Limitation on Debt of Subsidiaries. The Company shall not permit any Subsidiary of the Company to Incur any Debt except:
(i) Debt of such Subsidiary permitted to be Incurred by the provisions (as if such provisions referred to Subsidiaries of the Company) of this Indenture described in clause (ii) or (iii) of the second paragraph of Section 10.8;
(ii) Debt owed to the Company or a Subsidiary of the Company; provided that upon either (x) the transfer or other disposition by the Company or such Subsidiary of any Debt so permitted to a Person other than the Company or a Subsidiary of the Company or (y) the issuance, sale, transfer or other disposition (other than a pledge of the shares of such Subsidiary permitted under Section 10.14) of shares of Capital Stock (including by consolidation or merger) of such Subsidiary to a Person other than the Company or another such Subsidiary which, after giving effect thereto, results in such Subsidiary ceasing to be a Subsidiary of the Company, the provisions of this clause (ii) shall no longer be applicable to such Debt and such Debt shall be deemed to have been Incurred at the time of such transfer or other disposition;
(iii) Subject to the satisfaction of the incurrence test set forth in the first paragraph of Section 10.8, Debt Incurred by a Person prior to the time (a) such Person became a Subsidiary of the Company, (b) such Person merges with or into or consolidates with a Subsidiary of the Company or (c) another Subsidiary of the Company merges with or into or consolidates with such Person (in a transaction in which such Person becomes a Subsidiary of the Company), which Debt was not Incurred or issued in anticipation of such transaction and was outstanding prior to such transaction;
(iv) Subject to the satisfaction of the incurrence test set forth in the first paragraph of Section 10.8, Debt of a Subsidiary of the Company secured by a Lien of the type described under clause (iv) of the definition of "Permitted Liens";
(v) Debt to refinance Existing Debt of any Subsidiary of the Company and Debt to refinance any Debt permitted to be Incurred pursuant to clauses (i) (but only to the extent such clause (i) incorporates clause (ii) of the second paragraph of Section 10.8), (iii), (iv), (v) and (vi) hereof; provided that the amount of such Debt does not exceed (a) except as provided in subclause (b) below, the principal amount of Debt to be so refinanced (which amount shall be deemed to include the amount of any undrawn or available amounts under any co...
Limitation on Debt of Subsidiaries. Holdings and the Borrower shall not permit any of their Subsidiaries (other than the Borrower) to incur any Debt other than:
(A) Debt owed to Holdings or the Borrower or to a wholly-owned Subsidiary of Holdings or the Borrower in each case by a direct or indirect wholly-owned Subsidiary of the creditor thereunder; and
(B) additional Debt, provided that the sum of the aggregate principal amount of such Debt plus the aggregate principal amount of all other Debt (without duplication) of Holdings, the Borrower and any of their Subsidiaries which is secured by Liens not permitted by Sections 11.1(A) through (H) does not exceed 15% of Consolidated Tangible Net Worth.
Limitation on Debt of Subsidiaries. The total Debt of all Consolidated Subsidiaries (excluding Debt owed to the Borrower or to another Consolidated Subsidiary) will not at any time exceed $300,000,000.
Limitation on Debt of Subsidiaries. The total Debt of all Subsidiaries (excluding (i) Debt owed to the Company or to another Subsidiary, (ii) Debt under the Guarantee Agreement, (iii) Debt of any Subsidiary Guarantor consisting of a Guarantee of non-contingent reimbursement obligations of the Company under trade letters of credit (other than any Letter of Credit) which reimbursement obligations are outstanding no more than one Domestic Business Day, (iv) Debt of any Subsidiary Guarantor consisting of a Guarantee of any unsecured Debt of the Company outstanding at January 31, 2004 and reflected on the balance sheet of the Company at January 31, 2004, so long as the obligations of such Subsidiary Guarantor under such Guarantee are subordinated to the obligations of such Subsidiary Guarantor under the Loan Documents on customary capital markets terms approved by the bank affiliate of each Joint Lead Arranger and (v) the Loans and the Swingline Loans made to any Subsidiary Borrower and the Reimbursement Obligations of any Subsidiary Borrower) will not at any time exceed $50,000,000.
Limitation on Debt of Subsidiaries. Vencor will not permit any Subsidiary, at any time after the Initial Closing Date, to incur or be liable with respect to (i) any Debt of a type described in clause (i), (ii) or (iv) of the definition of "Debt" in Section 1.01 or (ii) any Guarantee of any such Debt, except:
(a) Guarantees outstanding under a Subsidiary Guaranty Agreement;
(b) Permitted Intercompany Debt;
Limitation on Debt of Subsidiaries. The Borrower will not ---------------------------------- permit any of its Subsidiaries to incur or at any time be liable with respect to any Debt except for the following:
(a) Defeased Debt;
(b) Debt secured by Liens permitted by Section 5.9(c);
(c) Debt (other than Debt described in clause (a) above) of any wholly-owned Subsidiary (other than a Guarantor) owed to the Borrower or any wholly-owned Subsidiary;
(d) Debt (other than Debt described in clause (a) above) of any Guarantor owed to any other Guarantor or to the Borrower;
(e) Debt of any Guarantor consisting of the Guarantee granted by such Guarantor under Article 9 of this Agreement;
(f) Debt of any Person outstanding at the time such Person becomes a Subsidiary and not incurred in contemplation of such event; provided that such -------- ---- Indebtedness is extinguished or refinanced by the Borrower (solely as Debt of the Borrower) within 90 days after such event;
(g) Guarantees of the Consolidated Subsidiaries granted to the banks pursuant to the Senior Bank Facility; or
(h) Debt of the Consolidated Subsidiaries not otherwise permitted by the foregoing clauses of this Section not to exceed in the aggregate 5% of Total Shareholders' Equity as of the most recent calendar quarter.
Limitation on Debt of Subsidiaries. Permit any of the Subsidiaries (other than Borrower) to incur any Debt other than:
(a) Debt owed to IHOP or Borrower or to a wholly-owned Subsidiary of IHOP or Borrower in each case by a direct or indirect wholly-owned Subsidiary of the creditor thereunder, and
(b) additional Debt (other than Additional Permitted Subsidiary Guarantees), provided that the sum of the aggregate principal amount of such Debt plus the aggregate principal amount of all other Debt (without duplication) of IHOP, Borrower and any of their Subsidiaries which is secured by Permitted Liens permitted by Section 6.2(i) does not exceed 15% of Consolidated Tangible Net Worth.
Limitation on Debt of Subsidiaries. Section 5.08 of the Credit Agreement is amended by (i) deleting the word "and" at the end of clause (k), (ii) changing the period at the end of clause (l) to "; and" and (iii) adding the following new clause (m) immediately after clause (l):
Limitation on Debt of Subsidiaries. The total Debt of all Subsidiaries (excluding (i) Debt owed to the Borrower or to another Subsidiary, (ii) Debt under the Guarantee Agreement, (iii) Debt of any Subsidiary Guarantor consisting of a Guarantee of reimbursement obligations of the Borrower under trade letters of credit (other than any Letter of Credit) which reimbursement obligations are outstanding no more than one Domestic Business Day, (iv) Debt of any Subsidiary Guarantor consisting of a Guarantee of New Subordinated Debt, 73 so long as the obligations of such Subsidiary Guarantor under such Guarantee are subordinated to the obligations of such Subsidiary Guarantor under the Loan Documents at least to the same extent as the obligations of the Borrower under such New Subordinated Debt, and (v) Debt of any Subsidiary Guarantor consisting of a Guarantee of any unsecured Debt of the Borrower outstanding at January 30, 1999 and reflected on the balance sheet of the Borrower at January 30, 1999, so long as the obligations of such Subsidiary Guarantor under such Guarantee are subordinated to the obligations of such Subsidiary Guarantor under the Loan Documents on customary capital markets terms approved by the bank affiliate of each Lead Arranger) will not at any time exceed $50,000,000.
Limitation on Debt of Subsidiaries. PMSC will not permit any of its subsidiaries to incur or at any time be liable with respect to any debt, with exceptions as listed in the Credit Agreement. Subsidiary Debt ----------------
