Senior Indenture Sample Clauses
Senior Indenture. The execution of this Agreement by the Loan Parties, the incurrence of Indebtedness by the Borrowers hereunder and under the Revolving Credit Notes and the Term Notes, the creation of the Liens under the Lender Agreements and the application of proceeds from the sale of assets provided under Sections 4.1 and 5.12 hereof do not and will not result in a default or event of default under the Senior Indenture. Without limiting the generality of the foregoing:
(a) This Amended and Restated Credit Agreement, together with the Revolving Credit Notes, the Term Notes, the Mortgages, the Security Agreements and all other Lender Agreements related thereto constitute the Senior Credit Facility.
(b) Indebtedness of the Borrowers with respect to the Revolving Credit Advances is and all times shall be "Permitted Indebtedness" (as defined in the Senior Indenture) pursuant to the provisions of clause (i) of the definition thereof, and as of the Restatement Date there has been no permanent reduction of commitments to extend credit under the Senior Credit Facility provided under the Senior Indenture.
(c) Indebtedness of the Borrowers with respect to the Term Loans has been incurred by the Borrowers in compliance with the provisions of Section 4.06 of the Senior Indenture by reason of (i) after giving effect to the incurrence of such Indebtedness, the receipt of the proceeds thereof and the application of the proceeds of the Term Loans as of any such date of issuance to repurchase and retire a portion of the principal amount of the Senior Unsecured Notes or to repay the ASC Subordinated Note, the ratio of BCS Holdings' EBITDA (as defined in the Senior Indenture) to BCS Holdings' Consolidated Interest Expense (as defined in the Senior Indenture and determined on a pro forma basis for the most recent period of four fiscal quarters of BCS Holdings (for which financial statements are available) (the "Specified Period"), is greater than 2.0 to 1 (the "Coverage Ratio") and (ii) no Default or Event of Default under the Senior Indenture has occurred and is continuing as of any such date of incurrence. The calculation of the Coverage Ratio for the Specified Period was made in accordance with the terms of the Senior Indenture.
(d) The Liens securing the Lender Obligations created under the Lender Agreements constitute "Permitted Liens" (as defined in the Senior Indenture).
Senior Indenture. The Original Senior Indenture has been duly authorized, executed and delivered by the Company; the Supplemental Indenture to the Senior Indenture has been duly authorized by the Company and, on the Closing Date, will have been duly executed and delivered by the Company and, assuming due authorization, execution and delivery by the Senior Trustee, the Senior Indenture will be a valid and binding instrument enforceable against the Company in accordance with its terms, subject, as to enforcement of remedies, to applicable bankruptcy, reorganization, insolvency, moratorium, or other laws affecting creditors’ rights generally from time to time in effect and to general principles of equity, including, without limitation, concepts of materiality, reasonableness, good faith and fair dealing, regardless of whether considered in a proceeding in equity or at law (the “Bankruptcy Exceptions”); the Senior Indenture conforms in all material respects to the description thereof contained in the Final Prospectus.
Senior Indenture. The Senior Indenture has been duly and validly authorized, executed and delivered by the Company; the Senior Indenture has been duly qualified under the 1939 Act; and, assuming due authorization, execution and delivery by the Trustee, the Senior Indenture constitutes a valid and binding agreement of the Company, enforceable against the Company in accordance with its terms, except as enforcement thereof may be limited by the Bankruptcy Exceptions.
Senior Indenture. (a) This Senior Note is one of the duly authorized issue of Securities of the Company (hereinafter called the "Securities") of the series hereinafter specified, all issued or to be issued under and pursuant to an Indenture, dated as of June 1, 1998, as supplemented by the First Supplemental Indenture, dated as of June 18, 1998, the Second Supplemental Indenture, dated as of June 9, 1999, and the Third Supplemental Indenture, dated as of August 15, 2001, between the Company and the Trustee (as so supplemented, the "Senior Indenture"), duly executed and delivered by the Company to Citibank, N.A., as Trustee (herein called the "Senior Trustee," which term includes any successor trustee under the Senior Indenture), to which Senior Indenture reference is hereby made for a description of the rights, limitations of rights, obligations, duties and immunities thereunder of the Senior Trustee, the Company and the Holders of the Securities. The Securities may be issued in one or more series, which different series may be issued in various aggregate principal amounts, may mature at different times, may bear interest, if any, at different rates, may be subject to different redemption provisions (if any) and may be subject to different sinking, purchase or analogous funds (if any) and may otherwise vary as provided in the Senior Indenture. This Security is one of the series designated as the "6 1/8% Senior Notes due 2008" (the "Senior Notes") of the Company.
(b) The Senior Indenture contains provisions for defeasance at any time of the entire indebtedness of the Senior Notes or certain covenants with respect thereto upon compliance by the Company with certain conditions set forth therein.
Senior Indenture. The Indenture, dated as of December 22, 1997, between the Borrower and State Street Bank and Trust Company of Connecticut, N.A., as trustee, relating to the Senior Notes, on substantially the terms as described in the Preliminary Offering Memorandum relating to the Senior Notes, dated December 3, 1997, and otherwise in the form which shall have been delivered to, and approved by, the Agent.
Senior Indenture. At any time that the aggregate principal amount of all outstanding Borrowings shall exceed $240,000,000, the Borrower shall have provided detailed calculations (in form and substance reasonably satisfactory to the Administrative Agent) evidencing compliance with Section 4.11
Senior Indenture. The Senior Indenture, as supplemented by this Supplemental Indenture, is in all respects ratified and confirmed, and this Supplemental Indenture shall be deemed part of the Senior Indenture in the manner and to the extent herein and therein provided.
Senior Indenture the combined capital and surplus of such Authenticating Agent shall be deemed to be its combined capital and surplus as set forth in its most recent report of condition so published. If at any time an Authenticating Agent shall cease to be eligible in accordance with the provisions of this Section, such Authenticating Agent shall resign immediately in the manner and with the effect specified in this Section. Any corporation into which an Authenticating Agent may be merged or converted or with which it may be consolidated, or any corporation resulting from any merger, conversion or consolidation to which such Authenticating Agent shall be a party, or any corporation succeeding to the corporate agency or corporate trust business of an Authenticating Agent, shall continue to be an Authenticating Agent; provided such corporation shall be otherwise eligible under this Section, without the execution or filing of any paper or any further act on the part of the Trustee or the Authenticating Agent. An Authenticating Agent may resign at any time by giving written notice thereof to the Trustee and to the Company. The Trustee may at any time (and upon request by the Company shall) terminate the agency of an Authenticating Agent by giving written notice thereof to such Authenticating Agent and to the Company. Upon receiving such a notice of resignation or upon such termination, or in case at any time such Authenticating Agent shall cease to be eligible in accordance with the provisions of this Section, the Trustee may appoint a successor Authenticating Agent which shall be acceptable to the Company. Any successor Authenticating Agent upon acceptance of its appointment hereunder shall become vested with all the rights, powers and duties of its predecessor hereunder, with like effect as if originally named as an Authenticating Agent. No successor Authenticating Agent shall be appointed unless eligible under the provisions of this Section. If an appointment with respect to one or more series is made pursuant to this Section, the Securities of such series may have endorsed thereon, in addition to the Trustee's certificate of authentication, an alternate certificate of authentication in the following form: Senior Indenture This is one of the Securities of the series designated therein referred to in the within-mentioned Indenture. , as Trustee, by as Authenticating Agent by Authorized Signatory ARTICLE NINE Supplemental Indentures
Senior Indenture. No Event of Default (as defined in the Senior Indenture) or event or condition that, with the passage of time or giving of notice or both, would constitute an Event of Default (as defined in the Senior Indenture), exists under the Senior Indenture, nor will any such Event of Default or event or condition that, with the passage of time or giving of notice or both, would constitute such an Event of Default, exist under the Senior Indenture immediately after the occurrence of any Credit Event.
Senior Indenture. The Company issued the Notes under a Senior Indenture dated as of ______________ (the "Indenture") between the Company and the Trustee. The terms of the Notes include those stated in the Indenture and in [a Supplemental Indenture] [resolutions of [the ________ Committee of] the Company's Board of Directors] dated, and those terms made part of the Indenture by reference to the Trust Indenture Act of 1939, as amended (15 U.S.C. sx.xx. 77aaa-77bbbb) (the "TIA"). The Notes are subject to all such terms, and Holders are referred to the Indenture and the TIA for a statement of such terms. The Notes are general obligations of the Company. "Notes" means this Note and all other Notes of the series of which this Note is a