Limitation on Other Debt, Further Encumbrances. Borrower will not obtain financing and grant liens with respect to the Collateral. Notwithstanding anything herein to the contrary, Borrower may, without first obtaining the written consent of Agent obtain financing and grant liens with respect to any of its assets or other property except for the Collateral and those assets or property restricted by a negative pledge provided: (i) Borrower provides ten days prior written notice to Agent setting forth the terms and conditions of such financing; (ii) no Event of Default or condition, omission or act which, with the passage of time, notice or both, would constitute an Event of Default, has occurred; (iii) such financing does not result in an Event of Default hereunder or under any documents evidencing any other indebtedness of Borrower; and (iv) Agent is promptly provided a copy of the fully executed loan documents relating thereto.
Limitation on Other Debt, Further Encumbrances. Borrower will not obtain financing and grant liens with respect to the Collateral or any of its other assets or property, except as hereafter provided. Prior to March 31, 2003, Borrower will not obtain financing and grant liens with respect to any of Borrower's unpledged Notes Receivable, except as provided in this Agreement, the Additional Credit Facility, the Tranche C Facility, the Inventory Loan, the Heller Facility, and the Sovereign Facility, without the Agent's priox xxxxten consent, which consent will not be unreasonably withheld. As a condition to such consent, Agent may require that all proceeds of such financing be applied in repayment of the Loan as provided in Section 2.4 hereof so as to reduce the Effective Advance Rate, and may require advances to be funded from the Revolving Loan Component prior to advances from such other financing. At any time after March 31, 2003, Borrower may obtain financing and grant liens with respect to any of Borrower's unpledged Notes Receivable in an amount not to exceed twenty million dollars ($20,000,000.00), without Agent's consent, provided that: (i) no Default or Event of Default has occurred; (ii) and such financing does not result in (x) Borrower's failure to substantially adhere to the Business Plan or (y) an Event of Default; and (iii) Agent may require advances to be funded from the Revolving Loan Component prior to advances from such other financing. At any time after March 31, 2003, if Borrower wishes to obtain financing in excess of twenty million dollars ($20,000,000.00) which will be secured by any of Borrower's unpledged Notes Receivable, Borrower will obtain Agent's written consent, which consent will not be unreasonably withheld. Borrower may obtain unsecured financing provided: (i) Borrower provides prior written notice to Agent setting forth the terms and conditions thereof; (ii) Agent is provided a copy of the loan documents thereof; and (iii) such financing does not result in Borrower's inability to substantially adhere to the Business Plan, as determined by Agent in its sole and absolute discretion.
Limitation on Other Debt, Further Encumbrances. Without the prior written consent of Lender, which may be granted, withheld, or conditioned, in Lender's sole and absolute discretion, Borrower shall not obtain financing or grant Liens with respect to all or any portion of the Collateral (whether now existing or created hereafter) other than those in favor of Lender.
Limitation on Other Debt, Further Encumbrances. Provided no Event of Default or condition, omission or act which, with the passage of time, notice or both, would constitute an Event of Default, has occurred, Section 7.2(a) will be deleted in its entirety and replaced with the following paragraph on the date that: (i) the Term Loan Component has been paid in full; and (ii) Borrower has achieved the net income projection for the six months ending December 31, 2004 and exceeded by 10% the net income projection for the fiscal year ending December 31, 2004, as those net income projections appear in the Business Model dated November 13, 2003, such net income results to be evidenced by audited Financial Statements delivered by Borrower to Lender:
Limitation on Other Debt, Further Encumbrances. Borrower will not obtain financing and grant liens with respect to the Collateral, except as hereafter provided. Notwithstanding anything herein to the contrary, Borrower may, without first obtaining the written consent of Lender obtain financing and grant liens with respect to any of its assets or other property except for the Collateral and those assets or property restricted by a negative pledge provided: (i) Borrower provides ten days prior written notice to Lender setting forth the terms and conditions of such financing; (ii) no Event of Default or condition, omission or act which, with the passage of time, notice or both, would constitute an Event of Default, has occurred; (iii) such financing does not result in an Event of Default hereunder or under or under Hxxxxx Documents, the Sovereign Documents, DZ Documents, Bond Holder Exchange Documents or the documents evidencing any other indebtedness of Borrower; (iv) Lender is promptly provided a copy of the fully executed loan documents relating thereto.”
Limitation on Other Debt, Further Encumbrances. Without the prior written consent of Lender which may be granted, withheld or conditioned in Lender's sole discretion, Borrower will not obtain financing or grant liens with respect to the Collateral. Provided that such financing is in the ordinary course of Borrower's business, Borrower may, however, obtain arms length financing in a manner consistent with Lender's rights under this Agreement with respect to any Units or Intervals, the Resorts or any Properties used in connection with the Resorts (whether now existing or created hereafter) other than those included among the Collateral.
Limitation on Other Debt, Further Encumbrances. Section 7.4(a) is hereby restated and amended as follows:
Limitation on Other Debt, Further Encumbrances. Borrower will not obtain financing or grant Liens with respect to the Mortgaged Property, the Project Contracts, the Collateral, any Units or Timeshare Interests, other than loans from and Liens in favor of Lender and other than the Permitted Liens.
Limitation on Other Debt, Further Encumbrances. Without the prior written consent of Lender which may be granted, withheld or conditioned in Lender's discretion, Borrower will not obtain financing or grant liens with respect to the Collateral (except for common collateral such as Operating Contracts), other than those in favor of Lender.
Limitation on Other Debt, Further Encumbrances. Other than the unsecured deferred purchase price for Receivables owed to Developer by SPV as described in the Developer Transfer Agreement, SPV will not obtain financing or grant liens with respect to the Collateral, Encumbered Timeshares, Receivables or any of its other assets (whether now existing or created hereafter) other than those of law in favor of TFC or other Secured Parties.
