Limitation on Optional Payments and Modifications of Debt Instruments, etc. (a) Make or offer to make any optional or voluntary payment, prepayment, repurchase or redemption of, or otherwise voluntarily or optionally defease, the Senior Notes or the 10.125% Senior Notes, or segregate funds for any such payment, prepayment, repurchase, redemption or defeasance, or enter into any derivative or other transaction with any Derivatives Counterparty obligating the Borrower or any Subsidiary to make payments to such Derivatives Counterparty as a result of any change in market value of the Senior Notes or the 10.125% Senior Notes, (b) except as contemplated in connection with the Refinancing, amend, modify or otherwise change, or consent or agree to any amendment, modification, waiver or other change to, any of the terms of the Senior Notes, the Existing Convertible Notes or the 10.125% Senior Notes to the extent that any such amendment, modification, waiver or other change would shorten the maturity or increase the amount of any payment of principal thereof, increase the rate or shorten the date for payment of interest thereon or make any covenant or other restriction applicable to the Borrower or any of its Subsidiaries materially more restrictive) or (c) amend its certificate of incorporation in any manner adverse to the Administrative Agent or the Lenders. For the avoidance of doubt, each of the parties hereto hereby acknowledge and agree that the provisions of this Section 7.9 shall not apply to any prepayment of the Existing Convertible Notes in connection with the Refinancing.
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Limitation on Optional Payments and Modifications of Debt Instruments, etc. (a) Make At any time when the Total Extensions of Credit equal or exceed $25,000,000, make or offer to make any optional or voluntary payment, prepayment, repurchase or redemption of, or otherwise voluntarily or optionally defease, the Senior Notes Notes, the Senior Floating Rate Notes, any Refinancing Debt or the 10.125% Senior Notes, or segregate funds for any such payment, prepayment, repurchase, redemption or defeasancedefeasance (in each case other than with proceeds of any Refinancing Debt), or enter into any derivative or other transaction with any Derivatives Counterparty obligating the Borrower or any Subsidiary to make payments to such Derivatives Counterparty as a result of any change in market value of the Senior Notes Notes, the Senior Floating Rate Notes, any Refinancing Debt or the 10.125% Senior Notes, (b) except as contemplated in connection with the Refinancing, amend, modify or otherwise change, or consent or agree to any amendment, modification, waiver or other change to, any of the terms of the Senior Notes, the Existing Convertible Notes Senior Floating Rate Notes, any Refinancing Debt or the 10.125% Senior Notes to the extent that any such amendment, modification, waiver or other change would shorten the maturity or increase the amount of any payment of principal thereof, increase the rate or shorten the date for payment of interest thereon or make any covenant or other restriction applicable to the Borrower or any of its Subsidiaries materially more restrictive) or (c) amend its certificate of incorporation in any manner adverse to the Administrative Agent or the Lenders. For the avoidance of doubt, each of the parties hereto hereby acknowledge and agree that the provisions of this Section 7.9 shall not apply to any prepayment of the Existing Convertible Notes in connection with the Refinancing.
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Limitation on Optional Payments and Modifications of Debt Instruments, etc. (a) Make or offer to make any optional or voluntary payment, prepayment, repurchase or redemption of, of or otherwise voluntarily or optionally defease, the Senior Notes or the 10.125% Senior Notes, defease or segregate funds for any such paymentwith respect to the Senior Subordinated Notes, prepaymentprovided, repurchasethat the Parent Borrower may repurchase its Senior Subordinated Notes, redemption or defeasance, or enter into any derivative or other transaction with any Derivatives Counterparty obligating so long as (i) after giving pro forma effect thereto (as certified to the Borrower or any Subsidiary to make payments to such Derivatives Counterparty as Administrative Agent by a result of any change in market value Responsible Officer of the Parent Borrower prior to consummation of such acquisition), no Default or Event of Default shall have occurred and be continuing or would result therefrom (including, without limitation, pursuant to Section 7.1), (ii) after giving effect thereto and to the financing thereof, (x) the Consolidated Senior Notes or Leverage Ratio as at the 10.125% Senior Notesend of the most recent period of four consecutive fiscal quarters for which the relevant financial information is available shall not exceed 3.75 to 1.0 and (y) the aggregate Available Revolving Credit Commitments shall equal at least $40,000,000 and (iii) no more than $75,000,000 may be expended in connection therewith during the term of this Agreement, (b) except as contemplated in connection with the Refinancing, amend, modify 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, the Existing Convertible Subordinated Notes or the 10.125% Senior Notes to the extent that Subordinated Note Indenture (other than any such amendment, modification, waiver or other change which (i) would shorten extend the maturity or increase reduce the amount of any payment of principal thereof, increase thereof or which would reduce the rate or shorten extend the date for payment of interest thereon or make any covenant or other restriction applicable to and (ii) does not involve the Borrower or any payment of its Subsidiaries materially more restrictivea consent fee) or (c) amend its certificate of incorporation in designate any manner adverse to Indebtedness as "Designated Senior Indebtedness" for the Administrative Agent or the Lenders. For the avoidance of doubt, each purposes of the parties hereto hereby acknowledge and agree that the provisions of this Section 7.9 shall not apply to any prepayment of the Existing Convertible Notes in connection with the RefinancingSenior Subordinated Note Indenture.
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Limitation on Optional Payments and Modifications of Debt Instruments, etc. (a) Make or offer to make any optional or voluntary payment, prepayment, repurchase or redemption of, or otherwise voluntarily or optionally defease, the New Senior Notes or the 10.125% Senior NotesRevolver, or segregate funds for any such payment, prepayment, repurchase, redemption or defeasancedefeasance thereof, or enter into any derivative or other transaction with any Derivatives Counterparty obligating the Borrower or any Subsidiary to make payments to such Derivatives Counterparty as a result of any change in market value of the New Senior Notes or the 10.125% Senior Notes, (b) except as contemplated in connection with the Refinancing, amend, modify Revolver or otherwise change, or (b) consent or agree to any amendment, modification, waiver or other change to, any of the terms of the New Senior NotesRevolver that (i) has the effect of (A) increasing (1) the interest rate margin specified therein by more than 1.00 percentage point above the applicable index rate or (2) the commitment amount under the New Senior Revolver, the Existing Convertible Notes or the 10.125% Senior Notes to the extent that (B) increasing any such amendment, modification, waiver or other change would shorten the maturity or increase the amount material respect any monetary obligations of any payment Loan Party under the New Senior Revolver, (C) shortening the scheduled maturity date of principal thereofthe New Senior Revolver, increase (D) changing the rate nature or shorten number of the date for payment of interest thereon default provisions thereunder, or make (E) making any covenant or other restriction thereunder applicable to the Borrower or any of its Subsidiaries materially more restrictive) , or (cii) amend its certificate involves the payment of incorporation in any manner adverse to the Administrative Agent or the Lenders. For the avoidance of doubt, each of the parties hereto hereby acknowledge and agree a consent fee) provided that the provisions of covenants set forth in this Section 7.9 clause (b) shall not apply to any prepayment amendment, modification, waiver or other change to any replacement New Senior Revolver under which the aggregate commitment of the Existing Convertible Notes in connection with the Refinancinglenders thereunder is $5,000,000 or less.
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Samples: Credit Agreement (NGA Holdco, LLC)
