Common use of Prepayment of Debt Clause in Contracts

Prepayment of Debt. Prepay, redeem, purchase, defease or otherwise satisfy prior to the scheduled maturity thereof in any manner, or make any payment in violation of any subordination terms of, any Debt and will not permit any of its Subsidiaries to do any of the foregoing; provided, however, that the Servicer or any Subsidiary of the Servicer may (i) prepay any obligations hereunder in accordance with the terms of this Agreement, (ii) make regularly scheduled or otherwise required repayments or redemptions of Debt, (iii) prepay any Debt payable to the Servicer by any of its Subsidiaries, (iv) renew, extend, refinance and refund Debt on terms no less favorable to the Servicer or its Subsidiary obligated thereunder, including as to weighted average maturity and final maturity, than the Debt being renewed, extended, refinanced or refunded, (v) to the extent that the Servicer sells or otherwise disposes of any assets in accordance with the requirements of Section 5.06(f) (as certified to the Agent by a Responsible Officer of the Servicer), the Servicer may apply up to 70% of the net cash proceeds received by the Servicer in connection with any such sale or other disposition (as such amount shall be certified to the Agent by a Responsible Officer of the Servicer) to prepay, redeem or otherwise purchase, at the election of the Servicer, any 105/8% Senior Notes outstanding; provided, that, both before and after giving effect to any such prepayment, redemption or purchase, (x) each of the representations and warranties contained in Article IV (Representations and Warranties) of this Agreement or the other Transaction Documents is true and correct in all material respects as if made on and as of such date and except to the extent that such representations and warranties specifically relate to a specific date, in which case such representations and warranties shall be true and correct in all material respects as of such specific date and (y) no Potential Event of Termination or Event of Termination shall have occurred and be continuing on and as of such date, and (vi) prepay any other obligations on any Debt provided, that before and after giving effect to such prepayment (a) Total Excess Availability (calculated on a pro forma basis using the average Total Excess Availability for each day during the preceding calendar month) is not less than $60,000,000, reduced by the amount of any Restricted Payments made during such month and (b) the Fixed Charge Coverage Ratio of the Servicer and its Subsidiaries for the then most recently ended four fiscal quarter period is not less than 1.0 to 1.0

Prepayment of Debt. Prepay, redeem, purchase, defease or otherwise satisfy prior to the scheduled maturity thereof in any manner, or make any payment in violation of any subordination terms of, any Debt and will not permit any of its Subsidiaries to do any of the foregoing; provided, however, that the Servicer or any Subsidiary of the Servicer may (i) prepay any obligations hereunder in accordance with the terms of this Agreement, (ii) make regularly scheduled or otherwise required repayments or redemptions of Debt, (iii) prepay any Debt payable to the Servicer by any of its Subsidiaries, (iv) renew, extend, refinance and refund Debt on terms no less favorable to the Servicer or its Subsidiary obligated thereunder, including as to weighted average maturity and final maturity, than the Debt being renewed, extended, refinanced or refunded, (v) to the extent that the Servicer sells or otherwise disposes of any assets in accordance with the requirements of Section 5.06(f) (as certified to the Agent by a Responsible Officer of the Servicer), the Servicer may apply up to 70% of the net cash proceeds received by the Servicer in connection with any such sale or other disposition (as such amount shall be certified to the Agent by a Responsible Officer of the Servicer) to prepay, redeem or otherwise purchase, at the election of the Servicer, any 105/8% 10?% Senior Notes outstanding; provided, that, both before and after giving effect to any such prepayment, redemption or purchase, (x) each of the representations and warranties contained in Article IV (Representations and Warranties) of this Agreement or the other Transaction Documents is true and correct in all material respects as if made on and as of such date and except to the extent that such representations and warranties specifically relate to a specific date, in which case such representations and warranties shall be true and correct in all material respects as of such specific date and (y) no Potential Event of Termination or Event of Termination shall have occurred and be continuing on and as of such date, and (vi) prepay any other obligations on any Debt provided, that before and after giving effect to such prepayment (a) Total Excess Availability (calculated on a pro forma basis using the average Total Excess Availability for each day during the preceding calendar month) is not less than $60,000,000, reduced by the amount of any Restricted Payments made during such month and (b) the Fixed Charge Coverage Ratio of the Servicer and its Subsidiaries for the then most recently ended four fiscal quarter period is not less than 1.0 to 1.0.

Prepayment of Debt. PrepayThe Company shall not, redeem, purchase, defease or otherwise satisfy prior to the scheduled maturity thereof in any manner, or make any payment in violation of any subordination terms of, any Debt and will shall not permit any of the Subsidiaries to, directly or indirectly, make any voluntary or mandatory payment or distribution on account of, or voluntarily or mandatorily purchase, acquire, redeem or retire, any Debt, prior to 30 days before its Subsidiaries originally stated maturity (or its stated maturity on the date hereof, in the case of Debt outstanding on the date hereof), or in the case of interest, its stated due date, or directly or indirectly become obligated to do any of the foregoing; providedforegoing by amending the terms thereof or otherwise, howeverexcept for: (a) optional or mandatory prepayments or repurchases of, that the Servicer or any Subsidiary payments or distributions on account of the Servicer may (i) prepay purchase, acquisition, repurchase, redemption or other retirement of Pari Passu Debt or of other amounts pursuant to the Pari Passu Financing Documents prior to their stated maturity, provided that if the Company makes any obligations hereunder such prepayment or repurchase, or makes any such payment or distribution on account of the purchase, acquisition, repurchase, Common Terms Agreement 75 86 redemption or other retirement of Pari Passu Debt in accordance with the terms of this the applicable Pari Passu Financing Agreement, (ii) make regularly scheduled the Company must elect to optionally prepay or otherwise required repayments or redemptions of Debt, (iii) prepay any Debt payable to the Servicer by any of its Subsidiaries, (iv) renew, extend, refinance and refund voluntarily repurchase all other Pari Passu Debt on a pro rata basis (based upon the respective principal amounts outstanding under the respective Pari Passu Financing Agreements) under the optional prepayment or voluntary repurchase terms no less favorable to of the Servicer or its Subsidiary obligated thereunder, including as to weighted average maturity and final maturity, respective Pari Passu Financing Agreements; (b) prepayments made with the proceeds of Refinancing Debt (other than in respect of Pari Passu Debt) incurred for the purpose of refinancing the Debt being renewedprepaid, extended, refinanced or refunded, (v) to the extent that the Servicer sells or otherwise disposes permitted by Section 5.2; (c) prepayments of any assets in accordance with the requirements accounts payable; (d) prepayments by Subsidiaries of Section 5.06(f) (as certified Debt owed to the Agent by a Responsible Officer of the Servicer)Company or to Subsidiary Guarantors, the Servicer may apply up to 70% of the net cash proceeds received by the Servicer in connection with any such sale or other disposition (as such amount shall be certified to the Agent by a Responsible Officer of the Servicer) to prepay, redeem or otherwise purchase, at the election of the Servicer, any 105/8% Senior Notes outstanding; provided, that, both before and after giving effect to any such prepayment, redemption or purchase, (x) each of the representations and warranties contained in Article IV (Representations and Warranties) of this Agreement or the other Transaction Documents is true and correct in all material respects as if made on and as of such date and except to the extent that such representations and warranties specifically relate otherwise permissible under the Intercompany Debt Subordination Agreement; (e) repurchase of Exchange Debt with the proceeds of Qualified Funded Equity pursuant to a specific date, in which case such representations and warranties shall be true and correct in all material respects as of such specific date and (ySection 3(d) no Potential Event of Termination or Event of Termination shall have occurred and be continuing on and as of such date, and (vi) prepay any other obligations on any Debt provided, that before and after giving effect to such prepayment (a) Total Excess Availability (calculated on a pro forma basis using the average Total Excess Availability for each day during the preceding calendar month) is not less than $60,000,000, reduced by the amount of any Restricted Payments made during such month and (b) the Fixed Charge Coverage Ratio of the Servicer and its Subsidiaries for Capital Contribution Agreement; (f) prepayments under the then most recently ended four fiscal quarter period is not less than 1.0 to 1.0Working Capital Facility; and (g) prepayment of Purchase Money Debt permitted by Section 5.2(a)(iii).

Prepayment of Debt. Prepay, redeem, purchase, defease or otherwise satisfy prior to the scheduled maturity thereof in any manner, or make any payment in violation of any subordination terms of, any Debt and will not permit any of its Subsidiaries to do any of the foregoing; provided, however, that the Servicer or any Subsidiary of the Servicer may (i) prepay any obligations hereunder in accordance with the terms of this Agreement, (ii) make regularly scheduled or otherwise required repayments or redemptions of Debt, (iii) prepay Debt under the Revolving Credit Agreement; (iv) prepay any Debt payable to the Servicer by any of its Subsidiaries, (ivv) renew, extend, refinance and refund Debt on terms no less favorable to the Servicer or its Subsidiary obligated thereunder, including as to weighted average maturity and final maturity, than the Debt being renewed, extended, refinanced or refunded, (vvi) to the extent that the Servicer sells or otherwise disposes of any assets in accordance with the requirements of Section 5.06(f) (as certified to the Agent by a Responsible Officer of the Servicer), the Servicer may apply up to 70% of the net cash proceeds received by the Servicer in connection with any such sale or other disposition (as such amount shall be certified to the Agent by a Responsible Officer of the Servicer) to prepay, redeem or otherwise purchase, at the election of the Servicer, any 105/810 5/8% Senior Notes, any Geon Notes and/or MA Hxxxx Notes outstanding; provided, that, both before and after giving effect to any such prepayment, redemption or purchase, (x) each of the representations and warranties contained in Article IV (Representations and Warranties) of this Agreement or the other Transaction Documents is true and correct in all material respects as if made on and as of such date and except to the extent that such representations and warranties specifically relate to a specific date, in which case such representations and warranties shall be true and correct in all material respects as of such specific date and (y) no Potential Event of Termination or Event of Termination shall have occurred and be continuing on and as of such date, and (vivii) prepay any other obligations on any Debt provided, that before and after giving effect to such prepayment (a) Total Excess Availability (calculated on a pro forma basis using the average Total Excess Availability for each day during the preceding calendar month) is not less than $60,000,000100,000,000, reduced by the amount of any Restricted Payments made during such month and (b) the Fixed Charge Coverage Ratio of the Servicer and its Subsidiaries for the then most recently ended four fiscal quarter period is not less than 1.0 to 1.0

Prepayment of Debt. Prepay, redeem, purchase, defease or otherwise satisfy prior to the scheduled maturity thereof in any manner, or make any payment in violation of any subordination terms of, any Debt and will not permit any of its Subsidiaries to do any of the foregoing; provided, however, that the Servicer or any Subsidiary of the Servicer may (i) prepay any obligations hereunder in accordance with the terms of this Agreement, (ii) make regularly scheduled or otherwise required repayments or redemptions of Debt, (iii) prepay any Debt payable to the Servicer by any of its Subsidiaries, (iv) renew, extend, refinance and refund Debt on terms no less favorable to the Servicer or its Subsidiary obligated thereunder, including as to weighted average maturity and final maturity, than the Debt being renewed, extended, refinanced or refunded, (v) to the extent that the Servicer sells or otherwise disposes of any assets in accordance with the requirements of Section 5.06(f) (as certified to the Agent by a Responsible Officer of the Servicer), the Servicer may apply up to 70% of the net cash proceeds received by the Servicer in connection with any such sale or other disposition (as such amount shall be certified to the Agent by a Responsible Officer of the Servicer) to prepay, redeem or otherwise purchase, at the election of the Servicer, any 105/8% Senior Notes outstanding; provided, that, both before and after giving effect to any such prepayment, redemption or purchase, (x) each of the representations and warranties contained in Article IV (Representations and Warranties) of this Agreement or the other Transaction Documents is true and correct in all material respects as if made on and as of such date and except to the extent that such representations and warranties specifically relate to a specific date, in which case such representations and warranties shall be true and correct in all material respects as of such specific date and (y) no Potential Event of Termination or Event of Termination shall have occurred and be continuing on and as of such date, and (vi) prepay any other obligations on any Debt provided, that before and after giving effect to such prepayment (a) Total Excess Availability (calculated on a pro forma basis using the average Total Excess Availability for each day during the preceding calendar month) is not less than $60,000,000, reduced by the amount of any Restricted Payments made during such month and (b) the Fixed Charge Coverage Ratio of the Servicer and its Subsidiaries for the then most recently ended four fiscal quarter period is not less than 1.0 to 1.0.

Prepayment of Debt. PrepayBorrower will not, redeem, purchase, defease or otherwise satisfy prior to the scheduled maturity thereof in any manner, or make any payment in violation of any subordination terms of, any Debt and will not permit any Subsidiary to prepay, optionally redeem or repurchase any Debt other than the Obligations; provided that (a) Borrower may prepay the Debt required to be prepaid pursuant to Section 9.1(a); (b) Borrower may prepay up to an aggregate amount of its Subsidiaries to do any Five Million Dollars ($5,000,000) of Debt during the foregoing; provided, however, that term of this Agreement (other than the Servicer or any Subsidiary of Debt described in the Servicer may foregoing clause (a)) if (i) prepay any obligations hereunder in accordance with the terms of this Agreementno Default exists or would result therefrom, (ii) make regularly scheduled the average daily balances of the sum of Borrower's and the Subsidiaries' cash, cash equivalents and the Borrowing Availability for the thirty (30) day period prior to the date of the prepayment and calculated as if the prepayment had occurred on the first (1st) day of such period, shall equal or otherwise required repayments or redemptions of Debtexceed Four Million Dollars ($4,000,000), (iii) prepay any Debt payable to the Servicer by any Borrower shall have provided Agent evidence of its Subsidiaries, compliance with clause (ii) preceding on the date of the proposed prepayment; and (iv) renewthe amount of the Restructuring Prepayment Amount relating to such Debt, extendif any, refinance and refund calculated in respect of such prepayment shall not exceed $750,000, with the term "Restructuring Prepayment Amount" meaning, with respect to any Debt on terms no less favorable to outstanding at any time that has been restructured, as of the Servicer or its Subsidiary obligated thereunderdate of determination, including as to weighted average maturity and final maturitythe excess of, than the Debt being renewed, extended, refinanced or refundedif any, (va) to the extent that the Servicer sells or otherwise disposes aggregate net present value of any assets each installment payable in accordance with the requirements of Section 5.06(f) (as certified to the Agent by a Responsible Officer of the Servicer), the Servicer may apply up to 70% of the net cash proceeds received by the Servicer in connection with any such sale or other disposition (as such amount shall be certified to the Agent by a Responsible Officer of the Servicer) to prepay, redeem or otherwise purchase, at the election of the Servicer, any 105/8% Senior Notes outstanding; provided, that, both before and after giving effect to any such prepayment, redemption or purchase, (x) each of the representations and warranties contained in Article IV (Representations and Warranties) of this Agreement or the other Transaction Documents is true and correct in all material respects as if made on and as respect of such date Debt after it has been restructured less the aggregate amount of payments, expenditures and except other associated costs which could reasonably be expected to the extent that such representations and warranties specifically relate have been made or incurred (prior to a specific date, in which case such representations and warranties shall be true and correct in all material respects as of such specific date and (y) no Potential Event of Termination or Event of Termination shall have occurred and be continuing on and as of such date, and (vi) prepay any other obligations on any Debt provided, that before and after giving effect to such prepayment restructuring) from and after the date of such restructuring to the original final maturity of such Debt (aprior to giving effect to such restructuring) Total Excess Availability (calculated on but will no longer be required to be made or incurred as a pro forma basis using the average Total Excess Availability for each day during the preceding calendar month) is not less than $60,000,000result of such restructuring, reduced by the amount of any Restricted Payments made during such month including, without limitation, employment and shareholder compensation and benefits, over (b) the Fixed Charge Coverage Ratio aggregate net present value of each installment payable in respect of such Debt immediately before it has been restructured; provided, that the Servicer and its Subsidiaries for net present value of any payment hereunder shall be determined by the then most recently ended four fiscal quarter period is not less than 1.0 Borrower using a discount rate determined by the Borrower to 1.0be reasonable at the date of such determination.