Note Purchase Condition Sample Clauses

Note Purchase Condition. Notwithstanding anything to the contrary in this Agreement (but excluding the redemption of the Existing Notes which have been called for redemption on the Issue Date), no member of the Group may prepay, purchase, defease, redeem or retire for value (each a “Debt Purchase”) any Notes (as defined in Schedule (15 New York Law Undertakings)), Replacement Debt or Term Debt (or offer to do so) unless: (a) either: (i) immediately following such Debt Purchase, the aggregate of the principal amount of Notes, Replacement Debt and Term Debt outstanding would be equal to or greater than EUR 150,000,000 (as such amount shall be increased by an amount equal to 58 per cent. of the principal amount of any Notes issued following the Issue Date) (the “Minimum Principal Amount”); or (ii) to the extent that the aggregate principal amount of Notes, Replacement Debt and Term Debt outstanding following such Debt Purchase is less than the Minimum Principal Amount, the Commitments are cancelled (and, if applicable, Utilisations are permanently prepaid) by an amount equal to the amount by which such aggregate principal amount is less than the Minimum Principal Amount; and (b) no Default is continuing or would result from such Debt Purchase. For the purposes of this Clause:

Note Purchase Condition. (a) If any member of the Group prepays, purchases, defeases, redeems, acquires or retires any Senior Notes (other than to the extent funded with the proceeds of New Shareholder Injections, New Shareholder Loans or any Permitted Refinancing Indebtedness) (the “Notes Repurchase”) and, as a result of such Notes Repurchase (when taken together with any other Notes Repurchase previously effected or which will be effected on the same date as such Notes Repurchase) (the “Aggregate Notes Repurchase”), the aggregate principal amount of the Senior Notes outstanding immediately following such Notes Repurchase is less than 75% of the original aggregate principal amount of the Senior Notes (the “Threshold”), the outstanding Loans shall be prepaid and a corresponding amount of the Commitments shall be cancelled in each case by a proportionate amount to that by which the original aggregate principal amount of the Senior Notes are reduced by the Aggregate Notes Repurchase. (b) Thereafter, for each further Notes Repurchase below the Threshold, there shall be a corresponding prepayment of the outstanding Loans and corresponding amount of the Commitments shall be cancelled, in each case equivalent to the same percentage amount by which the further Notes Repurchase reduces the original aggregate principal amount of the Senior Notes.

Note Purchase Condition. Notwithstanding anything to the contrary in this Agreement, no member of the Group may prepay, purchase, defease, redeem or retire for value (each a “Debt Purchase”) any Notes, Replacement Debt or Term Debt (or offer to do so) unless: (a) either: (i) immediately following such Debt Purchase, the aggregate of the principal amount of Notes, Replacement Debt and Term Debt outstanding would be equal to or greater than EUR 150,000,000 (as such amount shall be increased by an amount equal to 58 per cent. of the principal amount of any Notes issued following the Effective Date) (the “Minimum Principal Amount”); or (ii) to the extent that the aggregate principal amount of Notes, Replacement Debt and Term Debt outstanding following such Debt Purchase is less than the Minimum Principal Amount, the Commitments are cancelled (and, if applicable, Utilisations are permanently prepaid) by an amount equal to the amount by which such aggregate principal amount is less than the Minimum Principal Amount; and (b) no Default is continuing or would result from such Debt Purchase. For the purposes of this Clause:

Note Purchase Condition. (a) No member of the Restricted Group may repay, prepay, purchase, defease or redeem (or otherwise retire for value) any Notes Liabilities (or offer to do so) (a “Note Repurchase”) unless: (i) the aggregate principal amount outstanding of the Notes Liabilities immediately prior to any Note Repurchase is greater than the Note Repurchase Threshold; or (ii) (subject to paragraph (e) of this Clause 16.17) if the aggregate principal amount outstanding of the Notes Liabilities immediately prior to any Note Repurchase is equal to or less than the Note Repurchase Threshold: (A) the Facility shall, at the time the Note Repurchase is completed, be cancelled in such an amount that the Total Commitments immediately following such cancellation do not exceed an amount equal to the Relevant Proportion of the Total Outstanding Amount immediately after the Note Repurchase; and (B) immediately upon the occurrence of such cancellation, the relevant Borrowers shall make such prepayment necessary to ensure that the aggregate amount of all Loans does not exceed the Total Commitments. (b) For the purposes of paragraph (a)(i) above:

Note Purchase Condition. (a) No member of the Group will offer to purchase any Senior Secured Notes in accordance with clause 4.23 (Annual Mandatory Offer and Amortization) of the Senior Secured Note Indenture unless the 2nd, 4th and 6th payments falling due under Clause 5 of this Agreement have first been satisfied at least fifteen (15) days prior to the Annual Mandatory Offer Payment Date (as defined in the Senior Secured Notes) in such offer. (b) No member of the Group may otherwise repay, prepay, purchase, defease or redeem (or otherwise retire for value) any Notes Liabilities whatsoever (or offer to do so) (a Note Repurchase) unless the Loan and all other sums due under this Agreement have been irrevocably paid or repaid in full or unless the funds for such Note Repurchase have been raised solely by the issue of additional equity in the Borrower.