Common use of Incurrence of Additional Debt Clause in Contracts

Incurrence of Additional Debt. (a) Issuer shall not, and shall not permit any other Note Party to, Incur, directly or indirectly, any Debt unless, after giving effect to the application of the proceeds thereof, no Default or Event of Default would occur as a consequence of such Incurrence or be continuing following such Incurrence and: (i) the accumulated Debt of Issuer and its Subsidiaries would not exceed 75% of the net value of the total assets of Issuer and its Subsidiaries as stated in the audited consolidated financial statements of Issuer and its Subsidiaries for the most recent fiscal year then ended, or (ii) such Debt is Permitted Debt. (b) Notwithstanding anything to the contrary contained in this Section, (i) Issuer shall not, and shall not permit any other Note Party to, Incur any Debt pursuant to this covenant if the proceeds thereof are used, directly or indirectly, to Refinance any Subordinated Debt unless such Debt shall be subordinated to the Notes, to at least the same extent as such Subordinated Debt; (ii) accrual of interest, accretion or amortization of original issue discount and the payment of interest or dividends in the form of additional Debt, will be deemed not to be an Incurrence of Debt for purposes of this Section 6.8; and (iii) for purposes of Section 6.8(a)(i), the Original Preferred Stock shall not be deemed to be Debt. (c) For purposes of determining compliance with Section 6.8(a), in the event that an item of Debt meets the criteria of more than one of the categories of Permitted Debt described in clauses (a) through (c) of the definition thereof or is entitled to be incurred pursuant to Section 6.8(a)(i), Issuer shall, in its sole discretion, classify (or later reclassify in whole or in part, in its sole discretion) such item of Debt in any manner that complies with Section 6.8(a).

Incurrence of Additional Debt. (a) Issuer shall not, and shall not permit any other Note Party of its Subsidiaries to, Incur, directly or indirectly, any Debt unless, after giving effect to the application of the proceeds thereof, no Default or Event of Default would occur as a consequence of such Incurrence or be continuing following such Incurrence and: (i) the accumulated such Debt is Debt of Issuer or its Subsidiary and, after giving effect to the Incurrence of such Debt and its Subsidiaries the application of the proceeds thereof, (x) the Fixed Charge Coverage Ratio would be greater than 3.00 to 1.00 and (y) the Leverage Ratio would not exceed 75% of the net value of the total assets of Issuer and its Subsidiaries as stated in the audited consolidated financial statements of Issuer and its Subsidiaries for the most recent fiscal year then ended4.00 to 1.00, or (ii) such Debt is Permitted Debt. (b) Notwithstanding anything to the contrary contained in this Section, (i) Issuer shall not, and shall not permit any other Note Party Subsidiary to, Incur any Debt pursuant to this covenant if the proceeds thereof are used, directly or indirectly, to Refinance any Subordinated Debt unless such Debt shall be subordinated to the Notes, to at least the same extent as such Subordinated Debt;; and (ii) accrual of interest, accretion or amortization of original issue discount and the payment of interest or dividends in the form of additional Debt, will be deemed not to be an Incurrence of Debt for purposes of this Section 6.8; and (iii) for purposes of Section 6.8(a)(i), the Original Preferred Stock shall not be deemed to be DebtSection. (c) For purposes of determining compliance with Section 6.8(a), in the event that an item of Debt meets the criteria of more than one of the categories of Permitted Debt described in clauses (a) through (cj) of the definition thereof or is entitled to be incurred pursuant to Section 6.8(a)(i), Issuer shall, in its sole discretion, classify (or later reclassify in whole or in part, in its sole discretion) such item of Debt in any manner that complies with Section 6.8(a).

Incurrence of Additional Debt. (a) Issuer The Company shall not, and shall not permit any other Note Party of its Subsidiaries to, Incur, directly or indirectly, any Debt unless, (i) after giving effect to the application of the proceeds thereof, no Default or Event of Default would occur as a consequence of such Incurrence or be continuing following such Incurrence and: Incurrence; (iii) (a) at the accumulated Debt time of Issuer and after giving effect to such Incurrence, the Company is, after due inquiry, using its Subsidiaries would not exceed 75% reasonable best efforts to comply with the Minimum Consolidated Interest Expense Coverage Ratio and (b) as of the net value date of each report delivered (or if the total assets delivery of Issuer such report has been temporarily suspended, the date as of which such report was due to be delivered) pursuant to Section 8.02, the Company is in compliance with the Minimum Consolidated Interest Expense Coverage Ratio; and its Subsidiaries as stated in the audited consolidated financial statements of Issuer and its Subsidiaries for the most recent fiscal year then ended, or (iiiii) such Debt is Permitted Debt. (b) . Notwithstanding anything to the contrary contained in this SectionSection 8.08, (ia) Issuer the Company shall not, and shall not permit any other Note Party Subsidiary to, Incur any Debt pursuant to this covenant if the proceeds thereof are used, directly or indirectly, to Refinance any Subordinated Debt Obligations unless such Debt shall be subordinated to the NotesNote or the applicable Guaranty, as the case may be, to at least the same extent as such Subordinated DebtObligations and such Incurrence otherwise complies with this Agreement; (iib) the Company shall not permit any of its Subsidiaries that is not a Guarantor to Incur any Debt pursuant to this covenant if the proceeds thereof are used, directly or indirectly, to Refinance any Debt of the Company or any Guarantor; and (c) accrual of interest, accretion or amortization of original issue discount and the payment of interest or dividends in the form of additional Debt, will be deemed not to be an Incurrence of Debt for purposes of this Section 6.8; and (iii) for purposes of Section 6.8(a)(i), the Original Preferred Stock shall not be deemed to be Debt. (c) 8.08. For purposes of determining compliance with this Section 6.8(a)8.08, in the event that an item of Debt meets the criteria of more than one of the categories of Permitted Debt described in clauses (a) through (cn) of the definition thereof or is entitled to be incurred pursuant to Section 6.8(a)(i)of “Permitted Debt”, Issuer the Company shall, in its sole discretion, classify (or later reclassify in whole or in part, in its sole discretion) such item of Debt in any manner that complies with this Section 6.8(a)8.08.

Incurrence of Additional Debt. (a) Issuer The Company shall not, and shall not permit any other Note Party of its Subsidiaries to, Incur, directly or indirectly, any Debt unless, after giving effect to the application of the proceeds thereof, no Default or Event of Default would occur as a consequence of such Incurrence or be continuing following such Incurrence and: (i) the accumulated Debt of Issuer and its Subsidiaries would not exceed 75% of the net value of the total assets of Issuer and its Subsidiaries as stated in the audited consolidated financial statements of Issuer and its Subsidiaries for the most recent fiscal year then ended, or (ii) such Debt is Permitted Debt. (b) . Notwithstanding anything to the contrary contained in this Section, (ia) Issuer the Company shall not, and shall not permit any other Note Party Subsidiary to, Incur any Debt pursuant to this covenant if the proceeds thereof are used, directly or indirectly, to Refinance any Subordinated Debt Obligations unless such Debt shall be subordinated to the NotesNotes or the applicable Guarantee, as the case may be, to at least the same extent as such Subordinated DebtObligations and such Incurrence otherwise complies with the Indenture; (iib) the Company shall not permit any of its Subsidiaries that is not a Guarantor to Incur any Debt pursuant to this covenant if the proceeds thereof are used, directly or indirectly, to Refinance any Debt of the Company or any Guarantor; and (c) accrual of interest, accretion or amortization of original issue discount and the payment of interest or dividends in the form of additional Debt, will be deemed not to be an Incurrence of Debt for purposes of this Section 6.8; and (iii) for purposes of Section 6.8(a)(i), the Original Preferred Stock shall not be deemed to be Debt. (c) Section. For purposes of determining compliance with Section 6.8(a)this Section, in the event that an item of Debt meets the criteria of more than one of the categories of Permitted Debt described in clauses (a) through (cn) of the definition thereof or is entitled to be incurred pursuant to Section 6.8(a)(i)of “Permitted Debt”, Issuer the Company shall, in its sole discretion, classify (or later reclassify in whole or in part, in its sole discretion) such item of Debt in any manner that complies with Section 6.8(a)this Section.