Prepayments of Other Debt. Other than pursuant to an order of the Court and in accordance with the Approved Budget, directly or indirectly, voluntarily purchase, redeem, defease or prepay any principal of, premium, if any, interest or other amount payable in respect of any Indebtedness prior to its scheduled maturity, other than (i) the Obligations and ABL Obligations or (ii) any payments in respect of accrued payroll and related expenses as of the commencement of the Chapter 11 Cases in accordance with the Approved Budget.
Prepayments of Other Debt. Modifications of Constitutive Documents and Other Documents, etc. 100 7.10 Negative Pledge 100 7.11 Payment Restrictions Affecting Subsidiaries 101 7.12 Non-Guarantor Domestic Subsidiaries 101 7.13 Issuance of Additional Stock 101 7.14 Anti-Terrorism Law; Anti-Money Laundering 102 7.15 Embargoed Person 102 7.16 Financial Covenants 103 SECTION 8 EVENTS OF DEFAULT 103 8.1 Events of Default 103 8.2 Application of Proceeds 106 SECTION 9 THE AGENTS 107 9.1 Appointment and Authority 107 9.2 Rights as a Lender 107 9.3 Exculpatory Provisions 107 9.4 Reliance by Agent 108 9.5 Delegation of Duties 108 9.6 Resignation of Agent 109 9.7 Non-Reliance on Agent and Other Lenders 109 9.8 No Other Duties, etc. 109 SECTION 10 GUARANTEE 109 10.1 The Guarantee 109 10.2 Obligations Unconditional 110 10.3 Reinstatement 111 10.4 Subrogation; Subordination 111 10.5 Remedies 111 10.6 Instrument for the Payment of Money 111 10.7 Continuing Guarantee 112 10.8 General Limitation on Guaranteed Obligations 112 10.9 Release of Guarantors 112 SECTION 11 MISCELLANEOUS 112 11.1 Amendments and Waivers 112 11.2 Notices 114 11.3 No Waiver; Cumulative Remedies 116 11.4 Survival 116 11.5 Expenses; Indemnity; Damage Waiver 116 11.6 Successors and Assigns; Participations and Assignments 118 11.7 Adjustments; Set-off 121 11.8 Counterparts; Integration; Effectiveness 121 11.9 Severability 122 11.10 WAIVER OF JURY TRIAL 122 11.11 GOVERNING LAW 122 11.12 Submission to Jurisdiction; Waivers 122 11.13 Acknowledgments 123 11.14 Releases of Guarantees and Liens 123 11.15 Confidentiality 123 11.16 Headings 124 11.17 USA PATRIOT Act 124 11.18 Interest Rate Limitation 124 11.19 Delivery of Addenda 124 11.20 Third Party Beneficiary 125 SCHEDULES:
1.1 Existing Letters of Credit
1.2 Mandatory Cost
Prepayments of Other Debt. Modifications of Constitutive Documents and Other Documents, etc. Directly or indirectly:
(a) make (or give any notice in respect thereof) any voluntary or optional payment or prepayment on or redemption or acquisition for value of, or any prepayment or redemption as a result of any asset sale, change of control or similar event of, any Debt outstanding under the 2022 Senior Notes, the 2024 Senior Notes, the 2025 Senior Notes, any Debt that is secured on second priority (or other junior priority) basis (including any Permitted Second Priority Refinancing Debt or any Permitted Other Debt that is secured on second priority (or other junior priority) basis), any unsecured Permitted Other Debt or any subordinated Debt (collectively, “Junior Financing”); except for (i) any Permitted Refinancing of any Junior Financing and (ii) so long as no Default is continuing or will be continuing after such transaction, the voluntary or optional payment or prepayment or redemption or acquisition for value of Junior Financing (x) in an aggregate amount for this clause (ii), when taken together with the aggregate amount of purchases, redemptions, acquisitions, dividends and distributions pursuant to Section 7.7(d)(i) and Investments pursuant to Section 7.6(k)(i)(y), not to exceed $750,000,000, (y) in an aggregate amount not to exceed the Available Amount, on the date of each such payment, prepayment, redemption or acquisition of Debt or (z) if the Leverage Ratio for the most recent Measurement Period is less than 4.00:1.00 (as of the date of such transaction, both before and after giving effect to such transaction (including any use of cash with respect thereto) on a Pro Forma Basis), cash in any amount; provided that if the amount of all such cash payments exceeds the limitation set forth in clauses (ii)(x) and (y) of this Section during any period during which the Leverage Ratio test in clause (ii)(z) of this Section is met, such excess cash payments shall not constitute an Event of Default if such Leverage Ratio test is not met in any subsequent Measurement Period;
(b) amend or modify, or permit the amendment or modification of, any provision of any Junior Financing, any NMTC Indebtedness or any Permitted Receivables Documents in any manner that is adverse in any material respect to the interests of the Lenders; or
(c) terminate, amend, modify or change any of its Constitutive Documents (including by the filing or modification of any certificate of designation) or any agre...
Prepayments of Other Debt. 45 7. TERM. . . . . . . . . . . . . . . . . . . . . . . . . . . 45 7.1 Termination . . . . . . . . . . . . . . . . . . . . 45 7.2 Survival of Obligations Upon Termination of Financing Arrangement . . . . . . . . . . . . . . . 46
Prepayments of Other Debt. Borrower shall not, and shall not cause or permit any Subsidiary to, directly or indirectly, prepay, repurchase, redeem, retire or otherwise prepay the Subordinated Debt or the Convertible Debentures except (a) that Borrower may cause the Subordinated Debt or the Convertible Debentures to be converted into common stock of Borrower or, on terms satisfactory to Agent in its sole discretion, into preferred stock or subordinated debt of Borrower, (b) in the case of the Subordinated Debt, as permitted pursuant to Section 1.5(iv) of the Revolving Loan Agreement and (c) to the extent that Borrower is obligated to repurchase some or all of the Convertible Debentures as a result of the LGE Transaction.
Prepayments of Other Debt. The Borrower will not at any time prepay any Debt which it may owe to parties other than Debt owing or to become owing to the Lenders pursuant to this Agreement.
Prepayments of Other Debt. Modifications of Constitutive Documents and Other Documents, etc 119125 7.10 Negative Pledge 119126 7.11 Payment Restrictions Affecting Restricted Subsidiaries 120127
7.12 [Reserved]. 121128
7.13 [Reserved] 121128 7.14 Anti-Terrorism Law; Anti-Money Laundering. 121128
Prepayments of Other Debt. No Borrower will prepay, redeem or otherwise satisfy in any manner prior to the scheduled repayment thereof any Debt (other than Term Loans), and no Borrower will make or permit any payment on any Subordinated Debt, except under the terms of the subordination, intercreditor or other similar agreement to which such Subordinated Debt is subject, or amend any provision in any document related to Subordinated Debt which would increase the amount thereof or adversely affect the subordination thereof to the Obligations.
Prepayments of Other Debt. Modifications of Organizational Documents and Other Documents, Etc. 95 Section 9.24 Limitation on Issuance of Capital Securities 95 Section 9.25 Business 96 Section 9.26 [RESERVED] 96 Section 9.27 Embargoed Person 96 Section 9.28 Designation of Subsidiaries 96 Section 10.01 Events of Default 97 Section 10.02 Remedies 98 Section 10.03 Application of Proceeds 99 Section 10.04 Holdings’ Right to Cure 99 Section 11.01 Appointment and Authorization of Agents 100 Section 11.02 Rights as a Lender 100 Section 11.03 Exculpatory Provisions 100 Section 11.04 Reliance by Agents 101 Section 11.05 Delegation of Duties 101 Section 11.06 Indemnification of Agents 101 Section 11.07 Resignation of Agent 102 Section 11.08 Non-Reliance on Agents and Other Lenders 103 Section 11.09 Agents May File Proofs of Claim 103 Section 11.10 Collateral and Guaranty Matters 103 Section 11.11 Withholding Tax 104 Section 11.12 Duties of Other Agents 104
Prepayments of Other Debt. The Borrower will not at any time prepay any Debt which it may owe to parties other than the Lenders and shall make no payments with respect to Subordinated Debt, except as otherwise set forth in Subordination Agreement, which provides that Borrower may make payments on the Related Party Debt at any time so long as the Borrower has raised the aggregate of $3,000,000.00 in equity financing by December 31, 2008.
