Limitation on Optional Payments and Modifications of Debt. Instruments, etc.; Limitation on Modification of Certificate of Incorporation. ------------------------------------------------------------------------------
(a) Make or offer to make any payment, prepayment, repurchase or redemption of or otherwise defease or segregate funds (collectively, a "Repurchase") with respect to the Senior Notes (other than scheduled interest payments required to be made in cash); provided that if (i) the Tranche B Term Loans have been repaid in full, (ii) the Consolidated Total Debt Ratio on a pro forma basis after giving effect to such Repurchase recomputed as of the last day of the most recently ended fiscal quarter of the Borrower and its Subsidiaries as if such Repurchase had occurred on the first day of the relevant period for testing such compliance shall be less than 3.50 to 1.00 and (iii) no Default or Event of Default shall have occurred and be continuing or would result therefrom, then the Borrower may Repurchase up to an aggregate principal amount of $25,000,000 of Senior Notes, (b) amend, modify, waive or otherwise change, or consent or agree to any amendment, modification, waiver or other change to, any of the terms of the Senior Notes (other than any such amendment, modification, waiver or other change which (i) would extend the maturity or reduce the amount of any payment of principal thereof or which would reduce the rate or extend the date for payment of interest thereon and (ii) does not involve the payment of a consent fee) or (c) amend its certificate of incorporation in any manner determined by the Administrative Agent to be adverse to the Lenders without the prior written consent of the Required Lenders.
Limitation on Optional Payments and Modifications of Debt. Instruments, etc.
(a) Make or offer to make any payment, prepayment, ---------------- repurchase or redemption of or otherwise defease or segregate funds with respect to the Senior Subordinated Notes or the Company Zeros (other than scheduled interest payments required to be made in cash), (b) amend, modify, waive or otherwise change, or consent or agree to any amendment, modification, waiver or other change to, any of the terms of the Senior Subordinated Notes, the Senior Subordinated Note Indenture, the Company Zeros or the Company Indenture (other than any such amendment, modification, waiver or other change which (i) would extend the maturity or reduce the amount of any payment of principal thereof or which would reduce the rate or extend the date for payment of interest thereon or (ii) is not adverse in any respect to the interests of the Lenders in the reasonable opinion of the Administrative Agent in its sole discretion) or (c) designate any Indebtedness as "Designated Senior Indebtedness" for the purposes of the Senior Subordinated Note Indenture.
Limitation on Optional Payments and Modifications of Debt. Instruments.
(i) Make any optional payment or prepayment on or redemption, ----------- purchase or defeasance of any portion of the Shareholder Subordinated Debt, (ii) make any optional payment or prepayment in excess of $10,000,000 during any calendar year on or redemption of any Indebtedness other than (a) redemptions of any portion of the TIDES Debentures pursuant to the TIDES Indenture or redemptions of any portion of the TIDES pursuant to the TIDES Declaration of Trust or (b) any optional payment, prepayment or redemption of any Indebtedness pursuant to the Corporate Credit Agreement, the Equipment Lease Credit Agreements or (iii) amend, modify or change, or consent or agree to any amendment, modification or change to any of the terms of any Indebtedness other than (a) any Indebtedness pursuant to the Corporate Credit Agreement, the Equipment Lease Credit Agreements or (b) any amendment, modification or change which would extend the maturity or reduce the amount of any payment of principal thereof or which would reduce the rate or extend the date for payment of interest thereon, or any amendment or waiver which would render the terms of such Indebtedness less restrictive.
Limitation on Optional Payments and Modifications of Debt. Instruments, etc.
(a) Make or offer to make any payment, prepayment, ----------------- repurchase or redemption of or otherwise defease or segregate funds with respect to the Senior Subordinated Notes (other than scheduled interest payments required to be made in cash), (b) amend, modify, waive or otherwise change, or consent or agree to any amendment, modification, waiver or other change to, any of the terms of the Senior Subordinated Indenture or the Senior Subordinated Notes (other than any such amendment, modification, waiver or other change which (i) would extend the maturity or reduce the amount of any payment of principal thereof or which would reduce the rate or extend the date for payment of interest thereon or (ii) is not adverse to the interests of the Lenders in any respect) or (c) designate any Indebtedness as "Designated Senior Indebtedness" for the purposes of the Senior Subordinated Note Indenture.
Limitation on Optional Payments and Modifications of Debt. Instruments, etc.
(a) Make or offer to make any payment, prepayment, repurchase ----------------- or redemption of or otherwise defease or segregate funds with respect to the Senior Subordinated Notes, the Company Zeros or the New Intermediate Holdco Notes (other than scheduled interest payments required to be made in cash and the AHYDO Payment), (b) amend, modify, waive or otherwise change, or consent or agree to any amendment, modification, waiver or other change to, any of the terms of the Senior Subordinated Notes, the Senior Subordinated Note Indenture, the Company Zeros, the Company Indenture, the New Intermediate Holdco Notes or the New Intermediate Holdco Note Purchase Agreement (other than any such amendment, modification, waiver or other change which (i) would extend the maturity or reduce the amount of any payment of principal thereof or which would reduce the rate or extend the date for payment of interest thereon or (ii) is not adverse in any respect to the interests of the Lenders in the reasonable opinion of the Administrative Agent in its sole discretion) or (c) designate any Indebtedness as "Designated Senior Indebtedness" for the purposes of the Senior Subordinated Note Indenture.
Limitation on Optional Payments and Modifications of Debt. Instruments. Make any optional payment or prepayment on or redemption, ----------- defeasance or purchase of any Subordinated Debt, or amend, modify or change, or consent or agree to any amendment, modification or change to any of the terms relating to the payment or prepayment or principal of or interest on, any such Indebtedness, other than any amendment, modification or change which would extend the maturity or reduce the amount of any payment of principal thereof or which would reduce the rate or extend the date for payment of interest thereon.
Limitation on Optional Payments and Modifications of Debt. Instruments.
(a) Make any optional payment or prepayment on or redemption or ----------- purchase of, or deliver any funds to any trustee for the prepayment, redemption or defeasance of, any Subordinated Debt or the NOL Note or, (b) amend, modify or change, or consent or agree to any amendment, modification or change to any of the material terms of any such Subordinated Debt or NOL Note (other than any such amendment, modification or change which would extend the maturity or reduce the amount of any payment of principal thereof or which would reduce the rate or extend the date for payment of interest thereon).
Limitation on Optional Payments and Modifications of Debt. Instruments and other Obligations.
(a) Make any optional payment or prepayment ---------------------------------- on or redemption, defeasance or purchase of any Indebtedness unless otherwise permitted under Article II hereof, (b) amend, modify or change, or consent or agree to any amendment, modification or change to any of the terms of any Indebtedness (other than any such amendment, modification or change which (i) would extend the maturity or reduce the amount of any payment of principal thereof or would reduce the rate or extend the date for payment of interest thereon, (ii) does not in any way adversely affect the interests of the Administrative Agent or the Lenders hereunder, thereunder or under the other Loan Documents, or (iii) is of a technical or clarifying nature), or (c) amend, modify or change, or consent or agree to any amendment, modification or change to the articles of incorporation (or such similar charter documents) of the Borrowers in any material respect.
Limitation on Optional Payments and Modifications of Debt. Instruments. Make any optional payment or prepayment on or redemption or ----------- purchase of any Indebtedness (other than the Loans), or amend, modify or change, or consent or agree to any amendment, modification or change to any of the terms of any such Indebtedness (other than any such amendment, modification or change which would extend the maturity or reduce the amount of any payment of principal thereof or which would reduce the rate or extend the date for payment of interest thereon) other than (i) pursuant to an Approved Annual Budget, (ii) as approved by the Majority Lenders, (iii) in connection with a transaction permitted by Section 6.1(d) or (iv) in connection with a transaction permitted by Section 6.5(d).
Limitation on Optional Payments and Modifications of Debt. Instruments. Make any optional payment or prepayment on or redemption, ----------- defeasance or purchase of any Subordinated Debt, or amend, modify or change, or consent or agree to any amendment, modification or change to any of the terms relating to the payment or prepayment or principal of or interest on, any such Indebtedness, other than any amendment, modification or change which would extend the maturity or reduce the amount of any payment of principal thereof or which would reduce the rate or extend the date for payment of interest thereon; and provided that nothing herein shall prohibit the conversion of the Xxxxxxx Subordinated Note into Capital Stock of GSI pursuant to the terms thereof or the payment of the Xxxxxxx Subordinated Note at maturity (subject to the subordination provisions contained therein) .
