Indebtedness; Guarantees. The Borrower shall not create, incur, assume or suffer to exist any Indebtedness other than Indebtedness permitted under the Transaction Documents. The Borrower shall incur no Indebtedness secured by the Collateral other than the Obligations. The Borrower shall not assume, guarantee, endorse or otherwise be or become directly or contingently liable for the obligations of any Person by, among other things, agreeing to purchase any obligation of another Person, agreeing to advance funds to such Person or causing or assisting such Person to maintain any amount of capital, other than as expressly permitted under the Transaction Documents.
Indebtedness; Guarantees. (a) The Borrower will not, and will not permit any of its Subsidiaries to, create, incur, assume or permit to exist any Indebtedness, except:
(i) Indebtedness of any Loan Party pursuant to any Loan Document (including, without limitation, any additional Indebtedness incurred pursuant to any Commitment Increase);
(ii) Indebtedness of the Borrower to any other Group Member and of any Subsidiary to any other Group Member; provided Indebtedness of Group Members which are not Loan Parties to Group Members which are Loan Parties must also be expressly permitted by Section 7.06(d) or (r);
(iii) Indebtedness of the Borrower and any Domestic Subsidiaries outstanding on the Fourth Restatement Effective Date and listed on Part I of Schedule 7.01(a) and any refinancings, refundings, renewals, replacement, waivers, amendments, amendments and restatements or extensions thereof (without increasing, or shortening the maturity of, the principal amount thereof);
(iv) Indebtedness (including, without limitation, Capital Lease Obligations) secured by Liens expressly permitted by Section 7.02(e) in an aggregate principal amount not to exceed $75,000,000 at any one time outstanding;
(v) Guarantees expressly permitted by Section 7.01(b);
(vi) Indebtedness of any Group Member to any other Group Member listed on Part II of Schedule 7.01(a); provided that such Indebtedness (A) is evidenced by the Global Intercompany Note and, if owing to a Loan Party, is subject to a Lien pursuant to the Guarantee and Collateral Agreement, (B) such Indebtedness is unsecured and, if owed by a Loan Party, subordinated in right of payment to the payment in full of the Obligations pursuant to the terms of the Global Intercompany Note and (C) any payment by any Subsidiary Guarantor under the Guarantee of the Obligations shall result in a pro rata reduction of the amount of any Indebtedness owing by such Subsidiary Guarantor to the Borrower or any other Subsidiary for whose benefit such payment is made;
(vii) Indebtedness arising from the endorsement of instruments, the honoring by a bank or other financial institution of a check, draft or similar instrument inadvertently drawn in the ordinary course of business against insufficient funds, or in respect of netting services, overdraft protections or otherwise in connection with the operation of customary deposit accounts in the ordinary course of business;
(viii) Indebtedness with respect to (A) property casualty or liability insurance, (B) financing of i...
Indebtedness; Guarantees. Assume or guarantee any indebtedness for borrowed money other than (a) pursuant to any indebtedness instrument outstanding as of the date of this Agreement and made available to Buyer, (b) in connection with interest rate hxxxxx on terms in the ordinary course of business consistent with past practice, or (c) pursuant to any letters of credit that the Company enters into in the ordinary course of its business;
Indebtedness; Guarantees. Incur, assume or guarantee any indebtedness for borrowed money, other than pursuant to any indebtedness instrument outstanding as of the date of the Merger Agreement and made available to Parent;
Indebtedness; Guarantees. Such Loan Party shall not create, incur, assume or suffer to exist any Indebtedness other than (i) Indebtedness incurred or permitted under the terms of the Transaction Documents, (ii) Indebtedness incurred pursuant to certain ordinary business expenses arising pursuant to the transactions contemplated by this Agreement and the other Transaction Documents, (iii) obligations permitted under its Constituent Documents and (iv) pursuant to customary indemnification, expense reimbursement and similar provisions under the Underlying Instruments. Such Loan Party shall incur no Indebtedness secured by the Collateral other than the Obligations. Such Loan Party shall not assume, guarantee, endorse or otherwise be or become directly or contingently liable for the obligations of any Person by, among other things, agreeing to purchase any obligation of another Person, agreeing to advance funds to such Person or causing or assisting such Person to maintain any amount of capital, other than as expressly permitted under the Transaction Documents (it being understood that the assets of the Securitization Subsidiaries shall be pledged to secure the obligations of the Borrower).
Indebtedness; Guarantees. Such Loan Party shall not create, incur, assume or suffer to exist any Indebtedness other than Indebtedness permitted under the Transaction Documents. Such Loan Party shall incur no Indebtedness secured by the Collateral other than the Obligations. Such Loan Party shall not assume, guarantee, endorse or otherwise be or become directly or contingently liable for the obligations of any Person by, among other things, agreeing to purchase any obligation of another Person, agreeing to advance funds to such Person or causing or assisting such Person to maintain any amount of capital, other than as expressly permitted under the Transaction Documents (it being understood that the assets of the Securitization Subsidiaries shall be pledged to secure the obligations of the Borrower).
Indebtedness; Guarantees. Borrower shall not create, incur, assume or suffer to exist any Indebtedness or obligation for money borrowed, or guarantee, endorse, or otherwise be or become contingently liable on any debt or obligations to any Person without first obtaining the written consent of Xxxxxx, except for the following (“Permitted Indebtedness”): (i) in addition to any other Indebtedness permitted under this Section, obligations to any Person (including, without limitation, to any Affiliate) other than the Lender not exceeding $1,000,000 in the aggregate; (ii) capital leases with rental payments not exceeding $100,000.00 in the aggregate per year; and (iii) operating leases with rental payments not exceeding $50,000.00 per year; (iv) any debt secured by purchase money liens permitted pursuant to Section 4.3(g)(iii) below; and (iv) other liabilities and obligations in existence as of the date of this Agreement and disclosed in the most recent financial statement submitted to Lender.
Indebtedness; Guarantees. Except as set forth in Section 5.01(d) of the Company Disclosure Letter, assume or guarantee any indebtedness for borrowed money in excess of $1,000,000, other than: (i) pursuant to any indebtedness instrument outstanding as of the date of this Agreement and made available to PubCo, (ii) in connection with interest rate hxxxxx on terms in the ordinary course of business consistent with past practice or (iii) pursuant to any letters of credit that the Company enters into in the ordinary course of its business;
Indebtedness; Guarantees. Except as set forth in the Disclosure Letter, Seller has no indebtedness for money borrowed or for the deferred purchase price of property or services, capital lease obligations, conditional sale or other title retention agreements relating to the Acquired Assets ("Indebtedness"). Seller is not a guarantor or otherwise liable for any Liability or obligation of any other Person for any matter which relates to or affects or will affect the Acquired Assets.
Indebtedness; Guarantees. The Borrower shall not create, incur, assume or suffer to exist or otherwise become liable with respect to any Indebtedness, other than Permitted Indebtedness.
