Common use of Permitted Debt Clause in Contracts

Permitted Debt. Create, incur, guarantee or suffer to exist any Debt, except: (a) the Obligations; (b) Subordinated Debt; (c) Permitted Purchase Money Debt; (d) Existing Debt (other than the Obligations, Subordinated Debt, Permitted Purchase Money Debt, Debt outstanding under the Term Loan B Facility and Permitted Secured Debt), but only to the extent outstanding on the Closing Date and not satisfied with proceeds of the initial Loans; (e) Debt with respect to Bank Products incurred in the Ordinary Course of Business; (f) Debt that is in existence when a Person becomes a Subsidiary or that is secured by an asset when acquired by a Borrower or Subsidiary, as long as such Debt was not incurred in contemplation of such Person becoming a Subsidiary or such acquisition, and does not exceed (i) $40,000,000 in the aggregate at any time plus (ii) to the extent such Debt relates to a non-wholly owned Subsidiary that is indirectly acquired in a Permitted Acquisition (and such Debt was not incurred in contemplation of such Person becoming a Subsidiary or such acquisition) and such Subsidiary is not an Obligor hereunder, such Debt described in this clause (ii) not to exceed $10,000,000 in the aggregate at any time;

Permitted Debt. Create, incur, guarantee or suffer to exist any Debt, except: (a) the Obligations; (b) Subordinated Debt; (c) Permitted Purchase Money Debt; (d) Existing Debt Borrowed Money (other than the Obligations, Subordinated Debt, Debt and Permitted Purchase Money Debt, Debt outstanding under the Term Loan B Facility and Permitted Secured Debt), but only to the extent outstanding on the Closing Date and not satisfied with proceeds of the initial LoansLoans (including, without limitation, Borrowed Money from the City of St. Cloud, Minnesota; provided, however, that the amount of such Borrowed Money shall not be increased without the consent of Agent); (e) Debt with respect to Bank Products incurred in the Ordinary Course of Business, as long as the aggregate negative xxxx-to-market obligations under Hedging Agreements do not exceed $10,000,000 at any time; (f) Debt that is in existence when a Person becomes a Subsidiary or that is secured by an asset when acquired by a Borrower or Subsidiary, as long as such Debt was not incurred in contemplation of such Person becoming a Subsidiary or such acquisition, and does not exceed (i) $40,000,000 in the aggregate at any time plus (ii) to the extent such Debt relates to a non-wholly owned Subsidiary that is indirectly acquired in a Permitted Acquisition (and such Debt was not incurred in contemplation of such Person becoming a Subsidiary or such acquisition) and such Subsidiary is not an Obligor hereunder, such Debt described in this clause (ii) not to exceed $10,000,000 1,000,000 in the aggregate at any time; (g) Permitted Contingent Obligations; (h) Refinancing Debt as long as each Refinancing Condition is satisfied; (i) Obligations of the Borrowers under the Dealer Finance Agreements; and (j) Debt that is not included in any of the preceding clauses of this Section, is not secured by a Lien and does not exceed $5,000,000 in the aggregate at any time.

Permitted Debt. Create, incur, guarantee or suffer to exist any Debt, except: (a) the Obligations; (b) Subordinated Debt; (c) Permitted Purchase Money Debt; (d) Existing Debt (other than the Obligations, Subordinated Debt, Permitted Purchase existing Borrowed Money Debt, Debt outstanding under the Term Loan B Facility and Permitted Secured Debt), but only to the extent outstanding on the Closing Date and not satisfied with proceeds of the initial LoansLoan proceeds; (e) Bank Product Debt with respect to Bank Products incurred in the Ordinary Course of Business; (f) Debt that is in existence when a Person becomes a Subsidiary or that is secured by an asset when acquired by a Borrower or Subsidiary, as long as such Debt was not incurred in contemplation of such Person becoming a Subsidiary or such acquisition, and does not exceed (i) $40,000,000 in the aggregate at any time plus (ii) to the extent such Debt relates to a non-wholly owned Subsidiary that is indirectly acquired in a Permitted Acquisition (and such Debt was not incurred in contemplation of such Person becoming a Subsidiary or such acquisition) and such Subsidiary is not an Obligor hereunder, such Debt described in this clause (ii) not to exceed $10,000,000 250,000 in the aggregate at any time; (g) Permitted Contingent Obligations; (h) Debt among Borrowers constituting loans and advances permitted pursuant to Section 10.2.7(d); (i) Refinancing Debt as long as each Refinancing Condition is satisfied; (j) [reserved.]; (k) unpaid insurance premiums (not in excess of one (1) years’ premiums) owing to insurance companies and insurance brokers incurred in connection with the financing of insurance premiums in the ordinary course of business; (l) to the extent constituting Debt, the Sentry Transactions; (m) the WAB Credit Card Program; and (n) other unsecured Debt up to $250,000 in the aggregate at any time.

Permitted Debt. Create, incur, guarantee or suffer to exist any Debt, except: (a) the Obligations; (b) Subordinated Debt; (c) Permitted Purchase Money Debt; (d) Existing Debt Borrowed Money (other than the Obligations, Subordinated Debt, Debt and Permitted Purchase Money Debt, Debt outstanding under the Term Loan B Facility and Permitted Secured Debt), but only to the extent outstanding on the Closing Date and not satisfied with proceeds of the initial Loans; (e) Debt with respect to Bank Products incurred in the Ordinary Course of BusinessProduct Debt; (f) Debt that is in existence when a Person becomes a Subsidiary or that is secured by an asset when acquired by a Borrower an Obligor or Subsidiary, as long as such Debt was not incurred in contemplation of such Person becoming a Subsidiary or such acquisition, and does not exceed (i) $40,000,000 in the aggregate at any time plus (ii) to the extent such Debt relates to a non-wholly owned Subsidiary that is indirectly acquired in a Permitted Acquisition (and such Debt was not incurred in contemplation of such Person becoming a Subsidiary or such acquisition) and such Subsidiary is not an Obligor hereunder, such Debt described in this clause (ii) not to exceed $10,000,000 100,000 in the aggregate at any time; (g) Permitted Contingent Obligations; (h) Refinancing Debt as long as each Refinancing Condition is satisfied; (i) the Comerica Letters of Credit, provided that such letters of credit shall have been "back stopped" by the issuance of Letters of Credit hereunder; and (j) Debt that is not included in any of the preceding clauses of this Section, is not secured by a Lien and does not exceed $50,000 in the aggregate at any time.

Permitted Debt. Create, incur, guarantee or suffer to exist any Debt, except: (a) the Obligations; (b) Subordinated Debt; (c) Permitted Purchase Money Debt; (d) Existing Debt Borrowed Money (other than the Obligations, Subordinated Debt, Debt and Permitted Purchase Money Debt, Debt outstanding under the Term Loan B Facility and Permitted Secured Debt), but only to the extent outstanding on the Closing Date and not satisfied with proceeds of the initial Revolver Loans; (e) Debt with respect to Bank Products incurred in the Ordinary Course of Business; (f) Debt that is in existence when a Person becomes a Subsidiary or that is secured by an asset when acquired by a Borrower or Subsidiary, as long as such Debt was not incurred in contemplation of such Person becoming a Subsidiary or such acquisition, and does not exceed (i) $40,000,000 10,000,000 in the aggregate at any time plus time; (iig) Permitted Contingent Obligations; (h) Refinancing Debt as long as each Refinancing Condition is satisfied; (i) the Citibank Facility; (j) to the extent such deemed to be Debt, the liabilities owed to AmTRAN; and (k) Debt relates to a non-wholly owned Subsidiary that is indirectly acquired not included in a Permitted Acquisition (and such Debt was not incurred in contemplation any of such Person becoming a Subsidiary or such acquisition) and such Subsidiary the preceding clauses of this Section, is not an Obligor hereunder, such Debt described in this clause (ii) secured by a Lien and does not to exceed $10,000,000 in the aggregate at any time;.

Permitted Debt. Create, incur, guarantee or suffer to exist any Debt, except: (a) the Obligations; (b) Subordinated Debt and the Permitted Term Debt; (c) Permitted Purchase Money DebtDebt and obligations with respect to Capital Leases so long as the aggregate amount outstanding under this clause (c) does not exceed $2,500,000 at any time; (d) Existing Debt Borrowed Money (other than the Obligations, Subordinated Debt, Debt and Permitted Purchase Money Debt, Debt outstanding under the Term Loan B Facility and Permitted Secured Debt), but only to the extent outstanding on the Closing Date and not satisfied with proceeds of the initial Loans; (e) Debt with respect to Bank Products incurred in the Ordinary Course ordinary course of Businessbusiness; (f) Debt that is in existence when a Person becomes a Subsidiary or that is secured by an asset when acquired by a Borrower or Subsidiary, as long as such Debt was not incurred in contemplation of such Person becoming a Subsidiary or such acquisition, and does not exceed (i) $40,000,000 in the aggregate at any time plus (ii) to the extent such Debt relates to a non-wholly owned Subsidiary that is indirectly acquired in a Permitted Acquisition (and such Debt was not incurred in contemplation of such Person becoming a Subsidiary or such acquisition) and such Subsidiary is not an Obligor hereunder, such Debt described in this clause (ii) not to exceed $10,000,000 1,000,000 in the aggregate at any time;

Permitted Debt. Create, incur, guarantee or suffer to exist any Debt, except: (a) the Obligations; (b) Subordinated Debt; (c) Permitted Purchase Money DebtDebt and obligations with respect to Capital Leases so long as the aggregate amount outstanding under this clause (c) does not exceed $2,500,000 at any time; (d) Existing Debt Borrowed Money listed on Schedule 10.2.1 (other than the Obligations, Subordinated Debt, Debt and Permitted Purchase Money Debt, Debt outstanding under the Term Loan B Facility and Permitted Secured Debt), but only to the extent outstanding on the Closing Restatement Date and not satisfied with proceeds of Loans funded on the initial LoansRestatement Date; (e) Debt with respect to Bank Products incurred in the Ordinary Course ordinary course of Businessbusiness; (f) Debt that is in existence when a Person becomes a Subsidiary or that is secured by an asset when acquired by a Borrower or Subsidiary, as long as such Debt was not incurred in contemplation of such Person becoming a Subsidiary or such acquisition, and does not exceed (i) $40,000,000 in the aggregate at any time plus (ii) to the extent such Debt relates to a non-wholly owned Subsidiary that is indirectly acquired in a Permitted Acquisition (and such Debt was not incurred in contemplation of such Person becoming a Subsidiary or such acquisition) and such Subsidiary is not an Obligor hereunder, such Debt described in this clause (ii) not to exceed $10,000,000 1,000,000 in the aggregate at any time; (g) Permitted Contingent Obligations; (h) Refinancing Debt as long as each Refinancing Condition is satisfied; and (i) Debt that is not included in any of the preceding clauses of this Section, is not secured by a Lien and does not exceed $1,000,000 in the aggregate at any time.

Permitted Debt. Create, incur, guarantee or suffer to exist any Debt, except: (a) the Obligations; (b) Subordinated Debt; (c) Permitted Purchase Money DebtDebt and Debt under Capital Leases and refinancings or renewals thereof, in an aggregate amount not to exceed $20,000,000 at any one time outstanding; (d) Existing Debt Senior Second Lien Debt; (e) Borrowed Money (other than the Obligations, Subordinated Debt, Senior Second Lien Debt and Permitted Purchase Money Debt, Debt outstanding under the Term Loan B Facility and Permitted Secured Debt), but only to the extent outstanding on the Closing Date and not satisfied with proceeds of the initial Loans; (ef) Debt with respect to Bank Products incurred in the Ordinary Course of BusinessProduct Debt; (fg) Debt that is in existence when a Person becomes a Subsidiary or that is secured by an asset when acquired by a Borrower or Subsidiary, as long as such Debt was not incurred in contemplation of such Person becoming a Subsidiary or such acquisition, and does not exceed (i) $40,000,000 5,000,000 in the aggregate at any time; (i) Debt incurred by Foreign Subsidiaries in an aggregate principal amount outstanding not to exceed $10,000,000 at any one time plus outstanding, and (iiy) to Non-Recourse Debt incurred by the extent such Grace Companies incurred in connection with the Grace Transaction; (i) Permitted Contingent Obligations; (j) Refinancing Debt relates to a non-wholly owned Subsidiary as long as each Refinancing Condition is satisfied; and (k) Debt that is indirectly acquired not included in a Permitted Acquisition (and such Debt was not incurred in contemplation any of such Person becoming a Subsidiary or such acquisition) and such Subsidiary the preceding clauses of this Section, is not an Obligor hereunder, such Debt described in this clause (ii) secured by a Lien and does not to exceed $10,000,000 in the aggregate at any time;.

Permitted Debt. Create, incur, guarantee or suffer to exist any Debt, except: (a) the Obligations; (b) Subordinated Debt[reserved]; (c) Permitted Purchase Money DebtDebt and obligations with respect to Capital Leases so long as the aggregate amount outstanding under this clause (c) does not exceed $2,500,000 at any time; (d) Existing Debt Borrowed Money listed on Schedule 10.2.1 (other than the Obligations, Subordinated Debt, Debt and Permitted Purchase Money Debt, Debt outstanding under the Term Loan B Facility and Permitted Secured Debt), but only to the extent outstanding on the Closing Restatement Date and not satisfied with proceeds of Loans funded on the initial LoansRestatement Date; (e) Debt with respect to Bank Products incurred in the Ordinary Course ordinary course of Businessbusiness; (f) Debt that is in existence when a Person becomes a Subsidiary or that is secured by an asset when acquired by a Borrower or Subsidiary, as long as such Debt was not incurred in contemplation of such Person becoming a Subsidiary or such acquisition, and does not exceed (i) $40,000,000 in the aggregate at any time plus (ii) to the extent such Debt relates to a non-wholly owned Subsidiary that is indirectly acquired in a Permitted Acquisition (and such Debt was not incurred in contemplation of such Person becoming a Subsidiary or such acquisition) and such Subsidiary is not an Obligor hereunder, such Debt described in this clause (ii) not to exceed $10,000,000 1,000,000 in the aggregate at any time; (g) Permitted Contingent Obligations;

Permitted Debt. Create, incur, guarantee or suffer to exist any Debt, except:except (“Permitted Debt”): (a) the Obligations; (b) Subordinated Debtthe Debt under the ABL Facility; (c) Permitted Purchase Money DebtDebt and obligations with respect to Capital Leases so long as the aggregate amount outstanding under this clause (c) does not exceed $2,500,000 at any time; (d) Existing Debt Borrowed Money (other than the Obligations, Subordinated Debt, Debt and Permitted Purchase Money Debt, Debt outstanding under the Term Loan B Facility and Permitted Secured Debt), but only to the extent outstanding on the Closing Date and not satisfied with proceeds of the initial Loans; (e) Debt with respect to Bank Products incurred in the Ordinary Course of Business; (f) Debt that is in existence when a Person becomes a Subsidiary or that is secured by an asset when acquired by a Borrower or Subsidiary, as long as such Debt was not incurred in contemplation of such Person becoming a Subsidiary or such acquisition, and does not exceed (i) $40,000,000 in the aggregate at any time plus (ii) to the extent such Debt relates to a non-wholly owned Subsidiary that is indirectly acquired in a Permitted Acquisition (and such Debt was not incurred in contemplation of such Person becoming a Subsidiary or such acquisition) and such Subsidiary is not an Obligor hereunder, such Debt described in this clause (ii) not to exceed $10,000,000 1,000,000 in the aggregate at any time; (g) Permitted Contingent Obligations; (h) Refinancing Debt as long as each Refinancing Condition is satisfied; and (i) Debt that is not included in any of the preceding clauses of this Section, is not secured by a Lien and does not exceed $500,000 in the aggregate at any time.

Permitted Debt. Create, incur, guarantee or suffer to exist any Debt, except: (a) the Obligations; (b) Subordinated Debt, including without limitation, the Subordinated Term Debt, provided that such Subordinated Term Debt is subordinated in right of payment and claim pursuant to the Subordinated Term Debt Intercreditor Agreement; (c) Permitted Purchase Money Debt; (d) Existing Debt Borrowed Money (other than the Obligations, Subordinated Debt, Debt and Permitted Purchase Money Debt, Debt outstanding under the Term Loan B Facility and Permitted Secured Debt), but only to the extent outstanding on the Closing Date and not satisfied with proceeds of the initial Loans; (e) Debt with respect to Bank Products incurred in the Ordinary Course of BusinessProduct Debt; (f) Debt that is in existence when a Person becomes a Subsidiary or that is secured by an asset when acquired by a Borrower or Subsidiary, as long as such Debt was not incurred in contemplation of such Person becoming a Subsidiary or such acquisition, and does not exceed (i) $40,000,000 in the aggregate at any time plus (ii) to the extent such Debt relates to a non-wholly owned Subsidiary that is indirectly acquired in a Permitted Acquisition (and such Debt was not incurred in contemplation of such Person becoming a Subsidiary or such acquisition) and such Subsidiary is not an Obligor hereunder, such Debt described in this clause (ii) not to exceed $10,000,000 100,000 in the aggregate at any time;