Common use of No Prepayments of Restricted Debt Obligations Clause in Contracts

No Prepayments of Restricted Debt Obligations. Company and Borrowers shall not make, and shall not permit any of its or their Subsidiaries to make, any voluntary or optional payment on Restricted Debt Obligations (or in the case of Existing Holdings Senior Notes maturing in 2004, 2005 or 2007, any payment at maturity) or to make any Restricted Junior Payment to Holdings to permit Holdings to make any voluntary or optional payment on Restricted Debt Obligations (or in the case of Existing Holdings Senior Notes maturing in 2004, 2005 or 2007, any payment at maturity) except that Company or any of the Borrowers shall be entitled to redeem, repay, repurchase or defease (or make a Restricted Junior Payment to Holdings to permit Holdings to redeem, repay, repurchase or defease) (i) at any time the Existing Holdings Senior Notes maturing in 2004 with proceeds of Revolving Loans or otherwise, (ii) Existing Holdings Senior Notes maturing in 2005 with Revolving Loans made under the Existing Holdings Senior Notes Redemption Sublimit or funds reserved to Existing Holdings Senior Notes Collateral Account, or with the proceeds of Revolving Loans (other than Loans made under the Existing Holdings Senior Notes Redemption Sublimit) or Additional Term Loans in either case to the extent permitted under subsection 2.5B or, so long as the Reservation Conditions are satisfied, with Net Debt Securities Proceeds or, at maturity thereof only, with other funds available to Company and its Subsidiaries to do so and (iii) after redemption, repayment or other repurchase of the Existing Holdings Senior Notes maturing in 2004 in full and so long as the outstanding principal amount of the Existing Holdings Senior Notes due 2005 is $75,000,000 or less, to redeem, repay, or otherwise repurchase Existing Holdings Senior Notes maturing in 2007 with Revolving Loans made under the Existing Holdings Senior Notes Redemption Sublimit or funds reserved to Existing Holdings Senior Notes Collateral Account, or the proceeds of Revolving Loans (other than Loans made under the Existing Holdings Senior Notes Redemption Sublimit) or Additional Term Loans in either case to the extent permitted under subsection 2.5B, or, so long as the Reservation Conditions are satisfied, with Net Debt Securities Proceeds or, at maturity thereof only, with other funds available to Company and its Subsidiaries to do so. So long as the applicable payment of any Restricted Debt Obligation is permitted by this subsection 6.12B, the payment of accrued interest, premiums, fees and expenses in connection therewith may also be made with proceeds of Revolving Loans or with other funds available to Company and its Subsidiaries to do so.

No Prepayments of Restricted Debt Obligations. Company and Borrowers shall not make, and shall not permit any of its or their Subsidiaries to make, any voluntary or optional payment on Restricted Debt Obligations (or in the case of Existing Holdings Senior Notes maturing in 2004, 2005 or 2007Inside Maturity Notes, any payment at maturity) or to make any Restricted Junior Payment to Holdings to permit Holdings to make any voluntary or optional payment on Restricted Debt Obligations (or in the case of Existing Holdings Senior Notes maturing in 2004, 2005 or 2007Inside Maturity Notes, any payment at maturity) except that Company or any of the Borrowers its Subsidiaries shall be entitled to redeem, repay, repurchase or defease (or make a Restricted Junior Payment to Holdings to permit Holdings to redeem, repay, repurchase or defease) (i) at any time the Existing Holdings Senior Inside Maturity Notes maturing in 2004 with proceeds of Revolving Loans or otherwise, (ii) Existing Holdings Senior Notes maturing in 2005 with Revolving Loans made under the Existing Holdings Senior Notes Redemption Sublimit or funds reserved to Existing Holdings Senior Notes Collateral Account, or with the proceeds of Revolving Loans (other than Loans made under the Existing Holdings Senior Notes Redemption Sublimit) or Loans, Additional Term Loans or Refinancing Term Loans, in either each case to the extent permitted under subsection 2.5B 2.5A or, so long as the Reservation Note Redemption Conditions are satisfied, with Net Debt Securities Proceeds or, at maturity thereof only, with other funds available to Company and its Subsidiaries to do so (provided, that, any such payments made with such other funds prior to six (6) months prior to the final maturity of any such Inside Maturity Notes shall only be permitted if, after giving effect to such payment, the Revolving Loan Commitments exceed the Total Utilization of Revolving Loan Commitments by at least $150,000,000 and the Consolidated Senior Secured Leverage Ratio in less than 3.00:1.00). In addition, Company and its Subsidiaries may redeem, repay or repurchase (iii) after redemption, repayment or other repurchase of the Existing make a Restricted Junior Payment to Holdings Senior Notes maturing in 2004 in full and so long as the outstanding principal amount of the Existing to permit Holdings Senior Notes due 2005 is $75,000,000 or less, to redeem, repay, repay or otherwise repurchase repurchase) Existing Holdings Xxxxx-Xxxxxxxx Senior Secured Notes maturing in 2007 due 2009 with Revolving the proceeds of the Tranche B Term Loans made under the Existing Holdings Senior Notes Redemption Sublimit or funds reserved to Existing Holdings Senior Notes Collateral Account, or the proceeds of Revolving Loans (other than Loans made under the Existing Holdings Senior Notes Redemption Sublimit) or Additional Term Loans in either case to the extent permitted under subsection 2.5B, or, so long as the Reservation Conditions are satisfied, with Net Debt Securities Proceeds or, at maturity thereof only, with other funds available to Company and its Subsidiaries to do soDelayed Draw Commitments. So long as the applicable payment of any Restricted Debt Obligation is permitted by this subsection 6.12B, the payment of accrued interest, premiumsfees, fees expenses and expenses premiums in connection therewith may also be made with proceeds of Revolving Loans or with other funds available to Company and its Subsidiaries to do so.

No Prepayments of Restricted Debt Obligations. Company and Borrowers shall not make, and shall not permit any of its or their Subsidiaries to make, any voluntary or optional payment on Restricted Debt Obligations (or in the case of Existing Holdings Senior Notes maturing in 2004, 2005 or 2007, any payment at maturity) or to make any Restricted Junior Payment to Holdings to permit Holdings to make any voluntary or optional payment on Restricted Debt Obligations (or in the case of Existing Holdings Senior Notes maturing in 2004, 2005 or 2007, any payment at maturity) except that Company or any of the Borrowers shall be entitled to redeem, repay, repurchase or defease (or make a Restricted Junior Payment to Holdings to permit Holdings to redeem, repay, repurchase or defease) ) (i) at any time the Existing Holdings Senior Notes maturing in 2004 with proceeds of Revolving Loans or otherwise, (ii) Existing Holdings Senior Notes maturing in 2005 with Revolving Loans made under the Existing Holdings Senior Notes Redemption Sublimit or funds reserved to Existing Holdings Senior Notes Collateral Account, or with the proceeds of Revolving Loans (other than Loans made under the Existing Holdings Senior Notes Redemption Sublimit) or ), Additional Term Loans or Refinancing Term Loans in either each case to the extent permitted under subsection 2.5B or, so long as the Reservation Conditions are satisfied, with Net Debt Securities Proceeds or, at maturity thereof only, with other funds available to Company and its Subsidiaries to do so and (iii) after redemptionprovided, repayment or that, any such payments made with such other repurchase funds prior to the final maturity of the Existing Holdings Senior Notes maturing in 2004 2005 shall not exceed $100,000,000 in full the aggregate and shall only be permitted if, after giving effect to such payment, the Revolving Loan Commitments exceed the Total Utilization of Revolving Loan Commitments by at least $250,000,000 and the Consolidated Senior Secured Leverage Ratio in less than 2.85:1.00), (ii) so long as the outstanding principal amount of the Existing Holdings Senior Notes due 2005 is $75,000,000 or less, to redeem, repay, or otherwise repurchase Existing Holdings Senior Notes maturing in 2007 with Revolving Loans made under the Existing Holdings Senior Notes Redemption Sublimit or funds reserved to Existing Holdings Senior Notes Collateral Account, or the proceeds of Revolving Loans (other than Loans made under the Existing Holdings Senior Notes Redemption Sublimit) or ), Additional Term Loans or Refinancing Term Loans in either each case to the extent permitted under subsection 2.5B, or, so long as the Reservation Conditions are satisfied, with Net Debt Securities Proceeds or, at maturity thereof only, with other funds available to Company and its Subsidiaries to do so, and (iii) the BSN Senior Subordinated Notes with the proceeds of Indebtedness permitted under subsection 6.1 (xv). In addition, Company and its Subsidiaries may make consent fee payments in connection with any amendments to the BSN Senior Subordinated Note Indentures described in subsection 6.12A(ii) above on prevailing market terms. So long as the applicable payment of any Restricted Debt Obligation is permitted by this subsection 6.12B, the payment of accrued interest, premiumsfees, fees expenses and expenses premiums in connection therewith may also be made with proceeds of Revolving Loans or with other funds available to Company and its Subsidiaries to do so.

No Prepayments of Restricted Debt Obligations. Company and Borrowers shall not make, and shall not permit any of its or their Subsidiaries to make, any voluntary or optional payment on Restricted Debt Obligations (or in the case of Existing Holdings Senior Notes maturing in 2004, 2005 or 2007, any payment at maturity) or to make any Restricted Junior Payment to Holdings to permit Holdings to make any voluntary or optional payment on Restricted Debt Obligations (or in the case of Existing Holdings Senior Notes maturing in 2004, 2005 or 2007, any payment at maturity) except that Company or any of the Borrowers shall be entitled to redeem, repay, repurchase or defease (or make a Restricted Junior Payment to Holdings to permit Holdings to redeem, repay, repurchase or defease) (i) at any time the Existing Holdings Senior Notes maturing in 2004 with proceeds of Revolving Loans or otherwise, (ii) Existing Holdings Senior Notes maturing in 2005 with Revolving Loans made under the Existing Holdings Senior Notes Redemption Sublimit or funds reserved to Existing Holdings Senior Notes Collateral Account, or with the proceeds of Revolving Loans (other than Loans made under the Existing Holdings Senior Notes Redemption Sublimit) or ), Additional Term Loans or Refinancing Term Loans in either each case to the extent permitted under subsection 2.5B or, so long as the Reservation Conditions are satisfied, with Net Debt Securities Proceeds or, at maturity thereof only, with other funds available to Company and its Subsidiaries to do so and so, (iii) after redemption, repayment or other repurchase of the Existing Holdings Senior Notes maturing in 2004 in full and so long as the outstanding principal amount of the Existing Holdings Senior Notes due 2005 is $75,000,000 or less, to redeem, repay, or otherwise repurchase Existing Holdings Senior Notes maturing in 2007 with Revolving Loans made under the Existing Holdings Senior Notes Redemption Sublimit or funds reserved to Existing Holdings Senior Notes Collateral Account, or the proceeds of Revolving Loans (other than Loans made under the Existing Holdings Senior Notes Redemption Sublimit) or ), Additional Term Loans or Refinancing Term Loans in either each case to the extent permitted under subsection 2.5B, or, so long as the Reservation Conditions are satisfied, with Net Debt Securities Proceeds or, at maturity thereof only, with other funds available to Company and its Subsidiaries to do so, (iv) on the BSN Change of Control Payment Date, Existing BSN Senior Subordinated Notes with the proceeds of the French Tranche C3 Term Loans and to the extent permitted under Section 2.5, Revolving Loans, at a price not exceeding 101% of the principal amount thereof and (v) the Existing BSN Senior Subordinated Notes with the proceeds of Indebtedness permitted under subsection 6.1(xv). In addition, Company and its Subsidiaries may make consent fee payments in connection with any amendments to the Existing BSN Senior Subordinated Note Indentures described in subsection 6.12A(ii) above on prevailing market terms. So long as the applicable payment of any Restricted Debt Obligation is permitted by this subsection 6.12B, the payment of accrued interest, premiumsfees, fees and expenses and, except in the case of clause (iv) above, premiums in connection therewith may also be made with proceeds of Revolving Loans or with other funds available to Company and its Subsidiaries to do so.

No Prepayments of Restricted Debt Obligations. Company and Borrowers shall not make, and shall not permit any of its or their Subsidiaries to make, any voluntary or optional payment on Restricted Debt Obligations (or in the case of Existing Holdings Senior Notes maturing in 2004, 2005 or 2007, any payment at maturity) or to make any Restricted Junior Payment to Holdings to permit Holdings to make any voluntary or optional payment on Restricted Debt Obligations (or in the case of Existing Holdings Senior Notes maturing in 2004, 2005 or 2007, any payment at maturity) except that Company or any of the Borrowers shall be entitled to redeem, repay, repurchase or defease (or make a Restricted Junior Payment to Holdings to permit Holdings to redeem, repay, repurchase or defease) (i) at any time the Existing Holdings Senior Notes maturing in 2004 with proceeds of Revolving Loans or otherwise, (ii) Existing Holdings Senior Notes maturing in 2005 with Revolving Loans made under the Existing Holdings Senior Notes Redemption Sublimit or funds reserved to Existing Holdings Senior Notes Collateral Account, or with the proceeds of Revolving Loans (other than Loans made under the Existing Holdings Senior Notes Redemption Sublimit) or ), Additional Term Loans or Refinancing Term Loans in either each case to the extent permitted under subsection 2.5B or, so long as the Reservation Conditions are satisfied, with Net Debt Securities Proceeds or, at maturity thereof only, with other funds available to Company and its Subsidiaries to do so and (iii) after redemption, repayment or other repurchase of the Existing Holdings Senior Notes maturing in 2004 in full and so long as the outstanding principal amount of the Existing Holdings Senior Notes due 2005 is $75,000,000 or less, to redeem, repay, or otherwise repurchase Existing Holdings Senior Notes maturing in 2007 with Revolving Loans made under the Existing Holdings Senior Notes Redemption Sublimit or funds reserved to Existing Holdings Senior Notes Collateral Account, or the proceeds of Revolving Loans (other than Loans made under the Existing Holdings Senior Notes Redemption Sublimit) or ), Additional Term Loans or Refinancing Term Loans in either each case to the extent permitted under subsection 2.5B, or, so long as the Reservation Conditions are satisfied, with Net Debt Securities Proceeds or, at maturity thereof only, with other funds available to Company and its Subsidiaries to do so. So long as the applicable payment of any Restricted Debt Obligation is permitted by this subsection 6.12B, the payment of accrued interest, premiums, fees and expenses in connection therewith may also be made with proceeds of Revolving Loans or with other funds available to Company and its Subsidiaries to do so.