Indebtedness incurred by the Borrower or a Guarantor or Disqualified Stock of the Borrower in an aggregate outstanding principal amount which, when taken together with the principal amount of all other Indebtedness Incurred pursuant to this Section 4.04(b)(14) and then outstanding, will not exceed 100% of the Net Cash Proceeds received by the Borrower and the Restricted Subsidiaries from the issuance or sale (other than to the Borrower or a Restricted Subsidiary) of its Subordinated Shareholder Funding or Capital Stock (other than Disqualified Stock, Designated Preference Shares or an Excluded Contribution) or otherwise contributed to the equity (other than through the issuance of Disqualified Stock, Designated Preference Shares or an Excluded Contribution) of the Borrower, in each case, subsequent to the IssueClosing Date; provided, however, that (i) any such Net Cash Proceeds that are so received or contributed shall be excluded for purposes of making Restricted Payments under Section 4.05(a), Section 4.05(b)(1), Section 4.05(b)(6) and Section 4.05(b)(10) to the extent the Borrower or a Guarantor incurs Indebtedness in reliance thereon and (ii) any Net Cash Proceeds that are so received or contributed shall be excluded for purposes of Incurring Indebtedness pursuant to this Section 4.04(b)(14) to the extent the Borrower or any Restricted Subsidiary makes a Restricted Payment under Section 4.05(b)(1), Section 4.05(b)(6) and Section 4.05(b)(10) in reliance thereon; provided that any Indebtedness incurred under this Section 4.04(b)(14) may be refinanced with additional Indebtedness in an amount equal to the principal of the Indebtedness so refinanced, plus any additional amount to pay premiums (including tender premiums), accrued and unpaid interest, expenses, defeasance costs and fees in connection therewith;
Indebtedness incurred pursuant to the Credit Agreement; provided, however, that, immediately after giving effect to any such Incurrence, the aggregate principal amount of all Indebtedness Incurred under this clause (1) and then outstanding does not exceed $2,550,000,000 less the sum of all principal payments with respect to such Indebtedness made pursuant to Section 4.06(a)(3)(A) and in satisfaction of Section 4.06;
Indebtedness incurred by the Borrower or a Subsidiary in connection with any Capitalized Lease that replaces Capitalized Leases existing on the Closing Date provided that the aggregate amount of the Indebtedness represented by such replacement Capitalized Leases does not exceed $5,000,000.
Indebtedness incurred in connection with a Qualified Receivables Transaction that is not recourse (except for Standard Securitization Undertakings) to the Borrower or any Restricted Subsidiary other than a Receivables Subsidiary;
Indebtedness incurred. (i) before or at the time of carrying out of Project Activities; or
(ii) within 270 days of completion of the last of the Project Activities in connection with the project or development, 20 ------------------------------------------------------------------------------- solely for the purpose of financing or refinancing all or a substantial part of the price and/or cost of the Project Activities in connection with the project or development; or
Indebtedness incurred by (i) the Borrower or any Domestic Subsidiary of the Borrower, in an aggregate outstanding principal amount for all such Persons not to exceed the Dollar Equivalent $30,000,000 at any time, (ii) any Foreign Subsidiary of the Borrower to the extent that the Dollar Equivalent of the aggregate outstanding principal amount of such Indebtedness (including any Indebtedness incurred pursuant to a Local Credit Facility) for all such Persons does not exceed the Dollar Equivalent of $200,000,000 at any time; provided, however, that from and after December 31, 2005, such amount shall in no event exceed the sum of (A) $60,000,000 and (B) the aggregate amount of the proceeds of such Indebtedness that are repatriated to the Borrower or any Domestic Subsidiary as a dividend by such Foreign Subsidiary for which dividend the Borrower is able to obtain a U.S. tax deduction in the amount of 85% of such dividend pursuant to the requirements of the American Jobs Creation Act of 2004, and (iii) Local Credit Facility Guaranty Obligations of the Borrower in respect of any Local Credit Facility permitted under this Agreement; provided, however, that neither the incurrence of any Local Credit Facility nor the incurrence of any Local Credit Facility Guaranty Obligations shall be permitted unless, both immediately before and after the incurrence thereof, (A) the Borrower shall be in compliance with the financial covenants specified in Section 7.13 (Financial Covenants) on a pro forma basis after giving effect to such Indebtedness, (B) no Default or Event of Default shall have occurred and be continuing or would result therefrom and (C) all representations and warranties contained in Article V (Representations and Warranties) and in the other Loan Documents shall be true and correct in all material respects;
(o) Clause (m) of Section 7.03 (Indebtedness) of the Credit Agreement is hereby amended and restated in its entirety to read as follows:
Indebtedness incurred. Shall not, and shall not permit any of their Subsidiaries to, issue, incur, assume or permit to exist any Indebtedness, except (a) the Note, (b) Indebtedness not in excess of $50,000 at any one time and secured by Permitted Liens described in Section 4.3.2 of this Agreement, (c) Indebtedness for unsecured trade payables and lease payables incurred in the ordinary course, (d) the Senior Obligations, (e) Indebtedness existing on the date of this Agreement and described on Schedule 4.3.1 hereto, and (f) preferred stock issued pursuant to that certain letter of intent attached hereto as Exhibit H hereto.
Indebtedness incurred in connection with a Hedging Agreement with a counterparty and upon terms and conditions (including interest rate) reasonably satisfactory to the Administrative Agent; provided, that any counterparty that is a Lender shall be deemed satisfactory to the Administrative Agent;
Indebtedness incurred by the Borrower or a Subsidiary of the Borrower in connection with any Interest Rate Protection Agreement; provided, that such agreement is entered into by the Borrower or the Subsidiaries of the Borrower for bona fide hedging purposes in the ordinary course of business and not for speculative purposes and provided, further, that the Borrower and the Subsidiaries of the Borrower shall not be permitted to enter into Interest Rate Protection Agreements (and incur Indebtedness in connection therewith) with respect to notional or similar amounts in excess of $250,000,000 in the aggregate at any time;
Indebtedness incurred by the Borrowers after the Closing Date to finance the acquisition of fixed or capital assets in an aggregate amount outstanding at any time not in excess of $50,000,000; and
