Common use of Prepayments, Amendments, Etc. of Debt Clause in Contracts

Prepayments, Amendments, Etc. of Debt. (i) Except with respect to Debt under the Revolving Credit Agreement (or any Permitted Refinancing thereof), prepay, redeem, purchase, defease, convert into cash or otherwise satisfy prior to the scheduled maturity thereof in any manner, or permit any of its Subsidiaries to prepay, redeem, purchase, defease, convert into cash 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 (it being understood that regularly scheduled payments of interest shall be permitted), except (A) regularly scheduled (including repayments of revolving facilities) or required repayments or redemptions of Debt permitted hereunder, provided that (1) before and after giving effect to such prepayment, redemption, purchase, defeasance or other satisfaction, no Default shall have occurred and be continuing and (2) the Agent shall have received a certificate from a Responsible Officer of the Company certifying compliance with the foregoing clause (1), (B) any repayments of subordinated Debt to the Loan Parties that was permitted to be incurred under this Agreement, (C) conversion of convertible debt into common stock of the Company and payments of cash in lieu of fractional shares upon any such conversion, or (D) with the proceeds of any Permitted Refinancing permitted under Section 5.02(d), (ii) amend, modify or change in any manner adverse to the Lenders any term or condition of the Revolving Credit Agreement or any related loan documents or any subordinated Debt, or (iii) amend, modify or change any term or condition in the Revolving Credit Agreement or any related loan documents, other than to the extent permitted under the Intercreditor Agreement.

Prepayments, Amendments, Etc. of Debt. (i) Except with respect to Debt under the Revolving Existing DIP Credit Agreement (or any Permitted Refinancing thereof)as permitted by the DIP Order, prepay, redeem, purchase, defease, convert into cash or otherwise satisfy prior to the scheduled maturity thereof in any manner, or permit any of its Subsidiaries to prepay, redeem, purchase, defease, convert into cash or otherwise satisfy prior to the scheduled maturity thereof in any manner or make any payment in violation of any subordination terms ofmanner, any Debt (it being understood that (i) regularly scheduled payments of interest (other than in respect of Pre-Petition Debt) and (ii) payments in respect of adequate protection made in accordance with the DIP Order, shall be permitted, (x) any Debt of any Loan Party incurred prior to the Petition Date (including the Existing Second Lien Debt, but excluding Debt incurred under the Existing Secured Agreements), (y) any Debt that is subordinated to the Obligations or (z) any other Debt, except (A) in the case of clause (z) only, for regularly scheduled (including repayments of revolving facilities) or required repayments or redemptions of Debt permitted hereunder, provided that (1) before and after giving effect to such prepayment, redemption, purchase, defeasance or other satisfaction, no Default shall have occurred and be continuing and (2) the Agent shall have received a certificate from a Responsible Officer of the Company certifying compliance with the foregoing clause (1), (B) any repayments of subordinated Debt to the Loan Parties that was permitted to be incurred under this Agreement, (C) conversion of convertible debt into common stock of the Company and payments of cash in lieu of fractional shares upon any such conversion, (D) as expressly provided for in the “first day” orders of the Bankruptcy Court or (DE) with the proceeds of any Permitted Refinancing permitted under Section 5.02(d), (ii) amend, modify or change in any manner adverse to the Lenders any term or condition of the Revolving Existing DIP Credit Agreement or any related loan documents or any subordinated Debt, or (iii) amend, modify or change any term or condition in the Revolving Credit Agreement or any related loan documents, other than to the extent permitted under the Intercreditor Agreement.or

Prepayments, Amendments, Etc. of Debt. (i) Except with respect to Debt under the Revolving Credit Agreement (or any Permitted Refinancing thereof), prepayPrepay, redeem, purchase, defease, convert into cash or otherwise satisfy prior to the scheduled maturity thereof in any manner, or permit any Table of Contents of its Subsidiaries to prepay, redeem, purchase, defease, convert into cash 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 (it being understood that (i) regularly scheduled payments of interest (other than in respect of Pre-Petition Debt, except to the extent permitted under the Orders) and (ii) payments in respect of adequate protection made in accordance with the Orders, shall be permitted) (x) any Debt of any Loan Party incurred prior to the Petition Date (including the Existing Second Lien Debt but excluding the Existing Secured Agreements), (y) any Debt that is subordinated to the Obligations or (z) any other Debt, except (A) in the case of clause (z) only, for regularly scheduled (including repayments of revolving facilities) or required repayments or redemptions of Debt permitted hereunder, hereunder provided that (1) before and after giving effect to such prepayment, redemption, purchase, defeasance or other satisfaction, no Default shall have occurred and be continuing and (2) the Agent shall have received a certificate from a Responsible Officer of the Company Borrower certifying compliance with the foregoing clause (1), (B) any repayments of subordinated Debt to the Loan Parties that was permitted to be incurred under this Agreement, (C) conversion of convertible debt into common stock of the Company Borrower and payments of cash in lieu of fractional shares upon any such conversion, (D) as expressly provided for in the “first day” orders of the Bankruptcy Court, (E) so long as no Default shall have occurred and be continuing or would result therefrom, any prepayments or repayments of the New Money Loans or any Debt that constitutes (1) a Permitted Refinancing thereof or (D2) a Permitted Refinancing of the Debt described in clause (1) (including subsequent Permitted Refinancings) or (F) with the proceeds of any Permitted Refinancing permitted under Section 5.02(d), or (ii) amend, modify or change (x) in any manner adverse to the Lenders any term or condition of any subordinated Debt or (y) in any manner materially adverse to the Revolving Credit Agreement Lenders any Debt incurred under the DIP Term Loan Facility Documents or any related loan documents or Debt that constitutes a Permitted Refinancing thereof (including subsequent Permitted Refinancings) (it being understood that any subordinated Debtsuch amendment, or (iii) amend, modify modification or change any term or condition in that is not permitted under Section 6.3(b) of the Revolving Credit Intercreditor Agreement or any related loan documents, other than without the consent of the Agent shall be deemed materially adverse to the extent permitted under the Intercreditor AgreementLenders).

Prepayments, Amendments, Etc. of Debt. (i) Except with respect to Debt under the Revolving Credit Agreement (or any Permitted Refinancing thereof), prepayPrepay, redeem, purchase, defease, convert into cash or otherwise satisfy prior to the scheduled maturity thereof in any manner, or permit any of its Subsidiaries to prepay, redeem, purchase, defease, convert into cash 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 (it being understood that (i) regularly scheduled payments of interest (other than in respect of Pre-Petition Debt, except to the extent permitted under the Orders) and (ii) payments in respect of adequate protection made in accordance with the Orders, shall be permitted) (x) any Debt of any Loan Party incurred prior to the Petition Date (including the Existing Second Lien Debt but excluding the Existing Secured Agreements), (y) any Debt that is subordinated to the Obligations or (z) any other Debt, except (A) in the case of clause (z) only, for regularly scheduled (including repayments of revolving facilities) or required repayments or redemptions of Debt permitted hereunder, hereunder provided that (1) before and after giving effect to such prepayment, redemption, purchase, defeasance or other satisfaction, no Default shall have occurred and be continuing and (2) the Agent shall have received a certificate from a Responsible Officer of the Company Borrower certifying compliance with the foregoing clause (1), (B) any repayments of subordinated Debt to the Loan Parties that was permitted to be incurred under this Agreement, (C) conversion of convertible debt into common stock of the Company Borrower and payments of cash in lieu of fractional shares upon any such conversion, (D) as expressly provided for in the “first day” orders of the Bankruptcy Court, (E) so long as no Default shall have occurred and be continuing or would result therefrom, any prepayments or repayments of the New Money Loans or any Debt that constitutes (1) a Permitted Refinancing thereof or (D2) a Permitted Refinancing of the Debt described in clause (1) (including subsequent Permitted Refinancings) or (F) with the proceeds of any Permitted Refinancing permitted under Section 5.02(d), or (ii) amend, modify or change (x) in any manner adverse to the Lenders any term or condition of any subordinated Debt or (y) in any manner materially adverse to the Revolving Credit Agreement Lenders any Debt incurred under the DIP Term Loan Facility Documents or any related loan documents or Debt that constitutes a Permitted Refinancing thereof (including subsequent Permitted Refinancings) (it being understood that any subordinated Debtsuch amendment, or (iii) amend, modify modification or change any term or condition in that is not permitted under Section 6.3(b) of the Revolving Credit Intercreditor Agreement or any related loan documents, other than without the consent of the Agent shall be deemed materially adverse to the extent permitted under the Intercreditor AgreementLenders).

Prepayments, Amendments, Etc. of Debt. (i) Except with respect to Debt under the Revolving Credit Agreement (or any Permitted Refinancing thereof), prepayPrepay, redeem, purchase, defease, convert into cash or otherwise satisfy prior to the scheduled maturity thereof in any manner, or permit any of its Subsidiaries to prepay, redeem, purchase, defease, convert into cash or otherwise satisfy prior to the scheduled maturity thereof in any manner or make (x) any payment in violation Debt of any subordination terms ofLoan Party incurred prior to the Petition Date (including the Existing Second Lien Debt but excluding Debt incurred under the Existing Credit Agreement or the Existing Secured Agreements), (y) any Debt that is subordinated to the Obligations or (it being understood that regularly scheduled payments of interest shall be permitted)z) any other Debt, except (A) in the case of clause (z) only, for regularly scheduled (including repayments of revolving facilities) or required repayments or redemptions of Debt permitted hereunder, hereunder provided that (1) before and after giving effect to such prepayment, redemption, purchase, defeasance or other satisfaction, no Default shall have occurred and be continuing and (2) the Agent shall have received a certificate from a Responsible Officer of the Company certifying compliance with the foregoing clause XXX (1), 0) (BX) any repayments of subordinated Debt to the Loan Parties that was permitted to be incurred under this Agreement, (C) conversion of convertible debt into common stock of the Company and payments of cash in lieu of fractional shares upon any such conversion, (D) as expressly provided for in the “first day” orders of the Bankruptcy Court entered upon pleadings in the form and substance acceptable to the Agent or (DE) with the proceeds of any Permitted Refinancing permitted under Section 5.02(d), or (ii) amend, modify or change in any manner adverse to the Lenders any term or condition of the Revolving Credit Agreement or any related loan documents or any subordinated Debt, or (iii) amend, modify or change any term or condition in the Revolving Credit Agreement or any related loan documents, other than to the extent permitted under the Intercreditor Agreement.

Prepayments, Amendments, Etc. of Debt. (i) Except with respect to Debt under the Revolving Credit Agreement (or any Permitted Refinancing thereof), prepayPrepay, redeem, purchase, defease, convert into cash or otherwise satisfy prior to the scheduled maturity thereof in any manner, any public or permit secured or unsecured debt securities or any of its Subsidiaries to Permitted Second Lien Debt, or prepay, redeem, purchase, defease, or convert into cash cash, 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 (it being understood that regularly scheduled payments of interest shall be permitted), except except: (A) regularly scheduled (including repayments of revolving facilities) or required repayments or redemptions of Debt permitted hereunder, (B) any prepayments or redemptions of Debt in connection with a Permitted Refinancing of such Debt permitted by Section 5.02(d); provided that (1) before and after giving effect to such prepayment, redemption, purchase, defeasance or other satisfaction, no Default under Section 6.01(a) or (e) or Event of Default shall have occurred and be continuing and (2) the Agent shall have received a certificate from a Responsible Officer of the Company certifying compliance with the foregoing clause (1), (BC) any repayments of subordinated Debt to the Loan Parties Borrowers or their Subsidiaries that was permitted to be incurred under this Agreement, (CD) the Specified Indebtedness, the Company’s 9.95% $3,000,000 notes maturing 2018 and the Company’s 9.20% $10,000,00 notes due 2021 or (E) conversion of convertible debt into common stock of the Company and payments of cash in lieu of fractional shares upon any such conversion, conversion or (D) with the proceeds of any Permitted Refinancing permitted under Section 5.02(d), (ii) amend, modify or change in any manner adverse to the Lenders any term or condition of the Revolving Credit Agreement or any related loan documents or any subordinated Debt, or (iii) amend, modify or change any term or condition in the Revolving Credit Agreement or any related loan documents, other than to the extent permitted under the Intercreditor Agreement.

Prepayments, Amendments, Etc. of Debt. (i) Except with respect to Debt under the Revolving Credit Agreement (or any Permitted Refinancing thereof), prepayPrepay, redeem, purchase, defease, convert into cash or otherwise satisfy prior to the scheduled maturity thereof in any manner, or permit any of its Subsidiaries to prepay, redeem, purchase, defease, convert into cash or otherwise satisfy prior to the scheduled maturity thereof in any manner or make (x) any payment in violation Debt of any subordination terms ofLoan Party incurred prior to the Petition Date (including the Existing Second Lien Debt but excluding Debt incurred under the Existing Credit Agreement or the Existing Secured Agreements), (y) any Debt that is subordinated to the Obligations or (it being understood that regularly scheduled payments of interest shall be permitted)z) any other Debt, except (A) in the case of clause (z) only, for regularly scheduled (including repayments of revolving facilities) or required repayments or redemptions of Debt permitted hereunder, hereunder provided that (1) before and after giving effect to such prepayment, redemption, purchase, defeasance or other satisfaction, no Default shall have occurred and be continuing and (2) the Agent shall have received a certificate from a Responsible Officer of the Company certifying compliance with the foregoing clause clause (1), ) (B) any repayments of subordinated Debt to the Loan Parties that was permitted to be incurred under this Agreement, (C) conversion of convertible debt into common stock of the Company and payments of cash in lieu of fractional shares upon any such conversion, (D) as expressly provided for in the “first day” orders of the Bankruptcy Court entered upon pleadings in the form and substance acceptable to the Agent or (DE) with the proceeds of any Permitted Refinancing permitted under Section 5.02(d), or (ii) amend, modify or change in any manner adverse to the Lenders any term or condition of the Revolving Credit Agreement or any related loan documents or any subordinated Debt, or (iii) amend, modify or change any term or condition in the Revolving Credit Agreement or any related loan documents, other than to the extent permitted under the Intercreditor Agreement.

Prepayments, Amendments, Etc. of Debt. (i) Except with respect to Debt under the Revolving Existing DIP Credit Agreement (or any Permitted Refinancing thereof)as permitted by the DIP Order, prepay, redeem, purchase, defease, convert into cash or otherwise satisfy prior to the scheduled maturity thereof in any manner, or permit any of its Subsidiaries to prepay, redeem, purchase, defease, convert into cash or otherwise satisfy prior to the scheduled maturity thereof in any manner or make any payment in violation of any subordination terms ofmanner, any Debt (it being understood that (i) regularly scheduled payments of interest (other than in respect of Pre-Petition Debt) and (ii) payments in respect of adequate protection made in accordance with the DIP Order, shall be permitted, (x) any Debt of any Loan Party incurred prior to the Petition Date (including the Existing Second Lien Debt, but excluding Debt incurred under the Existing Secured Agreements), (y) any Debt that is subordinated to the Obligations or (z) any other Debt, except (A) in the case of clause (z) only, for regularly scheduled (including repayments of revolving facilities) or required repayments or redemptions of Debt permitted hereunder, provided that (1) before and after giving effect to such prepayment, redemption, purchase, defeasance or other satisfaction, no Default shall have occurred and be continuing and (2) the Agent shall have received a certificate from a Responsible Officer of the Company certifying compliance with the foregoing clause (1), (B) any repayments of subordinated Debt to the Loan Parties that was permitted to be incurred under this Agreement, (C) conversion of convertible debt into common stock of the Company and payments of cash in lieu of fractional shares upon any such conversion, (D) as expressly provided for in the “first day” orders of the Bankruptcy Court or (DE) with the proceeds of any Permitted Refinancing permitted under Section 5.02(d), (ii) amend, modify or change in any manner adverse to the Lenders any term or condition of the Revolving Existing DIP Credit Agreement or any related loan documents or any subordinated Debt, or (iii) amend, modify or change any term or condition in the Revolving Existing DIP Credit Agreement or any related loan documents, other than to the extent permitted under the Intercreditor Agreement, provided that the amendment to the Existing DIP Credit Agreement satisfying the condition set forth in Section 3.01(d) shall be permitted.