or more Persons to cause such Debt to become due and payable before its stated maturity or before its regularly scheduled dates of payment. (b) Except as disclosed in Schedule 5.15, neither any Obligor the Company nor any other Consolidated Subsidiary has agreed or consented to cause or permit in the future (upon the happening of a contingency or otherwise) any of its property, whether now owned or hereafter acquired, to be subject to a Lien not permitted by Section 10.4.

Appears in 1 contract

Samples: Note Purchase Agreement (American Capital Strategies LTD)

Existing Debt; Future Liens. (a) Except as described therein, Schedule 5.15 sets forth a complete and correct list of all Capital Leases as of February 28, 2001 and all other outstanding Debt of the Company as of May 17, 2001 and of its Subsidiaries as of March 1the date of April 30, 2018 2001, since which date dates, respectively, there has been no Material change in the amounts, interest rates, sinking funds, installment payments or maturities of the Debt of the Company or its Subsidiaries. Neither any Obligor the Company nor any other Subsidiary is in default and no waiver of default is currently in effect, in the payment of any principal or interest on any Debt of any Obligor the Company or any other such Subsidiary and no event or condition exists with respect to any Debt of any Obligor the Company or any other Subsidiary that would permit (or that with notice or the lapse of time, or both, would permit) one or more Persons to cause such Debt to become due and payable before its stated maturity or before its regularly scheduled dates of payment. (b) Except as disclosed in Schedule 5.15, neither any Obligor the Company nor any other Subsidiary has agreed or consented to cause or permit in the future (upon the happening of a contingency or otherwise) any of its property, whether now owned or hereafter acquired, to be subject to a Lien not permitted by Section 10.410.5.

Appears in 1 contract

Samples: Note Purchase Agreement (Nordson Corp)

Existing Debt; Future Liens. (a) Except as described therein, Schedule 5.15 sets forth a complete and correct list of all outstanding Consolidated Debt of the Company Obligors and its their Subsidiaries as of March 131, 2018 2010, since which date there has been no Material change in the amounts, interest rates, sinking funds, installment payments or maturities of the Consolidated Debt of the Company Obligors or its their Subsidiaries. Neither any Obligor None of the Obligors nor any other Subsidiary is in default and no waiver of default is currently in effect, in the payment of any principal or interest on any Debt of any Obligor or any other Subsidiary such Subsidiary, and no event or condition exists with respect to any Debt of any Obligor or any other Subsidiary Subsidiary, that would permit (or that with notice or the lapse of time, or both, would permit) one or more Persons to cause such Debt to become due and payable before its stated maturity or before its regularly scheduled dates of payment. (b) Except as disclosed in Schedule 5.15, neither any Obligor none of the Obligors nor any other Subsidiary has agreed or consented to cause or permit in the future (upon the happening of a contingency or otherwise) any of its property, whether now owned or hereafter acquired, to be subject to a Lien not permitted by Section 10.410.3.

Appears in 1 contract

Samples: Note Purchase Agreement (Brady Corp)

Existing Debt; Future Liens. (a) Except as described therein, Schedule 5.15 sets forth a complete and correct list of all outstanding Debt of the Company and its Restricted Subsidiaries as of March 1November 27, 2018 1996, since which date there has been no Material change in the amounts, interest rates, sinking funds, installment payments or maturities of the Debt of the Company or its Restricted Subsidiaries. Neither any Obligor the Company nor any other Restricted Subsidiary is in default default, and no waiver of default is currently in effect, in the payment of any principal or interest on any Debt of any Obligor the Company or any other such Restricted Subsidiary and no event or condition exists with respect to any Debt of any Obligor the Company or any other Restricted Subsidiary that would permit (or that with notice or the lapse of time, or both, would permit) one or more Persons to cause such Debt to become due and payable before its stated maturity or before its regularly scheduled dates of payment. (b) Except as disclosed in Schedule 5.15, neither any Obligor the Company nor any other Restricted Subsidiary has agreed or consented to cause or permit in the future (upon the happening of a contingency or otherwise) any of its property, whether now owned or hereafter acquired, to be subject to a Lien not permitted by Section 10.410.5.

Appears in 1 contract

Samples: Note Purchase Agreement (Reliance Steel & Aluminum Co)

Existing Debt; Future Liens. (a) Except as described therein, Schedule 5.15 5.22 sets forth a complete and correct list of all outstanding Debt of the Company Company, Probex and its their Subsidiaries as of March 1the date of this Agreement, 2018 since which date there has been no Material change in the amounts, interest rates, sinking funds, installment payments or maturities of the Debt of the Company Company, Probex or its Subsidiaries. Neither any Obligor the Company, Probex nor any other Subsidiary is in default and no waiver of default is currently in effect, in the payment of any principal or interest on any Debt of any Obligor the Company, Probex or any other such Subsidiary and no event or condition exists with respect to any Debt of any Obligor the Company or any other Subsidiary that would permit (or that with notice or the lapse of time, or both, would permit) one or more Persons to cause such Debt to become due and payable before its stated maturity or before its regularly scheduled dates of payment. (b) Except as disclosed described in Schedule 5.155.22, neither any Obligor the Company, Probex nor any other Subsidiary has agreed or consented to cause or permit in the future (upon the happening of a contingency or otherwise) any of its property, whether now owned or hereafter acquired, to be subject to a Lien not permitted by Section 10.49.3. (c) Probex will derive a commercial benefit by their execution and delivery of the Guaranty Agreement generally and, in certain other respects, as more specifically described in Schedule 5.22 hereto.

Appears in 1 contract

Samples: Note Purchase Agreement (Probex Corp)

Existing Debt; Future Liens. (a) Except as described therein, Schedule 5.15 sets forth a complete and correct list of all outstanding Debt of the Fund and all outstanding Debt of the Company and its Restricted Subsidiaries as of March 1June 30, 2018 2003, since which date there has been no Material change in the amounts, interest rates, sinking funds, installment payments or maturities of the Debt of the Fund, the Company or its Restricted Subsidiaries. Neither any Obligor the Fund, the Company nor any other Restricted Subsidiary is in default and no waiver of default is currently in effect, in the payment of any principal or interest on any Debt of any Obligor the Fund, the Company or any other such Restricted Subsidiary and no event or condition exists with respect to any Debt of any Obligor the Fund, the Company or any other Restricted Subsidiary that would permit (or that with notice or the lapse of time, or both, would permit) one or more Persons to cause such Debt to become due and payable before its stated maturity or before its regularly scheduled dates of payment. (b) Except as disclosed in Schedule 5.15, neither any Obligor the Fund, the Company nor any other Restricted Subsidiary has agreed or consented to cause or permit in the future (upon the happening of a contingency or otherwise) any of its property, whether now owned or hereafter acquired, to be subject to a Lien not permitted by Section 10.4.

Appears in 1 contract

Samples: Note Purchase Agreement (Enerplus Resources Fund)

Existing Debt; Future Liens. (a) Except as described therein, Schedule 5.15 sets forth a complete and correct list of all outstanding Debt of the Fund and all outstanding Debt of the Company and its Restricted Subsidiaries as of March 1June 17, 2018 2002, since which date there has been no Material change in the amounts, interest rates, sinking funds, installment payments or maturities of the Debt of the Fund, the Company or its Restricted Subsidiaries. Neither any Obligor the Fund, the Company nor any other Restricted Subsidiary is in default and no waiver of default is currently in effect, in the payment of any principal or interest on any Debt of any Obligor the Fund, the Company or any other such Restricted Subsidiary and no event or condition exists with respect to any Debt of any Obligor the Fund, the Company or any other Restricted Subsidiary that would permit (or that with notice or the lapse of time, or both, would permit) one or more Persons to cause such Debt to become due and payable before its stated maturity or before its regularly scheduled dates of payment. (b) Except as disclosed in Schedule 5.15, neither any Obligor the Fund, the Company nor any other Restricted Subsidiary has agreed or consented to cause or permit in the future (upon the happening of a contingency or otherwise) any of its property, whether now owned or hereafter acquired, to be subject to a Lien not permitted by Section 10.4.

Appears in 1 contract

Samples: Note Purchase Agreement (Enerplus Resources Fund)

Existing Debt; Future Liens. (a) Except as described therein, Schedule 5.15 sets forth a complete and correct list of all outstanding Debt of the Company and its Subsidiaries as of March 1May 22, 2018 2009 (including a description of the obligors and obligees, principal amount outstanding and any collateral thereof and any Guaranty thereof), since which date there has been no Material change in the amounts, interest rates, sinking funds, installment payments or maturities of the Debt of the Company or its Subsidiaries. Neither any Obligor the Company nor any other Subsidiary is in default and no waiver of default is currently in effect, in the payment of any principal or interest on any Debt of any Obligor the Company or any other such Subsidiary and no event or condition exists with respect to any Debt of any Obligor the Company or any other Subsidiary that would permit (or that with notice or the lapse of time, or both, would permit) one or more Persons to cause such Debt to become due and payable before its stated maturity or before its regularly scheduled dates of payment. (b) Except as disclosed in Schedule 5.15, neither any Obligor the Company nor any other Subsidiary has agreed or consented to cause or permit in the future (upon the happening of a contingency or otherwise) any of its property, whether now owned or hereafter acquired, to be subject to a Lien not permitted by Section 10.410.5.

Appears in 1 contract

Samples: Note Purchase Agreement (Ralcorp Holdings Inc /Mo)

Existing Debt; Future Liens. (a) Except as described therein, Schedule 5.15 sets forth a complete and correct list of all outstanding Debt of the Company and its Subsidiaries as of March December 1, 2018 2011 since which date there has been no Material change in the amounts, interest rates, sinking funds, installment payments or maturities of the Debt of the Company or its Subsidiaries. Neither any Obligor nor any other Subsidiary is in default and no waiver of default is currently in effect, in the payment of any principal or interest on any Debt of any Obligor or any other Subsidiary and no event or condition exists with respect to any Debt of any Obligor or any other Subsidiary that would permit (or that with notice or the lapse of time, or both, would permit) one or more Persons to cause such Debt to become due and payable before its stated maturity or before its regularly scheduled dates of payment. (b) Except as disclosed in Schedule 5.15, neither any Obligor nor any other Subsidiary has agreed or consented to cause or permit in the future (upon the happening of a contingency or otherwise) any of its property, whether now owned or hereafter acquired, to be subject to a Lien not permitted by Section 10.4.

Appears in 1 contract

Samples: Note Purchase Agreement (Patterson Companies, Inc.)

Existing Debt; Future Liens. (a) Except as described therein, Schedule 5.15 5.13 sets forth a complete and correct list of all outstanding Consolidated Debt and Priority Debt of the Company and its Subsidiaries as of March 1August 31, 2018 1998, since which date there has been no Material change in the amounts, interest rates, sinking funds, installment payments or maturities of the Debt of the Company or its Subsidiaries. Neither any Obligor the Company nor any other Subsidiary is in default and no waiver of default is currently in effect, in the payment of any principal or interest on any Debt of any Obligor the Company or any other such Subsidiary that could be reasonably be expected to result in a Material Adverse Effect and no event or condition exists with respect to any Debt of any Obligor the Company or any other Subsidiary that would permit (or that with notice or the lapse of time, or both, would permit) one or more Persons to cause such Debt to become due and payable before its stated maturity or before its regularly scheduled dates of payment. (b) Except as disclosed in Schedule 5.155.13, neither any Obligor the Company nor any other Subsidiary has agreed or consented to cause or permit in the future (upon the happening of a contingency or otherwise) any of its property, whether now owned or hereafter acquired, to be subject to a Lien not permitted by Section 10.47.14.

Appears in 1 contract

Samples: Credit Agreement (Homeservices Com Inc)

Existing Debt; Future Liens. (a) Except as described therein, Schedule 5.15 to the Fifth Supplement sets forth a complete and correct list of all outstanding Debt Indebtedness of the Company and its Subsidiaries as immediately after giving effect to the TWP Reorganization and the incurrence of March 1, 2018 since which date there has been no Material change all Indebtedness and obligations being incurred in the amounts, interest rates, sinking funds, installment payments or maturities connection herewith and therewith (including a description of the Debt of obligors and obligees, principal amount outstanding and collateral therefor, if any, and Guarantee Obligations relating thereto, if any). Neither the Company or its Subsidiaries. Neither any Obligor nor any other Subsidiary is in default and no waiver of default is currently in effect, in the payment of any principal or interest on any Debt Indebtedness of any Obligor the Company or any other such Subsidiary and no event or condition exists with respect to any Debt Indebtedness of any Obligor the Company or any other Subsidiary that would permit (or that with notice or the lapse of time, or both, would permit) one or more Persons to cause such Debt Indebtedness to become due and payable before its stated maturity or before its regularly scheduled dates of payment. (b) Except as disclosed in Schedule 5.155.15 to the Fifth Supplement, neither any Obligor the Company nor any other Subsidiary has agreed or consented to cause or permit in the future (upon the happening of a contingency or otherwise) any of its property, whether now owned or hereafter acquired, to be subject to a Lien not permitted by Section 10.4.

Appears in 1 contract

Samples: Note Purchase Agreement (Essential Utilities, Inc.)

Existing Debt; Future Liens. (a) Except as described therein, Schedule 5.15 sets forth a complete and correct list of all outstanding Debt of the Company and its Restricted Subsidiaries as of March 14, 2018 2003, since which date there has been no Material change in the amounts, interest rates, sinking funds, installment payments or maturities of the Debt of the Company or its Restricted Subsidiaries. Neither any Obligor the Company nor any other Restricted Subsidiary is in default and no waiver of default is currently in effect, in the payment of any principal or interest on any Debt of any Obligor the Company or any other such Restricted Subsidiary and no event or condition exists with respect to any Debt of any Obligor the Company or any other Restricted Subsidiary that would permit (or that with notice or the lapse of time, or both, would permit) one or more Persons to cause such Debt to become due and payable before its stated maturity or before its regularly scheduled dates of payment. (b) Except as disclosed in Schedule 5.15, neither any Obligor the Company nor any other Restricted Subsidiary has agreed or consented to cause or permit in the future (upon the happening of a contingency or otherwise) any of its property, whether now owned or hereafter acquired, to be subject to a Lien arising after the date of the Closing not permitted by Section 10.410.5.

Appears in 1 contract

Samples: Note Purchase Agreement (Ruby Tuesday Inc)

Existing Debt; Future Liens. (a) Except as described therein, Schedule 5.15 sets forth a complete and correct list of all outstanding Debt of the Company and its Subsidiaries as of March 1, 2018 2008, since which date there has been no Material change in the amounts, interest rates, sinking funds, installment payments or maturities of the Debt of the Company or its Subsidiaries. Neither any Obligor nor any other Subsidiary is in default and no waiver of default is currently in effect, in the payment of any principal or interest on any Debt of any Obligor or any other Subsidiary and no event or condition exists with respect to any Debt of any Obligor or any other Subsidiary that would permit (or that with notice or the lapse of time, or both, would permit) one or more Persons to cause such Debt to become due and payable before its stated maturity or before its regularly scheduled dates of payment. (b) Except as disclosed in Schedule 5.15, neither any Obligor nor any other Subsidiary has agreed or consented to cause or permit in the future (upon the happening of a contingency or otherwise) any of its property, whether now owned or hereafter acquired, to be subject to a Lien not permitted by Section 10.4.

Appears in 1 contract

Samples: Note Purchase Agreement (Patterson Companies, Inc.)

Existing Debt; Future Liens. (a) Except as described therein, Schedule 5.15 sets forth a complete and correct list of all outstanding Debt of the Company Obligors and its their Restricted Subsidiaries as of March 131, 2018 2003, since which date there has been no Material change in the amounts, interest rates, sinking funds, installment payments or maturities of the Debt of the Company Obligors or its their Restricted Subsidiaries. Neither any Obligor of the Obligors nor any other Restricted Subsidiary is in default and no waiver of default is currently in effect, in the payment of any principal or interest on any Debt of any Obligor or any other such Restricted Subsidiary and no event or condition exists with respect to any Debt of any Obligor or any other Restricted Subsidiary that would permit (or that with notice or the lapse of time, or both, would permit) one or more Persons to cause such Debt to become due and payable before its stated maturity or before its regularly scheduled dates of payment. (b) Except as disclosed in Schedule 5.15, neither any Obligor None of the Obligors nor any other Restricted Subsidiary has agreed or consented to cause or permit in the future (upon the happening of a contingency or otherwise) any of its property, whether now owned or hereafter acquired, to be subject to a Lien not permitted by Section 10.410.3.

Appears in 1 contract

Samples: Note Purchase Agreement (Devry Inc)

Existing Debt; Future Liens. (a) Except as described therein, Schedule 5.15 sets forth a complete and correct list of all outstanding Debt of the Company and its Restricted Subsidiaries as of March 1January 28, 2018 2005, since which date there has been no Material change in the amounts, interest rates, sinking funds, installment payments or maturities of the Debt of the Company or its Restricted Subsidiaries. Neither any Obligor the Company nor any other Restricted Subsidiary is in default and no waiver of default is currently in effect, in the payment of any principal or interest on any Debt of any Obligor the Company or any other Subsidiary such Restricted Subsidiary, and no event or condition exists with respect to any Debt of any Obligor the Company or any other Subsidiary Restricted Subsidiary, that would permit (or that with notice or the lapse of time, or both, would permit) one or more Persons to cause such Debt to become due and payable before its stated maturity or before its regularly scheduled dates of payment. (b) Except as disclosed in Schedule 5.15, neither any Obligor the Company nor any other Restricted Subsidiary has agreed or consented to cause or permit in the future (upon the happening of a contingency or otherwise) any of its property, whether now owned or hereafter acquired, to be subject to a Lien not permitted by Section 10.4.

Appears in 1 contract

Samples: Note Purchase and Private Shelf Agreement (Schawk Inc)

Existing Debt; Future Liens. (a) Except as described therein, Schedule 5.15 SCHEDULE 5.1.15 sets forth a complete and correct list of all outstanding Debt of the Company Parent Corporation and its Subsidiaries as of March 1May 31, 2018 2003 (except as therein noted), since which date there has been no Material change in the amounts, interest rates, sinking funds, installment payments or maturities of the Debt of the Company Parent Corporation or its Subsidiaries. Neither any Obligor the Parent Corporation nor any other Subsidiary is in default and no waiver of default is currently in effect, in the payment of any principal or interest on any Debt of any Obligor the Parent Corporation or any other such Subsidiary and no event or condition exists with respect to any Debt of any Obligor the Parent Corporation or any other Subsidiary that would permit (or that with notice or the lapse of time, or both, would permit) one or more Persons to cause such Debt to become due and payable before its stated maturity or before its regularly scheduled dates of payment. (b) Except as disclosed in Schedule 5.15SCHEDULE 5.1.15, neither any Obligor the Parent Corporation nor any other Subsidiary has agreed or consented to cause or permit in the future (upon the happening of a contingency or otherwise) any of its property, whether now owned or hereafter acquired, to be subject to a Lien not permitted by Section 10.4SECTION 10.5.

Appears in 1 contract

Samples: Note Purchase Agreement (Swift Transportation Co Inc)

Existing Debt; Future Liens. (a) Except as described therein, Schedule 5.15 sets forth a complete and correct list of all outstanding Debt of the Company and its Subsidiaries as of March 1December 19, 2018 2002 (and specifying, as to each such Debt, the collateral, if any, securing such Debt), since which date there has been no Material change in the amounts, interest rates, sinking funds, installment payments or maturities of the Debt of the Company or its Subsidiaries. Neither any Obligor the Company nor any other Subsidiary is in default and no waiver of default is currently in effect, in the payment of any principal or interest on any Debt of any Obligor the Company or any other such Subsidiary and no event or condition exists with respect to any Debt of any Obligor the Company or any other Subsidiary that would permit (or that with notice or the lapse of time, or both, would permit) one or more Persons to cause such Debt to become due and payable before its stated maturity or before its regularly scheduled dates of payment. (b) Except as disclosed in Schedule 5.15, neither any Obligor the Company nor any other Subsidiary has agreed or consented to cause or permit in the future (upon the happening of a contingency or otherwise) any of its property, whether now owned or hereafter acquired, to be subject to a Lien not permitted by Section 10.410.8(a).

Appears in 1 contract

Samples: Note Purchase Agreement (Deltic Timber Corp)

Existing Debt; Future Liens. (a) Except as described therein, Schedule 5.15 sets forth a complete and correct list of all outstanding Debt of the Company and its Restricted Subsidiaries as of March 1August 29, 2018 1997, since which date there has been no Material change in the amounts, interest rates, sinking funds, installment payments or maturities of the Debt of the Company or its Restricted Subsidiaries. Neither any Obligor the Company nor any other Restricted Subsidiary is in default default, and no waiver of default is currently in effect, in the payment of any principal or interest on any Debt of any Obligor the Company or any other such Restricted Subsidiary and no event or condition exists with respect to any Debt of any Obligor the Company or any other Restricted Subsidiary that would permit (or that with notice or the lapse of time, or both, would permit) one or more Persons to cause such Debt to become due and payable before its stated maturity or before its regularly scheduled dates of payment. (b) Except as disclosed in Schedule 5.15, neither any Obligor the Company nor any other Restricted Subsidiary has agreed or consented to cause or permit in the future (upon the happening of a contingency or otherwise) any of its property, whether now owned or hereafter acquired, to be subject to a Lien not permitted by Section 10.410.5.

Appears in 1 contract

Samples: Note Purchase Agreement (Reliance Steel & Aluminum Co)

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Existing Debt; Future Liens. (a) Except as described therein, Schedule 5.15 sets forth a complete and correct list of all outstanding Debt of the Company and its Subsidiaries as of March 1December 31, 2018 1998, since which date there has been no Material change in the amounts, interest rates, sinking funds, installment payments or maturities of the Debt of the Company or its Subsidiaries. Neither any Obligor the Company nor any other Subsidiary is in default and no waiver of default is currently in effect, effect in the payment of any principal or interest on any Debt of any Obligor the Company or any other such Subsidiary having an unpaid principal amount in excess of $5,000,000 and no event or condition exists with respect to any Debt of any Obligor the Company or any other Subsidiary having an unpaid principal amount in excess of $5,000,000 that would permit (or that with notice or the lapse of time, or both, would permit) one or more Persons to cause such Debt to become due and payable before its stated maturity or before its regularly scheduled dates of payment. (b) Except as disclosed in Schedule 5.15, neither any Obligor the Company nor any other Subsidiary has agreed or consented to cause or permit in the future (upon the happening of a contingency or otherwise) any of its property, whether now owned or hereafter acquired, to be subject to a Lien not permitted by Section 10.410.6.

Appears in 1 contract

Samples: Note Purchase Agreement (Zemex Corp)

Existing Debt; Future Liens. (a) Except as described therein, Schedule 5.15 sets forth a complete and correct list of all outstanding Debt of the Company and its Subsidiaries as of March 1December 31, 2018 2002, since which date there has been no Material change in the amounts, interest rates, sinking funds, installment payments or maturities of the Debt of the Company or its Subsidiaries. Neither any Obligor the Company nor any other Subsidiary is in default and no waiver of default is currently in effect, in the payment of any principal or interest on any Debt of any Obligor the Company or any other such Subsidiary and no event or condition exists with respect to any Debt of any Obligor the Company or any other Subsidiary that is outstanding in an aggregate principal amount of $5,000,000 or more and that would permit (or that with notice or the lapse of time, or both, would permit) one or more Persons to cause such Debt to become due and payable before its stated maturity or before its regularly scheduled dates of payment. (b) Except as disclosed in Schedule 5.15, neither any Obligor the Company nor any other Subsidiary has agreed or consented to cause or permit in the future (upon the happening of a contingency or otherwise) any of its property, whether now owned or hereafter acquired, to be subject to a Lien not permitted by Section 10.410.3.

Appears in 1 contract

Samples: Master Note Purchase Agreement (Kirby Corp)

Existing Debt; Future Liens. (a) Except as described therein, Schedule 5.15 sets forth a complete and correct list of all outstanding Debt of the Company Guarantor and its Subsidiaries as of March 1June 30, 2018 2004, since which date there has been no Material change in the amounts, interest rates, sinking funds, installment payments or maturities of the Debt of the Company Guarantor or its Subsidiaries. Neither any Obligor of the Obligors nor any other Subsidiary is in default and no waiver of default is currently in effect, in the payment of any principal or interest on any Debt of any either Obligor or any other such Subsidiary and no event or condition exists with respect to any Debt of any either Obligor or any other Subsidiary in an aggregate principal amount in excess of $5,000,000 that would permit (or that with notice or the lapse of time, or both, would permit) one or more Persons to cause such Debt to become due and payable before its stated maturity or before its regularly scheduled dates of payment. (b) Except as disclosed in Schedule 5.15, neither any Obligor of the Obligors nor any other Subsidiary has agreed or consented to cause or permit in the future (upon the happening of a contingency or otherwise) any of its propertyUnencumbered Assets, whether now owned or hereafter acquired, to be subject to a Lien not permitted by Section 10.4Lien.

Appears in 1 contract

Samples: Note and Guarantee Agreement (Kilroy Realty Corp)

Existing Debt; Future Liens. (a) Except as described therein, Schedule 5.15 sets forth a complete and correct list of all outstanding Material Debt of the Company and its Subsidiaries as of March 1June 30, 2018 2003, since which date there has been no Material change in the amounts, interest rates, sinking funds, installment payments or maturities of the Material Debt of the Company or and its SubsidiariesSubsidiaries except as described in Schedule 5.15. Neither any Obligor the Company nor any other Subsidiary of its Subsidiaries is in default and no waiver of default is currently in effect, in the payment of any principal or interest on any Material Debt of any Obligor the Company or any other such Subsidiary and no event or condition exists with respect to any Material Debt of any Obligor the Company or any other such Subsidiary that would permit (or that with notice or the lapse of time, or both, would permit) one or more Persons to cause such Debt to become due and payable before its stated maturity or before its regularly scheduled dates of payment. (b) Except as disclosed in Schedule 5.15, neither any Obligor the Company nor any other Subsidiary has agreed or consented to cause or permit in the future (upon the happening of a contingency or otherwise) any of its property, whether now owned or hereafter acquired, to be subject to a Lien not permitted by Section 10.411.6.

Appears in 1 contract

Samples: Note Purchase Agreement (Invacare Corp)

Existing Debt; Future Liens. (a) Except as described therein, Schedule 5.15 sets forth a complete and correct list of all outstanding Material Debt of the Company and its Subsidiaries as of March 131, 2018 2006, since which date there has been no Material change in the amounts, interest rates, sinking funds, installment payments or maturities of the Material Debt of the Company or and its SubsidiariesSubsidiaries except as described in Schedule 5.15. Neither any Obligor the Company nor any other Subsidiary of its Subsidiaries is in default and no waiver of default is currently in effect, in the payment of any principal or interest on any Material Debt of any Obligor the Company or any other such Subsidiary and no event or condition exists with respect to any Material Debt of any Obligor the Company or any other such Subsidiary that would permit (or that with notice or the lapse of time, or both, would permit) one or more Persons to cause such Debt to become due and payable before its stated maturity or before its regularly scheduled dates of payment. (b) Except as disclosed in Schedule 5.15, neither any Obligor the Company nor any other Subsidiary has agreed or consented to cause or permit in the future (upon the happening of a contingency or otherwise) any of its property, whether now owned or hereafter acquired, to be subject to a Lien not permitted by Section 10.411.7.

Appears in 1 contract

Samples: Note Purchase Agreement (Invacare Corp)

Existing Debt; Future Liens. (a) Except as described therein, Schedule 5.15 sets forth a complete and correct list of all outstanding Debt of the Company and its Restricted Subsidiaries as of March May 1, 2018 2008, since which date there has been no Material change in the amounts, interest rates, sinking funds, installment payments or maturities of the Debt of the Company or its Restricted Subsidiaries. Neither any Obligor the Company nor any other Restricted Subsidiary is in default and no waiver of default is currently in effect, in the payment of any principal or interest on any Debt of any Obligor the Company or any other such Restricted Subsidiary and no event or condition exists with respect to any Debt of any Obligor the Company or any other Restricted Subsidiary that would permit (or that with notice or the lapse of time, or both, would permit) one or more Persons to cause such Debt to become due and payable before its stated maturity or before its regularly scheduled dates of payment. (b) Except as disclosed in Schedule 5.15, neither any Obligor the Company nor any other Restricted Subsidiary has agreed or consented to cause or permit in the future (upon the happening of a contingency or otherwise) any of its property, whether now owned or hereafter acquired, to be subject to a Lien arising after the Effective Date not permitted by Section 10.410.5.

Appears in 1 contract

Samples: Note Purchase Agreement (Ruby Tuesday Inc)

Existing Debt; Future Liens. (ai) Except as described therein, the financial statements described in Schedule 5.15 sets 5.1(e) set forth a complete and correct list of all outstanding Debt of the Company and its Subsidiaries as of March 1December 31, 2018 2005 since which date there has been no Material change in the amounts, interest rates, sinking funds, installment payments or maturities of the Debt of the Company or its Subsidiaries. Neither any Obligor the Company nor any other Subsidiary is in default and no waiver of default is currently in effect, in the payment of any principal or interest on any Debt of any Obligor the Company or any other such Subsidiary and no event or condition exists with respect to any Debt of any Obligor the Company or any other Subsidiary that would permit (or that with notice or the lapse of time, or both, would permit) one or more Persons to cause such Debt to become due and payable before its stated maturity or before its regularly scheduled dates of payment. (bii) Except as disclosed in the financial statements described in Schedule 5.155.1(e), neither any Obligor the Company nor any other Subsidiary has agreed or consented to cause or permit in the future (upon the happening of a contingency or otherwise) any of its property, whether now owned or hereafter acquired, to be subject to a Lien not permitted by Section 10.49.2(c) of the Credit Agreement.

Appears in 1 contract

Samples: Guarantee (Hub International LTD)

Existing Debt; Future Liens. (a) Except as described therein, Schedule 5.15 sets forth a complete and correct list of all outstanding Debt of the Company and its Restricted Subsidiaries as of March 1May 31, 2018 2001, since which date there has been no Material change in the amounts, interest rates, sinking funds, installment payments or maturities of the Debt of the Company or its Restricted Subsidiaries. Neither any Obligor the Company nor any other Restricted Subsidiary is in default and no waiver of default is currently in effect, in the payment of any principal or interest on any Debt of any Obligor the Company or any other such Restricted Subsidiary and no event or condition exists with respect to any Debt of any Obligor the Company or any other Restricted Subsidiary that would permit (or that with notice or the lapse of time, or both, would permit) one or more Persons to cause such Debt to become due and payable before its stated maturity or before its regularly scheduled dates of payment. (b) Except as disclosed in Schedule 5.15, neither any Obligor the Company nor any other Restricted Subsidiary has agreed or consented to cause or permit in the future (upon the happening of a contingency or otherwise) any of its property, whether now owned or hereafter acquired, to be subject to a Lien not permitted by Section 10.410.6.

Appears in 1 contract

Samples: Note Purchase Agreement (Sonic Corp)

Existing Debt; Future Liens. (a) Except as described therein, Schedule 5.15 sets forth a complete and correct list of all outstanding Debt of the Company and its Consolidated Subsidiaries as of March [August 1], 2018 2005, since which date there has been no Material change in the amounts, interest rates, sinking funds, installment payments or maturities of the Debt of the Company or its Consolidated Subsidiaries. Neither any Obligor the Company nor any other Consolidated Subsidiary is in default and no waiver of default is currently in effect, in the payment of any principal or interest on any Debt of any Obligor the Company or any other such Consolidated Subsidiary and no event or condition exists with respect to any Debt of any Obligor the Company or any other Consolidated Subsidiary that would permit (or that with notice or the lapse of time, or both, would permit) one or more Persons to cause such Debt to become due and payable before its stated maturity or before its regularly scheduled dates of payment. (b) Except as disclosed in Schedule 5.15, neither any Obligor the Company nor any other Consolidated Subsidiary has agreed or consented to cause or permit in the future (upon the happening of a contingency or otherwise) any of its property, whether now owned or hereafter acquired, to be subject to a Lien not permitted by Section 10.4.

Appears in 1 contract

Samples: Note Purchase Agreement (American Capital Strategies LTD)

Existing Debt; Future Liens. (a) Except as described therein, Schedule 5.15 sets forth a complete and correct list of all outstanding Debt of the Company and its Subsidiaries as of March 1September 30, 2018 1996 (and specifying, as to each such Debt, the collateral, if any, securing such Debt), since which date there has been no Material change in the amounts, interest rates, sinking funds, installment instalment payments or maturities of the Debt of the Company or its Subsidiaries. Neither any Obligor the Company nor any other Subsidiary is in default and no waiver of default is currently in effect, in the payment of any principal or interest on any Debt of any Obligor the Company or any other such Subsidiary and no event or condition exists with respect to any Debt of any Obligor the Company or any other Subsidiary that would permit (or that with notice or the lapse of time, or both, would permit) one or more Persons to cause such Debt to become due and payable before its stated maturity or before its regularly scheduled dates of payment. (b) Except as disclosed in Schedule 5.15, neither any Obligor the Company nor any other Subsidiary has agreed or consented to cause or permit in the future (upon the happening of a contingency or otherwise) any of its property, whether now owned or hereafter acquired, to be subject to a Lien not permitted by Section 10.410.6.

Appears in 1 contract

Samples: Note Purchase Agreement (Advest Group Inc)

Existing Debt; Future Liens. (a) Except as described therein, Schedule 5.15 sets forth a complete and correct list of all outstanding Debt of the Company and its Restricted Subsidiaries as of March 1August 22, 2018 1996, since which date there has been no Material change in the amounts, interest rates, sinking funds, installment payments or maturities of the Debt of the Company or its Restricted Subsidiaries. Neither any Obligor the Company nor any other Restricted Subsidiary is in default and no waiver of default is currently in effect, in the payment of any principal or interest on any Debt of any Obligor the Company or any other such Restricted Subsidiary and no event or condition exists with respect to any Debt of any Obligor the Company or any other Restricted Subsidiary that would permit (or that with notice or the lapse of time, or both, would permit) one or more Persons to cause such Debt to become due and payable before its stated maturity or before its regularly scheduled dates of payment. (b) Except as disclosed in Schedule 5.15, neither any Obligor Neither the Company nor any other Restricted Subsidiary has agreed or consented to cause or permit in the future (upon the happening of a contingency or otherwise) any of its property, whether now owned or hereafter acquired, to be subject to a Lien not permitted by Section 10.410.5.

Appears in 1 contract

Samples: Note Purchase Agreement (Marcus Corp)

Existing Debt; Future Liens. (a) Except as described therein, Schedule 5.15 sets forth a complete and correct list of all outstanding Debt of the Company and its Consolidated Subsidiaries as of March 1September 21, 2018 2005, since which date there has been no Material change in the amounts, interest rates, sinking funds, installment payments or maturities of the Debt of the Company or its Consolidated Subsidiaries. Neither any Obligor the Company nor any other Consolidated Subsidiary is in default and no waiver of default is currently in effect, in the payment of any principal or interest on any Debt of any Obligor the Company or any other such Consolidated Subsidiary and no event or condition exists with respect to any Debt of any Obligor the Company or any other Consolidated Subsidiary that would permit (or that with notice or the lapse of time, or both, would permit) one or more Persons to cause such Debt to become due and payable before its stated maturity or before its regularly scheduled dates of payment. (b) Except as disclosed in Schedule 5.15, neither any Obligor the Company nor any other Consolidated Subsidiary has agreed or consented to cause or permit in the future (upon the happening of a contingency or otherwise) any of its property, whether now owned or hereafter acquired, to be subject to a Lien not permitted by Section 10.4.

Appears in 1 contract

Samples: Note Purchase Agreement (American Capital Strategies LTD)

Existing Debt; Future Liens. (a) Except as described therein, the financial statements described therein, the financial statements described in Schedule 5.15 sets 5.5 set forth a complete and correct list of all outstanding Debt of the Parent Company and its Subsidiaries as of March 1December 31, 2018 2005 since which date there has been no Material change in the amounts, interest rates, sinking funds, installment payments or maturities of the Debt of the Parent Company or its Subsidiaries. Neither any Obligor the Parent Company nor any other Subsidiary is in default and no waiver of default is currently in effect, in the payment of any principal or interest on any Debt of any Obligor the Parent Company or any other such Subsidiary and no event or condition exists with respect to any Debt of any Obligor the Parent Company or any other Subsidiary that would permit (or that with notice or the lapse of time, or both, would permit) one or more Persons to cause such Debt to become due and payable before its stated maturity or before its regularly scheduled dates of payment. (b) Except as disclosed in the financial statements described in Schedule 5.155.5, neither any Obligor the Parent Company nor any other Subsidiary has agreed or consented to cause or permit in the future (upon the happening of a contingency or otherwise) any of its property, whether now owned or hereafter acquired, to be subject to a Lien not permitted by Section 10.410.3 of the Note Purchase Agreement.

Appears in 1 contract

Samples: Guaranty Agreement (Hub International LTD)

Existing Debt; Future Liens. (a) Except as described therein, Schedule 5.15 sets forth a complete and correct list of all outstanding Debt (in excess of $100,000 outstanding) of the Company and its the Subsidiaries as of March 1September 30, 2018 2001, since which date there has been no Material material change in the amounts, interest rates, sinking funds, installment payments or maturities of the Debt of the Company or its the Subsidiaries. Neither any Obligor the Company nor any other Subsidiary is in default default, and no waiver of default is currently in effect, in the payment of any principal of or interest on any Debt of any Obligor the Company or any other such Subsidiary and no event or condition exists with respect to any Debt of any Obligor the Company or any other Subsidiary that would permit (or that with notice or the lapse of time, or both, would permit) one or more Persons to cause such Debt to become due and payable before its stated maturity or before its regularly scheduled dates of payment. (b) Except as disclosed in Schedule 5.15, neither any Obligor the Company nor any other Restricted Subsidiary has agreed or consented to cause or permit in the future (upon the happening of a contingency or otherwise) any of its property, whether now owned or hereafter acquired, to be subject to a Lien not permitted by Section 10.4.

Appears in 1 contract

Samples: Note Purchase Agreement (Seitel Inc)

Existing Debt; Future Liens. (a) Except as described therein, Schedule 5.15 sets forth a complete and correct list of all outstanding Debt of the Company and its Consolidated Subsidiaries as of March 1January 31, 2018 2006, since which date there has been no Material change in the amounts, interest rates, sinking funds, installment payments or maturities of the Debt of the Company or its Consolidated Subsidiaries. Neither any Obligor the Company nor any other Consolidated Subsidiary is in default and no waiver of default is currently in effect, in the payment of any principal or interest on any Debt of any Obligor the Company or any other such Consolidated Subsidiary and no event or condition exists with respect to any Debt of any Obligor the Company or any other Consolidated Subsidiary that would permit (or that with notice or the lapse of time, or both, would permit) one or more Persons to cause such Debt to become due and payable before its stated maturity or before its regularly scheduled dates of payment. (b) Except as disclosed in Schedule 5.15, neither any Obligor the Company nor any other Consolidated Subsidiary has agreed or consented to cause or permit in the future (upon the happening of a contingency or otherwise) any of its property, whether now owned or hereafter acquired, to be subject to a Lien not permitted by Section 10.4.

Appears in 1 contract

Samples: Note Purchase Agreement (American Capital Strategies LTD)

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