Indebtedness and Liabilities Sample Clauses
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Indebtedness and Liabilities. Incur, create, assume, become or be liable in any manner with respect to, or permit to exist, any Indebtedness or Liability, other than:
(a) Indebtedness to the Lender for Advances, or otherwise;
(b) Indebtedness and Liabilities with respect to trade obligations, accounts payable and other normal accruals incurred in the ordinary course of business, or with respect to which any of the Borrowers is contesting in good faith the amount or validity thereof by appropriate proceedings, and then only to the extent that the Borrowers have set aside on their books adequate reserves therefor;
(c) Indebtedness under those Real Property Leases listed on Schedule "3.07" annexed hereto;
(d) Indebtedness under Existing Operating Leases listed on Schedule "3.05" annexed hereto;
(e) Existing Indebtedness, but only to the extent set forth on Schedule "6.01(e)" annexed hereto;
(f) Purchase money Indebtedness or other Indebtedness incurred or assumed in connection with Investments (including the acquisition of additional assets or businesses) and Capital Expenditures made following the Agreement Date; provided, however, that: (i) the Borrowers shall, in connection with the incurrence of any and all such Indebtedness, be in compliance with the provisions of Section 6.06(c) and Section 6.09 hereof; and (ii) to the extent that the Borrowers shall elect to incur Indebtedness for money borrowed (other than purchase money Indebtedness) from any financial institution in connection with any permitted Investment contemplated by Section 6.06(c) hereof, they shall afford the Lender a right of first refusal to provide the financing therefor; provided, that the terms and conditions of any such financing which the Lender may (at their sole discretion) elect to offer shall be on terms and conditions which, in the aggregate, shall be no less favorable to the Borrowers than those offered by any other financial institution;
(g) Intercompany Investments which are represented by instruments that are promptly delivered (with all necessary endorsements thereon) to the Lender pursuant to the Security Agreement; and
(h) Subordinated Debt in such amounts and upon such terms and conditions as shall be reasonably acceptable to the Lender.
Indebtedness and Liabilities. 44 7.2 Guaranties..................................................44 7.3 Transfers, Liens and Related Matters........................45 (A) Transfers..........................................45 (B) Liens..............................................45 (C) No Negative Pledges................................45 7.4
Indebtedness and Liabilities. The Borrowers shall not, and shall cause the other Loan Parties not to, create, incur, assume or suffer to exist any Indebtedness, except for (a) Indebtedness owing to the Lender, (b) Indebtedness owing by a Loan Party to another Loan Party; (c) endorsement of negotiable instruments in the ordinary course of business; (d) Indebtedness arising under any interest rate, currency or commodity swap agreement, interest rate cap agreement, interest rate collar agreement, or other agreement or arrangement designated to protect a Person against fluctuation in interest rates, currency exchange rates or commodity prices, but not for speculative purpose, (e) the following types of Indebtedness incurred in the ordinary course of business provided that the aggregate of these obligations which are at any one time outstanding is less than $2,000,000: (i) capital leases, (ii) performance, surety, statutory and appeal bonds, (iii) reimbursement obligations in connection with letters of credit, (iv) amounts secured or claimed in connection with clauses (a), (e), (g) and (h) in the definition of Permitted Encumbrances and (v) other indebtedness not to exceed $250,000 in the aggregate outstanding at any time, (f) guaranties of any Indebtedness that is otherwise permitted by this Section 7.2, (g) Indebtedness of any Loan Party other than KSAC existing immediately prior to the consummation of the transactions contemplated by the Stock Purchase Agreement (except that such Indebtedness that consists of capital lease obligations shall be deemed outstanding under clause (e) of this Section 7.2, and (g) Indebtedness consisting of indemnification, purchase price adjustments and similar obligations in connection with the acquisition or disposition of assets.
Indebtedness and Liabilities. As of the Effective Date, neither ---------------------------- Borrower nor any of its Subsidiaries has (a) any Indebtedness except as reflected on the most recent financial statements delivered to Agent and Lenders; or (b) any Liabilities other than as reflected on the most recent financial statements delivered to Agent and Lenders or as incurred in the ordinary course of business following the date of the most recent financial statements delivered to Agent and Lenders.
Indebtedness and Liabilities. Except as set forth on Schedule 4.4, as of the Closing Date, no Loan Party has any (a) Indebtedness except as reflected on the Pro Forma and the most recent financial statements delivered to Agent; or (b) Liabilities other than as reflected on the Pro Forma, the most recent financial statements or other written information delivered to Agent on or before the Closing Date.
Indebtedness and Liabilities. 51 7.2 Guaranties.................................................52 7.3 Transfers, Liens and Related Matters.......................52 (A) Transfers.........................................52 (B) Liens.............................................52 (C) No Negative Pledges...............................52 (D) No Restrictions on Subsidiary Distributions to any Holding Party or any Borrower.................53 7.4
Indebtedness and Liabilities. Each Loan Party shall not, and shall not cause or permit its Subsidiaries to, directly or indirectly create, incur, assume, guaranty, or otherwise become or remain directly or indirectly liable, on a fixed or contingent basis, with respect to any Indebtedness except:
(a) Indebtedness described on Schedule 7.1;
(b) the Obligations;
(c) intercompany Indebtedness arising from loans made by (i) Canadian Borrower or any other Canadian Loan Party to any Loan Party other than Holdings, CACV and CACV-NJ, (ii) any US Loan Party to any other US Loan Party other than Holdings, CACV and CACV-NJ, (iii) US Loan Parties to any Canadian Loan Parties at any time outstanding not to exceed (together with any Investments made under subsection 7.4(o)) $3,500,000 in the aggregate, (iv) Loan Parties or their Subsidiaries to any Subsidiary of Holdings that is not a Loan Party not to exceed (together with any Investments made under subsection 7.4(p)) $250,000 in any Fiscal Year in the aggregate, (v) Loan Parties or their Subsidiaries to Collect Air to cover ordinary course operating, maintenance and related costs relating to Collect Air’s aircraft and (vi) any Subsidiary that is not a Loan Party to any other Subsidiary that is not a Loan Party; provided, however, that in each case upon the request of Agent at any time, such Indebtedness shall be evidenced by promissory notes having terms reasonably satisfactory to Agent, the sole originally executed counterparts of which shall be pledged and delivered to Agent, for the benefit of Agent and Lenders, as security for the Obligations in the event that the pledgor of such note is a Subsidiary organized under the laws of any State of the United States, or as security for the Obligations of Canadian Borrower only in the event that the pledgor of such note is a Subsidiary organized under the laws of Canada or the laws of any province or territory thereof.
(d) Second Lien Debt of Borrowers pursuant to the Second Lien Debt Documents in an aggregate principal amount at any time outstanding not to exceed $350,000,000;
(e) Indebtedness not to exceed $10,000,000 (less the aggregate amount of all Indebtedness permitted pursuant to subsection 7.1(g) hereof that refinanced Indebtedness previously permitted pursuant to this subsection 7.1(e)) in an aggregate principal amount at any time outstanding secured by purchase money Liens or incurred with respect to Capital Leases and purchase money Indebtedness for the purchase of fixed assets;
(f) any oth...
Indebtedness and Liabilities. As of the Closing Date, neither Borrower nor any of its Subsidiaries has (a) any Indebtedness except as reflected on the Pro Forma and the most recent financial statements delivered to Lender; or (b) any Liabilities other than as reflected on the Pro Forma, the most recent financial statements delivered to Lender or as incurred in the ordinary course of business following the date of the most recent financial statements delivered to Lender.
Indebtedness and Liabilities. Section 6.1(d) of the Loan Agreement is deleted in its entirety and the following is substituted in lieu thereof:
Indebtedness and Liabilities. Neither the Borrowers nor any Subsidiary has Indebtedness other than Indebtedness reflected on the Financial Statements and Indebtedness permitted hereunder. Except for the Indebtedness referred to above, and Liabilities reflected on the Financial Statements neither the Borrowers nor any Subsidiary has any Liabilities required to be reflected on a balance sheet prepared in accordance with GAAP other than those Liabilities incurred in the ordinary course of a Borrower's business.