Permitted Payments: Intra-Group Liabilities. (a) Subject to paragraph (b) below, the Debtors may make Payments in respect of the Intra-Group Liabilities (whether of principal, interest or otherwise) from time to time when due.
(b) Payments in respect of the Intra-Group Liabilities may not be made pursuant to paragraph (a) above if, at the time of the Payment, an Acceleration Event has occurred and is continuing unless:
(i) the Majority Super Senior Creditors and the Required Pari Passu Creditors consent to that Payment being made; or
(ii) that Payment is made to facilitate the making of a Permitted Credit Facility Payment, a Permitted Hedge Payment or a Permitted Pari Passu Debt Payment.
Permitted Payments: Intra-Group Liabilities. The Debtors may make Payments in respect of the Intra-Group Liabilities (whether of principal, interest or otherwise) from time to time when due if:
(a) no Acceleration Event has occurred; or
(b) if that Payment is made to facilitate Payment of the Senior Liabilities or the making of any Permitted Junior Payment; or
(c) if and to the extent that the relevant Intra-Group Lender is required due to mandatory law (provided that any reasonable steps are taken to mitigate the effects of such law) to make Payment or in order to avoid any material risk of personal liability of any director of the relevant Intra-Group Lender, provided that the relevant Intra Group Lender shall promptly after such Payment inform the Senior Agent of the Payment, supplemented by reasonable evidence regarding the applicable mandatory law and threat of a material risk of personal liability of the relevant director(s) without making such Payment.
Permitted Payments: Intra-Group Liabilities. (a) Subject to paragraph (b) below, the Debtors may make Payments in respect of the Intra-Group Liabilities (whether of principal, interest or otherwise) from time to time when due and the Intra-Group Lenders may accept or agree to accept any such payment at any time.
(b) Payments in respect of the Intra-Group Liabilities may not be made pursuant to paragraph (a) above if, at the time of the Payment, an Acceleration Event has occurred and is continuing under any of the Debt Documents unless:
(i) prior to the Secured Debt Discharge Date, the Instructing Group has consented to that Payment being made; or
(ii) that Payment is made to facilitate Payment of the Secured Liabilities.
Permitted Payments: Intra-Group Liabilities. (a) Subject to paragraph (b) below, the Debtors may make Payments in respect of the Intra-Group Liabilities (whether of principal, interest or otherwise) from time to time when due.
(b) Payments in respect of the Intra-Group Liabilities may not be made pursuant to paragraph (a) above if, at the time of the Payment:
(i) in respect of Payments to the Parent, an Acceleration Event has occurred and is continuing or would occur under any of the Debt Documents unless:
(A) the Instructing Group consents to that Payment being made; or
(B) that Payment is made to facilitate Payment of the Pari Passu Liabilities;
(ii) in respect of Payments to any other member of the Group, an Acceleration Event has occurred and is continuing or would occur under any of the Debt Documents unless:
(A) the Instructing Group consents to that Payment being made; or
(B) that Payment is made to facilitate Payment of the Pari Passu Liabilities.
Permitted Payments: Intra-Group Liabilities. (a) Subject to paragraph (b) below, a Debtor may make Payments in respect of the Intra-Group Liabilities (whether of principal, interest or otherwise) from time to time.
(b) No Debtor shall make any Payments in respect of the Intra-Group Liabilities pursuant to paragraph (a) above if, at the time of that Payment, an Acceleration Event has occurred and is continuing unless:
(i) prior to the Final Discharge Date, the Instructing Group Consents to that Payment being made; or
(ii) that Payment is made to facilitate Payment of the Secured Liabilities (including but not limited to the Senior Secured Notes Trustee Amounts).
Permitted Payments: Intra-Group Liabilities. (a) Subject to paragraph (b) below, the Debtors (who are members of the Group) may make Payments in respect of the Intra-Group Liabilities (of whatsoever type, including payments of principal and/or interest, and of whatsoever nature, including by way of set-off, netting and/or account combination) from time to time, provided that no such payment would breach the terms of the Senior Facilities Agreement or the Bond Terms.
(b) Payments in respect of the Intra-Group Liabilities may not be made pursuant to paragraph (a) above if, at the time of the Payment, an Acceleration Event has occurred unless:
(i) prior to the Senior Discharge Date, the Majority Instructing Creditors consent to that Payment being made;
(ii) that Payment is made to facilitate Payment of the Senior Liabilities;
(iii) that Payment is made to facilitate , or is otherwise an intermediary step to the making of, any Permitted Payment (excluding any Permitted Intra-Group Payment); or
(iv) otherwise directed by, or consented to by, the Security Agent or (prior to the Senior Discharge Date) the Majority Instructing Creditors.
(c) Notwithstanding anything in this Agreement or any Debt Document to the contrary, nothing in this Agreement or any Debt Document shall prohibit or restrict:
(i) the roll-up or capitalisation of interest on, or other amounts in respect of, the Intra-Group Liabilities or the payment of interest on Intra-Group Liabilities by the issue of payment-in- kind instruments, an issue of shares, an incurrence of indebtedness constituting Intra- Group Liabilities, or (other than in the case of the “NewCo Loan” (as defined in the Senior Facilities Agreement)) any forgiveness, write-off or capitalisation of any Intra-Group Liabilities or the release or other discharge of any such Intra-Group Liabilities, provided that no capitalisation of an amount of principal of an Intra-Group Liability (excluding, for the avoidance of any doubt, the capitalisation of interest into principal) may be undertaken at any time that any Default or Event of Default is continuing, and provided further that no such issuance of shares may occur if it would result in (A) any Change of Control (as defined in the Senior Facilities Agreement) or (B) a direct or indirect wholly owned subsidiary of the Target no longer being directly or indirectly wholly owned by the Target;
(ii) any Intra-Group Liability of a Debtor (who is a member of the Group) being released or discharged in consideration for the issue of shares ...
Permitted Payments: Intra-Group Liabilities. (a) Subject to paragraph (b) below, the Debtors and Security Providers may make Payments in respect of the Intra-Group Liabilities (whether of principal, interest or otherwise) from time to time.
(b) Until the Final Discharge Date has occurred, if at the time of a Payment in respect of Intra-Group Liabilities, an Insolvency Event has occurred, Payments in respect of the Intra-Group Liabilities shall only be made:
(i) to effect Payment of the Liabilities owed to the Secured Parties prior to the making of any other Payments in respect of Intra-Group Liabilities; or
(ii) as otherwise consented to by an Instructing Group.
(c) Nothing in this Clause 3.2 shall prevent the Intra-Group Liabilities of a Debtor or Security Provider being reduced in accordance with the provisions of paragraph (c) of clause 18.14 (French guarantee limitation) of the 2017 Facilities Agreement or the Refinancing Equivalent.
Permitted Payments: Intra-Group Liabilities.
(a) Subject to paragraph (b) below, the Debtors and any other member of the Group may make Payments (including by way of set-off) in respect of the Intra-Group Liabilities (whether of principal, interest or otherwise) from time to time when due.
(b) Payments in respect of the Intra-Group Liabilities may not be made pursuant to paragraph (a) above if, at the time of the Payment, a Declared Default has occurred unless:
(i) prior to the Senior Discharge Date the Majority Senior Creditors consent to that Payment being made; or
(ii) that Payment is made to facilitate Payment of the Senior Liabilities.
Permitted Payments: Intra-Group Liabilities. Subject to paragraph (b) below, the Debtors may make Payments in respect of the Intra-Group Liabilities (whether of principal, interest or otherwise) from time to time.
Permitted Payments: Intra-Group Liabilities. (a) Subject to paragraph (b) and (c) below, the Group Debtors may make Payments in respect of the Intra-Group Liabilities (whether of principal, interest or otherwise) from time to time.
(b) Subject to paragraph (c) below, payments in respect of the Intra-Group Liabilities may not be made pursuant to paragraph (a) above if, at the time of the Payment an Acceleration Event has occurred unless:
(i) that Payment is made to facilitate the making of a Permitted Hedge Payment, a Permitted Super Senior Debt Payment, a Permitted Pari Passu Debt Payment, a Permitted Independent Security Creditor Payment, a Permitted Unsecured Payment, a Permitted Second Lien Debt Payment or a Permitted Senior Subordinated Debt Payment which is permitted by this Agreement;
(ii) (A) prior to the Super Senior Discharge Date, the Required Super Senior Creditors consent to that action;
