Indebtedness of the Borrower owing to any Subsidiary and of any Subsidiary owing to the Borrower or any other Subsidiary; provided, that any such Indebtedness that is owed by a Subsidiary that is not a Subsidiary Loan Party shall be subject to Section 7.4;
Indebtedness of the Borrower owing to any Subsidiary and of any Subsidiary owing to the Borrower or any other Subsidiary;
Indebtedness of the Borrower or any Subsidiary of the Borrower supported by a Letter of Credit, in a principal amount not in excess of the stated amount of such Letter of Credit;
Indebtedness of the Borrower. The Borrower shall not, and ---------------------------- shall not permit any of its Subsidiaries to, create, assume, incur or otherwise become or remain obligated in respect of, or permit to be outstanding, any Indebtedness except:
(a) Indebtedness arising under this Agreement, the Notes and the other Loan Documents;
(b) Accounts payable, subscriber deposits, accrued expenses and customer advance payments incurred in the ordinary course of business, which are (1) current or (2) being contested in good faith by appropriate proceedings and for which the Borrower or any of its Subsidiaries, as the case may be, has established adequate reserves on its respective books;
(c) Capitalized Lease Obligations in an amount not in excess of $3,000,000 in the aggregate;
(d) Accrued but unpaid management fees and financial advisory fees and any interest thereon due pursuant to the Management Agreement and the Financial Advisory Agreement, respectively, subject to the terms of the Subordination of Management and Financial Advisory Fees Agreement;
(e) Any other Indebtedness (including, without limitation, Indebtedness secured by Permitted Liens) in an aggregate outstanding principal amount at any time not to exceed $5,000,000;
(f) Obligations under Interest Rate Hedge Agreements; and
(g) Indebtedness arising under payment and performance bonds and letters of credit issued for the Borrower's account, or the account of a Subsidiary of the Borrower, in the ordinary course of the Borrower's or such Subsidiary's business in favor of the grantors of the Licenses and the Pole Agreements, in an aggregate amount not to exceed $3,000,000.
Indebtedness of the Borrower. The Borrower will not incur, create, assume or permit to exist Indebtedness (other than guarantees existing as of [the date hereof] and guarantees of any obligations of Subsidiaries) in an amount at any time in excess of the sum of the following:
(A) $3,100,000,000;
(B) the excess, if any, of:
(i) cumulative consolidated net income of the Borrower (after preferred stock dividends and preferred securities distributions) LESS: cumulative combined consolidated net income (after preferred stock dividends and preferred securities distributions) of the Subsidiaries of the Borrower in excess of the sum of (x) dividend income received by the Borrower from such Subsidiaries and (y) cash proceeds received by the Borrower from the purchase from the Borrower by a Subsidiary of the Borrower of common stock of such Subsidiary in lieu of payment of cash dividends by such Subsidiary
(ii) the sum of the aggregate amount of dividends paid by the Borrower plus the aggregate amount of cash paid by the Borrower to purchase any of its capital stock from shareholders (other than pursuant to the Borrower's previously announced stock buyback program of up to $250,000,000 of common stock); provided that calculations for clauses (B)(i) and (ii) shall be applied and included for each fiscal quarter commencing on or after July 1, 1997; and
(C) the aggregate proceeds received by TEII and the Borrower from issuances of capital stock of TEII after April 24, 1997 and before August 5, 1997 and of the Borrower on and after August 5, 1997 (other than issuances of capital stock of the Borrower in connection with the Mergers and in any event only to the extent such proceeds have not been used to prepay Indebtedness (other than Indebtedness under this Agreement or Indebtedness under the Corporate Revolvers or any short-term debt)); provided that Indebtedness of the Borrower (other than guarantees existing as of April 24, 1997 and guarantees of any obligations of Subsidiaries) in an amount in excess of such sum may be incurred, created, assumed or permitted to exist for a period of up to 120 days if the Borrower shall have given the Lenders prior written notice of its intent to issue capital stock within such 120-day period for net cash proceeds to the Borrower sufficient to eliminate such excess; provided further that notwithstanding the above limitations, the Borrower may incur additional Indebtedness in an aggregate principal amount of up to $1,900,000,000 outstanding at any time in the form ...
Indebtedness of the Borrower owing to any Subsidiary and of any Subsidiary owing to the Borrower or any other Subsidiary, provided that, in the case of Indebtedness of the Borrower owing to any Subsidiary, the payment of such Indebtedness is subordinate to the payment of the Obligations in a manner satisfactory to the Administrative Agent;
Indebtedness of the Borrower owing to any Subsidiary or of any Subsidiary owing to any other Subsidiary or the Borrower to the extent constituting an Investment permitted by Section 6.04; provided that (i) all such Indebtedness of any Loan Party owing to any Subsidiary that is not a Loan Party shall be subordinated to the Obligations on terms (1) at least as favorable to the Lenders as those set forth in the form of intercompany note attached as Exhibit H hereto or (2) otherwise reasonably satisfactory to the Administrative Agent, and (ii) all such Indebtedness owing by a Subsidiary that is not a Loan Party to any Loan Party shall be evidenced by a note and pledged as Collateral for the Obligation;
Indebtedness of the Borrower or any Subsidiary of the Borrower to the Borrower or any Subsidiary of the Borrower; provided that such Indebtedness is pledged to the Collateral Agent for the benefit of the Agents and the Lenders and subordinated to the Obligations on terms and conditions satisfactory to the Required Lenders;
Indebtedness of the Borrower owing to a Restricted Subsidiary or of a Restricted Subsidiary owing to the Borrower or a Restricted Subsidiary; provided that if the Borrower or a Guarantor incurs such Indebtedness owing to a Restricted Subsidiary that is not a Guarantor, such Indebtedness is subordinated in right of payment to the Guarantee of such Guarantor as the case may be (it being understood that any such Indebtedness under this paragraph (g) shall be permitted to the extent permitted as an Investment pursuant to Section 10.6);
Indebtedness of the Borrower to (i) any and all Guarantors (other than Xxxxxxx & Xxxxxx, Chiswick Trust and R&M Trust) in an aggregate amount not to exceed $20,000,000 at any time and (ii) any and all other Subsidiaries of the Borrower (other than Xxxxxxx & Xxxxxx, Chiswick Trust and R&M Trust) in an aggregate amount not to exceed $5,000,000 at any time; provided, however, that any and all Indebtedness under clause (i) or (ii) -------- ------- of this subsection (j) shall be subordinated to the Obligations on terms and conditions satisfactory to the Agent;
