Indebtedness of the Company. Section 3(i) of the Disclosure Schedule sets forth all outstanding secured and unsecured Indebtedness (as defined hereinafter) of the Company in excess of $50,000 in any individual case, or for which the Company has commitments, on the date of this Agreement. The Company is not in default with respect to any such Indebtedness. "Indebtedness" means at any time, (i) all indebtedness for borrowed money, (ii) all obligations evidenced by bonds, debentures, notes or other similar instruments, (iii) all reimbursement obligations and other liabilities under letters of credit, (iv) all obligations to pay the deferred purchase price of property or services, other than normal trade creditors in the ordinary course, (v) all obligations in respect of capitalized leases, (vi) all guarantees and contractual obligations of the Company, contingent or otherwise, with respect to any indebtedness or obligation of another, and (vii) all obligations of the Company secured by any mortgage, pledge, lien, security interest or other encumbrance on any asset or property of the Company, whether or not such obligation has been assumed.
Indebtedness of the Company. Schedule 3.6 correctly describes all --------------------------- ------------ secured and unsecured indebtedness of the Company for borrowed money outstanding or for which the Company has commitments, on the date of this Agreement. Except as disclosed in Schedule 3.6, the Company is not in default with respect to any such indebtedness or any instrument or agreement relating thereto.
Indebtedness of the Company. Exhibit F correctly describes all secured and unsecured Indebtedness of the Company and its Subsidiaries (other than intercompany items) outstanding, or for which the Company or one of its Subsidiaries has commitments, which is individually in excess of $5,000,000 ("Significant Indebtedness") (excluding operating leases), on the date of this Agreement. The secured and unsecured Indebtedness of the Company and its Subsidiaries (other than intercompany items, and other than Significant Indebtedness) outstanding, or for which the Company or one of its Subsidiaries has commitments does not in the aggregate exceed $1,600,000,000 on the date of this agreement. Neither the Company nor any of its Subsidiaries is in default with respect to any Indebtedness or any instrument or agreement relating thereto, except for such defaults as would not, either in any case or in the aggregate, have a Material Adverse Effect.
Indebtedness of the Company. Schedule 5.8 correctly describes all secured and unsecured Indebtedness of the Company and its Subsidiaries (other than intercompany items) outstanding, or for which the Company or one of its Subsidiaries has commitments, which is individually in excess of $5,000,000 ("Significant Indebtedness") (excluding operating leases), as of the date set forth on Schedule 5.8. Neither the Company nor any of its Subsidiaries is in default with respect to any Indebtedness or any instrument or agreement relating thereto, nor has any event occurred (i) that with the giving of notice or the lapse of time or both would constitute a default thereunder, or (ii) that has given or that with the giving of notice or the lapse of time or both would give rise to a right of termination, amendment, cancellation or acceleration of any right or obligation of the Company or any of its Subsidiaries thereunder, or to a loss of any material benefit to which the Company or any of its Subsidiaries is entitled thereunder, except for any default, termination, amendment, cancellation, acceleration or loss of material benefit related to Indebtedness other than Significant Indebtedness as would not, either in any case or in the aggregate, have a Material Adverse Effect. 9 5.9
Indebtedness of the Company. As and to the extent necessary for the Company to comply with its obligations under the Indenture, Parent shall or shall cause one of its Affiliates to provide to the Company from time to time the funds necessary for the Company to comply with such obligations when and if such obligations become due and payable as a result of the consummation of the Offer contemplated herein; provided that the aggregate amount to be provided by Parent (or its Affiliate) to the Company pursuant to this Section 2.4 shall not exceed the aggregate principal amount plus accrued (but unpaid) interest of all indebtedness which may be required to be repaid by the Company pursuant to the Indenture. Any and all amounts to be provided by Parent (or its Affiliates) to the Company in accordance with this Section 2.4 shall (a) if in the form of a loan, be evidenced by the Interim Financing Non-Negotiable Promissory Note in the form attached hereto as Annex B (the "Parent Note") and (b) if in the form of a capital contribution, entitle Parent to receive that number of Shares and/or other voting securities substantially equivalent to the Shares equal to the amount of such contribution divided by the Per Share Amount. The Company hereby agrees to give or to cause the Trustee (as such term is defined in the Indenture) to give the Company Notice (as such term is defined in the Indenture) on, and not prior to, the thirtieth (30th) day following the date on which funds are transferred by Parent or Merger Sub to the Paying Agent pursuant to the Offer (the "Company Notice Date").
Indebtedness of the Company. The Company and its Subsidiaries (a) do not have any outstanding indebtedness for borrowed money (including obligations in respect of capital leases), other than amounts owed to Affiliates of the Company, and (b) have not guaranteed the obligations (whether directly or indirectly, contingently or otherwise) of any other Person.
Indebtedness of the Company. Prior to the Closing Date the Company shall enter into arrangements for the prepayment prior to, at or immediately following the Closing Date of, the entire principal amount of and all other amounts owing under the Company's 7.46% Senior Notes due 2007 (the "Existing Notes"), so that as of such time the Existing Notes shall be retired and of no further force or effect and the consummation of the transactions contemplated hereby will not result in a breach of the terms thereof or otherwise result in liability; provided, that, in connection therewith, the Company shall not make any payment in connection with such prepayment, other than a payment required pursuant to the terms of the Existing Notes as currently in effect.
Indebtedness of the Company the Borrower or any Subsidiary owing to third Persons from time to time in an aggregate principal amount not to exceed $3,000,000.00 in the aggregate at any one time.
Indebtedness of the Company. Create, incur or suffer to, exist any Indebtedness of the Company except:
Indebtedness of the Company. As of the Closing Date, the Company has not created, incurred or suffered to exist any Indebtedness (other than standby letters of credit and uncommitted overnight credit lines) in an amount in excess of $5,000,000 except as described in Schedule 6.22 hereto. At no time since the Closing Date has the Company amended, restated, refinanced or otherwise modified any of the Indebtedness described in Schedule 6.22 except pursuant to Permitted Refinancing Indebtedness or payments made to reduce the Indebtedness.
