Payments of Debt. Without the prior written consent of Bank, Borrower shall not make any payments of debt to any person or entity, or make any distributions (including loans or withdrawals) of any kind to any officers, employees or members, other than (i) purchase money financings permitted hereunder, (ii) payments to employees (including loans and travel advances) made in the ordinary course of business, and (iii) payments to the Bank.
Payments of Debt. (a) No Loan Party will, or will permit any Subsidiary to, directly or indirectly, make payments in respect of any Debt other than (i) payments of the Obligations, (ii) scheduled payments of other Debt to the extent permitted pursuant to the Approved Budget, or (iii) payments of Debt secured by a Permitted Lien if the sole asset securing such Indebtedness has been sold or otherwise disposed of in a manner permitted under this Agreement, in each case, subject to the Approved Budget.
(b) No Loan Party shall, and no Loan Party shall permit any of its Subsidiaries to, directly or indirectly (i) prepay, pay, redeem or repay or take any action, with respect to any Prepetition Debt that is in violation or breach of any prepetition subordination and intercreditor agreement or (ii) amend, restate, supplement, change, extend, refinance, replace or otherwise modify (or waive or consent to any diversions from, or actions or inactions affecting) any Prepetition Debt in violation or breach of any prepetition subordination and intercreditor agreement or that is materially adverse to any of the Secured Parties or the Prepetition First Lien Term Loan Secured Parties.
Payments of Debt. The Borrower shall not, nor shall it permit any other Obligor to, make any payment to any Person on account or in respect of any Subordinated Debt (including the VTB Loan) unless (i) at the time of any such payment, no Default or Event of Default has occurred and is continuing and (ii) no Default or Event of Default would be caused or could reasonably be expected to occur as a result of the making of any such payment; provided that, it shall not make any payment on account or in respect of any Subordinated Debt except to the extent specifically permitted in accordance with the terms of the applicable subordination agreement (if any) delivered in favour of the Administrative Agent in respect of such Subordinated Debt; and provided further that, without the prior written consent of the Administrative Agent, it shall not make any payment on account or in respect of the VTB Loan.
Payments of Debt. Borrower shall not, and shall not permit any Guarantor to, make any voluntary or optional prepayment of any Debt other than (i) Borrower's Obligations and (ii) payments on the Permitted Senior Debt.
Payments of Debt. The Company shall not, directly or indirectly or through any Affiliate of the Company, purchase, redeem, retire, acquire, advance or pay any Debt of the Company or deposit with any trustee in defeasance of any indenture under which such Debt may be outstanding, except: (a) the payment of the Debt evidenced by the Notes upon the terms and conditions provided for herein or therein or under any Security Document; (b) the payment of the Debt under the WF Credit Agreement, to the extent required or otherwise provided for in the WF Credit Facilities; (c) Debt incurred within the limitations of Section 10.8(3) and 10.8(4) (and in accordance with the applicable subordination provisions with respect to Debt referred to in Section 10.8(3)); (d) the payment of the Debt evidenced by the New Notes upon the terms and conditions provided for herein or therein; and (e) the repurchase or redemption of the New Notes on the open market, provided that, at the time of the repurchase or redemption, no Event of Default exists and the repurchase or redemption will not cause the Company to be in breach of or default under this Agreement with notice, lapse of time, or otherwise, (including without limitation the covenants in Section 10 of this Agreement). Notwithstanding the foregoing, if a shareholder of RV Acquisition contributes capital to RV Acquisition (which subsequently is contributed downstream to the Company) for the sole purpose of redeeming the New Notes in advance of their scheduled maturity, the Company may use the proceeds of that capital contribution to redeem the New Notes in advance of their scheduled maturity (whether or not an Event of Default has occurred).
Payments of Debt. (a) Make any repayments or prepayments of principal owing, or redemptions by way of cash, under any subordinated Debt, other than (i) by the Borrower to a Guarantor or by a Guarantor to the Borrower or another Guarantor, provided that no Default or Event of Default has occurred and is continuing or will result therefrom, and (ii) by Tricon Holdings USA or the Borrower in respect of any call under any of the [DELETION] Venture Guarantees [JV partner name redacted for confidentiality reasons], provided that the Borrower shall have delivered to the Administrative Agent, at least five (5) Business Days prior to the date of such payment, a Compliance Certificate, in form and substance satisfactory to the Administrative Agent, certifying that, as of the date of such payment, and after giving effect to the same, the Borrower shall be in proforma compliance with each of the Consolidated Debt to Consolidated Book Value of Assets Ratio and the minimum Consolidated Equity requirement set out in Section 9.3, and that no Default or Event of Default has occurred and is continuing or will result therefrom; and (b) shall not make any payments or prepayments of interest owing under any subordinated Debt after a Default or Event of Default has occurred and is continuing or will result therefrom.
Payments of Debt. No Amendment of Articles of Incorporation or By-Laws
Payments of Debt. No Company shall, directly or indirectly or through any Affiliate, purchase, redeem, retire, acquire, advance or pay any Debt of a Company or deposit with any trustee in defeasance of any indenture under which such Debt may be outstanding, except:
(a) the payment of the Debentures; (b) the payment of Senior Debt; (c) Debt permitted by this Agreement incurred within the limitations of Section 8.8(c) or (e).
Payments of Debt. Without the prior written consent of Bank, Borrower shall not make any payments of debt to any person or entity, or make any distributions (including loans or withdrawals) of any kind to any officers, employees or members, other than (i) purchase money financings permitted hereunder, (ii) payments to employees (including loans and travel advances) made in the ordinary course of business, (iii) payments to the former shareholders of the predecessor by merger to Microserv pursuant to certain notes dated August 29, 2003 in the original principal amount of $494,000 and maturing on February 1, 2005, and (iv) payments to the Bank.
Payments of Debt. The Company will not, nor will it permit any Subsidiary to, pay or make or agree to pay or make, directly or indirectly, any payment or other distribution (whether in cash, securities or other property) of or in respect of principal of or interest on any Debt (other than, to the extent constituting Debt, any McKesson Obligations), or any payment or other distribution (whether in cash, securities or other property), including any sinking fund or similar deposit, on account of the purchase, redemption, retirement, acquisition, cancellation or termination of any Debt (which, for purposes of this Section 4.04(b), shall include any Debt incurred pursuant to Section 4.03, but shall exclude, to the extent constituting Debt, any McKesson Obligations)), except:
(i) payments or prepayments or exchanges of Debt created under the ABL Loan Documents;
(ii) payments of regularly scheduled interest and principal payments as and when due in respect of any Debt permitted pursuant to Section 4.03 (other than the Securities or the Takeback Notes Debt);
(iii) (A) payments or prepayments of the Securities and (B) payments solely in kind of regularly scheduled interest as and when due in respect of the Takeback Notes Debt;
(iv) prepayments of Debt permitted pursuant to clause (l), (q) or (r) of Section 4.03 with the proceeds of, or in exchange for, Debt permitted pursuant to clause (l), (q) or (r) of Section 4.03, respectively;
(A) payments of secured Debt that becomes due as a result of the voluntary sale or transfer of the property or assets securing such Debt and (B) payments of Debt that becomes due as a result of the voluntary sale or transfer of any property or assets (in each case of clause (A) and (B), other than the Securities or the Takeback Notes Debt); provided that, in each case, (A) any such payments are made pursuant to the Customary Mandatory Prepayment Terms and (B) as of the date of such payment, and after giving effect thereto, each of the Payment Conditions shall be satisfied;
(vi) repurchases, exchanges, redemptions or prepayments of Debt for consideration consisting solely of common Equity Interests of the Company or Qualified Preferred Equity Interests or with Net Cash Proceeds from the substantially contemporaneous issuance of common Equity Interests or Qualified Preferred Equity Interests of the Company or cash payments in lieu of fractional shares;
(vii) prepayments of Capital Lease Obligations in connection with the sale, closing or relocation of Store...
