Restriction on Indebtedness. The Borrower will not create, incur, assume or have outstanding any indebtedness for borrowed money (including capitalized leases) except (i) any indebtedness owing to the Bank and its affiliates, and (ii) any other indebtedness outstanding on the date hereof, and shown on the Borrower's financial statements delivered to the Bank prior to the date hereof, provided that such other indebtedness will not be increased.
Restriction on Indebtedness. No Borrower will create, incur, assume or have outstanding any indebtedness for borrowed money (including capitalized leases) except Permitted Indebtedness. “Permitted Indebtedness” means, with respect to any Borrower (i) any indebtedness owing to Bank, (ii) any other indebtedness outstanding on the date hereof and disclosed on Schedule 5.7, (iii) Debt incurred for the acquisition of services, supplies or inventory on normal trade credit in the ordinary course of business, (iv) indebtedness under the Lithia Loan Agreement, (v) indebtedness incurred under any Supplemental Floor Plan Facility, (vi) Subordinated Debt; (vii) reimbursement obligations under corporate credit cards incurred in the ordinary course of business in an aggregate amount outstanding not to exceed $300,000 at any time; (viii) reimbursement obligations with respect to letters of credit issued as security for any Borrower’s dealers licenses; provided that the reimbursement obligations for such letters of credit shall not exceed $500,000 in the aggregate at any time, (ix) reimbursement obligations with respect to letters of credit issued as security for any Borrower’s obligations under leases of real property; provided that the reimbursement obligations for such letters of credit shall not exceed $500,000 in the aggregate at any time, (x) indebtedness secured by purchase money liens permitted by clause (n) of the definition of “Permitted Liens” set forth in Section 5.25 of this Agreement in an aggregate amount not exceeding $300,000 outstanding at any time; (xi) extensions, refinancings, modifications, amendments and restatements of any item of indebtedness permitted under clauses (i) through (xi) above, provided that the principal amount thereof is not increased; (xii) indebtedness owing to any Borrower by any other Borrower or to Shift Finance, LLC; (xiii) indebtedness appearing as a claims reserve (or similar term) on the balance sheet of STI and its Subsidiaries, which represents amounts which have been received but which will be expended to pay warranty, return and service claims by customers of STI; and (xiv) other indebtedness in an aggregate amount not exceeding $500,000 outstanding at any time.
Restriction on Indebtedness. The Borrower will not create, incur, assume or have outstanding any Indebtedness for borrowed money (including capitalized leases) except (i) any indebtedness owing to the Bank and its affiliates, and (ii) any other indebtedness outstanding on the date hereof, and shown on the Borrower’s financial statements delivered to the Bank prior to the date hereof, provided that such other Indebtedness will not be increased.
Restriction on Indebtedness. Create, incur, assume, suffer to exist, have outstanding or in any manner become liable in respect of any indebtedness for money other than 161 the Obligations or indebtedness incurred in the ordinary course of the business of the Borrower for necessary materials and services.
Restriction on Indebtedness. Debtor shall not create, incur, assume or have outstanding any indebtedness for borrowed money except:
(a) the Obligations;
(b) indebtedness incurred in the ordinary course of Debtor's business for necessary materials, supplies, etc.;
(c) indebtedness secured by Permitted Liens;
(d) indebtedness incurred in the ordinary course of business with respect to Debtor's outsourcing contracts.
Restriction on Indebtedness. Except in accordance with the --------------------------- budgets then approved by the Board of Directors pursuant to Section 8.7(h), incur, create or assume any indebtedness, or incur any guarantee or similar contingent obligation in respect of the indebtedness of others, whether or not classified on the Company's balance sheet as a liability, or permit any subsidiary of the Company to do any of the foregoing.
Restriction on Indebtedness. The Company covenants that it will not, and will not permit any of its Subsidiaries to, incur, create, or assume any Indebtedness other than the following:
(i) Indebtedness existing on the date hereof and listed on Exhibit 3.06 and renewals, replacements and refinancing thereof that do not increase the aggregate amount of Indebtedness of the Company and its Subsidiaries taken as a whole; the Safeguard Loan; and Indebtedness contemplated by the Business Plan or in a budget or projection approved by a majority of the Board of Directors, including at least two Series A Directors.
(ii) guarantees by the Company of Indebtedness incurred by Subsidiaries of the Company, provided that the Indebtedness guaranteed pursuant to this subsection (ii) shall not exceed $100,000 at any time outstanding with respect to any one Subsidiary or $250,000 in the aggregate at any time outstanding with respect to all Subsidiaries;
(iii) Indebtedness of a Subsidiary owing to the Company or to another Subsidiary; or
(iv) additional Indebtedness not to exceed an aggregate of $50,000 incurred in any fiscal quarter, and not to exceed in the aggregate $250,000 at any time, determined on a consolidated basis (including guarantees permitted by clause (ii) of this Section 4.02(f).
Restriction on Indebtedness. Without the prior written consent of SWC, such consent not to be unreasonably withheld or delayed, Primero and its Subsidiaries shall not incur Financial Indebtedness (other than indebtedness in respect of the VAT Financing and the Convertible Note) of more than $50,000,000 in aggregate on a consolidated basis, whether directly or indirectly, and including Financial Indebtedness incurred as a result of: (i) a consolidation, amalgamation with, or merger with or into, any other person; (ii) a reorganization, reincorporation or reconstitution into or as another entity; (iii) the acquisition of any person, assets, property or undertaking; or (iv) a Change of Control of Primero; provided, that, such consent will not be required from and after the third anniversary of the Reference Date if the following conditions are satisfied in full as of the date of the incurrence of such proposed Financial Indebtedness (the “Proposed Indebtedness”):
(a) the Goldcorp Debt has been paid in full, or provision for such payment has been made on terms satisfactory to SWC;
(b) Consolidated Indebtedness does not exceed 33% of Total Capitalization;
(c) the Debt Service Coverage Ratio for the last completed fiscal quarter of Primero shall be greater than or equal to 1.5:1.0;
(d) the Leverage Ratio for the last completed fiscal quarter of Primero shall be less than or equal to 3:1; and
(e) Primero shall have delivered to SWC a certificate of a senior officer of Primero certifying that Sections 14(a) through (d) inclusive have been satisfied, and providing in reasonable detail the calculation of Consolidated Indebtedness and Total Capitalization, the Debt Service Ratio and the Leverage Ratio.
Restriction on Indebtedness. The Borrower shall not incur any Indebtedness other than (i) the Indebtedness pursuant to this Agreement, (ii) Permitted Seller Acreage Purchase Financing, and (iii) as to all other Indebtedness, in an aggregate amount that does not exceed $50,000 at any one time outstanding.
Restriction on Indebtedness. Create, incur, assume, or have outstanding any indebtedness for borrowed money except:
(a) The Obligations;
(b) Indebtedness incurred in the ordinary course of Borrowers’ business for necessary Inventory, supplies, services, etc.;
(c) Unsecured Indebtedness of the Parent (including Indebtedness convertible into Parent common stock) not to exceed $10,000,000 in the aggregate; provided, that (i) such Indebtedness shall not be guaranteed by any member of the Trans-High Group, and (ii) no cash payment of principal of or accrued interest on such unsecured Indebtedness shall be due and payable prior to the expiration of the Term of this Agreement; and
(d) Indebtedness for Permitted Liens.
