Limitations on Subsidiary Debt. (a) For so long as any Securities are outstanding, Nabors Bermuda will not permit any of its Subsidiaries to incur, directly or indirectly, any Debt other than:
(i) existing Debt of a Subsidiary of Nabors Bermuda outstanding on the date of issuance of the Securities (other than Debt described in clauses (vii)(A), (viii) or (xiv) of this Section 3.11(a));
(ii) intercompany loans and advances between or among Nabors Bermuda and its Subsidiaries; provided that (a) if the obligor on such intercompany loan or advance is a Guarantor, then such Debt must be expressly subordinated to the prior payment in full in cash of all obligations with respect to the Guarantee of such Guarantor; and (b)
(i) any subsequent issuance or transfer of Capital Stock that results in any such Debt being held by a Person other than Nabors Bermuda or a Subsidiary of Nabors Bermuda and (ii) any sale or other transfer of any such Debt to a Person that is not Nabors Bermuda or a Subsidiary of Nabors Bermuda, will be deemed, in each case, to constitute an incurrence of such Debt by such Subsidiary that was not permitted by this clause (2); provided further that (x) notwithstanding the foregoing, the Guarantors may owe such Debt to Nabors Bermuda or any such Subsidiary up to an aggregate principal amount at any one time outstanding under this clause (ii) of $100,000,000 that is not subject to such subordination terms and (y) that any such standalone subordination or intercreditor agreement or such other arrangement shall permit payments in respect of such intercompany indebtedness as long as no Event of Default shall have occurred and be continuing;
(iii) Debt under any Interest Rate Protection Agreements or any Currency Rate Protection Agreements;
(iv) Debt (i) under unsecured lines of credit for overdrafts or for working capital purposes in foreign countries with financial institutions, and (ii) arising from the honoring by a bank or other Person of a check, draft or similar instrument inadvertently drawing against insufficient funds;
Limitations on Subsidiary Debt. No Borrower will permit any Subsidiary of the Company to contract, create, incur, assume or permit to exist any Debt, except:
(a) Debt arising under this Agreement and the other Loan Documents;
(b) Debt existing as of the Closing Date as referenced on Schedule 8.03 (and renewals, refinancings or extensions thereof on terms and conditions no less favorable in any material respect to such Person than such existing Debt and in a principal amount not in excess of that outstanding as of the date of such renewal, refinancing or extension);
(c) Capital Lease obligations and Debt incurred, in each case, to provide all or a portion of the purchase price or costs of construction of an asset or, in the case of a Sale and Leaseback Transaction, to finance the value of such asset owned by a Borrower or any of its Subsidiaries; provided that (i) such Debt when incurred shall not exceed the purchase price or cost of construction of such asset or, in the case of a Sale and Leaseback Transaction, the fair market value of such asset and any transaction costs directly related thereto, (ii) no such Debt shall be refinanced for a principal amount in excess of the principal balance outstanding thereon (together with any accrued interest thereon and closing costs relating thereto) at the time of such refinancing, and (iii) the aggregate principal amount of all such Debt shall not exceed $200,000,000 at any time outstanding;
(d) intercompany Debt owed by any Subsidiary of the Company to the Company or any other Subsidiary of the Company;
(e) Debt and Obligations owing under Hedging Agreements relating to the Loans hereunder and other Hedging Agreements entered into in order to manage existing or anticipated interest rate, exchange rate or commodity price risks and not for speculative purposes;
(f) Permitted Receivables Financing Indebtedness;
(g) Debt of the types described in clause (j) of the definition of Debt which is incurred in the ordinary course of business in connection with (i) the sale or purchase of goods, or (ii) to assure performance by the Company or any of its Subsidiaries of their respective service contracts, operating leases, obligations to a utility or a governmental entity, or worker’s compensation obligations;
(h) Support Obligations of Debt of the Company or Debt otherwise permitted under this Section 8.03;
(i) other Debt of the Subsidiaries at any time outstanding which, when combined with (A) any Debt then outstanding under Section 8.02(r) and (B) all Sub...
Limitations on Subsidiary Debt. 44 SECTION 5.04. Negative Pledge................................................................... 45 SECTION 5.05. Consolidations, Mergers and Sale of Assets........................................ 46 SECTION 5.06. Compliance with Laws.............................................................. 47 SECTION 5.07. Use of Proceeds................................................................... 47 SECTION 5.08. Insurance......................................................................... 47 SECTION 5.09. Inspection........................................................................ 47
Limitations on Subsidiary Debt. The Borrower will not ------------------------------ permit any Subsidiary to have or incur any Debt other than (i) Debt incurred or assumed for the purpose of financing all or any part of the cost of acquiring or developing an asset, provided that the amount of Debt so incurred or assumed -------- does not exceed the acquisition or development cost of such asset, (ii) Debt consisting, or in respect, of existing tax-exempt bonds or the refinancing thereof, (iii) Debt the sole obligee of which is the Borrower and (iv)
Limitations on Subsidiary Debt. Any Subsidiary which ------------------------------ owns any of the Real Property Assets in the Unencumbered Asset Pool shall not at any time incur any Debt, and except as contemplated hereby, the Borrower shall not pledge its interest in such Subsidiary nor shall the Borrower or such Subsidiary enter into any negative pledge with respect thereto. Notwithstanding the foregoing, any such Subsidiary may (i) incur Debt from either the Borrower or Guarantor, provided that such intercompany Debt is, by its terms, subordinate in right of payment to repayment of the Obligations, and (ii) incur Debt and enter into negative pledges in connection with equipment leasing to the extent otherwise permitted hereunder provided that the annual aggregate rent payments thereunder shall not exceed $500,000 and the negative pledge applies only to the equipment leased.
Limitations on Subsidiary Debt. No Subsidiary of the Borrower shall incur Debt other than (i) combined consolidated intercompany debt, which by its terms (or pursuant to separate agreement) shall be fully subordinated in right of payment to the Loans and other Obligations hereunder (the Borrower hereby acknowledging and agreeing that with respect to all such intercompany debt of which it is or at any time may be the beneficiary, the same is and shall be fully subordinated to the payment in full of the Obligations), (ii) existing Debt, as more particularly set forth on Schedule 5.18 hereto, and (iii) Debt which in the aggregate does not exceed 5% of Total Fair Market Value, provided, however, in no event may Unsecured Debt of such Subsidiaries exceed 1% in the aggregate of Total Fair Market Value.
Limitations on Subsidiary Debt. 78 SECTION 9.4 LIMITATIONS ON MERGERS AND LIQUIDATION............................................79 SECTION 9.5 LIMITATION ON ASSET DISPOSITIONS..................................................79 SECTION 9.6 LIMITATIONS ON ACQUISITIONS.......................................................79 SECTION 9.7 LIMITATION ON RESTRICTED INVESTMENTS..............................................80 SECTION 9.8 LIMITATION ON RESTRICTED PAYMENTS.................................................80 SECTION 9.9 LIMITATION ON TRANSACTIONS WITH AFFILIATES........................................80 SECTION 9.10 LIMITATION ON CERTAIN ACCOUNTING CHANGES..........................................80 SECTION 9.11 LIMITATION OF RESTRICTING SUBSIDIARY DIVIDENDS AND DISTRIBUTIONS..................81 SECTION 9.12 HEDGING AGREEMENTS................................................................81
Limitations on Subsidiary Debt. (a) The Company will not at any time permit any Consolidated Subsidiary to create, incur, issue, guarantee, assume or suffer to exist any Debt if, immediately after giving effect thereto, the aggregate outstanding amount of Debt (determined at that time) of all Consolidated Subsidiaries (other than Debt owed to the Company or one or more other Consolidated Subsidiaries) would exceed the greater of (i) 12.5% of Consolidated Tangible Assets (calculated as of the last day of the most recently ended Fiscal Quarter) and (ii) $500,000,000.
(b) Subsection (a) above shall not prevent (i) a Consolidated Subsidiary from creating, incurring, issuing, guaranteeing or assuming Debt for the purpose of extending, renewing or Refunding an equal or greater principal amount of Debt then outstanding of such Consolidated Subsidiary; provided, that subsection (a) shall apply to the extent that the aggregate principal amount of any such extending, renewing or Refunding Debt exceeds the aggregate principal amount of the Debt being extended, renewed or refunded, (ii) the creation, incurrence, issuance, guarantee or assumption of Debt owed to or owned by the Company or a Consolidated Subsidiary or (iii) Masco Europe S.à x.
Limitations on Subsidiary Debt. The Company will not, at any time, permit Subsidiary Debt (including Indebtedness of a Subsidiary under any HGI Facility) to exceed an amount equal to 20% of Consolidated Total Net Worth as of the end of the then most recently ended fiscal quarter of the Company.
Limitations on Subsidiary Debt. Section 10.3. Interest Expense Coverage Ratio Section 10.4. Limitation on Liens Section 10.5. Sale of Assets Section 10.6. Mergers, Consolidations and Sales of Assets Section 10.7. Transactions with Affiliates Section 10.8. Line of Business Section 10.9. Terrorism Sanctions Regulations Section 10.10. Airedale Entities
