Common use of No Prepayment of Indebtedness Clause in Contracts

No Prepayment of Indebtedness. Prepay (i.e., make any payment prior to the date on which such payment is contractually obligated to be made) any Indebtedness; provided, however, that: (a) subject to the following proviso, the Borrower may prepay its Indebtedness (including its Indebtedness evidenced by the Borrower Senior Notes), provided that (i) the sum of the aggregate amount of all principal Indebtedness prepaid as permitted by this clause (a) plus the aggregate amount of all principal Indebtedness evidenced by the Holdings Senior Notes prepaid (whether by redemption or otherwise) by Holdings shall not exceed $10,000,000 during any calendar year, (ii) no such prepayment referred to in this clause (a) may be made if any Revolving Loan is outstanding as of the date of making such prepayment or would be outstanding immediately after the making of such prepayment, and (iii) any portion of the amount of any prepayment permitted by this clause (a) (inclusive of this proviso), if not made during any calendar year during which it is permitted, may be carried over for making in the next following calendar year, (b) Indebtedness which is permitted to be refinanced in accordance with Section 8.03 may be prepaid as a result of and in connection with such permitted refinancing, (c) the Borrower shall redeem the Borrower Existing Senior Notes not tendered pursuant to the Borrower Existing Senior Notes Tender Offer in accordance with Section 7.18, (d) Holdings may repurchase or redeem the Holdings Existing Senior Notes not exchanged or tendered pursuant to the Holdings Existing Senior Notes Exchange/Tender Offer, (e) if and to the extent that the Borrower makes, and is permitted to make, distributions to Holdings in accordance with clause (iv) of Section 8.06(f), Holdings shall use all proceeds of such distributions to promptly redeem a portion of the Holdings Senior Notes in accordance with Section 3.7 of the Holdings Senior Notes Indenture, and (f) the Borrower may use the Net Cash Proceeds of any Equity Issuance by the Borrower, substantially concurrently with its receipt of such proceeds, to redeem up to 35% of the aggregate principal amount of the Borrower Senior Notes in accordance with Section 3.7(b) of the Borrower Senior Notes Indenture.

No Prepayment of Indebtedness. Prepay (i.e.No Obligor shall, make nor shall any payment prior to the date on which such payment is contractually obligated to be made) Obligor permit any Indebtedness; provided, however, thatof its Subsidiaries to: (a) subject make any payment or prepayment of principal of (whether by redemption, purchase, retirement, defeasance, set-off or otherwise), or premium or interest on, any HY Notes other than (i) with respect to interest, on the stated, scheduled semi-annual payment dates for interest set forth in the HY Note Indenture, and (ii) with respect to principal, on the scheduled maturity thereof which shall be at least one-year past the Stated Maturity Date; (b) make any payment or prepayment of principal of (whether by redemption, purchase, retirement, defeasance, set-off or otherwise), or premium or interest on, any Holdco Preferred Equity other than (i) with respect to interest, any interest that is paid in kind (i.e. added to the following provisoprincipal outstanding thereunder) and paid only semi-annually, and (ii) with respect to principal, the Borrower may prepay mandatory redemption thereof on its stated maturity date which shall be at least one-year past the Stated Maturity Date; (c) prepay, redeem, purchase, defease or otherwise satisfy prior to the scheduled maturity thereof in any manner, or make any payment in violation of any subordination terms of, any Indebtedness not otherwise covered in clauses (including its Indebtedness evidenced by the Borrower Senior Notes)a) or (b) above, provided that except (i) the sum prepayment of the aggregate amount Loans in accordance with the terms of all principal Indebtedness prepaid as permitted by this clause (a) plus the aggregate amount of all principal Indebtedness evidenced by the Holdings Senior Notes prepaid (whether by redemption or otherwise) by Holdings shall not exceed $10,000,000 during any calendar yearAgreement, (ii) no such prepayment referred to regularly scheduled or required repayments or redemptions of Indebtedness permitted under Section 7.1.2 (other than Indebtedness covered in this clause clauses (a) may be made if any Revolving Loan is outstanding as of the date of making such prepayment or would be outstanding immediately after the making of such prepayment(b) above), and (iiic) any portion so long as no Event of the amount Default exists or would result therefrom, other prepayments of any prepayment Indebtedness permitted by this clause under Section 7.1.2 (other than Indebtedness covered in clauses (a) (inclusive of this proviso), if not made during any calendar year during which it is permitted, may be carried over for making in the next following calendar year, or (b) Indebtedness which is permitted to be refinanced in accordance with Section 8.03 may be prepaid as a result of and in connection with such permitted refinancing, (c) the Borrower shall redeem the Borrower Existing Senior Notes not tendered pursuant to the Borrower Existing Senior Notes Tender Offer in accordance with Section 7.18,above); or (d) Holdings may repurchase make any deposit (including the payment of amounts into a sinking fund or redeem the Holdings Existing Senior Notes not exchanged or tendered pursuant to the Holdings Existing Senior Notes Exchange/Tender Offer, (eother similar fund) if and to the extent that the Borrower makes, and is permitted to make, distributions to Holdings in accordance with clause (iv) of Section 8.06(f), Holdings shall use all proceeds of such distributions to promptly redeem a portion for any of the Holdings Senior Notes in accordance with Section 3.7 of the Holdings Senior Notes Indenture, and (f) the Borrower may use the Net Cash Proceeds of any Equity Issuance by the Borrower, substantially concurrently with its receipt of such proceeds, to redeem up to 35% of the aggregate principal amount of the Borrower Senior Notes in accordance with Section 3.7(b) of the Borrower Senior Notes Indentureforegoing purposes.