Indebtedness; Leases. Hanover shall not, nor shall it permit any of its Subsidiaries to, (i) incur any indebtedness for borrowed money or guarantee or otherwise become contingently liable for any such indebtedness or issue or sell any debt securities or warrants or rights to acquire any debt securities of Hanover or any of its Subsidiaries or guarantee any debt securities of others or enter into any lease (whether such lease is an operating or capital lease) other than in connection with operating leases in the ordinary course of business consistent with past practice; (ii) issue any debt securities or assume, guarantee or endorse, or otherwise as an accommodation become responsible for, the obligations of any Person; (iii) make any loans, advances, capital contributions or investments in any Person except in the ordinary course of business consistent with past practice; or (iv) authorize capital expenditures or purchases of fixed assets other than in the ordinary course of business consistent with past practice.
Indebtedness; Leases. Heinz (with respect to the Spinco Business only) and Spinco shall not, nor shall Heinz permit its Subsidiaries (with respect to the Spinco Business only) or Spinco permit its Subsidiaries to, (i) incur any indebtedness for borrowed money or guarantee or otherwise become contingently liable for any such indebtedness or issue or sell any debt securities or warrants or rights to acquire any debt securities of Spinco or any of its Subsidiaries or guarantee any debt securities of others or enter into any lease (whether such lease is an operating or capital lease) other than in connection with operating leases in the ordinary course of business consistent with past practice; (ii) issue any debt securities or assume, guarantee or endorse, or otherwise as an accommodation become responsible for, the obligations of any Person; (iii) make any loans, advances, capital contributions to or investments in any Person except in the ordinary course of business consistent with past practice; or (iv) authorize capital expenditures or purchases of fixed assets other than in the ordinary course of business consistent with past practice (it being understood that the annual operating plans for each of the Spinco Businesses previously delivered to Del Monte prior to the date of this Agreement shall be deemed to constitute past practice), which, in the case of clauses (i), (ii), (iii) or (iv) would obligate Spinco or the Surviving Corporation to pay any amounts, or assume any obligations to be performed by Spinco or the Surviving Corporation, at or after the Effective Time, except for such payments and obligations contemplated by the Commitment Letters.
Indebtedness; Leases. Del Monte shall not, nor shall it permit any of its Subsidiaries to, (i) incur any indebtedness for borrowed money or guarantee or otherwise become contingently liable for any such indebtedness or issue or sell any debt securities or warrants or rights to acquire any debt securities of Del Monte or any of its Subsidiaries or guarantee any debt securities of others or enter into any lease (whether such lease is an operating or capital lease) other than in connection with (A) operating leases in the ordinary course of business consistent with past practice and (B) borrowings under Del Monte's revolving credit facility as in effect on the date of this Agreement incurred in the ordinary course of business consistent with past practice; (ii) issue any debt securities or assume, guarantee or endorse, or otherwise as an accommodation become responsible for, the obligations of any Person; (iii) make any loans, advances, capital contributions or investments in any Person except in the ordinary course of business consistent with past practice; or (iv) authorize capital expenditures or purchases of fixed assets other than in the ordinary course of business consistent with past practice, except for such payments and obligations as are incurred in accordance with, and pursuant to, the Commitment Letters.
Indebtedness; Leases. The Company shall not, nor shall it permit any of its Subsidiaries to, incur any indebtedness for borrowed money or guarantee or otherwise become contingently liable for any such indebtedness or issue or sell any debt securities or warrants or rights to acquire any debt securities of the Company or any of its Subsidiaries or guarantee any debt securities of others or enter into any material lease (whether such lease is an operating or capital lease, but excluding compressor leases) or otherwise incur any material obligation or liability (absolute or contingent) other than indebtedness to the Company or a wholly owned Subsidiary of the Company, or under the Credit Agreement dated as of March 2, 2004, among the Company and the lenders party thereto, as amended from time to time, or any replacement thereof; provided, however, that the aggregate outstanding indebtedness under such credit agreement shall not exceed $170 million (exclusive of indebtedness incurred to fund (A) costs related to the transactions contemplated by this Agreement and (B) payments made to Company executives pursuant to non-compete, employment and severance agreements and similar agreements and arrangements).
Indebtedness; Leases. Except as set forth in Section 6.1.10 of the Company Disclosure Schedule, the Company shall not, nor shall the Company permit any of its Subsidiaries to, (A) incur any indebtedness for borrowed money or guarantee, or enter into a "keepwell" or similar arrangement with respect to, any such indebtedness (including, without limitation, issuances or sales of any debt securities or warrants or rights to acquire any debt securities of the Company or any of its Subsidiaries), other than (x) indebtedness between the Company or any of its Subsidiaries and another of its Subsidiaries and (y) additional indebtedness in the ordinary course of business under existing credit facilities, including the Company's commercial paper facilities, in an amount not to exceed $90,000,000 or (B) enter into any material operating lease or create any mortgages, liens, security interests or other encumbrances on the property of the Company or any of its Subsidiaries in connection with any indebtedness thereof, except with respect to indebtedness permitted pursuant to this Section 6.1.10 or (c) enter into any financial derivatives contract or purchase or sell any exchange traded derivative futures or option contract, except for natural gas hedging purposes in strict compliance with a price and/or basis risk management policy approved in writing by Nipsco.
Indebtedness; Leases. Forest (in regard to the Spinco Business only) shall not, and Spinco shall not, nor shall they permit any of their respective Subsidiaries to, incur any indebtedness for borrowed money or guarantee or otherwise become contingently liable for any such indebtedness or issue or sell any debt securities or warrants or rights to acquire any debt securities of Spinco or any of its Subsidiaries or guarantee any debt securities of others or enter into any material lease (whether such lease is an operating or capital lease, but excluding compressor leases) or otherwise incur any material obligation or liability (absolute or contingent) other than indebtedness of Spinco to be incurred by Spinco and obligations or liabilities to be assumed by Spinco in connection with the consummation of the transactions contemplated by the Distribution Agreement. 50
Indebtedness; Leases. It shall not, nor shall it permit any of its Subsidiaries to, incur any indebtedness for borrowed money (other than in the ordinary course of business and consistent with past practice) or guarantee any such indebtedness or issue or sell any debt securities or warrants or rights to acquire any of its debt securities or any of the debt securities of any of its Subsidiaries or guarantee any debt or debt securities of others or enter into, cancel, surrender, amend or modify any lease or sublease (whether such lease is an operating or capital lease) or permit, allow or suffer any of its assets to be subject to any Lien (other than a Permitted Lien), other than in each case in the ordinary course of business, except that: (i) Video may transfer to an Affiliate in connection with the Spin-Off Transaction, release, or otherwise terminate, any and all obligations with respect to those certain loans made by Video or its Subsidiaries to certain of the officers of Video or to the Stockholders or their Affiliates, which loans are described or referred to on the Video Disclosure Schedule, the Video Financial Statements or the Special Purpose Balance Sheet; and (ii) the Stonehurst Lease may be modified in the manner set forth in Schedule 6.8 hereof. The parties acknowledge that from time to time, Video and its Subsidiaries provide advances to one another as intercompany transactions. Those advances are reflected as equity on the books and records and financial statements of Video and shall not be deemed to constitute indebtedness of any person following the consummation of the Merger. Any such advances, from and after the date hereof until the Effective Time of the Merger, shall be incurred only in the ordinary course of business in a manner consistent with past practices.
Indebtedness; Leases. Quaker State shall not, nor shall it permit any of its Subsidiaries to, incur (which shall not be deemed to include entering into credit agreements, lines of credit or similar arrangements until borrowings are made under such arrangements) any indebtedness for borrowed money or guarantee or otherwise become contingently liable for any such indebtedness or issue or sell any debt securities or warrants or rights to acquire any debt securities of Quaker State or any of its Subsidiaries or guarantee any debt securities of others or enter into any lease (whether such lease is an operating or capital lease) or otherwise incur any material obligation or liability (absolute or contingent) other than in connection with (i) any customer Contract or vendor Contract entered into in the ordinary course of business consistent with past practice, (ii) equipment leasing in the ordinary course of business consistent with past practice, (iii) the redemption or repurchase of indebtedness or debt securities outstanding on the date hereof with the proceeds of newly incurred indebtedness or newly issued debt securities, and (iv) borrowings in the ordinary course of business under commercial paper programs or bank lines of credit.
Indebtedness; Leases. Except as disclosed in Section 6.1.10 of the Company Disclosure Schedule, the Company shall not, nor shall the Company permit any of its Material Subsidiaries to, (a) incur any indebtedness for borrowed money or guarantee, or enter into a "keepwell" or similar arrangement with respect to, any such indebtedness (including, without limitation, issuances or sales of any debt securities or warrants or rights to acquire any debt securities) other than indebtedness between the Company or any of its Material Subsidiaries and another of its Material Subsidiaries and other than borrowings in the ordinary course of business consistent in nature and amount with past practice; or (b) enter into any material operating lease or create any mortgages, liens, security interests or other encumbrances on the property of the Company or any of its Material Subsidiaries in connection with any indebtedness thereof. 6.1.11
Indebtedness; Leases. Duke shall not, nor shall Duke permit any of -------------------- its Subsidiaries to, (i) incur any indebtedness for borrowed money or guarantee, or enter into a "keepwell" or similar arrangement with respect to, any such indebtedness (including, without limitation, issuances or sales of any debt securities or warrants or rights to acquire any debt securities of Duke or any of its Subsidiaries), other than (a) long-term indebtedness incurred in connection with the refinancing of existing indebtedness either at its stated maturity or at a lower cost of funds, (b) indebtedness between Duke or any of its Subsidiaries and another of its Subsidiaries and (c) additional indebtedness in an amount not to exceed $2 billion, or (ii) enter into any material operating lease or create any mortgages, liens, security interests or other encumbrances on the property of Duke or any of its Subsidiaries in connection with any indebtedness thereof except with respect to indebtedness permitted by this Section 7.2(i). The amount of short-term indebtedness incurred shall not exceed 75% of the committed facilities of Duke and its Subsidiaries.
