Issuance of Other Indebtedness Sample Clauses

Issuance of Other Indebtedness. In the event of the issuance of any Permitted Senior Notes Debt permitted pursuant to Section 7.1(o), the Global Administrative Agent and the Required Lenders shall have the option, on not more than one occasion in connection with each such issuance, to reduce the Global Borrowing Base by an amount agreed to by the Required Lenders, which reduction amount shall not be greater than the applicable Debt Issuance Reduction Amount calculated with respect to such Permitted Senior Notes Debt then most recently issued; provided, that, (i) in the event the Required Lenders are unable to agree upon any such reduction amount provided for in this Section 2.7(h) within thirty (30) days of the issuance of any such Permitted Senior Notes Debt, the Global Borrowing Base shall reduce by an amount equal to the applicable Debt Issuance Reduction Amount calculated with respect to such Permitted Senior Notes Debt then most recently issued, and (ii) notwithstanding the foregoing or anything to the contrary contained in any Combined Loan Document, if and only to the extent the Parent uses any of the proceeds of the issuance of any Permitted Senior Notes Debt to contemporaneously refinance or replace any of the Existing Subordinate Debt and/or any other Permitted Senior Notes Debt in accordance with the last sentence of Section 7.14 of the U.S. Credit Agreement, then the provisions of this Section 2.7(h) shall not apply, and the Global Borrowing Base shall not be reduced pursuant to the provisions of this Section 2.7(h), in each case only to the extent such proceeds are so used. In connection with any such reduction, the Global Administrative Agent shall promptly provide written notice to the Parent, the Borrower and the Combined Lenders of the reduction of the Global Borrowing Base. Upon the approval of the Required Lenders of such reduction amount, or, alternatively, upon any reduction by an amount equal to the Debt Issuance Reduction Amount, and the delivery of written notice thereof to the Parent and the Borrower, the Global Borrowing Base shall be reduced as of the date such notice is delivered or such later date as specified in such notice. Notwithstanding anything to the contrary in the Combined Loan Documents, (A) the language of the proviso of Section 2.10(b)(i) of this Agreement shall not apply to any Global Borrowing Base Deficiency resulting from the application of this Section 2.7(h) and (B) the application of this Section 2.7(h) shall never result in an increase in ...
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Issuance of Other Indebtedness. In the event of the issuance of (i) any Subordinated Debt permitted pursuant to Section 7.1(b) in excess of an aggregate amount of $70,000,000 for all Subordinated Debt issued pursuant to Section 7.1(b) or (ii) any Indebtedness permitted pursuant to Sections 7.1(o) and 7.1(p)”. F. Section 3.22(a) of the U.S. Credit Agreement hereby is amended in its entirety to read as follows: (a) [Intentionally omitted].” G. Section 5.1 of the U.S. Credit Agreement hereby is amended by (i) revising Subsection 5.1(m) by deleting the reference to “any Loan Party” and replacing such reference with “any Loan Party or Person which has any of its Equity Interests pledged pursuant to a Pledge Agreement” and (ii) inserting the following Subsection 5.1(n) after Subsection 5.1(m) thereof:
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Issuance of Other Indebtedness. So long as this Note is outstanding, the Company shall not directly or indirectly, incur or guarantee, assume or suffer to exist any indebtedness which shall rank senior to the Note, other than the Pari Passu Indebtedness and commercial debt.
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Issuance of Other Indebtedness. In the event that the principal amount of unsecured Indebtedness incurred by the Loan Parties as permitted by Section 7.2.1(vii) hereof exceeds One Hundred Fifty Million and 00/100 Dollars ($150,000,000.00) in the aggregate, the Revolving Credit Commitments shall be reduced by and the Borrower shall pay or prepay Loans in (subject to Borrower's indemnity obligations under Sections 3.4 [Euro-Rate Unascertainable; Illegality, etc.] and 4.6 [Additional Compensation in Certain Circumstances]) an amount equal to the Net Proceeds in excess of One Hundred Fifty Million and 00/100 Dollars ($150,000,000.00); provided, however, that the Borrower's obligation to pay or prepay the Loans under this Section shall be limited to the amount necessary to ensure that the aggregate amount of all Revolving Credit Loans, Bid Loans, Swing Loans and Letters of Credit Outstanding do not exceed the Revolving Credit Commitments of all of the Banks as reduced by this Section 4.5.2.
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Issuance of Other Indebtedness. In the event that the principal amount of unsecured Indebtedness incurred by the Loan Parties as permitted by Section 7.2.1
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Issuance of Other Indebtedness. In the event of the issuance of (i) any Subordinated Debt permitted pursuant to Section 7.1(b) in excess of an aggregate amount of $70,000,000 for all Subordinated Debt issued pursuant to Section 7.1(b) or (ii) any Indebtedness permitted pursuant to Sections 7.1(o) and 7.1(p)”. E. Subsection 5.1(c) of the Canadian Credit Agreement hereby is amended by deleting the reference to “any Loan Party” and replacing such reference with “any Loan Party or Person which has any of its Equity Interests pledged pursuant to a Pledge Agreement”. F. Article V of the Canadian Credit Agreement hereby is amended inserting the following Section 5.13 after Section 5.12 thereof:
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Related to Issuance of Other Indebtedness

  • Prepayments of Other Indebtedness Modifications of Certificate of Incorporation, Other Constitutive Documents or By-Laws and Certain Other Agreements, etc. 86 SECTION 6.09. Limitation on Certain Restrictions on Subsidiaries 87 SECTION 6.10. Limitation on Issuance of Capital Stock 87 SECTION 6.11. Limitation on Creation of Subsidiaries 88 SECTION 6.12. Business 88 SECTION 6.13. Limitation on Accounting Changes 88 SECTION 6.14. Fiscal Year 88 SECTION 6.15. Sale and Leaseback Transactions 89 SECTION 6.16. Anti-Terrorism Law; Anti-Money Laundering 89 SECTION 7.01. The Guarantee 89 SECTION 7.02. Obligations Unconditional 89 SECTION 7.03. Reinstatement 91 SECTION 7.04. Subrogation; Subordination 91 SECTION 7.05. Remedies 91 SECTION 7.06. Instrument for the Payment of Money 91 SECTION 7.07. General Limitation on Guarantee Obligations 92 SECTION 8.01. Events of Default 92 SECTION 9.01. Collateral Account 94 SECTION 9.02. Proceeds of Casualty Events 95 SECTION 9.03. Application of Proceeds 96 SECTION 10.01. Appointment 96 SECTION 10.02. Agent in Its Individual Capacity 97 SECTION 10.03. Exculpatory Provisions 97 SECTION 10.04. Reliance by Agent 97 SECTION 10.05. Delegation of Duties 97 SECTION 10.06. Successor Agent 98 SECTION 10.07. Non-Reliance on Agent and Other Lenders 98 SECTION 10.08. No Other Administrative Agent 98 SECTION 10.09. Indemnification 99 SECTION 11.01. Notices 99 SECTION 11.02. Waivers; Amendment 100 SECTION 11.03. Expenses; Indemnity 102 SECTION 11.04. Successors and Assigns 103 SECTION 11.05. Survival of Agreement 106 SECTION 11.06. Counterparts; Integration; Effectiveness 106 SECTION 11.07. Severability 107 SECTION 11.08. Right of Setoff 107 SECTION 11.09. Governing Law; Jurisdiction; Consent to Service of Process 107 SECTION 11.10. WAIVER OF JURY TRIAL 108 SECTION 11.11. Headings 108 SECTION 11.12. Confidentiality 108 SECTION 11.13. Interest Rate Limitation 109 Schedule 1.01(a) Mortgaged Properties Schedule 1.01(c) Subsidiary Guarantors Schedule 3.03 Governmental Approvals; No Conflicts Schedule 3.05(c) Intellectual Property Schedule 3.06(a) Subsidiaries Schedule 3.08 Material Agreements Schedule 3.18 Insurance Schedule 4.02(l)(vi) Landlord Access Agreements Schedule 5.10 Post-Closing Obligations Schedule 6.01 Existing Indebtedness Schedule 6.02 Existing Liens Schedule 6.04 Specified Acquisitions Exhibit A Form of Landlord Access Agreement Exhibit B Form of Administrative Questionnaire Exhibit C Form of Assignment and Assumption Exhibit D Form of Borrowing Request Exhibit E Form of Interest Election Request Exhibit F Form of Joinder Agreement Exhibit G Confidential Lender Authorization Exhibit H Form of Mortgage Exhibit I-1 Form of Term Note Exhibit I-2 Form of Revolving Note Exhibit I-3 Form of Swingline Note Exhibit J-1 Form of Perfection Certificate Exhibit J-2 Form of Perfection Certificate Supplement Exhibit K Form of Security Agreement Exhibit L Form of Exemption Certificate Exhibit M Form of Solvency Certificate Exhibit N Form of Intercompany Note Exhibit O Form of Mortgage Amendment AMENDED AND RESTATED CREDIT AGREEMENT (as amended, restated, supplemented or otherwise modified from time to time, this “Agreement”) dated as of August 1, 2007, among COMMUNICATIONS & POWER INDUSTRIES, INC., a Delaware corporation (“Borrower”), CPI INTERNATIONAL, INC. (formerly known as CPI Holdco, Inc.), a Delaware corporation (“Parent”), the Subsidiary Guarantors (such term and each other capitalized term used but not defined herein having the meaning given it in Article I), the Lenders, UBS SECURITIES LLC and BEAR, XXXXXXX & CO. INC., as joint lead arrangers and bookrunners (in such capacity, “Joint Lead Arrangers”), UBS LOAN FINANCE LLC, as swingline lender (in such capacity, “Swingline Lender”), UBS AG, STAMFORD BRANCH, as administrative agent (in such capacity, “Administrative Agent”) for the Lenders, and collateral agent (in such capacity, “Collateral Agent”) for the Secured Parties and as issuing bank (in such capacity, “Issuing Bank”), BEAR XXXXXXX CORPORATE LENDING INC., as Syndication Agent (in such capacity, “Syndication Agent”), THE ROYAL BANK OF SCOTLAND PLC, as Documentation Agent (in such capacity, “Documentation Agent”) and RBS SECURITIES CORP., as co-arranger and bookrunner (in such capacity, “Co-Arranger”).

  • No Other Indebtedness On the Closing Date and after giving effect to the transactions contemplated hereby, none of the Loan Parties nor any of their Subsidiaries have any Indebtedness other than Indebtedness permitted under Section 8.1.

  • Prepayment of Other Indebtedness, Etc The Credit Parties will not permit any Consolidated Party to (a) if any Default or Event of Default has occurred and is continuing or would be directly or indirectly caused as a result thereof, (i) amend or modify any of the terms of any Indebtedness of such Consolidated Party if such amendment or modification would add or change any terms in a manner adverse to such Consolidated Party, or shorten the final maturity or average life to maturity or require any payment to be made sooner than originally scheduled or increase the interest rate applicable thereto, or (ii) except for the exchange of the Subordinated Notes for (A) the Subordinated Remarketed Notes or (B) notes with identical terms as the Subordinated Remarketed Notes registered pursuant to the registration rights agreement attached as an exhibit to the Subordinated Note Purchase Agreement, make (or give any notice with respect thereto) any voluntary or optional payment or prepayment or redemption or acquisition for value of (including without limitation, by way of depositing money or securities with the trustee with respect thereto before due for the purpose of paying when due), refund, refinance or exchange of any other Indebtedness of such Consolidated Party, (b) amend or modify any of the terms of any Subordinated Indebtedness if such amendment or modification would add or change any terms in a manner adverse to the Consolidated Parties, or shorten the final maturity or average life to maturity thereof or require any payment to be made sooner than originally scheduled or increase the interest rate applicable thereto or change any subordination provision thereof, (c) make interest payments (including payment of accrued interest and premium, if any, payable in connection with a redemption of any Subordinated Indebtedness permitted under this Section 8.8) or any other payments in respect of any Subordinated Indebtedness in violation of the subordination provisions of the documents evidencing or governing such Subordinated Indebtedness or (d) except for the exchange of the Subordinated Notes for (A) the Subordinated Remarketed Notes or (B) notes with identical terms as the Subordinated Remarketed Notes registered pursuant to the registration rights agreement attached as an exhibit to the Subordinated Note Purchase Agreement, make (or give any notice with respect thereto) any voluntary or optional payment or prepayment, redemption, acquisition for value or defeasance of (including without limitation, by way of depositing money or securities with the trustee with respect thereto before due for the purpose of paying when due), refund, refinance or exchange of any Subordinated Indebtedness.

  • Default as to Other Indebtedness The Borrower or any of its Subsidiaries shall fail to make any payment when due (whether by scheduled maturity, required prepayment, acceleration, demand or otherwise) with respect to any Indebtedness (other than Indebtedness hereunder, but including, without limitation, Disqualified Stock), beyond any period of grace provided with respect thereto, which individually or together with other such Indebtedness as to which any such failure exists has an aggregate outstanding principal amount in excess of $5,000,000; or any breach, default or event of default shall occur, or any other condition shall exist under any instrument, agreement or indenture pertaining to any such Indebtedness having such aggregate outstanding principal amount, beyond any period of grace, if any, provided with respect thereto, if the effect thereof is to cause an acceleration, mandatory redemption, a requirement that the Borrower offer to purchase such Indebtedness or other required repurchase of such Indebtedness, or permit the holder(s) of such Indebtedness to accelerate the maturity of any such Indebtedness or require a redemption or other repurchase of such Indebtedness; or any such Indebtedness shall be otherwise declared to be due and payable (by acceleration or otherwise) or required to be prepaid, redeemed or otherwise repurchased by the Borrower or any of its Subsidiaries (other than by a regularly scheduled required prepayment) prior to the stated maturity thereof.

  • Default on Other Indebtedness A default shall occur in the payment of any amount when due (subject to any applicable grace period), whether by acceleration or otherwise, of any principal or stated amount of, or interest or fees on, any Indebtedness (other than Indebtedness described in Section 8.1.1) of Holdings or any of its Subsidiaries or any other Obligor having a principal or stated amount, individually or in the aggregate, in excess of $30,000,000, or a default shall occur in the performance or observance of any obligation or condition with respect to such Indebtedness if the effect of such default is to accelerate the maturity of any such Indebtedness or such default shall continue unremedied for any applicable period of time sufficient to permit the holder or holders of such Indebtedness, or any trustee or agent for such holders, to cause or declare such Indebtedness to become due and payable or to require such Indebtedness to be prepaid, redeemed, purchased or defeased, or require an offer to purchase or defease such Indebtedness to be made, prior to its expressed maturity.

  • Other Indebtedness (i) The Borrower or any Significant Subsidiary fails to pay when due (either at stated maturity or by acceleration or otherwise, but subject to applicable grace periods) any principal or interest in respect of any Indebtedness for Borrowed Money (other than Indebtedness of the Borrower under this Agreement), Secured Indebtedness or Junior Subordinated Debt if the aggregate principal amount of all such Indebtedness for which such failure to pay shall have occurred and be continuing exceeds $125,000,000 or (ii) any default, event or condition shall have occurred and be continuing with respect to any Indebtedness for Borrowed Money, Secured Indebtedness or Junior Subordinated Debt of the Borrower or any Significant Subsidiary (other than Indebtedness of the Borrower under this Agreement), the effect of which default, event or condition is to cause, or to permit the holder thereof to cause, (A) such Indebtedness to become due prior to its stated maturity (other than in respect of mandatory prepayments required thereby) or (B) in the case of any Guarantee of Indebtedness for Borrowed Money or Junior Subordinated Debt by the Borrower or any of its Significant Subsidiaries, the primary obligation (as such term is defined in the definition of “Guarantee” in Section 1.1) to which such Guarantee relates to become due prior to its stated maturity, if the aggregate amount of all such Indebtedness or primary obligations with respect to which the Borrower or any of its Significant Subsidiaries is liable (as the case may be) that is or could be caused to be due prior to its stated maturity exceeds $125,000,000; or

  • Payment of Taxes and Other Indebtedness Each Credit Party will, and will cause each of its Subsidiaries to, pay and discharge (a) all taxes, assessments and governmental charges or levies imposed upon it, or upon its income or profits, or upon any of its properties, before they shall become delinquent, (b) all lawful claims (including claims for labor, materials and supplies) which, if unpaid, might give rise to a Lien upon any of its properties, and (c) except as prohibited hereunder, all of its other Indebtedness as it shall become due; provided, however, that no Consolidated Party shall be required to pay any such tax, assessment, charge, levy, claim or Indebtedness which is being contested in good faith by appropriate proceedings and as to which adequate reserves therefor have been established in accordance with GAAP, unless the failure to make any such payment (i) could give rise to an immediate right to foreclose on a Lien securing such amounts or (ii) could have a Material Adverse Effect.

  • Indebtedness Create, incur, assume, or be liable for any Indebtedness, or permit any Subsidiary to do so, other than Permitted Indebtedness.

  • Default Under Other Indebtedness Borrower or any Guarantor fails to pay any indebtedness (other than the Loan) owed by Borrower or such Guarantor to Lender when and as due and payable (whether by acceleration or otherwise).

  • No Outstanding Loans or Other Indebtedness Except as described in the Prospectus, there are no outstanding loans, advances (except normal advances for business expenses in the ordinary course of business) or guarantees or indebtedness by the Company to or for the benefit of any of the officers or directors of the Company or any of the members of any of them.