Common use of Indenture Documents Clause in Contracts

Indenture Documents. (a) The Borrowers have delivered to Agent a complete and correct copy of the Indenture Documents, including all schedules and exhibits thereto. The execution, delivery and performance of each of the Indenture Documents has been duly authorized by all necessary action on the part of each applicable Loan Party or Subsidiary thereof. Each Indenture Document is the legal, valid and binding obligation of each applicable Loan Party or Subsidiary thereof, enforceable against such Loan Party or Subsidiary, as applicable, in accordance with its terms, in each case, except (i) as may be limited by applicable bankruptcy, insolvency, reorganization, moratorium or other similar laws relating to or affecting generally the enforcement of creditors’ rights and (ii) the availability of the remedy of specific performance or injunctive or other equitable relief is subject to the discretion of the court before which any proceeding therefor may be brought. As of the Closing Date, except as could not reasonably be expected to result in a Material Adverse Change (x) no Loan Party or Subsidiary thereof is in default in the performance or compliance with any provisions thereof, (y) all representations and warranties made by any Loan Party or Subsidiary thereof in the Indenture Documents and in the certificates delivered in connection therewith are true and correct in all material respects and (z) to the Borrowers’ knowledge none of the representations or warranties in the Indenture Documents contain any untrue statement of a material fact or omit any fact necessary to make the statements therein not misleading. (b) As of the Closing Date, the transactions contemplated by the Indenture Documents have been consummated in all material respects, in accordance with all Applicable Laws. As of the Closing Date, all requisite approvals for the consummation of the transactions contemplated by the Indenture Documents by Governmental Authorities having jurisdiction over any Loan Party or Subsidiary thereof who is party to the Indenture Documents have been obtained, except for any approval the failure to obtain could not reasonably be expected to be materially adverse to the interests of the Lenders.

Indenture Documents. (a) The incurrence of Indebtedness by Borrowers have delivered pursuant to Agent a complete and correct copy of the Indenture Documentsthis Agreement, including all schedules through (i) the Advances and exhibits thereto. The execution, delivery the Term Loan made by the Lenders to Borrowers on and performance after the Closing Date and (ii) the issuance of each Letters of the Indenture Documents has been duly authorized by all necessary action on the part of each applicable Loan Party or Subsidiary thereof. Each Indenture Document is the legal, valid and binding obligation of each applicable Loan Party or Subsidiary thereof, enforceable against such Loan Party or Subsidiary, as applicable, in accordance with its termsCredit, in each case, except subject to the limitations set forth in this Agreement, does not and will not conflict with or result in a default under any Indenture Document. (i) All Obligations, including, without limitation, those to pay principal of and interest (including post-petition interest) on the Advances, Term Loan, Letters of Credit, and fees and expenses in connection therewith, constitute (A) "Permitted Debt" as may be limited by applicable bankruptcysuch term is defined in the Indentures and (B) "Senior Debt" and "Designated Senior Debt" as such terms are defined in the Senior Subordinated Notes Indenture, insolvency, reorganization, moratorium or other similar laws relating to or affecting generally the enforcement of creditors’ rights and (ii) the availability of the remedy of specific performance or injunctive or other equitable relief is subject to the discretion of the court before which any proceeding therefor may be brought. As of the Closing Date, except this Agreement constitutes a "Credit Agreement" and a "Credit Facility" as could not reasonably be expected to result in a Material Adverse Change (x) no Loan Party or Subsidiary thereof is in default such terms are defined in the performance or compliance with any provisions thereof, (y) all representations and warranties made by any Loan Party or Subsidiary thereof in the Indenture Documents and in the certificates delivered in connection therewith are true and correct in all material respects and (z) to the Borrowers’ knowledge none of the representations or warranties in the Indenture Documents contain any untrue statement of a material fact or omit any fact necessary to make the statements therein not misleadingIndentures. (bc) As The subordination provisions of the Closing Date, Senior Subordinated Notes Indenture are and will be enforceable against the transactions contemplated holders of the Senior Subordinated Notes to which the Senior Subordinated Notes Indenture relates by Agent and Lenders. All Obligations are entitled to the benefits of the subordination created by the subordination provisions contained therein. (d) The Loan Parties have not created, incurred, assumed, permitted, guaranteed, or otherwise become, directly or indirectly, liable with respect to any Indebtedness permitted pursuant to Section 4.09(b)(13) of the Senior Subordinated Notes Indenture Documents have or Section 4.09(b)(1) of the Senior Floating Rate Notes Indenture, other than in respect of (i) the Obligations and other Indebtedness of the Loan Parties that has been consummated repaid in all material respectsfull prior to or on the Closing Date and (ii) Indebtedness in an amount, at any date, not to exceed the sum of (A) the aggregate principal amount of the Term Loan repaid or prepaid prior to such date and (B) the aggregate principal amount of permanent reductions in the Revolver Commitments and the Maximum Revolver Amount made prior to such date. (e) Borrowers acknowledge that Agent and Lenders are entering into this Agreement, and extending their Commitments, in accordance with all Applicable Laws. As reliance upon the subordination provisions of the Closing Date, all requisite approvals for the consummation of the transactions contemplated by the Senior Subordinated Notes Indenture Documents by Governmental Authorities having jurisdiction over any Loan Party or Subsidiary thereof who is party to the Indenture Documents have been obtained, except for any approval the failure to obtain could not reasonably be expected to be materially adverse to the interests of the Lendersand this Section 4.24.

Indenture Documents. (a) The incurrence of Indebtedness by Borrowers pursuant to this Agreement, including through (i) the Advances made by the Lenders to Borrowers on and after the Closing Date and (ii) the issuance of Letters of Credit, in each case, subject to the limitations set forth in this Agreement, does not and will not conflict with or result in a default under any Indenture Document. (i) All Obligations, including, without limitation, those to pay principal of and interest (including post-petition interest) on the Advances, Letters of Credit, and fees and expenses in connection therewith, constitute “Permitted Debt” as such term is defined in the Indentures and (ii) this Agreement constitutes a “Credit Agreement” and a “Credit Facility” as such terms are defined in the Indentures. (c) The Loan Parties have delivered not created, incurred, assumed, permitted, guaranteed, or otherwise become, directly or indirectly, liable with respect to any Indebtedness permitted pursuant to Section 4.09(b)(1) of the Indentures, other than in respect of (i) the Obligations and (ii) Indebtedness in an amount, at any date, not to exceed the aggregate principal amount of permanent reductions in the Revolver Commitments and the Maximum Revolver Amount made prior to such date. (d) All Liens securing the Indebtedness evidenced by the Senior Secured Floating Rate Notes are subordinate and junior in priority to all Liens in favor of Agent, for the benefit of Agent, the Lenders and Bank Product Providers, securing the Obligations, subject to the Intercreditor Agreement. No perfected Liens securing the Indebtedness evidenced by the Senior Secured Floating Rate Notes exist on any Collateral of the Loan Parties or any of their Subsidiaries on which Agent does not have an enforceable, perfected Lien under the Loan Documents securing the Obligations. There is no obligor in respect of the Senior Floating Rate Notes or the Senior Secured Floating Rate Notes that is not a complete Borrower or Guarantor. (e) On the Closing Date, no default or event of default shall have occurred and correct copy be continuing under either Indenture and each of the Indenture Documents, including all schedules to the extent necessary to consummate the transactions thereunder, shall be in full force and exhibits theretoeffect. The execution, delivery Other than the obligation to pay principal and performance of each of the Indenture Documents has been duly authorized by all necessary action on the part of each applicable Loan Party or Subsidiary thereof. Each Indenture Document is the legal, valid and binding obligation of each applicable Loan Party or Subsidiary thereof, enforceable against such Loan Party or Subsidiary, as applicable, in accordance with its termsinterest, in each case, except (i) as may be limited to the extent permitted by applicable bankruptcythe terms of the Intercreditor Agreement and Section 6.7 of this Agreement, insolvencyand to accrue interest pursuant to the terms of the Indenture Documents, reorganizationthere is no obligation pursuant to any Indenture Document which obligates the Credit Parties or their Subsidiaries to pay any principal or interest, moratorium redeem any of its Stock, pay any fees or other similar laws relating to consideration of any kind or affecting generally the incur any other payment obligation or liability, other than customary expenses in connection with enforcement of creditors’ rights and (ii) the availability of the remedy of specific performance or injunctive or other equitable relief is subject to the discretion of the court before which any proceeding therefor may be brought. As of the Closing Date, except as could not reasonably be expected to result in a Material Adverse Change (x) no Loan Party or Subsidiary thereof is in default in the performance or compliance with any provisions thereof, (y) all representations and warranties made by any Loan Party or Subsidiary thereof in the Indenture Documents and customary indemnities in the certificates delivered in connection therewith are true and correct in all material respects and (z) to the Borrowers’ knowledge none of the representations or warranties in the Indenture Documents contain any untrue statement of a material fact or omit any fact necessary to make the statements therein not misleadingfinancing documents. (bf) As of the Closing DateBorrowers acknowledge that Agent and Lenders are entering into this Agreement, the transactions contemplated by the Indenture Documents have been consummated in all material respectsand extending their Commitments, in accordance with all Applicable Laws. As of reliance upon the Closing Date, all requisite approvals for the consummation of the transactions contemplated by the Indenture Documents by Governmental Authorities having jurisdiction over any Loan Party or Subsidiary thereof who is party to the Indenture Documents have been obtained, except for any approval the failure to obtain could not reasonably be expected to be materially adverse to the interests of the LendersIntercreditor Agreement and this Section 4.24.