No Prepayment of Subordinated Debt. Unless (x) the Leverage Ratio shall be equal to or less than 3.50:1, as set forth in the most recent Compliance Certificate delivered in accordance with Section 7.1.1(c) or (y) irrespective of whether the preceding clause (x) is applicable, an Investment Grade Period shall have commenced at any time following the Restatement Effective Date (irrespective of whether such Investment Grade Period shall have ended), the Borrower will not, and will not permit any of its Subsidiaries to, (i) make any payment or prepayment or other distribution (whether in cash or other property) of principal of, or premium or interest on, any Subordinated Debt; (ii) cancel, redeem, retire, purchase, defease, terminate or otherwise acquire any Subordinated Debt; or (iii) make any deposit (including the payment of amounts into a sinking fund or other similar fund) for any of the foregoing purposes, except:
(a) on the stated, scheduled date for payment of interest (and in the amount) set forth in the applicable Subordinated Debt Documents;
(b) which would not violate the terms of this Agreement or the applicable Subordinated Debt Documents; and
(c) refinancings of such Indebtedness, including accrued and unpaid interest thereon, with other Subordinated Debt or with Refinancing Indebtedness in respect to such Subordinated Indebtedness; provided, that the terms of such Subordinated Debt or Refinancing Indebtedness following such refinancing shall not, when taken as a whole, be materially less favorable to the Borrower or its Subsidiary (as applicable) than the terms of indebtedness of the same type issued or incurred by similarly rated borrowers. Furthermore, neither the Borrower nor any Subsidiary will designate any Indebtedness other than the Obligations as “Designated Senior Debt” (or any analogous term) in any Subordinated Debt Document. The terms of this Section shall not apply to Indebtedness owing by and among the Borrower and its Subsidiaries, which Indebtedness shall be governed by the Interco Subordination Agreement.
No Prepayment of Subordinated Debt. The Borrowers will not, and will not permit any of their respective Subsidiaries to,
(a) make any payment or prepayment of principal of, or premium or interest (including cash interest) on, any Subordinated Debt (i) other than the stated, scheduled date for payment of interest set forth on the date hereof in the applicable Sub Debt Documents or (ii) which would violate the terms of this Agreement or the applicable Sub Debt Documents;
(b) redeem, retire, purchase, defease or otherwise acquire any Subordinated Debt; or
(c) make any deposit (including the payment of amounts into a sinking fund or other similar fund) for any of the foregoing purposes. Furthermore, neither the Borrowers nor any of their respective Subsidiary will designate any Indebtedness other than the Obligations as "Designated Senior Debt" (or any analogous term) in any Sub Debt Document.
No Prepayment of Subordinated Debt. The Borrower will not, and will not permit any of its Subsidiaries to,
(a) make any payment or prepayment of principal of, or premium or interest on, any Subordinated Debt (i) other than the stated, scheduled date for payment of interest set forth in the applicable Subordinated Debt Documents, (ii) other than with Net Equity Proceeds (after application pursuant to clause (g) of Section 3.1.1) in accordance with the applicable Subordinated Debt Documents or (iii) which would violate the terms of this Agreement or the applicable Subordinated Debt Documents;
(b) redeem, retire, purchase, defease or otherwise acquire any Subordinated Debt; or
(c) make any deposit (including the payment of amounts into a sinking fund or other similar fund) for any of the foregoing purposes. Furthermore, neither the Borrower nor any Subsidiary will designate any Indebtedness other than the Obligations as "Designated Senior Debt" (or any analogous term) in any Subordinated Debt Document.
No Prepayment of Subordinated Debt. Except as otherwise permitted by clause (v) of Section 7.2.2 or clauses (b) and (d) of Section 7.2.6, Holdings and the Borrowers will not, and will not permit any of their respective Subsidiaries to, (i) make any payment or prepayment of principal of, or premium or interest on, any Subordinated Debt (A) other than the stated, scheduled payment of principal or interest set forth in the applicable Other Debt Documents related to such Indebtedness, or (B) which would violate the terms of this Agreement or the applicable Other Debt Documents related to such Indebtedness, (ii) redeem, retire, purchase, defease or otherwise acquire any Subordinated Debt, or (iii) make any deposit (including the payment of amounts into a sinking fund or other similar fund) for any of the foregoing purposes.
No Prepayment of Subordinated Debt. The Borrower will not, and will not permit any of its Subsidiaries to,
(a) without the consent of the Required Lenders, make any payment or prepayment of principal of, or premium or interest on, any Subordinated Debt (i) other than, in the case of interest only, the stated, scheduled date for such payment of interest set forth in the Sub Debt Documents governing such Subordinated Debt, or (ii) which would violate the terms of this Agreement or the Sub Debt Documents governing such Subordinated Debt;
(b) refinance, redeem, retire, purchase, defease or otherwise acquire any Subordinated Debt; PROVIDED, HOWEVER, that the Borrower may redeem the Existing Subordinated Debt if
(i) (A) the average of the daily closing prices of its common stock for the period ending five days prior to the call for such redemption, is at least 25% greater than the conversion price then in effect, and (B) the closing price of its common stock on the trading date prior to the date of the call for such redemption, is at least 25% greater than the conversion price then in effect; and
(ii) no Default or Event of Default has occurred and is then continuing or would occur as a result of such redemption call; or
(c) make any deposit (including the payment of amounts into a sinking fund or other similar fund) for any of the foregoing purposes.
No Prepayment of Subordinated Debt. Except as otherwise permitted by clauses (b) and (d) of Section 7.2.6, Holdings and the Borrowers will not, and will not permit any of their respective Subsidiaries to, (i) make any payment or prepayment of principal of, or premium or interest on, any Subordinated Debt (A) other than the stated, scheduled payment of principal or interest set forth in the applicable Other Debt Documents related to such Indebtedness, or (B) which would violate the terms of this Agreement or the applicable Other Debt Documents related to such Indebtedness, (ii) redeem, retire, purchase, defease or otherwise acquire any Subordinated Debt, or (iii) make any deposit (including the payment of amounts into a sinking fund or other similar fund) for any of the foregoing purposes.
No Prepayment of Subordinated Debt. Prepay any debt subordinated to Borrower's indebtedness to Agent and Lenders under the Loan Documents.
No Prepayment of Subordinated Debt. Holdings and the Borrower will not, and will not permit any of their respective Subsidiaries to, (i) make any payment or prepayment of principal of, or premium or interest on, any New Notes, Permitted Seller Notes and Qualifying Subsidiary Debt (A) other than the stated, scheduled payment of principal or interest set forth in the applicable Other Debt Documents, or (B) which would violate the terms of this Agreement or the applicable Other Debt Documents, (ii) redeem, retire, purchase, defease or otherwise acquire any Subordinated Debt, or (iii) make any deposit (including the payment of amounts into a sinking fund or other similar fund) for any of the foregoing purposes.
No Prepayment of Subordinated Debt. The Borrower will not, and will not permit any of its Subsidiaries to make a Subordinated Debt Prepayment, other than:
(a) in connection with the Subordinated Note Payment;
(b) any refinancing of the Subordinated Notes outstanding on the Amendment Effective Date or thereafter with the proceeds of Indebtedness or Capital Securities; and
(c) after the Amendment Effective Date, other than during any Dividend Suspension Period, so long as no Default has occurred and is continuing, redemptions or open market purchases of the Subordinated Notes in an amount not in excess of Cumulative Distributable Cash. Furthermore, neither the Borrower nor any Subsidiary will (i) designate any Indebtedness other than the Obligations as "Designated Senior Debt" (or any analogous term), (ii) in the event there is more than one "credit agreement" in existence under the terms of a Subordinated Debt Document, give a notice to the trustee under such Subordinated Debt Document that any Person other than the Administrative Agent is an "administrative agent" (as such term or analogous term is used therein), under such Subordinated Debt Document.
No Prepayment of Subordinated Debt. The Borrower will not, and will not permit any of its Subsidiaries to, except with Net Equity Proceeds available to it after application pursuant to Section 3.1.1(d),
(a) make any payment or prepayment of principal of, or premium or interest on, any Subordinated Debt (i) other than, in the case of interest only, the stated, scheduled date for such payment of interest set forth in the Sub Debt Documents governing such Subordinated Debt, or (ii) which would violate the terms of this Agreement or the Sub Debt Documents governing such Subordinated Debt;
(b) redeem, retire, purchase, defease or otherwise acquire any Subordinated Debt; or
(c) make any deposit (including the payment of amounts into a sinking fund or other similar fund) for any of the foregoing purposes.
