Common use of Subsidiary Indebtedness Clause in Contracts

Subsidiary Indebtedness. Permit (whether or not otherwise permitted under Section 7.13) any Subsidiary to create, incur, assume or suffer to exist any Indebtedness or guaranty obligation, except (a) Indebtedness and Guaranteed Indebtedness in existence on the Closing Date, (b) Indebtedness owed to Borrower or another Subsidiary of Borrower, and (c) Capital Lease Obligations and purchase money obligations of a Subsidiary in respect of Property used or leased by that Subsidiary.

Appears in 3 contracts

Samples: Loan and Security Agreement (Aerocentury Corp), Loan and Security Agreement (Aerocentury Corp), Loan and Security Agreement (Aerocentury Corp)

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Subsidiary Indebtedness. Permit (whether or not otherwise permitted under Section 7.136.10) any Subsidiary to create, incur, assume or suffer to exist any Indebtedness or guaranty obligationGuaranty Obligation, except (a) Indebtedness and Guaranteed Indebtedness Guaranty Obligations in existence on the Closing Date, (b) a Guaranty Obligation required by Section 5.11, (c) Indebtedness owed to Borrower or another Subsidiary of Borrower, Borrower and (cd) Capital Lease Obligations and purchase money obligations of a Subsidiary in respect of Property used or leased by that Subsidiary.

Appears in 2 contracts

Samples: Reducing Revolving Loan Agreement (American Coin Merchandising Trust Iv), Revolving/Term Loan Agreement (Safeskin Corp)

Subsidiary Indebtedness. Permit (whether or not otherwise permitted under Section 7.13) any Subsidiary to create, incur, assume or suffer permit to exist any indebtedness except: (i) any Indebtedness or guaranty obligationpermitted by Section 6.01; and (ii) other Indebtedness of any Subsidiary; provided, except however, that the aggregate principal amount outstanding of all such other Indebtedness of all Subsidiaries (aexcluding amounts permitted under clause (i) Indebtedness and Guaranteed Indebtedness in existence on the Closing Date, (babove) Indebtedness owed to Borrower or another Subsidiary at any time may not exceed 15% of Borrower, and (c) Capital Lease Obligations and purchase money obligations of a Subsidiary in respect of Property used or leased by that SubsidiaryConsolidated Total Assets at such time.

Appears in 1 contract

Samples: Competitive Advance and Multi Currency Revolving Credit Facility Agreement (Manor Care Inc/New)

Subsidiary Indebtedness. Permit (whether or not otherwise permitted under Section 7.136.10) any Subsidiary to create, incur, assume or suffer to exist any Indebtedness or guaranty obligationGuaranty Obligation, except (a) Indebtedness and Guaranteed Indebtedness Guaranty Obligations in existence on the Closing Date, (b) a Guaranty Obligation required by Section 5.11, (c) Indebtedness owed to Borrower or another Subsidiary of Borrower, and (cd) Capital Lease Obligations and purchase money obligations of a Subsidiary in respect of Property used or leased by that Subsidiary.

Appears in 1 contract

Samples: Term Loan Agreement (Svi Solutions Inc)

Subsidiary Indebtedness. Permit (whether or not otherwise permitted under Section 7.13) any Subsidiary to create, incur, assume or suffer to exist any Indebtedness or guaranty obligation, except (a) Indebtedness and Guaranteed Indebtedness in existence on the Closing Date, (b) Indebtedness owed to Borrower or another Subsidiary of BorrowerBorrower (to the extent not otherwise prohibited hereunder), and (c) Capital Lease Obligations and purchase money obligations of a Subsidiary in respect of Property used or leased by that Subsidiary; and (d) with respect to the Excluded Subsidiaries, the Permitted Excluded Subsidiary Financing.

Appears in 1 contract

Samples: Loan and Security Agreement (Aerocentury Corp)

Subsidiary Indebtedness. Permit (whether or not otherwise permitted ----------------------- under Section 7.136.10) any Subsidiary to create, incur, assume or suffer to exist ---- any Indebtedness or guaranty obligationGuaranty Obligation, except (a) Indebtedness and Guaranteed Indebtedness Guaranty ------ Obligations in existence on the Closing Date, (b) the Subsidiary Guaranty, (c) Indebtedness owed to Borrower or another Subsidiary of Borrower, Borrower and (cd) Capital Lease Obligations and purchase money obligations of a Subsidiary in respect of Property used or leased by that Subsidiary.

Appears in 1 contract

Samples: Revolving/Term Loan Agreement (Data Processing Resources Corp)

Subsidiary Indebtedness. Permit (whether or not otherwise permitted under Section 7.136.9) any Subsidiary to create, incur, assume or suffer to exist any Indebtedness or guaranty obligationGuaranty Obligation, except (a) Indebtedness and Guaranteed Indebtedness Guaranty Obligations in existence on the Closing Date, (b) the Subsidiary Guaranty, (c) Indebtedness owed to Borrower or another Subsidiary of Borrower, Borrower and (cd) Capital Lease Obligations and purchase money obligations of a Subsidiary in respect of Property used or leased by that Subsidiary.

Appears in 1 contract

Samples: Credit Agreement (Wild Oats Markets Inc)

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Subsidiary Indebtedness. Permit (whether or not otherwise ----------------------- permitted under Section 7.136.9) any Subsidiary to create, incur, assume or suffer --- to exist any Indebtedness or guaranty obligationGuaranty Obligation, except (a) Indebtedness and Guaranteed Indebtedness ------ Guaranty Obligations in existence on the Closing Date, (b) the Subsidiary Guaranty, (c) Indebtedness owed to Borrower or another Subsidiary of Borrower, Borrower and (cd) Capital Lease Obligations and purchase money obligations of a Subsidiary in respect of Property used or leased by that Subsidiary.

Appears in 1 contract

Samples: Revolving Loan Agreement (Wild Oats Markets Inc)

Subsidiary Indebtedness. Permit (whether or not otherwise permitted under Section 7.136.10) any Subsidiary to create, incur, assume or suffer to exist any Indebtedness or guaranty obligationGuaranty Obligation, except (a) Indebtedness and Guaranteed Indebtedness Guaranty Obligations in existence on the Closing Date, (b) a Guaranty Obligation required by Section 5.11, (c) Indebtedness owed to a Borrower or another a Subsidiary of Borrower, and (cd) Capital Lease Obligations and purchase money obligations of a any Subsidiary in respect of Property used or leased by that SubsidiarySubsidiary that comply with the provisions of Section 6.10(d).

Appears in 1 contract

Samples: Credit Agreement (Modtech Holdings Inc)

Subsidiary Indebtedness. Permit (whether or not otherwise permitted under Section 7.136.10) any Subsidiary to create, incur, assume or suffer to exist any Indebtedness or guaranty obligationGuaranty Obligation, except (a) Indebtedness and Guaranteed Indebtedness Guaranty Obligations in existence on the Closing Date, (b) a Guaranty Obligation required by Section 5.11, (c) Indebtedness owed to Borrower Borrowers or another Subsidiary of Borrower, Borrowers and (cd) Capital Lease Obligations and purchase money obligations of a Subsidiary in respect of Property used or leased by that Subsidiary.

Appears in 1 contract

Samples: Loan Agreement (Safeskin Corp)

Subsidiary Indebtedness. Permit (whether or Each Borrower will not otherwise permitted under Section 7.13) permit any Subsidiary (other than any Subsidiary that is a Borrower at such time or any Subsidiary Guarantor) to create, incur, assume or suffer permit to exist any Indebtedness or guaranty obligationAttributable Debt, except except: (a) Guarantees of Indebtedness and Guaranteed Indebtedness in existence on created under the Closing Date, Loan Documents; (b) Indebtedness owed to Borrower or another Subsidiary of BorrowerIndebtedness, including Guarantees, existing on the date hereof and (c) Capital Lease Obligations and purchase money obligations of a Subsidiary set forth in respect of Property used or leased by that Subsidiary.Schedule 6.01;

Appears in 1 contract

Samples: Revolving Credit Agreement (Freeport-McMoran Inc)

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