Limitation on Debt and Disqualified or Preferred Stock. (a) The Company:
(1) will not, and will not permit any of its Restricted Subsidiaries to, Incur any Debt (including Acquired Debt); and
(2) will not, and will not permit any Restricted Subsidiary to, Incur any Disqualified Stock and will not permit any of its Restricted Subsidiaries that are not Guarantors to Incur any Preferred Stock (other than Disqualified or Preferred Stock of Restricted Subsidiaries held by the Company and/or a Restricted Subsidiary that is a Guarantor, so long as it is held); provided that the Company may Incur, and may permit any Guarantor to Incur, Debt (including Acquired Debt) or Disqualified Stock, if, on the date of the Incurrence, after giving effect to the Incurrence and the receipt and application of the proceeds therefrom, (x) the Fixed Charge Coverage Ratio is not less than 2.25 to 1.0 and (y) the Senior Debt to Consolidated Cash Flow Ratio does not exceed 3.50 to 1.0.
(b) Notwithstanding the foregoing, the Company and, to the extent provided below, any Restricted Subsidiary may Incur any of the following (“Permitted Debt”):
(1) Debt (including Debt under the Credit Agreement and in respect of Trade Obligations or Performance Obligations) of the Company or any Guarantor pursuant to Credit Facilities (and of Restricted Subsidiaries pursuant to Guarantees of such Credit Facilities) so long as the aggregate amount of such Credit Facilities, including the Existing Letter of Credit Facility, does not exceed $250,000,000 (subject to reduction as provided in clause (z) below) at any one time outstanding, provided that:
Limitation on Debt and Disqualified or Preferred Stock. (a) The Company shall not, and shall not permit any of its Restricted Subsidiaries to directly or indirectly create, incur, issue, assume, Guarantee or otherwise become directly or indirectly liable, contingently or otherwise, with respect to (collectively, “incur” with “incurrence” having a correlative meaning) any Indebtedness (including Acquired Debt), and the Company shall not issue any Disqualified Stock and shall not permit any of its Restricted Subsidiaries to issue any preferred stock; provided, however, that the Company may incur Indebtedness (including Acquired Debt) and issue Disqualified Stock, and Subsidiary Guarantors may incur Indebtedness (including Acquired Debt) and issue preferred stock, if:
(i) the Fixed Charge Coverage Ratio for the Company’s most recently ended four full fiscal quarters for which internal financial statements are available immediately preceding the date on which such additional Indebtedness is incurred or such Disqualified Stock or preferred stock is issued, as the case may be, would have been at least 2.25 to 1.0, determined on a pro forma basis (including a pro forma application of the net proceeds therefrom), as if the additional Indebtedness had been incurred or the Disqualified Stock or preferred stock had been issued, as the case may be, at the beginning of such four-quarter period and
(ii) no Default would occur as a consequence of, and no Event of Default would be continuing following, the incurrence of the Indebtedness or the transactions relating to such incurrence, including any related application of the proceeds thereof.
(b) Section 4.06(a) shall not prohibit the incurrence of any of the following items of Indebtedness or the issuance of any Disqualified Stock or preferred stock described in clauses (v) and (vii) below (collectively, “Permitted Debt”):
(i) the incurrence by the Company and any Subsidiary Guarantor of Indebtedness under Credit Facilities in an aggregate principal amount at any one time outstanding under this clause (i) (with letters of credit issued pursuant to any Credit Facility being deemed to have a principal amount equal to the maximum potential liability of the Company and its Restricted Subsidiaries thereunder) not to exceed the greater of (A)$300.0 million and (B) 25.0% of Adjusted Consolidated Net Tangible Assets of the Company, determined as of the date of the incurrence of such Indebtedness after giving pro forma effect to such incurrence and the application of the proceeds ther...
Limitation on Debt and Disqualified or Preferred Stock. (a) The Company:
(i) will not, and will not permit any of its Restricted Subsidiaries to, Incur any Debt; and
(ii) will not, and will not permit any Restricted Subsidiary to, Incur any Disqualified Stock, or permit any of its Restricted Subsidiaries to Incur any Preferred Stock (other than Disqualified or Preferred Stock of Restricted Subsidiaries held by the Company or a Wholly-Owned Restricted Subsidiary, so long as it is so held); provided that the Company or any Guarantor may Incur Debt and the Company or any Guarantor may Incur Disqualified Stock if, on the date of the Incurrence, after giving effect to the Incurrence and the receipt and application of the proceeds therefrom, the Fixed Charge Coverage Ratio is not less than 2.0 to 1.
(b) Notwithstanding the foregoing, the Company and, to the extent provided below, any Restricted Subsidiary may Incur the following (“Permitted Debt”):
Limitation on Debt and Disqualified or Preferred Stock. (a) The Company shall not, and shall not permit any Subsidiary Guarantor to, Incur any Debt, and shall not permit any of the Subsidiary Guarantors to Incur any Disqualified Stock and Preferred Stock.
(b) Notwithstanding the foregoing, the Company and any Subsidiary Guarantor may Incur the following (“Permitted Debt”):
(i) Debt to the Company so long as such Debt continues to be owed to the Company;
(ii) Debt pursuant to the Securities;
(iii) Debt (“Permitted Refinancing Debt”) constituting an extension or renewal of, replacement of, or substitution for, or issued in exchange for, or the net proceeds of which are used to repay, redeem, repurchase, refinance or refund, including by way of defeasance (all of the above, for purposes of this clause, “refinance”) then outstanding Debt in an amount not to exceed the principal amount of the Debt so refinanced, plus premiums, fees and expenses; provided that
(A) in case the Securities are refinanced in part or the Debt to be refinanced is pari passu with the Securities, the new Debt, by its terms or by the terms of any agreement or instrument pursuant to which it is outstanding, is expressly made pari passu with, or subordinate in right of payment to, the remaining Securities,
(B) in case the Debt to be refinanced is subordinated in right of payment to a Subsidiary Guarantee, the new Debt, by its terms or by the terms of any agreement or instrument pursuant to which it is outstanding, is expressly made subordinate in right of payment to the Subsidiary Guarantee at least to the extent that the Debt to be refinanced is subordinated to the Subsidiary Guarantee,
(C) the new Debt does not have a Stated Maturity prior to the Stated Maturity of the Debt to be refinanced, and the Average Life of the new Debt is at least equal to the remaining Average Life of the Debt to be refinanced, and
(D) Debt Incurred pursuant to clauses (i), (iv) and (v) may not be refinanced pursuant to this clause;
(iv) Hedging Agreements entered into in the ordinary course of business for the purpose of limiting risks associated with its business and not for speculation;
(v) Debt with respect to letters of credit and bankers’ acceptances issued in the ordinary course of business and not supporting Debt, including letters of credit supporting performance, surety or appeal bonds or indemnification, adjustment of purchase price or similar obligations incurred in connection with the acquisition or disposition of any business or assets;
(vi) Debt outst...
Limitation on Debt and Disqualified or Preferred Stock. (a) The Issuer:
(i) will not, and will not permit any of the Restricted Subsidiaries to, Incur any Debt; and
(ii) will not, and will not permit any Restricted Subsidiary to, Incur any Disqualified Stock, and will not permit any Restricted Subsidiary that is not a Guarantor to Incur any Preferred Stock (other than Disqualified or Preferred Stock of Restricted Subsidiaries held by the Issuer or a Restricted Subsidiary, so long as it is so held); provided that the Issuer or any Guarantor may Incur Debt or Disqualified Stock and any Guarantor may Incur Preferred Stock if, on the date of the Incurrence, after giving effect to the Incurrence and the receipt and application of the proceeds therefrom, the Interest Coverage Ratio is not less than (x) 2.00 to 1.00 if the Incurrence occurs between the Issue Date and the second anniversary of the Issue Date, (y) 2.25 to 1.00 if the Incurrence occurs between the first day after the second anniversary of the Issue Date and the fourth anniversary of the Issue Date and (z) 2.50 to 1.00 if the Incurrence occurs between the first day after the fourth anniversary of the Issue Date and the Stated Maturity of the principal under the Notes and (ii) the Net Leverage Ratio is not greater than (x) 3.50 to 1.00 if the Incurrence occurs between the Issue Date and the second anniversary of the Issue Date, (y) 3.25 to 1.00 if the Incurrence occurs between the first day after the second anniversary of the Issue Date and the fourth anniversary of the Issue Date and (z) 3.0 to 1.00 if the Incurrence occurs between the first day after the fourth anniversary of the Issue Date and the Stated Maturity of the principal under the Notes.
(b) Notwithstanding the foregoing, the Issuer and, to the extent provided below, any Restricted Subsidiary may Incur the following (“Permitted Debt”):
(i) Debt of the Issuer or any Guarantor pursuant to Credit Facilities; provided that the aggregate principal amount at any time outstanding does not exceed the greater of (x) US$40.0 million (or the equivalent in other currencies) or (y) 8.5% of Consolidated Tangible Assets;
(ii) Debt of the Issuer or any Restricted Subsidiary to the Issuer or any Restricted Subsidiary so long as such Debt continues to be owed to the Issuer or a Restricted Subsidiary and which, if the obligor is the Issuer or a Restricted Subsidiary is subordinated in right of payment to the Notes;
(iii) the incurrence of (A) Debt of the Issuer pursuant to the Notes (other than Additional Notes) ...
Limitation on Debt and Disqualified or Preferred Stock. Sections 4.07(a) and 4.07(b) of the Base Indenture are hereby replaced in their entirety with the following:
Limitation on Debt and Disqualified or Preferred Stock. (a) The Company:
(1) will not, and will not permit any Restricted Subsidiary to, Incur any Non-Funding Indebtedness; and
(2) will not, and will not permit any Restricted Subsidiary to, Incur any Disqualified Stock, and will not permit any of its Restricted Subsidiaries that is not a Guarantor to Incur any Preferred Stock (other than Disqualified or Preferred Stock of Restricted Subsidiaries held by the Company or a Restricted Subsidiary, so long as it is so held); provided that the Company or any Restricted Subsidiary may Incur Non-Funding Indebtedness or Disqualified Stock and any Restricted Subsidiary may Incur Preferred Stock if, on the date of the Incurrence, after giving effect to the Incurrence and the receipt and application of the proceeds therefrom as if the same had occurred at the beginning of the most recently ended fiscal quarter of the Company for which internal financial statements are available, either
Limitation on Debt and Disqualified or Preferred Stock
