Common use of Existing Indebtedness; Future Liens Clause in Contracts

Existing Indebtedness; Future Liens. (a) Except as described therein, Schedule 5.14 sets forth a complete and correct list of all outstanding Indebtedness of the Borrower and its Restricted Subsidiaries as of the Closing Date. Neither the Borrower nor any Restricted Subsidiary nor any Non-Recourse Pledgor is in default and no waiver of default is currently in effect, in the payment of any principal or interest on any Indebtedness of the Borrower, any Restricted Subsidiary or any Non-Recourse Pledgor and no event or condition exists with respect to any Indebtedness of the Borrower, any Restricted Subsidiary or any Non-Recourse Pledgor that would permit (or that with notice or the lapse of time, or both, would permit) one or more Persons to cause such Indebtedness to become due and payable before its stated maturity or before its regularly scheduled dates of payment. (b) Except as disclosed in Schedule 7.04, neither the Borrower nor any 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 7.04.

Existing Indebtedness; Future Liens. (a) Except as described therein, Schedule 5.14 5.15 sets forth a complete and correct list of all outstanding Indebtedness of the Borrower Company and its Restricted Subsidiaries as of the Closing Restatement Date. Neither the Borrower Company nor any Restricted Subsidiary nor any Non-Recourse Pledgor is in default and no waiver of default is currently in effect, in the payment of any principal or interest on any Indebtedness of the BorrowerCompany, any Restricted Subsidiary or any Non-Recourse Pledgor and no event or condition exists with respect to any Indebtedness of the BorrowerCompany, any Restricted Subsidiary or any Non-Recourse Pledgor that would permit (or that with notice or the lapse of time, or both, would permit) one or more Persons to cause such Indebtedness to become due and payable before its stated maturity or before its regularly scheduled dates of payment. (b) Except as disclosed in Schedule 7.0410.5 or as described in Section 9.7, neither the Borrower Company nor any 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 7.0410.5.

Existing Indebtedness; Future Liens. (a) Except as described therein, Schedule 5.14 SCHEDULE 5.1.15 sets forth a complete and correct list of all outstanding Indebtedness of the Borrower Parent Corporation and its Restricted Subsidiaries as of January 31, 1999, since which date there has been no Material change in the Closing Dateamounts, interest rates, sinking funds, installment payment or maturities of the Indebtedness of the Parent Corporation or its Subsidiaries. Neither the Borrower Parent Corporation nor any Restricted Subsidiary nor any Non-Recourse Pledgor is in default and no waiver of default is currently in effect, in the payment of any principal or interest on any Indebtedness of the Borrower, any Restricted Parent Corporation or such Subsidiary or any Non-Recourse Pledgor and no event or condition exists with respect to any Indebtedness of the Borrower, any Restricted Subsidiary Parent Corporation or any Non-Recourse Pledgor Subsidiary that would permit (or that with notice or the lapse of time, or both, would permit) one or more Persons to cause such Indebtedness to become due and payable before its stated maturity or before its regularly scheduled dates of payment. (b) Except as disclosed in Schedule 7.04SCHEDULE 5.1.15, neither the Borrower Parent Corporation nor any 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 7.04SECTION 10.4.

Existing Indebtedness; Future Liens. (a) Except as described therein, Schedule 5.14 5.15 sets forth a complete and correct list of all outstanding Material Indebtedness of the Borrower and its Restricted Subsidiaries Group Members as of March 31, 2021 (other than Indebtedness in the Closing Datenature of letters of credit, Capital Lease Obligations and intercompany Indebtedness). Neither the Borrower Company nor any Restricted Subsidiary nor any Non-Recourse Pledgor is in default and no waiver of default is currently in effect, in the payment of any principal or interest on any Indebtedness of the Borrower, any Restricted Company or such Subsidiary or any Non-Recourse Pledgor and no event or condition exists with respect to any Material Indebtedness of the Borrower, any Restricted Subsidiary Issuer or any Non-Recourse Pledgor Subsidiary that would permit (or that with notice or the lapse of time, or both, would permit) one or more Persons to cause such Material Indebtedness to become due and payable before its stated maturity or before its regularly scheduled dates of payment. (b) Except as disclosed in Schedule 7.04, neither None of the Borrower nor Obligors or any Restricted Subsidiary thereof has agreed or consented to cause or permit any of its property, whether now owned or hereafter acquired, to be subject to a Lien that secures Indebtedness or 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 that secures Indebtedness, in each case except as not permitted prohibited by Section 7.04this Agreement.

Existing Indebtedness; Future Liens. (a) Except as described therein, Schedule 5.14 5.15 sets forth a complete and correct list of all outstanding Indebtedness of the Borrower Company and its Restricted Subsidiaries as of December 31, 1996, since which date there has been no Material change in the Closing Dateamounts, interest rates, sinking funds, installment payments or maturities of the Indebtedness of the Company or its Subsidiaries (other than as contemplated in connection with the Closing). Neither the Borrower Company nor any Restricted Subsidiary nor any Non-Recourse Pledgor is in default and no waiver of default is currently in effect, in the payment of any principal or interest on any Indebtedness of the Borrower, any Restricted Subsidiary Company or any Non-Recourse Pledgor and no such Subsidiary. No event or condition exists with respect to any Indebtedness of the Borrower, any Restricted Subsidiary Company or any Non-Recourse Pledgor Subsidiary that would permit (or that with notice or the lapse of time, or both, would permit) one or more Persons to cause such Indebtedness to become due and payable before its stated maturity or before its regularly scheduled dates of payment, which event or condition could reasonably be expected to have a Material Adverse Effect. (b) Except as disclosed in Schedule 7.04, neither Neither the Borrower Company nor any 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 7.0410.5.

Existing Indebtedness; Future Liens. (a) Except as described therein, Schedule 5.14 5.15 sets forth a complete and correct list of all outstanding Indebtedness of the Borrower Company and its Restricted Subsidiaries as of August 31, 1998, since which date there has been no Material change in the Closing Dateamounts, interest rates, sinking funds, installment payments or maturity of the Indebtedness of the Company or its Restricted Subsidiaries. Neither the Borrower Company nor any Restricted Subsidiary nor any Non-Recourse Pledgor is in default and no waiver of default is currently in effect, in the payment of any principal or interest on any Indebtedness of the Borrower, any Company or such Restricted Subsidiary or any Non-Recourse Pledgor and no event or condition exists with respect to any Indebtedness of the Borrower, Company or any Restricted Subsidiary or any Non-Recourse Pledgor that would permit (or that with notice or the lapse of time, or both, would permit) one or more Persons to cause such Indebtedness to become due and payable before its stated maturity or before its regularly scheduled dates of payment. (b) Except as disclosed in Schedule 7.045.15, neither the Borrower Company nor any 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, other than a Lien not permitted by under Section 7.0410.7(a) through (e) and (k).

Existing Indebtedness; Future Liens. (a) Except as described therein, Schedule 5.14 5.15 sets forth a complete and correct list of all outstanding Material Indebtedness of the Borrower and its Restricted Subsidiaries Group Members as of June 30, 2022 (other than Indebtedness in the Closing Datenature of letters of credit, Capital Lease Obligations and intercompany Indebtedness). Neither the Borrower Holdings nor any Restricted Subsidiary nor any Non-Recourse Pledgor is in default and no waiver of default is currently in effect, in the payment of any principal or interest on any Indebtedness of the Borrower, any Restricted Holdings or such Subsidiary or any Non-Recourse Pledgor and no event or condition exists with respect to any Material Indebtedness of the Borrower, any Restricted Subsidiary Holdings or any Non-Recourse Pledgor Subsidiary that would permit (or that with notice or the lapse of time, or both, would permit) one or more Persons to cause such Material Indebtedness to become due and payable before its stated maturity or before its regularly scheduled dates of payment. (b) Except as disclosed in Schedule 7.04, neither None of the Borrower nor Obligors or any Restricted Subsidiary thereof has agreed or consented to cause or permit any of its property, whether now owned or hereafter acquired, to be subject to a Lien that secures Indebtedness or 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 that secures Indebtedness, in each case except as not permitted prohibited by Section 7.04this Agreement.

Existing Indebtedness; Future Liens. (a) Except as described therein, Schedule 5.14 5.15 sets forth a complete and correct list of all outstanding Indebtedness and Specified Transactions of the Borrower Obligors and its Restricted the Subsidiaries as of the Closing DateMarch 28, 2000. Neither the Borrower Obligor nor any Restricted Subsidiary nor any Non-Recourse Pledgor is in default and no waiver of default is currently in effect, in the payment of any principal or interest on any Indebtedness of the Borrower, any Restricted either Obligor or such Subsidiary or any Non-Recourse Pledgor and no event or condition exists with respect to any Indebtedness of the Borrower, any Restricted Subsidiary either Obligor or any Non-Recourse Pledgor Subsidiary that would permit (or that with notice or the lapse of time, or both, would permit) one or more Persons to cause such Indebtedness to become due and payable before its stated maturity or before its regularly scheduled dates of payment. Schedule 5.15 also sets forth a complete and correct description of all insurance coverage of the Obligors outstanding on the date of the Closing and the investment and cash management practices of the Obligors. (b) Except as disclosed in Schedule 7.045.15, neither the Borrower Obligor nor any 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 7.0410.5.

Existing Indebtedness; Future Liens. (a) Except as described therein, Schedule 5.14 6.15 sets forth a complete and correct list of all outstanding Indebtedness Debt of the Borrower IHOP and its Restricted Subsidiaries as of September 30, 2002, since which date there has been no Material change in the Closing Dateamounts, interest rates, sinking funds, installment payments or maturities of the Debt of IHOP or its Subsidiaries. Neither the Borrower IHOP nor any Restricted Subsidiary nor any Non-Recourse Pledgor is in default and no waiver of default is currently in effect, in the payment of any principal or interest on any Indebtedness Debt of the Borrower, any Restricted IHOP or such Subsidiary or any Non-Recourse Pledgor and no event or condition exists with respect to any Indebtedness Debt of the Borrower, any Restricted Subsidiary IHOP or any Non-Recourse Pledgor Subsidiary that would permit (or that with notice or the lapse of time, or both, would permit) one or more Persons to cause such Indebtedness Debt to become due and payable before its stated maturity or before its regularly scheduled dates of payment. (b) Except as disclosed in Schedule 7.04, neither the Borrower Neither IHOP nor any 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 7.0411.3.

Existing Indebtedness; Future Liens. (a) Except as described therein, Schedule 5.14 5.15 sets forth a complete and correct list of all outstanding Indebtedness of the Borrower Issuers and its Restricted their Subsidiaries as of August 31, 2003, since which date there has been no Material change in the Closing Dateamounts, interest rates, sinking funds, installment payments or maturities of the Indebtedness of either of the Issuers or any Subsidiary. Neither of the Borrower Issuers nor any Restricted Subsidiary nor any Non-Recourse Pledgor is in default and no waiver of default is currently in effect, in the payment of any principal or interest on any Indebtedness of either of the Borrower, any Restricted Subsidiary Issuers or any Non-Recourse Pledgor Subsidiary and no event or condition exists with respect to any Indebtedness of either of the Borrower, any Restricted Subsidiary Issuers or any Non-Recourse Pledgor Subsidiary that would permit (or that with notice or the lapse of time, or both, would permit) one or more Persons to cause such Indebtedness to become due and payable before its stated maturity or before its regularly scheduled dates of payment. (b) Except as disclosed in Schedule 7.045.15, neither of the Borrower Issuers nor any 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 that would not be permitted by Section 7.0410.3.

Existing Indebtedness; Future Liens. (a) Except as described therein, Schedule 5.14 Part A.16 of Annex 3 sets forth a complete and correct list of all outstanding Indebtedness of the Borrower Parent and its Restricted the Subsidiaries as of March 31, 1997, since which date there has been no Material change in the Closing Dateamounts, interest rates, sinking funds, instalment payments or maturities of the Indebtedness of the Parent or the Subsidiaries. Neither the Borrower Parent nor any Restricted Subsidiary nor any Non-Recourse Pledgor of the Subsidiaries is in default and no waiver of default is currently in effect, in the payment of any principal or interest on any Indebtedness of the Borrower, any Restricted Subsidiary Parent or any Non-Recourse Pledgor such Subsidiary and no event or condition exists with respect to any Indebtedness of the Borrower, any Restricted Subsidiary Parent or any Non-Recourse Pledgor 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 Indebtedness to become due and payable before its stated maturity or before its regularly scheduled dates of payment. (b) Except as disclosed in Schedule 7.04Part A.16 of Annex 3, neither the Borrower Parent nor any Restricted Subsidiary of the Subsidiaries has agreed or consented to cause or permit in the future (upon the happening of a contingency or otherwise) any of its propertyProperty, whether now owned or hereafter acquired, to be subject to a Lien not permitted by Section 7.047.4.

Existing Indebtedness; Future Liens. (a) Except as described therein, Schedule 5.14 The Private Placement Memorandum sets forth a complete and correct list of all outstanding Indebtedness of the Borrower Company and its Restricted the Subsidiaries as of March 11, 1998, since which date there has been no Material change in the Closing Dateamounts, interest rates, sinking funds, installment payments or maturities of the Indebtedness of the Company or the Subsidiaries. Neither None of the Borrower nor Company, Angellan or any Restricted Subsidiary nor any Non-Recourse Pledgor is in default and no waiver of default is currently in effect, in the payment of any principal or interest on any Indebtedness of the BorrowerCompany, any Restricted Angellan or such Subsidiary or any Non-Recourse Pledgor and no event or condition exists with respect to any Indebtedness of the BorrowerCompany, any Restricted Subsidiary Angellan or any Non-Recourse Pledgor Subsidiary that would permit (or that with notice or the lapse of time, or both, would permit) one or more Persons to cause such Indebtedness to become due and payable before its stated maturity or before its regularly scheduled dates of payment. (b) Except as disclosed in Schedule 7.04the Private Placement Memorandum, neither none of the Borrower nor Company, Angellan or any 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 7.04Lien.

Existing Indebtedness; Future Liens. (ai) Except as described therein, Schedule 5.14 5.01(t)(i) sets forth a complete and correct list ------------------- of all outstanding Indebtedness of the Borrower and its Restricted Subsidiaries each Obligor as of the Closing Date. Neither None of the Borrower nor any Restricted Subsidiary nor any Non-Recourse Pledgor Obligors is in default and no waiver of default is currently in effect, in the payment of any principal or interest on any Indebtedness of the Borrower, any Restricted Subsidiary or any Non-Recourse Pledgor such Obligor and no event or condition exists with respect to any Indebtedness of the Borrower, any Restricted Subsidiary or any Non-Recourse Pledgor such Obligor that would permit (or that with notice or the lapse of time, or both, would permit) one or more Persons to cause such Indebtedness to become due and payable before its stated maturity or before its regularly scheduled dates of payment. (bii) Except as disclosed in Schedule 7.045.01(t)(ii), neither (A) none of -------------------- the Borrower nor any Restricted Subsidiary Obligors 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 7.04other than a Permitted Lien, and (B) there are no Liens on any of the property of the Obligors.

Existing Indebtedness; Future Liens. (a) Except as described therein, Schedule 5.14 5.19 sets forth a complete and correct list of all outstanding Indebtedness of the Borrower Company and its Restricted Subsidiaries as of the Closing Date, since which date there has been no Material change in the amounts, interest rates, sinking funds, installment payments or maturities of the Indebtedness of the Company or any of its Subsidiaries. Neither the Borrower Company nor any Restricted Subsidiary nor any Non-Recourse Pledgor of its Subsidiaries is in default and no waiver of default is currently in effect, effect in the payment of any principal or interest on any Indebtedness of the Borrower, any Restricted Subsidiary Company or any Non-Recourse Pledgor such Subsidiary and no event or condition exists with respect to any Indebtedness of the Borrower, any Restricted Subsidiary Company or any Non-Recourse Pledgor 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 Indebtedness to become due and payable before its stated maturity or before its regularly scheduled dates of payment. (b) Except as disclosed in Schedule 7.04, neither Neither the Borrower Company nor any Restricted Subsidiary of its Subsidiaries has agreed or consented to cause or permit in the future (upon the happening of a contingency or otherwise) any of its propertyproperty or assets, whether now owned or hereafter acquired, to be subject to a Lien not expressly permitted by under Section 7.049.2.

Existing Indebtedness; Future Liens. (a) Except as described therein, Schedule 5.14 SCHEDULE 5.15 sets forth a complete and correct list of all outstanding Indebtedness of the Borrower Company and its Restricted Subsidiaries as of March 31, 2004, since which date there have been no Material changes in the Closing Dateamounts, interest rates, sinking funds, installment payments or maturities of the Indebtedness of the Company or any Subsidiary. Neither the Borrower Company nor any Restricted Subsidiary nor any Non-Recourse Pledgor is in default and no waiver of default is currently in effect, in the payment of any principal or interest on any Indebtedness of the Borrower, any Restricted Company or such Subsidiary or any Non-Recourse Pledgor and no event or condition exists with respect to any Indebtedness of the Borrower, any Restricted Subsidiary Company or any Non-Recourse Pledgor Subsidiary that would permit (or that with notice or the lapse of time, or both, would permit) one or more Persons to cause such Indebtedness to become due and payable before its stated maturity or before its regularly scheduled dates of payment. (b) Except as disclosed in Schedule 7.04SCHEDULE 5.15, neither the Borrower Company nor any 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 7.04SECTION 10.

Existing Indebtedness; Future Liens. (a) Except as described therein, Schedule 5.14 5.15 sets forth a complete and correct list of all outstanding Indebtedness of the Borrower Guarantor and its Restricted Subsidiaries as of , 2003, since which date there has been no Material change in the Closing Dateamounts, interest rates, sinking funds, installment payments or maturities of the Indebtedness of the Guarantor or its Subsidiaries. Neither of the Borrower Obligors nor any Restricted Subsidiary nor any Non-Recourse Pledgor is in default and no waiver of default is currently in effect, in the payment of any principal or interest on any Indebtedness of the Borrower, any Restricted either Obligor or such Subsidiary or any Non-Recourse Pledgor and no event or condition exists with respect to any Indebtedness of the Borrower, any Restricted Subsidiary either Obligor or any Non-Recourse Pledgor Subsidiary that would permit (or that with notice or the lapse of time, or both, would permit) one or more Persons to cause such Indebtedness to become due and payable before its stated maturity or before its regularly scheduled dates of payment. (b) Except as disclosed in Schedule 7.045.15, neither of the Borrower Obligors nor any 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 7.0410.3.

Existing Indebtedness; Future Liens. (a) Except as described therein, Schedule 5.14 SCHEDULE 5.15 sets forth a complete and correct list of all outstanding Indebtedness of the Borrower Company and its Restricted Subsidiaries as of August 19, 2005, since which date there have been no Material changes in the Closing Dateamounts, interest rates, sinking funds, installment payments or maturities of the Indebtedness of the Company or any Subsidiary. Neither the Borrower Company nor any Restricted Subsidiary nor any Non-Recourse Pledgor is in default and no waiver of default is currently in effect, in the payment of any principal or interest on any Indebtedness of the Borrower, any Restricted Company or such Subsidiary or any Non-Recourse Pledgor and no event or condition exists with respect to any Indebtedness of the Borrower, any Restricted Subsidiary Company or any Non-Recourse Pledgor Subsidiary that would permit (or that with notice or the lapse of time, or both, would permit) one or more Persons to cause such Indebtedness to become due and payable before its stated maturity or before its regularly scheduled dates of payment. (b) Except as disclosed in Schedule 7.04SCHEDULE 5.15, neither the Borrower Company nor any 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 7.04SECTION 10.

Existing Indebtedness; Future Liens. (ai) Except as described therein, Schedule 5.14 5.01(o) sets forth a ---------------- complete and correct list of all outstanding Indebtedness of the Borrower and its Restricted Subsidiaries each Obligor as of the Closing Date. Neither None of the Borrower nor any Restricted Subsidiary nor any Non-Recourse Pledgor Obligors is in default and no waiver of default is currently in effect, in the payment of any principal or interest on any Indebtedness of the Borrower, any Restricted Subsidiary or any Non-Recourse Pledgor such Obligor and no event or condition exists with respect to any Indebtedness of the Borrower, any Restricted Subsidiary or any Non-Recourse Pledgor such Obligor that would permit (or that with notice or the lapse of time, or both, would permit) one or more Persons to cause such Indebtedness to become due and payable before its stated maturity or before its regularly scheduled dates of payment.. [EXECUTION COPY] (bii) Except as disclosed in Schedule 7.045.01(o), neither none of the Borrower nor any Restricted Subsidiary ---------------- Obligors 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 7.04other than a Permitted Lien.

Existing Indebtedness; Future Liens. (a) Except as described therein, Schedule 5.14 5.15 sets forth a complete and correct list of all outstanding Indebtedness of the Borrower Parent and its Restricted Subsidiaries as of December 31, 2004, since which date there has been no Material change in the Closing Dateamounts, interest rates, sinking funds, installment payments or maturities of the Indebtedness of Parent or its Subsidiaries. Neither the Borrower Parent nor any Restricted Subsidiary nor any Non-Recourse Pledgor is in default and no waiver of default is currently in effect, in the payment of any principal or interest on any Indebtedness of the Borrower, any Restricted Parent or such Subsidiary or any Non-Recourse Pledgor and no event or condition exists with respect to any Indebtedness of the Borrower, any Restricted Subsidiary Parent or any Non-Recourse Pledgor Subsidiary that would permit (or that with notice or the lapse of time, or both, would permit) one or more Persons to cause such Indebtedness to become due and payable before its stated maturity or before its regularly scheduled dates of payment. (b) Except as disclosed in Schedule 7.045.15, neither the Borrower Parent nor any Restricted Subsidiary of Parent 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 7.0410.3.