Limitation on Contingent Obligations. Create, incur, assume or suffer to exist any Contingent Obligation except: (a) the Guarantees; (b) other guarantees by the Company incurred in the ordinary course of business for an aggregate amount not to exceed $2,000,000 at any one time; (c) guarantees by the Company or any Domestic Subsidiary (i) of obligations of its Domestic Subsidiaries and (ii) of obligations of its Foreign Subsidiaries in an aggregate principal amount not to exceed $10,000,000, as reduced by amounts outstanding in accordance with subsections 8.1(c)(iii), 8.1(g) or 8.6(b)(iii), provided that such $10,000,000 amount may be increased by up to $25,000,000 (subject to reduction as provided herein) the proceeds of which incremental amount shall be used for (x) Capital Expenditures (which shall be subject to subsection 8.7) for the 72 acquisition of production plants and/or production assets and (y) for production related costs (including, without limitation, costs related to personnel and inventory); (d) Contingent Obligations existing on the Closing Date and described in Schedule 8.3(d); (e) guarantees of obligations to third parties in connection with relocation of employees of the Company or any of its Subsidiaries, in an amount which, together with all loans and advances made pursuant to subsection 8.6(f), shall not exceed $2,000,000 at any time outstanding; (f) Contingent Obligations in connection with workmen's compensation obligations and general liability exposure of the Company and its Subsidiaries; and (g) subordinated guarantees in respect of the Subordinated Debt issued by Subsidiaries of the Company which have also issued Guarantees, provided such subordinated guarantees are subordinated to the Guarantees on the same basis as the Subordinated Debt is subordinated to the Loans.
Appears in 1 contract
Limitation on Contingent Obligations. Create, incur, assume or suffer to exist any Contingent Obligation except:
(a) the GuaranteesGuarantee and Collateral Agreement;
(b) other guarantees by the Company incurred in the ordinary course of business for an aggregate amount not to exceed $2,000,000 30,000,000 at any one time;
(c) guarantees by the Company or any Domestic Subsidiary (i) of obligations of its Domestic Subsidiaries and (ii) of obligations of its Foreign Subsidiaries in an aggregate principal amount not to exceed $10,000,000, as reduced by amounts outstanding in accordance with subsections 8.1(c)(iii), 8.1(g) the Company or 8.6(b)(iii), provided that such $10,000,000 amount may be increased by up to $25,000,000 (subject to reduction as provided herein) the proceeds of which incremental amount shall be used for (x) Capital Expenditures (which shall be subject to subsection 8.7) for the 72 acquisition of production plants and/or production assets and (y) for production related costs (including, without limitation, costs related to personnel and inventory)any Subsidiary;
(d) Contingent Obligations existing on the Closing Date and described in Schedule 8.3(d6.03(d);
(e) guarantees of obligations to third parties in connection with relocation of employees of the Company or any of its Subsidiaries, in an amount which, together with all loans and advances made pursuant to subsection 8.6(fSection 6.06(f), shall not exceed $2,000,000 4,000,000 at any time outstanding;
(f) Contingent Obligations in connection with workmen's workers' compensation obligations and general liability exposure of the Company and its Subsidiaries; and;
(g) guarantees of the Senior Unsecured Debt issued by Subsidiaries of the Company which are also parties to the Guarantee and Collateral Agreement;
(h) subordinated guarantees in respect of the Senior Subordinated Debt issued by Subsidiaries of the Company which have are also issued Guarantees, parties to the Guarantee and Collateral Agreement; provided such subordinated guarantees are subordinated to the Guarantees Guarantee and Collateral Agreement on the same basis as the Senior Subordinated Debt is subordinated to the Loans;
(i) guarantees by the Company of loans to employees of the Company and its Subsidiaries, the proceeds of which are used to purchase stock of Holdings, in an aggregate amount not to exceed, when added to the amount of loans made by the Company to employees pursuant to Section 6.06(g), at any one time outstanding, $8,000,000;
(j) guarantees by the Company of loans to employees of the Company and its Subsidiaries, the proceeds of which are used for travel and other ordinary expenses for which advances to employees are generally made, in an aggregate amount not to exceed, when added to the amount of loans made by the Company to employees pursuant to subsection 6.06(i), at any one time outstanding, $1,000,000;
(k) other unsecured Contingent Obligations; provided that, immediately prior to and after giving pro forma effect to any incurrence of such Contingent Obligations, no Default or Event of Default has occurred and is continuing or would result therefrom and (i) Availability is greater than $65,000,000 or (ii) (x) Availability is greater than $50,000,000 (but less than $65,000,000) and (y) the aggregate principal amount of all Contingent Obligations incurred in accordance with this clause (ii) during the term of this Agreement does not exceed $75,000,000 at any one time outstanding; and
(l) Contingent Obligations in connection with Bank Drafts.
Appears in 1 contract
Samples: Credit Agreement (CSK Auto Corp)
Limitation on Contingent Obligations. Create, incur, assume or suffer to exist any Contingent Obligation except:
(a) the GuaranteesGuarantee and Collateral Agreement and the Guarantee and Collateral Agreement, as defined in the Existing Credit Agreement;
(b) other guarantees by the Company incurred in the ordinary course of business for an aggregate amount not to exceed $2,000,000 30,000,000 at any one time;
(c) guarantees by the Company or any Domestic Subsidiary (i) of obligations of its Domestic Subsidiaries and (ii) of obligations of its Foreign Subsidiaries in an aggregate principal amount not to exceed $10,000,000, as reduced by amounts outstanding in accordance with subsections 8.1(c)(iii), 8.1(g) the Company or 8.6(b)(iii), provided that such $10,000,000 amount may be increased by up to $25,000,000 (subject to reduction as provided herein) the proceeds of which incremental amount shall be used for (x) Capital Expenditures (which shall be subject to subsection 8.7) for the 72 acquisition of production plants and/or production assets and (y) for production related costs (including, without limitation, costs related to personnel and inventory)any Subsidiary;
(d) Contingent Obligations existing on the Closing Date and described in Schedule 8.3(d6.03(d);
(e) guarantees of obligations to third parties in connection with relocation of employees of the Company or any of its Subsidiaries, in an amount which, together with all loans and advances made pursuant to subsection 8.6(fSection 6.06(f), shall not exceed $2,000,000 4,000,000 at any time outstanding;
(f) Contingent Obligations in connection with workmen's workers' compensation obligations and general liability exposure of the Company and its Subsidiaries; and;
(g) guarantees of the Senior Unsecured Debt issued by Subsidiaries of the Company which are also parties to the Guarantee and Collateral Agreement;
(h) subordinated guarantees in respect of the Senior Subordinated Debt issued by Subsidiaries of the Company which have are also issued Guarantees, parties to the Guarantee and Collateral Agreement; provided such subordinated guarantees are subordinated to the Guarantees Guarantee and Collateral Agreement on the same basis as the Senior Subordinated Debt is subordinated to the Loans;
(i) guarantees by the Company of loans to employees of the Company and its Subsidiaries, the proceeds of which are used to purchase stock of Holdings, in an aggregate amount not to exceed, when added to the amount of loans made by the Company to employees pursuant to Section 6.06(g), at any one time outstanding, $8,000,000;
(j) guarantees by the Company of loans to employees of the Company and its Subsidiaries, the proceeds of which are used for travel and other ordinary expenses for which advances to employees are generally made, in an aggregate amount not to exceed, when added to the amount of loans made by the Company to employees pursuant to subsection 6.06(i), at any one time outstanding, $1,000,000;
(k) at any time after the 2005 Filings have been made, Contingent Obligations in connection with Bank Drafts; and
(l) other unsecured Contingent Obligations; provided that, immediately prior to and after giving pro forma effect to any incurrence of such Contingent Obligations, no Default or Event of Default has occurred and is continuing or would result therefrom and(i) such Contingent Obligations are permitted under Section 6.03(k) of the Existing Credit Agreement as in effect on the Closing Date and(ii) the aggregate principal amount of all Contingent Obligations incurred in accordance with this clause (l) during the term of this Agreement does not exceed $75,000,000 at any one time outstanding.
Appears in 1 contract
Limitation on Contingent Obligations. Create, incur, assume ------------------------------------ or suffer to exist any Contingent Obligation except:
(a) the Guarantees;
(b) other guarantees by the Company Borrower incurred in the ordinary course of business for an aggregate amount not to exceed $2,000,000 at any one time;
(c) guarantees by the Company or any Domestic Subsidiary (i) any Domestic Entity of obligations of its any Domestic Subsidiaries and Entity, (ii) a Foreign Entity of obligations of its the Borrower, a Foreign Subsidiaries in an aggregate principal amount not to exceed $10,000,000, as reduced by amounts outstanding in accordance with subsections 8.1(c)(iii), 8.1(gEntity or of a Domestic Entity and (iii) or 8.6(b)(iii), any Domestic Entity of obligations of a Foreign Entity; provided that such $10,000,000 amount may be increased by up to $25,000,000 (subject to reduction as provided herein) at no time shall the proceeds sum of which incremental amount shall be used for (x) Capital Expenditures (which shall be subject to subsection 8.7) for the 72 acquisition aggregate amount of production plants and/or production assets obligations of Foreign Entities guaranteed by Domestic Entities and (y) for production related costs the aggregate amount of Indebtedness of Foreign Entities owed to Domestic Entities exceed $3,000,000 (including, without limitation, costs related other than pursuant to personnel and inventoryclause (iv) of Section 8.1(c));
(d) Contingent Obligations existing on the Closing Effective Date and described in Schedule 8.3(d) and Contingent Obligations relating to any Indebtedness permitted under subsection 8.1(a);
(e) guarantees of obligations to third parties in connection with relocation of employees of the Company Borrower or any of its Subsidiaries, in an amount which, together with all loans and advances made pursuant to subsection 8.6(f), shall not exceed $2,000,000 5,000,000 at any time outstanding;
(f) Contingent Obligations in connection with workmen's compensation obligations and general liability exposure of the Company Borrower and its Subsidiaries; and
(g) subordinated guarantees in respect of the Subordinated Debt Indebtedness permitted under subsection 8.1
(i) issued by the Borrower and Subsidiaries of the Company Borrower (other than the Special Purpose Subsidiaries) which have also issued Guarantees, provided that such subordinated guarantees are subordinated to -------- the Guarantees on substantially the same basis as the Subordinated Debt such Indebtedness is subordinated to the Loans.
Appears in 1 contract
Samples: Credit Agreement (Iwo Holdings Inc)
Limitation on Contingent Obligations. Create, incur, assume or suffer to exist any Contingent Obligation except:
(a) the Guarantees;
(b) other guarantees by the Company incurred in the ordinary course of business for an aggregate amount not to exceed $2,000,000 4,000,000 at any one time;
(c) guarantees by the Company or any Domestic Subsidiary (i) of obligations of its Domestic Subsidiaries and (ii) of obligations of its Foreign Subsidiaries in an aggregate principal amount not to exceed $10,000,000, as reduced by amounts outstanding in accordance with subsections 8.1(c)(iii), 8.1(g) or 8.6(b)(iii), provided that such $10,000,000 amount may be increased by up to $25,000,000 (subject to reduction as provided herein) the proceeds of which incremental amount shall be used for (x) Capital Expenditures (which shall be subject to subsection 8.7) for the 72 acquisition of production plants and/or production assets and (y) for production related costs (including, without limitation, costs related to personnel and inventory)Subsidiaries;
(d) Contingent Obligations existing on the Closing Date and described in Schedule 8.3(d);
(e) guarantees of obligations to third parties in connection with relocation of employees of the Company or any of its Subsidiaries, in an amount which, together with all loans and advances made pursuant to subsection 8.6(f), shall not exceed $2,000,000 4,000,000 at any time outstanding;
(f) Contingent Obligations in connection with workmen's compensation obligations and general liability exposure of the Company and its Subsidiaries; and
(g) subordinated guarantees in respect of the Permanent Subordinated Debt issued by Subsidiaries of the Company which have also issued Guarantees, provided such subordinated guarantees are subordinated to the Guarantees on the same basis as the Permanent Subordinated Debt is subordinated to the Loans;
(h) guarantees by the Company of loans to employees of the Company and its Subsidiaries, the proceeds of which are used to purchase stock of Holdings, in an aggregate amount not to exceed, when added to the amount of loans made by the 70 65 Company to employees pursuant to subsection 8.6(g), at any one time outstanding $8,000,000; and
(i) guarantees by the Company of loans to employees of the Company and its Subsidiaries, the proceeds of which are used for travel and other ordinary expenses for which advances to employees are generally made, in an aggregate amount not to exceed, when added to the amount of loans made by the Company to employees pursuant to subsection 8.6(i), at any one time outstanding $1,000,000.
Appears in 1 contract
Samples: Credit Agreement (CSK Auto Corp)
Limitation on Contingent Obligations. Create, incur, assume or suffer to exist any Contingent Obligation except:
(a) the GuaranteesGuarantee and Collateral Agreement;
(b) other guarantees by the Company incurred in the ordinary course of business for an aggregate amount not to exceed $2,000,000 20,000,000 at any one time;
(c) guarantees by the Company or any Domestic Subsidiary (i) of obligations of its Domestic Subsidiaries and (ii) of obligations of its Foreign Subsidiaries in an aggregate principal amount not to exceed $10,000,000, as reduced by amounts outstanding in accordance with subsections 8.1(c)(iii), 8.1(g) or 8.6(b)(iii), provided that such $10,000,000 amount may be increased by up to $25,000,000 (subject to reduction as provided herein) the proceeds of which incremental amount shall be used for (x) Capital Expenditures (which shall be subject to subsection 8.7) for the 72 acquisition of production plants and/or production assets and (y) for production related costs (including, without limitation, costs related to personnel and inventory)Subsidiaries;
(d) Contingent Obligations existing on the Closing Date and described in Schedule 8.3(d);
(e) guarantees of obligations to third parties in connection with relocation of employees of the Company or any of its Subsidiaries, in an amount which, together with all loans and advances made pursuant to subsection 8.6(f), shall not exceed $2,000,000 4,000,000 at any time outstanding;
(f) Contingent Obligations in connection with workmen's workers' compensation obligations and general liability exposure of the Company and its Subsidiaries; and
(g) subordinated guarantees in respect of the Permanent Subordinated Debt issued by Subsidiaries of the Company which have are also issued Guaranteesparties to the Guarantee and Collateral Agreement, provided such subordinated guarantees are subordinated to the Guarantees Guarantee and Collateral Agreement on the same basis as the Permanent Subordinated Debt is subordinated to the Loans;
(h) guarantees of the Senior Unsecured Notes issued by Subsidiaries of the Company which are also parties to the Guarantee and Collateral Agreement;
(i) guarantees by the Company of loans to employees of the Company and its Subsidiaries, the proceeds of which are used to purchase stock of Holdings, in an aggregate amount not to exceed, when added to the amount of loans made by the Company to employees pursuant to subsection 8.6(g), at any one time outstanding $8,000,000; and
(j) guarantees by the Company of loans to employees of the Company and its Subsidiaries, the proceeds of which are used for travel and other ordinary expenses for which advances to employees are generally made, in an aggregate amount not to exceed, when added to the amount of loans made by the Company to employees pursuant to subsection 8.6(i), at any one time outstanding $1,000,000.
Appears in 1 contract
Samples: Credit Agreement (CSK Auto Corp)
Limitation on Contingent Obligations. Create, incur, assume or suffer to exist any Contingent Obligation except:
(a) the Guarantees;
(b) other guarantees by the Company incurred in the ordinary course of business for an aggregate amount not to exceed $2,000,000 20,000,000 at any one time;
(c) guarantees by the Company or any Domestic Subsidiary (i) of obligations of its Domestic Subsidiaries and (ii) of obligations of its Foreign Subsidiaries in an aggregate principal amount not to exceed $10,000,000, as reduced by amounts outstanding in accordance with subsections 8.1(c)(iii), 8.1(g) or 8.6(b)(iii), provided that such $10,000,000 amount may be increased by up to $25,000,000 (subject to reduction as provided herein) the proceeds of which incremental amount shall be used for (x) Capital Expenditures (which shall be subject to subsection 8.7) for the 72 acquisition of production plants and/or production assets and (y) for production related costs (including, without limitation, costs related to personnel and inventory)Subsidiaries;
(d) Contingent Obligations existing on the Closing Date and described in Schedule 8.3(d);; 73 68
(e) guarantees of obligations to third parties in connection with relocation of employees of the Company or any of its Subsidiaries, in an amount which, together with all loans and advances made pursuant to subsection 8.6(f), shall not exceed $2,000,000 4,000,000 at any time outstanding;
(f) Contingent Obligations in connection with workmen's workers' compensation obligations and general liability exposure of the Company and its Subsidiaries; and
(g) subordinated guarantees in respect of the Permanent Subordinated Debt issued by Subsidiaries of the Company which have also issued Guarantees, provided such subordinated guarantees are subordinated to the Guarantees on the same basis as the Permanent Subordinated Debt is subordinated to the Loans;
(h) guarantees by the Company of loans to employees of the Company and its Subsidiaries, the proceeds of which are used to purchase stock of Holdings, in an aggregate amount not to exceed, when added to the amount of loans made by the Company to employees pursuant to subsection 8.6(g), at any one time outstanding $8,000,000; and
(i) guarantees by the Company of loans to employees of the Company and its Subsidiaries, the proceeds of which are used for travel and other ordinary expenses for which advances to employees are generally made, in an aggregate amount not to exceed, when added to the amount of loans made by the Company to employees pursuant to subsection 8.6(i), at any one time outstanding $1,000,000.
Appears in 1 contract
Samples: Credit Agreement (CSK Auto Corp)
Limitation on Contingent Obligations. Create, incur, assume or suffer to exist any Contingent Obligation except:
(a) the Guarantees;
(b) other guarantees by the Company incurred in the ordinary course of business for an aggregate amount not to exceed $2,000,000 3,000,000 at any one time;
(c) guarantees by the Company or any Domestic Subsidiary (i) of obligations of its Domestic Subsidiaries of the Company or the Company and (ii) of obligations of its Foreign Subsidiaries of the Company in an aggregate principal amount not to exceed $10,000,00015,000,000 plus the sum of any amounts dividended or distributed to the Company or any Domestic Subsidiary by such Foreign Subsidiaries, as reduced by less any amounts outstanding in accordance with subsections 8.1(c)(iii), 8.1(g) or and 8.6(b)(iii), provided that such $10,000,000 amount may be increased by up to $25,000,000 (subject to reduction as provided herein) the proceeds of which incremental amount shall be used for (x) Capital Expenditures (which shall be subject to subsection 8.7) for the 72 acquisition of production plants and/or production assets and (y) for production related costs (including, without limitation, costs related to personnel and inventory);.
(d) Contingent Obligations existing on the Closing Date and described in Schedule 8.3(d) and Contingent Obligations relating to any Indebtedness permitted under subsection 8.1(a);
(e) guarantees of obligations to third parties in connection with relocation of employees of the Company or any of its Subsidiaries, in an amount which, together with all loans and advances made pursuant to subsection 8.6(f), shall not exceed $2,000,000 3,000,000 at any time outstanding;
(f) Contingent Obligations in connection with workmen's compensation obligations and general liability exposure of the Company and its Subsidiaries; and
(g) subordinated guarantees in respect of the Subordinated Debt issued by Subsidiaries of the Company which have also issued Guarantees, provided PROVIDED that such subordinated guarantees are subordinated to the Guarantees on substantially the same basis as the Subordinated Debt is subordinated to the Loans.
Appears in 1 contract
