Matters Relating to Existing Indebtedness. (a) On the Initial Borrowing Date and after giving effect to the Transaction, neither Holdings nor any of its Subsidiaries shall have any preferred Equity Interests (including preferred stock) Capitalized Lease Obligations or Indebtedness for borrowed money outstanding except for (i) the Loans and Letters of Credit, (ii) the Senior Notes, (iii) the Existing Senior Subordinated Notes permitted to remain outstanding after giving effect to the refinancing transactions described in Section 6.07(b) and (iv) certain other indebtedness for borrowed money and Capitalized Lease Obligations of the U.S. Borrower and its Subsidiaries as is listed on Schedule 8.21 in an aggregate outstanding principal amount not to exceed $12,000,000 (with the Indebtedness described in this clause (iv) being herein called the “Existing Other Indebtedness” and, together with the Existing Senior Subordinated Notes described in the preceding clause (iii), the “Existing Indebtedness”).
(b) On the Initial Borrowing Date, the U.S. Borrower shall have consummated the Tender Offer, and either (i)(x) at least 80% of the aggregate principal amount of the outstanding Existing Senior Subordinated Notes shall have been validly tendered and not withdrawn pursuant to the Tender Offer and, substantially concurrently with the initial Borrowing of Loans, shall be repurchased pursuant to the Tender Offer Notes Repurchase and (y) the Existing Note Indenture Amendment shall have been entered into (and be in full force and effect), all to the reasonable satisfaction of the Agents or (ii) the U.S. Borrower, substantially concurrently with the initial Borrowing of Loans, shall defease or satisfy and discharge all of the Non-Tendered Notes in accordance with the terms of the Existing Senior Subordinated Notes Indenture (the “Notes Defeasance”) such that, in the case of this clause (ii), after giving effect thereto, all outstanding Existing Notes shall have been repurchased pursuant to the Tender Offer Notes Repurchase or defeased or satisfied and discharged in accordance with the terms of the Existing Senior Subordinated Notes Indenture.
Matters Relating to Existing Indebtedness. On the Closing Date, (i) Company and its Subsidiaries (a) repaid in full all Indebtedness outstanding under the then existing credit agreement, (b) terminated any commitments to lend or make other extensions of credit thereunder, (c) delivered to Administrative Agent all documents or instruments necessary to release all Liens securing Indebtedness or other obligations of Company and its Subsidiaries thereunder, and (d) made arrangements satisfactory to Administrative Agent with respect to the cancellation or replacement of any letters of credit outstanding thereunder or the issuance of Letters of Credit to support the obligations of Company and its Subsidiaries with respect thereto and (ii) Company and its Subsidiaries had no existing Indebtedness outstanding other than existing Capital Leases and existing Indebtedness in an aggregate amount not exceeding $20,000,000.
Matters Relating to Existing Indebtedness. On the Closing Date, Parent and its Subsidiaries shall have delivered to Administrative Agent all documents or instruments necessary to release all Liens securing Indebtedness, Contingent Obligations or other obligations of the Duluth Station and the Fort Xxxxx Station.
Matters Relating to Existing Indebtedness. 13 2.6 Release of Property Management Liens ........
Matters Relating to Existing Indebtedness. On the Closing Date, Panolam and its Subsidiaries shall have (a) repaid in full all Indebtedness outstanding under the Existing Credit Agreements, (b) terminated any commitments to lend or make other extensions of credit thereunder, (c) delivered to Administrative Agent all documents or instruments necessary to release all Liens securing Indebtedness or other obligations of Panolam and its Subsidiaries thereunder, and (d) made arrangements reasonably satisfactory to Administrative Agent with respect to any letters of credit outstanding thereunder.
Matters Relating to Existing Indebtedness. Parent, Holdings, Diamond Resorts Corporation and the Subsidiaries have no Indebtedness other than (i) Indebtedness outstanding or otherwise permitted under the Senior Secured Credit Facility under the Senior Secured Credit Facility, (ii) Diamond Resorts Owner Trust 2015-2’s Timeshare Loan-Backed Notes, (iii) Diamond Resorts Owner Trust 2015-1’s Timeshare Loan-Backed Notes, (iv) Diamond Resorts Owner Trust 2014-1’s Timeshare Loan-Backed Notes, (v) Diamond Resorts Owner Trust 2013-2’s Timeshare Loan-Backed Notes, (vi) Diamond Resorts Tempus Owner Trust 2013’s Timeshare Loan-Backed Notes, (vii) Diamond Resorts Owner Trust 2013-1’s Timeshare Loan-Backed Notes, (viii) Diamond Resorts Owner Trust 2011-1’s Timeshare Loan-Backed Notes, (ix) Diamond Resorts Diamond – Loan Agreement #39705641 Issuer 2008 LLC’s Variable Funding Notes, (x) the Quorum Facility (xi) insurance premium note payable and capitalized leases and (xii) Unrestricted Subsidiary Indebtedness.
Matters Relating to Existing Indebtedness. On the Closing Date, (i) Holdings and its Subsidiaries shall have (a) repaid in full all Indebtedness outstanding under the then Existing Credit Agreement, (b) terminated any commitments to lend or make other extensions of credit thereunder, and (c) delivered to Administrative Agent all documents or instruments necessary to release all Liens securing Indebtedness or other obligations of Holdings and its Subsidiaries thereunder, other than Liens permitted pursuant to Section 7.2A, and (ii) Holdings and its Subsidiaries shall have no existing Indebtedness outstanding other than (a) the Senior Subordinated Notes, (b) existing Capital Leases and (c) other existing Indebtedness in an aggregate amount not exceeding $2,500,000.
Matters Relating to Existing Indebtedness. On the Closing Date, Borrower and its Subsidiaries shall have (i) repaid in full all Existing Indebtedness outstanding or defeased such Existing Indebtedness pursuant to escrow agreements or other arrangements which shall be in form and substance satisfactory to Arranging Agent and Administrative Agent, (ii) terminated any commitments to lend or make other extensions of credit under the documentation governing the Existing Indebtedness, (iii) deposited in the Collateral Account amounts sufficient to repay in full or defease all Remaining Existing Indebtedness, and (iv) delivered to Arranging Agent and Administrative Agent all documents or instruments necessary (including termination statements and discharges and releases of mortgages) to release all Liens securing the Existing Indebtedness and release letters in form and substance satisfactory to Arranging Agent and Administrative Agent from the holders of the Existing Indebtedness releasing their claims and giving further assurances as to any other actions or documents necessary to release all Liens securing such Existing Indebtedness. EXECUTION
Matters Relating to Existing Indebtedness. On the Closing Date, Borrower and its Subsidiaries shall have (i) repaid in full all Existing Indebtedness outstanding or defeased such Existing Indebtedness pursuant to escrow agreements or other arrangements which shall be in form and substance satisfactory to Arranging Agent and Administrative Agent, (ii) terminated any commitments to lend or make other extensions of credit under the documentation governing the Existing Indebtedness, and (iii) delivered to Arranging Agent and Administrative Agent all documents or instruments necessary (including termination statements and discharges and releases of mortgages) to release all Liens securing the Existing Indebtedness and release letters in form and substance satisfactory to Arranging Agent and Administrative Agent from the holders of the Existing Indebtedness releasing their claims and giving further assurances as to any other actions or documents necessary to release all Liens securing such Existing Indebtedness.
Matters Relating to Existing Indebtedness. (a) Contributor shall use reasonable best efforts (including without limitation the payment of the transfer fees or other fees or costs imposed or required to be paid by any Existing Lender) to obtain, at or prior to Closing and at no cost to the Partnership, (i) the unconditional consent of the Existing Lenders specified on Schedule 2.5 to the consummation of the Transactions (including without limitation the Drop-Down) and (ii) a confirmation by such Existing Lenders that they shall have no recourse to the Partnership, the General Partner or other Affiliates of the Partnership or the assets of any of them or the assets of the Acquired Partnership other than the Property except that an Existing Lender may have recourse to the Partnership and the other assets the Acquired Partnership in those instances where such Existing Lender has recourse (without giving effect to the Transactions) to Messrs. Maurxxx Xxxxx xxx Sidnxx Xxxxxx xx their capacities as general partners of Contributor or otherwise (the liabilities for which such recourse against Messrs. Forbes and Cohex xxxsts, the "Recourse Liabilities").
(b) Notwithstanding anything to the contrary contained in this Section 2.5, the Partnership shall pay the amount of the 2% loan transfer fee payable to Northwestern Mutual on account of the Transactions, but Contributor shall use reasonable best efforts to obtain the approval of Northwestern Mutual to adding the loan transfer fee to the principal amount of the Existing Indebtedness held by it without any change in the other terms of such indebtedness. In the event that Contributor, despite using its reasonable best efforts, is unable to obtain such approval, the Partnership shall cause such loan transfer fee to be paid in cash.
(c) The documents referred to in this Section are hereinafter referred to as the "Existing Indebtedness Consent Documents."
