Common use of Indebtedness and Guarantee Obligations Clause in Contracts

Indebtedness and Guarantee Obligations. No Loan Party shall create, incur, assume or permit to exist any Indebtedness or Guarantee Obligations except for the following ("Permitted Indebtedness"): (a) Indebtedness of the Loan Parties under the Loan Documents; (b) Indebtedness of the Borrower listed in Schedule 5.29(a) and existing on the date of this Agreement, all of which Indebtedness identified in Schedule 5.29(a) as being repaid in connection with the initial Borrowing shall be repaid concurrently with such Borrowing; (c) Indebtedness of the Borrower under Lender Hedging Agreements entered into with respect to the Loans in accordance with Section 4.1(c) of this Agreement; (d) Indebtedness of the Borrower to HGC if such Indebtedness is contractually subordinate, to the satisfaction of the Administrative Agent, to the Obligations and payments of principal of and interest on such Indebtedness are payable solely from amounts otherwise available for the payment of Distributions pursuant to Section 7.6; (e) Indebtedness evidenced by Capital Leases of the Borrower for barges used by the Borrower in the ordinary course of its business to transport gas in coastwide waters; (f) Indebtedness of any Loan Party incurred to finance the acquisition, construction or improvement of any fixed or capital assets, and any Indebtedness assumed in connection with the acquisition of any such assets or secured by a Lien on any such assets prior to the acquisition thereof; provided that (i) such Indebtedness is incurred prior to or within 90 days after such acquisition or the completion of such construction or improvement, (ii) such Indebtedness does not exceed $10,000,000 during the same fiscal year, and (iii) the aggregate principal amount of Indebtedness permitted by this clause (f) shall not exceed $15,000,000 at any time outstanding; and (g) other unsecured Indebtedness in an aggregate principal amount not exceeding $5,000,000 at any time outstanding; and extensions, renewals and replacements of any such Indebtedness that do not increase the outstanding principal amount thereof.

Indebtedness and Guarantee Obligations. (a) No Loan Party or their respective Subsidiaries shall create, incur, assume or permit to exist any Indebtedness or Guarantee Obligations except for the following ("“Permitted Indebtedness"”): (ai) Indebtedness of the Loan Parties under the Loan Documents; (bii) Indebtedness of the Borrower Loan Parties listed in Schedule 5.29(a5.27(a) and existing on the date of this Agreement, all of which Indebtedness identified in Schedule 5.29(a5.27(a) as being repaid in connection with the initial Term Loan Borrowing shall be repaid concurrently with such Borrowing; (ciii) Indebtedness of the Borrower under Lender Hedging Agreements entered into with respect to the Loans in accordance with Section 4.1(c) of this Agreement6.11; (div) Indebtedness of the Borrower to HGC if such Indebtedness that is both structurally and contractually subordinate, to the satisfaction of the Administrative Agent, subordinate to the Obligations and on terms satisfactory to the Administrative Agent (such terms to include that payments of principal of and interest on such Indebtedness are payable solely from amounts otherwise available for the payment of Distributions pursuant to Section 7.6); (ev) Indebtedness evidenced by for unsecured working capital or overdraft facilities in an aggregate principal amount not exceeding $2,000,000 at any one time outstanding; (vi) Indebtedness arising from Capital Leases in an aggregate principal amount not exceeding $2,000,000 at any one time outstanding; (vii) Indebtedness under reimbursement obligations in respect of the Borrower (A) Existing Letters of Credit and (B) letters of credit issued for barges used by the Borrower performance, surety, appeal, commodity purchase or indemnity bonds or with respect to workers’ compensation claims, insurance, environmental or statutory obligations, in each case incurred in the ordinary course of its business to transport gas in coastwide watersan aggregate principal amount not exceeding $2,000,000 at any one time outstanding; (fviii) Indebtedness of by any Loan Party incurred to finance the acquisition, construction or improvement of any fixed or capital assets, and any Indebtedness assumed in connection with the acquisition of any such assets or secured by a Lien on any such assets prior to the acquisition thereof; provided that (i) such Indebtedness is incurred prior to or within 90 days after such acquisition or the completion of such construction or improvement, (ii) such Indebtedness does not exceed $10,000,000 during the same fiscal year, and (iii) the aggregate principal amount of Indebtedness permitted by this clause (f) shall not exceed $15,000,000 at any time outstanding; andother Loan Party; (gix) other unsecured Northwind Aladdin Notes; (x) purchase money Indebtedness in an aggregate principal amount not exceeding $5,000,000 2,000,000 at any one time outstanding; (xi) other Indebtedness in an aggregate principal amount not exceeding $2,000,000 at any one time outstanding. provided, however, the aggregate amount of Indebtedness for the Borrower and its Subsidiaries outstanding at any time outstanding; under clauses (v), (vi), (vii), (x) and extensions(xi) shall not exceed $3,000,000. (b) Notwithstanding the foregoing in clause (a) above, renewals with respect to Northwind Aladdin, “Permitted Indebtedness” shall be limited to the Northwind Aladdin Notes, the Northwind Investment to the extent made in the form of intercompany Indebtedness, and replacements Indebtedness incurred in the ordinary course of any such Indebtedness that do business not increase the outstanding principal amount thereofto exceed $1,000,000.

Indebtedness and Guarantee Obligations. No Loan Party shall (A) In the case of any Restricted Subsidiary, create, issue, incur, assume assume, become liable in respect of or permit suffer to exist any Indebtedness or Guarantee Obligations except for the following ("Permitted Indebtedness"):, except: (a) Indebtedness of the any Restricted Subsidiary pursuant to any Loan Parties under the Loan DocumentsDocument; (b) Indebtedness of any Restricted Subsidiary to the Borrower listed in Schedule 5.29(a) and existing on the date of this Agreement, all of which Indebtedness identified in Schedule 5.29(a) as being repaid in connection with the initial Borrowing shall be repaid concurrently with such BorrowingCompany or any other Restricted Subsidiary; (c) Indebtedness of the Borrower under Lender Hedging Agreements entered into with respect to the Loans in accordance with Section 4.1(c) of this Agreementany Domestic Subsidiary Guarantor not secured by any Lien on its property; (d) existing Indebtedness of any Restricted Subsidiary listed on Schedule 7.2(A)(d) and any refinancings, refundings, renewals or extensions thereof (without increasing, or shortening the Borrower to HGC if such Indebtedness is contractually subordinatematurity of, to the satisfaction of the Administrative Agent, to the Obligations and payments of principal of and interest on such Indebtedness are payable solely from amounts otherwise available for the payment of Distributions pursuant to Section 7.6amount thereof); (e) Indebtedness evidenced by Capital Leases of any Restricted Subsidiary incurred to finance the Borrower construction or acquisition of fixed or capital assets or any data or software in an aggregate principal amount for barges used by the Borrower in the ordinary course of its business all Restricted Subsidiaries not to transport gas in coastwide watersexceed $25,000,000 at any one time outstanding; (f) Indebtedness of any Loan Party incurred Foreign Subsidiary that is a Restricted Subsidiary in an amount not to finance exceed $125,000,000 at any one time outstanding; (g) Guarantee Obligations permitted under Section 7.2(B); (h) Indebtedness constituting the acquisition, construction pledge of Capital Stock of 8point3 OpCo by the Borrower or improvement any Restricted Subsidiary to secure any 8point3 Facility; and (i) Indebtedness of any fixed Restricted Subsidiary pursuant to letters of credit, bank guarantees or capital assets, and any Indebtedness assumed similar instruments issued in connection with the acquisition ordinary course of any such assets or secured by a Lien on any such assets prior to the acquisition thereofbusiness; provided that the aggregate stated or face amount of all letters of credit, bank guarantees and similar instruments issued pursuant to this clause (i) such Indebtedness is incurred prior to or within 90 days after such acquisition or the completion of such construction or improvement, (iiand Section 7.2(B)(d) such Indebtedness does not exceed $10,000,000 during the same fiscal year, and (iii) the aggregate principal amount of Indebtedness permitted by this clause (f) below shall not exceed $15,000,000 50,000,000 for all Restricted Subsidiaries outstanding at any time outstandingtime. For purposes of determining compliance with this Section 7.2(A), the amount of any Indebtedness denominated in any currency other than Dollars shall be calculated based on customary currency exchange rates in effect on the date that such Indebtedness was incurred. (B) In the case of any Restricted Subsidiary (other than a Domestic Subsidiary Guarantor), create, issue, incur, assume, become liable in respect of or suffer to exist any Guarantee Obligation, except: (a) Guarantee Obligations by any Restricted Subsidiary in respect of the obligations of the Company or any other Restricted Subsidiary; (b) Guarantee Obligations by any Restricted Subsidiary in respect of obligations of any Unrestricted Subsidiary or another Person that is not a Group Member that are recommended as a result of tax savings, Requirement of Law or other reasons in the operation of the business of the Company and its Restricted Subsidiaries and that in each case are reasonably satisfactory to the Administrative Agent; (c) Guarantee Obligations of any Restricted Subsidiary outstanding on the Closing Date and listed on Schedule 7.2(B)(c) and any renewal or extension thereof (including in connection with any refinancing or refunding of the obligations guaranteed); and (gd) other unsecured Indebtedness Guarantee Obligations by any Restricted Subsidiary pursuant to letters of credit, bank guarantees or similar instruments issued in an the ordinary course of business; provided that the aggregate principal stated or face amount of all letters of credit, bank guarantees and similar instruments issued pursuant to this clause (d) and Section 7.2(A)(i) above shall not exceeding exceed $5,000,000 50,000,000 for all Restricted Subsidiaries outstanding at any time outstanding; and extensions, renewals and replacements of any such Indebtedness that do not increase the outstanding principal amount thereoftime.

Indebtedness and Guarantee Obligations. No Loan Party shall create, incur, assume or permit to exist any Indebtedness or Guarantee Obligations except for the following ("Permitted Indebtedness"): (a) Indebtedness of the Loan Parties under the Loan Documents; (b) Indebtedness of the Borrower listed in Schedule 5.29(a) and existing on the date of this Agreement, all of which Indebtedness identified in Schedule 5.29(a) as being repaid in connection with the initial Borrowing shall be repaid concurrently with such Borrowing; (c) Indebtedness of the Borrower under Lender Hedging Agreements entered into with respect to the Loans in accordance with Section 4.1(c) of this Agreement; (d) Indebtedness of the Borrower to HGC if such Indebtedness is contractually subordinate, to the satisfaction of the Administrative Agent, to the Obligations and payments of principal of and interest on such Indebtedness are payable solely from amounts otherwise available for the payment of Distributions pursuant to Section 7.6; (e) Indebtedness evidenced by Capital Leases of the Borrower for barges used by the Borrower in the ordinary course of its business to transport gas in coastwide waters; (f) Indebtedness of any Loan Party incurred to finance the acquisition, construction or improvement of any fixed or capital assets, and any Indebtedness assumed in connection with the acquisition of any such assets or secured by a Lien on any such assets prior to the acquisition thereof; provided that (i) such Indebtedness is incurred prior to or within 90 days after such acquisition or the completion of such construction or improvement, (ii) such Indebtedness does not exceed $10,000,000 during the same fiscal year, and (iii) the aggregate principal amount of Indebtedness permitted by this clause (f) shall not exceed $15,000,000 at any time outstanding; and; (g) other unsecured Indebtedness in an aggregate principal amount not exceeding $5,000,000 at any time outstanding; and extensions, renewals and replacements of any such Indebtedness that do not increase the outstanding principal amount thereof.

Indebtedness and Guarantee Obligations. No Loan Party shall (A) In the case of any Restricted Subsidiary, create, issue, incur, assume assume, become liable in respect of or permit suffer to exist any Indebtedness or Guarantee Obligations except for the following ("Permitted Indebtedness"):, except: (a) Indebtedness of the any Restricted Subsidiary pursuant to any Loan Parties under the Loan DocumentsDocument; (b) Indebtedness of any Restricted Subsidiary to the Borrower listed in Schedule 5.29(a) and existing on the date of this Agreement, all of which Indebtedness identified in Schedule 5.29(a) as being repaid in connection with the initial Borrowing shall be repaid concurrently with such BorrowingCompany or any other Restricted Subsidiary; (c) Indebtedness of the Borrower under Lender Hedging Agreements entered into with respect to the Loans in accordance with Section 4.1(c) of this Agreementany Domestic Subsidiary Guarantor not secured by any Lien on its property; (d) Indebtedness of any Restricted Subsidiary listed on Schedule 7.2(A)(d) and any refinancings, refundings, renewals or extensions thereof (without increasing, or shortening the Borrower to HGC if such Indebtedness is contractually subordinatematurity of, to the satisfaction of the Administrative Agent, to the Obligations and payments of principal of and interest on such Indebtedness are payable solely from amounts otherwise available for the payment of Distributions pursuant to Section 7.6amount thereof); (e) Indebtedness evidenced by Capital Leases of any Restricted Subsidiary incurred to finance the Borrower construction or acquisition of fixed or capital assets or any data or software in an aggregate principal amount for barges used by the Borrower in the ordinary course of its business all Restricted Subsidiaries not to transport gas in coastwide watersexceed $25,000,000 at any one time outstanding; (f) additional Indebtedness of any Loan Party the Restricted Subsidiaries other than the Specified Restricted Subsidiaries incurred to finance the acquisition, construction or improvement of any fixed or capital assets, and any Indebtedness assumed in connection with the acquisition of any such new manufacturing facilities and assets or secured by a Lien on any such assets prior to the acquisition thereof; provided that (i) such Indebtedness is incurred prior to or within 90 days after such acquisition or the completion of such construction or improvementrelating thereto in an aggregate principal amount, (ii) such Indebtedness does not exceed $10,000,000 during the same fiscal year, and (iii) together with the aggregate principal amount of any Indebtedness of the Company secured as permitted by this clause (f) shall under Section 7.3(u), not to exceed $15,000,000 400,000,000 at any one time outstanding; (g) Guarantee Obligations permitted under Section 7.2(B); and (gh) other unsecured Indebtedness of First Solar France Manufacturing SAS that is not covered by an explicit Guarantee Obligation by any Group Member (other than a French parent company of First Solar France Manufacturing SAS), incurred pursuant to a joint venture arrangement more fully described to the Administrative Agent and the Lenders in an aggregate principal amount not exceeding $5,000,000 to exceed €50,000,000 at any one time outstanding; outstanding and extensionsany refinancings, refundings, renewals and replacements of any such Indebtedness that do not increase or extensions thereof (without increasing, or shortening the outstanding maturity of, the principal amount thereof). For purposes of determining compliance with this Section 7.2(A), the amount of any Indebtedness denominated in any currency other than Dollars shall be calculated based on customary currency exchange rates in effect on the date that such Indebtedness was incurred. (B) In the case of any Restricted Subsidiary (other than a Domestic Subsidiary Guarantor), create, issue, incur, assume, become liable in respect of or suffer to exist any Guarantee Obligation, except: (a) Guarantee Obligations by any Restricted Subsidiary in respect of the obligations of the Company or any other Restricted Subsidiary; (b) Guarantee Obligations by any Restricted Subsidiary in respect of obligations of any Unrestricted Subsidiary or another Person that is not a Group Member that are recommended as a result of tax savings, Requirement of Law or other reasons in the operation of the business of the Company and its Restricted Subsidiaries and that in each case are reasonably satisfactory to the Administrative Agent; and (c) Guarantee Obligations of any Restricted Subsidiary outstanding on the date hereof and listed on Schedule 7.2(B)(c) and any renewal or extension thereof (including in connection with any refinancing or refunding of the obligations guaranteed).

Indebtedness and Guarantee Obligations. No Loan Party shall (A) In the case of any Restricted Subsidiary, create, issue, incur, assume assume, become liable in respect of or permit suffer to exist any Indebtedness or Guarantee Obligations except for the following ("Permitted Indebtedness"):, except: (a) Indebtedness of the any Restricted Subsidiary pursuant to any Loan Parties under the Loan DocumentsDocument; (b) Indebtedness of any Restricted Subsidiary to the Borrower listed in Schedule 5.29(a) and existing on the date of this Agreement, all of which Indebtedness identified in Schedule 5.29(a) as being repaid in connection with the initial Borrowing shall be repaid concurrently with such BorrowingCompany or any other Restricted Subsidiary; (c) Indebtedness of the Borrower under Lender Hedging Agreements entered into with respect to the Loans in accordance with Section 4.1(c) of this Agreementany Domestic Subsidiary Guarantor not secured by any Lien on its property; (d) Indebtedness of any Restricted Subsidiary listed on Schedule 7.2(A)(d) and any refinancings, refundings, renewals or extensions thereof (without increasing, or shortening the Borrower to HGC if such Indebtedness is contractually subordinatematurity of, to the satisfaction of the Administrative Agent, to the Obligations and payments of principal of and interest on such Indebtedness are payable solely from amounts otherwise available for the payment of Distributions pursuant to Section 7.6amount thereof); (e) Indebtedness evidenced by Capital Leases of any Restricted Subsidiary incurred to finance the Borrower construction or acquisition of fixed or capital assets or any data or software in an aggregate principal amount for barges used by the Borrower in the ordinary course of its business all Restricted Subsidiaries not to transport gas in coastwide watersexceed $25,000,000 at any one time outstanding; (f) additional Indebtedness of any Loan Party the Restricted Subsidiaries other than the Specified Restricted Subsidiaries incurred to finance the acquisition, construction or improvement of any fixed or capital assets, and any Indebtedness assumed in connection with the acquisition of any such new manufacturing facilities and assets or secured by a Lien on any such assets prior to the acquisition thereof; provided that relating thereto in an aggregate principal amount, together with (i) such Indebtedness is incurred prior to or within 90 days after such acquisition or the completion of such construction or improvement, (ii) such Indebtedness does not exceed $10,000,000 during the same fiscal year, and (iii) the aggregate principal amount of any Indebtedness of the Company secured as permitted by under Section 7.3(u) and (ii) the aggregate amount of Guarantee Obligations incurred pursuant to Section 7.2(B)(b), not to exceed $700,000,000 at any one time outstanding; provided that additional Indebtedness availability pursuant to this clause Section 7.2(A)(f) at the Malaysian Manufacturing Subsidiary shall be limited to term Indebtedness in a principal amount not to exceed $150,000,000 plus €80,000,000 and additional Indebtedness availability at the German Manufacturing Subsidiary shall be limited to term Indebtedness in a principal amount not to exceed €130,000,000; provided, further, that (fi) any such new term Indebtedness at the Malaysian Manufacturing Subsidiary or the German Manufacturing Subsidiary, once all contemplated draw-downs have been made, shall not exceed $15,000,000 be increased, but may be extended or refinanced at any time outstandingso long as the final maturity thereof is not shortened (except if to a maturity date occurring after the Revolving Termination Date) and any interim amortization is at no time greater than as provided in such new term Indebtedness and (ii) any such new term Indebtedness at the German Manufacturing Subsidiary shall also be subject to the Company and the German Manufacturing Subsidiary, together with the lenders party thereto or an agent or other representative on their behalf, entering into an intercreditor agreement or similar document with the Administrative Agent reasonably acceptable to the Administrative Agent; (g) Guarantee Obligations permitted under Section 7.2(B); and (gh) other unsecured Indebtedness of First Solar France Manufacturing SAS that is not covered by an explicit Guarantee Obligation by any Group Member (other than a French parent company of First Solar France Manufacturing SAS), incurred pursuant to a joint venture arrangement more fully described to the Administrative Agent and the Lenders in an aggregate principal amount not exceeding $5,000,000 to exceed €50,000,000 at any one time outstanding; outstanding and extensionsany refinancings, refundings, renewals and replacements of any such Indebtedness that do not increase or extensions thereof (without increasing, or shortening the outstanding maturity of, the principal amount thereof). For purposes of determining compliance with this Section 7.2(A), the amount of any Indebtedness denominated in any currency other than Dollars shall be calculated based on customary currency exchange rates in effect on the date that such Indebtedness was incurred. (B) In the case of any Restricted Subsidiary (other than a Domestic Subsidiary Guarantor), create, issue, incur, assume, become liable in respect of or suffer to exist any Guarantee Obligation, except: (a) Guarantee Obligations by any Restricted Subsidiary in respect of the obligations of the Company or any other Restricted Subsidiary; (b) Guarantee Obligations by any Restricted Subsidiary in respect of obligations of any Unrestricted Subsidiary or another Person that is not a Group Member that are recommended as a result of tax savings, Requirement of Law or other reasons in the operation of the business of the Company and its Restricted Subsidiaries and that in each case are reasonably satisfactory to the Administrative Agent; and (c) Guarantee Obligations of any Restricted Subsidiary outstanding on the date hereof and listed on Schedule 7.2(B)(c) and any renewal or extension thereof (including in connection with any refinancing or refunding of the obligations guaranteed).

Indebtedness and Guarantee Obligations. No Loan Party shall (A) In the case of any Restricted Subsidiary, create, issue, incur, assume assume, become liable in respect of or permit suffer to exist any Indebtedness or Guarantee Obligations except for the following ("Permitted Indebtedness"):, except: (a) Indebtedness of the any Restricted Subsidiary pursuant to any Loan Parties under the Loan DocumentsDocument; (b) Indebtedness of any Restricted Subsidiary to the Borrower listed in Schedule 5.29(a) and existing on the date of this Agreement, all of which Indebtedness identified in Schedule 5.29(a) as being repaid in connection with the initial Borrowing shall be repaid concurrently with such BorrowingCompany or any other Restricted Subsidiary; (c) Indebtedness of the Borrower under Lender Hedging Agreements entered into with respect to the Loans in accordance with Section 4.1(c) of this Agreementany Domestic Subsidiary Guarantor not secured by any Lien on its property; (d) existing Indebtedness of any Restricted Subsidiary listed on Schedule 7.2(A)(d) and any refinancings, refundings, renewals or extensions thereof (without increasing, or shortening the Borrower to HGC if such Indebtedness is contractually subordinatematurity of, to the satisfaction of the Administrative Agent, to the Obligations and payments of principal of and interest on such Indebtedness are payable solely from amounts otherwise available for the payment of Distributions pursuant to Section 7.6amount thereof); (e) Indebtedness evidenced by Capital Leases of any Restricted Subsidiary incurred to finance the Borrower construction or acquisition of fixed or capital assets or any data or software in an aggregate principal amount for barges used by the Borrower all Restricted Subsidiaries not to exceed $25,000,000 at any one time outstanding; (f) [reserved]; (g) Guarantee Obligations permitted under Section 7.2(B); (h) [reserved]; and (i) Indebtedness of any Restricted Subsidiary pursuant to letters of credit, bank guarantees or similar instruments issued in the ordinary course of its business to transport gas in coastwide waters; (f) Indebtedness of any Loan Party incurred to finance the acquisition, construction or improvement of any fixed or capital assets, and any Indebtedness assumed in connection with the acquisition of any such assets or secured by a Lien on any such assets prior to the acquisition thereofbusiness; provided that the aggregate stated or face amount of all letters of credit, bank guarantees and similar instruments issued pursuant to this clause (i) such Indebtedness is incurred prior to or within 90 days after such acquisition or the completion of such construction or improvement, (iiand Section 7.2(B)(d) such Indebtedness does not exceed $10,000,000 during the same fiscal year, and (iii) the aggregate principal amount of Indebtedness permitted by this clause (f) below shall not exceed $15,000,000 50 million for all Restricted Subsidiaries outstanding at any time outstandingtime. For purposes of determining compliance with this Section 7.2(A), the amount of any Indebtedness denominated in any currency other than Dollars shall be calculated based on customary currency exchange rates in effect on the date that such Indebtedness was incurred. (B) In the case of any Restricted Subsidiary (other than a Domestic Subsidiary Guarantor), create, issue, incur, assume, become liable in respect of or suffer to exist any Guarantee Obligation, except: (a) Guarantee Obligations by any Restricted Subsidiary in respect of the obligations of the Company or any other Restricted Subsidiary; (b) Guarantee Obligations by any Restricted Subsidiary in respect of obligations of any Unrestricted Subsidiary or another Person that is not a Group Member that are recommended as a result of tax savings, Requirement of Law or other reasons in the operation of the business of the Company and its Restricted Subsidiaries and that in each case are reasonably satisfactory to the Administrative Agent; (c) Guarantee Obligations of any Restricted Subsidiary outstanding on the Effective Date and listed on Schedule 7.2(B)(c) and any renewal or extension thereof (including in connection with any refinancing or refunding of the obligations guaranteed); and (gd) other unsecured Indebtedness Guarantee Obligations by any Restricted Subsidiary pursuant to letters of credit, bank guarantees or similar instruments issued in an the ordinary course of business; provided that the aggregate principal stated or face amount of all letters of credit, bank guarantees and similar instruments issued pursuant to this clause (d) and Section 7.2(A)(i) above shall not exceeding exceed $5,000,000 50 million for all Restricted Subsidiaries outstanding at any time outstanding; and extensions, renewals and replacements of any such Indebtedness that do not increase the outstanding principal amount thereoftime.