Negative Covenants of the Borrowers. Until such time as all amounts of principal and interest due to the Bank by a Borrower pursuant to any Loan made to such Borrower is irrevocably paid in full, and until the Bank is no longer obligated to make Loans to such Borrower, such Borrower (for itself and on behalf of its respective Funds) agrees:
(a) Not to incur any indebtedness for borrowed money (other than pursuant to a $750,000,000 uncommitted master revolving credit facility with USAA Capital Corporation (the "Other Facility") and overdrafts incurred at the custodian of the Funds from time to time in the ordinary course of business) except the Loans, without the prior written consent of the Bank, which consent will not be unreasonably withheld; and
(b) Not to dissolve or terminate its existence, or merge or consolidate with any other person or entity, or sell all or substantially all of its assets in a single transaction or series of related transactions (other than assets consisting of margin stock), each without the prior written consent of the Bank, which consent will not be unreasonably withheld; provided that a Borrower may without such consent merge, consolidate with, or purchase substantially all of the assets of, or sell substantially all of its assets to, an affiliated investment company or series thereof, as provided for in Rule 17a-8 of the Investment Company Act of 1940.
Negative Covenants of the Borrowers. Unless the Majority Lenders shall otherwise consent in writing, so long as any amount payable by any Borrower hereunder shall remain unpaid, any Letter of Credit for the account of any Borrower shall remain outstanding or any Lender shall have any Commitment to any Borrower hereunder, such Borrower will not:
Negative Covenants of the Borrowers. So long as any Obligation remains outstanding or this Agreement remains in effect, each Borrower jointly and severally covenants and agrees that, without the prior written consent of the Administrative Agent, the Borrowers will not, and unless specified below, will not suffer or permit any other VSE Entity to:
Negative Covenants of the Borrowers. So long as any Commitment remains in effect, any Note remains outstanding and unpaid or any other amount is owing to any Lender or the Administrative Agent hereunder:
Negative Covenants of the Borrowers. Until such time as all amounts of principal, interest, and other sums due to the Bank by a Borrower pursuant to any Loan made to such Borrower for the benefit of the applicable Fund(s) are irrevocably paid in full, and until the Bank is no longer obligated to make Loans to such Borrower for the benefit of the applicable Fund, such Borrower (on behalf of its respective Fund(s)) severally agrees:
(a) Unless the Bank has breached its obligation to lend hereunder or becomes insolvent or the subject of a receivership proceeding, not to incur any indebtedness for borrowed money (OTHER THAN (i) pursuant to a U.S.$400,000,000 committed master revolving credit facility with USAA Capital Corporation [the "OTHER FACILITY"] and (ii) overdrafts incurred at the custodian of the Funds from time to time in the ordinary course of business) EXCEPT the Loans, without the prior written consent of the Bank, which consent will not be unreasonably withheld; and
(b) Not to dissolve or terminate its existence, or merge or consolidate with any other person or entity, or sell all or substantially all of its assets in a single transaction or series of related transactions (OTHER THAN assets consisting of margin stock), each without the prior written consent of the Bank, which consent will not be unreasonably withheld; PROVIDED THAT a Borrower or Fund may without such consent merge, consolidate with, or purchase substantially all of the assets of, or sell substantially all of its assets to, an affiliated investment company or series thereof, as provided for in RULE 17A-8 of the Investment Company Act of 1940.
Negative Covenants of the Borrowers. Until such time as all amounts of principal, interest and other sums due to the Bank by a Borrower pursuant to any Loan made to such Borrower for the benefit of the applicable Fund(s) is irrevocably paid in full, and until the Bank is no longer obligated to make Loans to such Borrower for the benefit of the applicable Fund, such Borrower (on behalf of its respective Fund(s)) severally agrees:
(a) Not to incur any indebtedness for borrowed money (other than pursuant to a $400,000,000 committed master revolving credit facility with USAA Capital Corporation (the "OTHER FACILITY") and overdrafts incurred at the custodian of the Funds from time to time in the
Negative Covenants of the Borrowers. On and after the Closing Date, and so long as any obligation hereunder shall remain unpaid or any Lender shall have any Commitment hereunder, each Borrower shall not, without the written consent of the Majority Lenders:
(a) Liens, Etc. Create incur, assume or suffer to exist any Lien upon any of its properties or assets, whether now owned or hereafter acquired, except:
(i) any Liens existing on the Closing Date;
(ii) Liens created by the First Mortgage Indentures, so long as by the terms thereof no "event of default" (howsoever designated) in respect of any bonds issued thereunder will arise upon the occurrence of an Unmatured Default or Event of Default hereunder;
Negative Covenants of the Borrowers. Each Borrower covenants and agrees with Lender that it will not, directly or indirectly, violate any of the following:
Negative Covenants of the Borrowers. Each of the Borrowers covenants and agrees with each Bank and Agent that, from and after the Funding Date and so long as this Agreement shall remain in effect and until the Commitments have been terminated and the principal of and interest on each Loan, all fees and all other expenses or amounts payable under any Loan Document have been paid in full, that, without the prior written consent of the Required Banks:
Negative Covenants of the Borrowers. 64
Section 7.1 Change of Control; Disposition of Assets; Merger 64 Section 7.2 Margin Stocks 67 Section 7.3 Change of Operations 67 Section 7.4 Judgments; Attachments 67 Section 7.5 Further Assignments; Performance and Modification of Contracts; etc. 67 Section 7.6 Affect Rights of the Administrative Agent or Lenders 67 Section 7.7 Indebtedness; Granting of Security Interests 67 Section 7.8 Dividends; Loans; Advances; Investments and Similar Events 69 Section 7.9 Lease Obligations 70 Section 7.10 Certain Agreements; Etc. 70 Section 7.11 Lockbox Deposits 70 Section 7.12 Sale and Leaseback Transactions; Other Agreements 70 Section 7.13 Restricted Non-Borrower Affiliates 70 Section 7.14 Anti-Terrorism Laws 71 ARTICLE 8 COLLATERAL AND OTHER DEPOSIT ACCOUNTS 71 ARTICLE 9 DEFAULT AND REMEDIES 71 Section 9.1 Events of Default 72 Section 9.2 Remedies 73 ARTICLE 10 THE ADMINISTRATIVE AGENT; AGENCY 75 Section 10.1 Appointment 75 Section 10.2 General Nature of Administrative Agent’s Duties 75 Section 10.3 Exercise of Powers 76 Section 10.4 General Exculpatory Provisions 77 Section 10.5 Administration by the Administrative Agent 77
