Common use of Voluntary Prepayments of Junior Indebtedness Clause in Contracts

Voluntary Prepayments of Junior Indebtedness. Each Credit Party will not, and will not permit any of its Subsidiaries to make any scheduled payments or voluntary prepayments of all or any portion of any Junior Indebtedness other than (a) in accordance with the applicable subordination or intercreditor agreement governing such Junior Indebtedness, in each case, with terms that are reasonably acceptable to the Collateral Agent, (b) refinancings, replacements, substitutions, exchanges and renewals of any such Indebtedness to the extent such refinancing, replacement, exchange or renewed Indebtedness is permitted by Section 10.01 and the applicable subordination or intercreditor agreement governing such Junior Indebtedness with terms that are reasonably acceptable to the Collateral Agent and any fees and expenses in connection therewith; (c) by making payments of intercompany Indebtedness permitted under Section 10.01, subject to the Intercompany Subordination Agreement; (d) Holdings may make payments for or exchanges of Indebtedness in the form of Capital Stock of Holdings (or its direct or indirect parent company) (other than Disqualified Capital Stock); and (e) if no Financial Covenant or Financial Reporting Event of Default has occurred and is continuing, payments constituting an “AHYDO catch-up payment”.

Voluntary Prepayments of Junior Indebtedness. Each Credit Party will not, and will not permit any of its Subsidiaries to make any scheduled payments or voluntary prepayments of all or any portion of any Junior Indebtedness other than (a) in accordance with the applicable subordination or intercreditor agreement governing such Junior Indebtedness, in each case, with terms that are reasonably acceptable to the Collateral Agent, (b) refinancings, replacements, substitutions, exchanges and renewals of any such Indebtedness to the extent such refinancing, replacement, exchange or renewed Indebtedness is permitted by Section 10.01 and the applicable subordination or intercreditor agreement governing such Junior Indebtedness with terms that are reasonably acceptable to the Collateral Agent and any fees and expenses in connection therewith; (c) by making payments of intercompany Indebtedness permitted under Section 10.01, subject to the Intercompany Subordination Agreement; (d) Grindr ListCo, Grindr Group and Holdings may make payments for or exchanges of Indebtedness in the form of Capital Stock of Grindr ListCo, Grindr Group or Holdings (or its direct or indirect parent company) (other than Disqualified Capital Stock); and (e) if no Financial Covenant or Financial Reporting Event of Default has occurred and is continuing, payments constituting an “AHYDO catch-up payment”.