Prepayment of Other Indebtedness, Etc. The Credit Parties will not permit any Consolidated Party to (a) if any Default or Event of Default has occurred and is continuing or would be directly or indirectly caused as a result thereof, (i) amend or modify any of the terms of any Indebtedness of such Consolidated Party if such amendment or modification would add or change any terms in a manner adverse to such Consolidated Party, or shorten the final maturity or average life to maturity or require any payment to be made sooner than originally scheduled or increase the interest rate applicable thereto, or (ii) except for the exchange of the Subordinated Notes for (A) the Subordinated Remarketed Notes or (B) notes with identical terms as the Subordinated Remarketed Notes registered pursuant to the registration rights agreement attached as an exhibit to the Subordinated Note Purchase Agreement, make (or give any notice with respect thereto) any voluntary or optional payment or prepayment or redemption or acquisition for value of (including without limitation, by way of depositing money or securities with the trustee with respect thereto before due for the purpose of paying when due), refund, refinance or exchange of any other Indebtedness of such Consolidated Party, (b) amend or modify any of the terms of any Subordinated Indebtedness if such amendment or modification would add or change any terms in a manner adverse to the Consolidated Parties, or shorten the final maturity or average life to maturity thereof or require any payment to be made sooner than originally scheduled or increase the interest rate applicable thereto or change any subordination provision thereof, (c) make interest payments (including payment of accrued interest and premium, if any, payable in connection with a redemption of any Subordinated Indebtedness permitted under this Section 8.8) or any other payments in respect of any Subordinated Indebtedness in violation of the subordination provisions of the documents evidencing or governing such Subordinated Indebtedness or (d) except for the exchange of the Subordinated Notes for (A) the Subordinated Remarketed Notes or (B) notes with identical terms as the Subordinated Remarketed Notes registered pursuant to the registration rights agreement attached as an exhibit to the Subordinated Note Purchase Agreement, make (or give any notice with respect thereto) any voluntary or optional payment or prepayment, redemption, acquisition for value or defeasance of (including without limitation...
Prepayment of Other Indebtedness, Etc. (a) Amend or modify any of the terms of any Indebtedness of any Loan Party or any Subsidiary (other than Indebtedness arising under the Loan Documents) if such amendment or modification would add or change any terms in a manner adverse to any Loan Party or any Subsidiary, or shorten the final maturity or average life to maturity or require any payment to be made sooner than originally scheduled or increase the interest rate applicable thereto.
(b) Make (or give any notice with respect thereto) any voluntary or optional payment or prepayment or redemption or acquisition for value of (including by way of depositing money or securities with the trustee with respect thereto before due for the purpose of paying when due), refund, refinance or exchange of any Indebtedness of any Loan Party or any Subsidiary (other than Indebtedness arising under the Loan Documents).
Prepayment of Other Indebtedness, Etc. Permit any Consolidated Party to, if any Default or Event of Default has occurred and is continuing or would be directly or indirectly caused as a result thereof, (a) amend or modify any of the terms of any Indebtedness of such Consolidated Party (other than Indebtedness under the Loan Documents) if such amendment or modification would add or change any terms in a manner adverse to such Consolidated Party, or shorten the final maturity or average life to maturity or require any payment to be made sooner than originally scheduled or increase the interest rate applicable thereto, or (b) make (or give any notice with respect thereto) any voluntary, optional or other non-scheduled payment, prepayment, redemption, acquisition for value (including without limitation, by way of depositing money or securities with the trustee with respect thereto before due for the purpose of paying when due), refund, refinance or exchange of any Indebtedness of such Consolidated Party (other than Indebtedness under the Loan Documents) (in each case, whether or not mandatory).
Prepayment of Other Indebtedness, Etc. If any Event of Default has occurred and is continuing or would be directly or indirectly caused as a result thereof, after the issuance thereof, (a) amend or modify any of the terms of any Indebtedness of such Person (other than Indebtedness arising under the Loan Documents) if such amendment or modification would add or change any terms in a manner adverse in any material respect to such Person or to the Lenders, (b) shorten the final maturity or average life to maturity thereof or require any payment thereon to be made sooner than originally scheduled or increase the interest rate applicable thereto, or (c) make (or give any notice with respect thereto) any voluntary or optional payment or prepayment thereof, or make (or give any notice with respect thereto) any redemption or acquisition for value or defeasance (including without limitation, by way of depositing money or securities with the trustee with respect thereto before due for the purpose of paying when due), refund, refinance or exchange with respect thereto.
Prepayment of Other Indebtedness, Etc. (a) If any Event of Default exists, amend or modify any of the terms of any Indebtedness of any Loan Party or any Subsidiary owing to any non-Affiliate if such amendment or modification would add or change any terms in a manner materially adverse to any Loan Party or any Subsidiary, or shorten the final maturity or average life to maturity or require any payment to be made sooner than originally scheduled or increase the interest rate applicable thereto; provided that (i) in connection with any extension of the maturity date of such Indebtedness, the interest rate may be increased so long as it is not increased to a rate that does not exceed the then applicable market interest rate and (ii) no amendments or modifications may be made in respect of any Indebtedness that is subordinated to the Obligations unless permitted by the subordination agreement or subordination provisions applicable to such Indebtedness.
(b) If any Event of Default exists, make (or give any notice with respect thereto) any voluntary or optional payment or prepayment or redemption or acquisition for value of (including without limitation, by way of depositing money or securities with the trustee with respect thereto before due for the purpose of paying when due), refund, refinance or exchange of any Indebtedness of any Loan Party or any Subsidiary to any non-Affiliate; provided, however, (i) the Borrower may redeem the Existing Senior Notes within two (2) Business Days following the Closing Date and (ii) no payments may be made in respect of any Indebtedness that is subordinated to the Obligations unless permitted by the subordination agreement or subordination provisions applicable to such Indebtedness.
Prepayment of Other Indebtedness, Etc. (a) Make any voluntary or optional payment or prepayment of principal, interest or other amounts on or redeem, purchase, acquire for value (including without limitation, by way of depositing money or securities with the trustee with respect thereto before due for the purpose of paying when due), defease or otherwise satisfy prior to the scheduled maturity thereof in any manner (i) any Subordinated Indebtedness, (ii) any Indebtedness secured by Liens on the Collateral junior to those created under the Loan Documents or (iii) any Indebtedness incurred or maintained in reliance on Section 8.03(f) or Section 8.03(g) (other than a refinancing of Indebtedness incurred or maintained in reliance on Section 8.03(f) or Section 8.03(g) that is conducted pursuant to and in accordance with the express provisions of Section 8.03(f) or the second proviso in Section 8.03(g), respectively) (each a “Junior Debt Payment”), except:
(i) so long as no Default exists or would result therefrom, Junior Debt Payments made using the Cumulative Credit then available; and
(ii) any additional Junior Debt Payments; provided that (A) both before and after giving effect to any such Junior Debt Payment, the Consolidated Leverage Ratio is less than 2.75 to 1.00 and the Loan Parties are otherwise in compliance with the financial covenants in Section 8.11, in each case on a Pro Forma Basis, with such financial covenants recomputed for the four-quarter period for which financial statements have been most recently delivered to the Administrative Agent pursuant to Section 7.01(a) or 7.01(b), and (B) no Default shall exist at the time of, or would result from, such Junior Debt Payment.
(b) Make any Junior Debt Payment in violation of any Subordination Agreement relating to such Indebtedness or any other subordination provisions applicable thereto.
(c) Amend, modify or change the terms of any Subordinated Indebtedness if such amendment or modification would add or change any terms in a manner materially adverse to the Parent or any Restricted Subsidiary (including any amendment or modification that would shorten the final maturity or average life to maturity or require any payment to be made sooner than originally scheduled or increase the interest rate applicable thereto).
(d) Make any payment or contribution pursuant to the Modified Joint Plan of Reorganization made for the purposes of obtaining the benefit of a claims injunction under 11 U.S.C. §524(g)(1) and (4), other than the Deferred Contri...
Prepayment of Other Indebtedness, Etc. If any Default has occurred and is continuing or shall exist immediately after giving effect thereto, make (or give any notice with respect thereto) any voluntary or optional payment or prepayment or redemption or acquisition for value of (including without limitation, by way of depositing money or securities with the trustee with respect thereto before due for the purpose of paying when due), refund, refinance or exchange of any Indebtedness of AWI or any Subsidiary (other than Indebtedness arising under the Loan Documents and Securitization Indebtedness).
Prepayment of Other Indebtedness, Etc. (a) Amend or modify any of the terms of any Indebtedness of Borrower or any Subsidiary (other than Indebtedness arising under the Loan Documents or Indebtedness to another Loan Party) other than amendments or modifications, which, together with any prior amendments or modifications, would not have a Material Adverse Effect.
(b) On and after the occurrence of an Event of Default which is continuing, or if such payment, prepayment or acquisition would result in an Event of Default thereafter, make (or give any notice with respect thereto) any voluntary or optional payment or prepayment or redemption or acquisition for value of (including without limitation, by way of depositing money or securities with the trustee with respect thereto before due for the purpose of paying when due), refund, refinance or exchange of any Indebtedness of Borrower or any Subsidiary (other than Indebtedness arising under the Loan Documents).
Prepayment of Other Indebtedness, Etc. (a) Amend or modify any of the terms of (a) the Indenture or any of the Senior Notes other than amendments or modifications that are not adverse to the Lenders, as reasonably determined by the Administrative Agent and which, together with any prior amendments or modifications, would not have a Material Adverse Effect, or (b) any other Indebtedness of Borrower or any Subsidiary (other than Indebtedness arising under the Loan Documents or Indebtedness to another Loan Party) other than amendments or modifications, which, together with any prior amendments or modifications, would not have a Material Adverse Effect.
(b) On and after the occurrence of an Event of Default which is continuing, or if such payment, prepayment or acquisition would result in an Event of Default thereafter, make (or give any notice with respect thereto) any payment or prepayment or redemption or acquisition for value of (including without limitation, by way of depositing money or securities with the trustee with respect thereto before due for the purpose of paying when due), refund, refinance or exchange of any Indebtedness of Borrower or any Subsidiary (other than Indebtedness arising under the Loan Documents) to the extent any of the foregoing are voluntary or optional.
17. Section 9.01(e) of the Credit Agreement is hereby amended in its entirety to read as follows:
Prepayment of Other Indebtedness, Etc. (a) If any Default exists, amend or modify any of the terms of any Indebtedness of the Company or any Subsidiary having a principal amount in excess of $500,000 (other than Indebtedness arising under the Loan Documents) if such amendment or modification would add or change any terms in a manner adverse to the Company or any Subsidiary, or shorten the final maturity or average life to maturity or require any payment to be made sooner than originally scheduled or increase the interest rate applicable thereto.
(b) If any Default exists, make (or give any notice with respect thereto) any voluntary or optional payment or prepayment or redemption or acquisition for value of (including without limitation, by way of depositing money or securities with the trustee with respect thereto before due for the purpose of paying when due), refund, refinance or exchange of any Indebtedness of the Company or any Subsidiary having a principal amount in excess of $500,000 (other than Indebtedness arising under the Loan Documents).
