Permitted Additional Subordinated Debt. Indebtedness incurred in reliance upon clause (s) of Section 7.2.
Permitted Additional Subordinated Debt means Indebtedness of Borrower evidenced by a new issue of unsecured, subordinated debt securities of Borrower, so long as (a) such Indebtedness has a final maturity no earlier than two years after the Final Maturity Date and no amortization prior to two years after the Final Maturity Date; (b) such Indebtedness does not (i) have guarantors that are not Subsidiary Guarantors, (ii) have obligors other than Borrower or (iii) provide for security; (c) the subordination provisions, standstill provisions and remedies of such Indebtedness are identical to (or, from the perspective of the Lenders, more favorable than) those which applied to the Initial IDS-Linked Subordinated Notes issued on the Original Closing Date; (d) such Indebtedness has covenants, defaults and other terms that are not, taken as a whole, less favorable to Borrower and its Subsidiaries than those which applied to the Initial IDS-Linked Subordinated Notes issued on the Original Closing Date; (e) the documentation governing such Indebtedness is otherwise reasonably satisfactory to Agent (it being understood that documentation substantially identical to the Initial IDS Subordinated Notes Documents shall be reasonably satisfactory to Agent); and (f) such Indebtedness is issued in accordance with Section 6.3(a)(vii).
Permitted Additional Subordinated Debt means Permitted Additional Debt that (together with any Bank Guarantees thereof) is subordinated to the Obligations on terms no less favorable to the Lenders than the subordination provisions of the Existing Subordinated Debt.
Examples of Permitted Additional Subordinated Debt in a sentence
The subordination provisions of any Senior Subordinated Loan Document or any Permitted Additional Subordinated Debt Document, at any time after the execution and delivery thereof, for any reason other than satisfaction in full in cash of the Second Lien Obligations, cease to be in full force and effect; or any Loan Party contests in writing in any manner the validity or enforceability of any such provision.
The subordination provisions of any Senior Subordinated Loan Document or any Permitted Additional Subordinated Debt Document, at any time after the execution and delivery thereof, for any reason other than satisfaction in full in cash of the Senior Obligations, cease to be in full force and effect; or any Loan Party contests in writing in any manner the validity or enforceability of any such provision.
More Definitions of Permitted Additional Subordinated Debt
Permitted Additional Subordinated Debt means Subordinated Indebtedness, issued by the Borrower or a Guarantor, (a) the terms of which (i) do not provide for any scheduled repayment, mandatory redemption or sinking fund obligation prior to the one-year anniversary of the Final Maturity Date (other than customary offers to purchase upon a change of control, asset sale or event of loss and customary acceleration rights after an event of default) and (ii) provide for customary subordination to the Obligations under the Credit Documents and provide that such Obligations shall be “designated senior debt” on customary terms and (b) of which no Subsidiary of the Borrower (other than a Credit Party) is an obligor.
Permitted Additional Subordinated Debt means any Indebtedness of any Consolidated Party in respect of any unsecured, subordinated debt securities or debt obligations of Holdings or any Borrower permitted pursuant to Section 7.03(i), which securities or obligations may be guaranteed on an unsecured, subordinated basis by each other Loan Party, provided, however, that (a) the maturity of any principal amount thereof shall not mature earlier than the final maturity of the Senior Subordinated Loans; (b) the interest rate thereon shall be a market rate of interest as of the date such Indebtedness is incurred; (c) the other terms thereof, including, without limitation, in respect of mandatory prepayments, prepayment premium, fees, covenants, events of default, remedies and the subordination provisions thereof, taken as a whole, are as or more favorable to the Loan Parties and the Second Lenders hereunder than the comparable terms of the Senior Subordinated Loan Documents as of the date such debt securities are issued or such debt obligations are incurred; (d) no Default shall have occurred and be continuing or would result; (e) the proceeds thereof shall be applied as permitted pursuant to Section 7.03(i) hereunder; and (f) the Loan Party Representative shall have delivered copies of the Permitted Additional Subordinated Debt Documents in respect of such Indebtedness to the Second Lien Administrative Agent, together with a certificate of a Responsible Officer of the Loan Party Representative comparing the material terms and conditions of such Permitted Additional Subordinated Debt Documents to the comparable terms and conditions of the Senior Subordinated Loan Documents (based on the review of all such documents by the Loan Party Representative without the necessity of obtaining any third-party review of any such documents) and certifying that all such conditions have been satisfied.
Permitted Additional Subordinated Debt has the meaning specified in Section 8.05(i).
Permitted Additional Subordinated Debt means Permitted Additional Debt that (together with any Guarantees thereof) (x) does not require or permit any scheduled payment of cash interest, nor any payment of cash for any reason, prior to the date that is six months after the Term Maturity Date, and (y) is otherwise subordinated to the Obligations on terms no less favorable to the Lenders than the subordination provisions of the Existing Subordinated Debt.
Permitted Additional Subordinated Debt means (a) Subordinated Debt incurred on or about the Third Amendment Effective Date pursuant to the NPA Amendment, so long as the aggregate principal amount of such Subordinated Debt does not exceed $10,000,000 (which amount may be increased by paid-in-kind interest and capitalized original issue discount as contemplated in the NPA Amendment and the Notes issued thereunder on the date hereof) and (b) Subordinated Debt incurred on or about the Fourth Amendment Effective Date pursuant to the Fourth NPA Amendment, so long as the aggregate principal amount of such Subordinated Debt does not exceed $6,000,000 (which amount may be increased by paid-in-kind interest and capitalized original issue discount as contemplated in the Fourth NPA Amendment and the Notes issued thereunder on the date hereof), in each case so long as (i) such Subordinated Debt is at all times subject to the Notes Subordination Agreement and (ii) all documentation pursuant to which such Subordinated Debt is to be incurred shall be in form and substance satisfactory to the Bank (it being agreed that the NPA Amendment and the Fourth NPA Amendment are satisfactory to Bank, but as of the Fourth Amendment Effective Date, Bank has not approved the Bridge Supplemental Letter (as defined in the NPA Amendment)).”
Permitted Additional Subordinated Debt means Subordinated Debt incurred on or about the Third Amendment pursuant to the NPA Amendment, so long as (a) the aggregate principal amount of such Subordinated Debt does not exceed $10,000,000(which amount may be increased by paid-in-kind interest and capitalized original issued discount as contemplated in the NPA Amendment and the Notes issued thereunder on the date hereof), (b) such Subordinated Debt is at all times subject to the Notes Subordination Agreement, (c) all documentation pursuant to which such
Permitted Additional Subordinated Debt means Indebtedness of Borrower evidenced by a new issue of unsecured, subordinated debt securities of Borrower, so long as (a) such Indebtedness has a final maturity no earlier than two years after the Final Maturity Date and no amortization prior to two years after the Final Maturity Date; (b) such Indebtedness does not (i) have guarantors that are not Subsidiary Guarantors, (ii) have obligors other than Borrower or (iii) provide for security; (c) the subordination provisions, standstill provisions and remedies of such Indebtedness are identical to (or, from the perspective of the Lenders, more favorable than) those which applied to the Initial IDS−Linked Subordinated Notes issued on the Closing Date; (d) such Indebtedness has covenants, defaults and other terms that are not, taken as a whole, less favorable to Borrower and its Subsidiaries than those which applied to the Initial IDS−Linked Subordinated Notes issued on the Closing Date; (e) the documentation governing such Indebtedness is otherwise reasonably satisfactory to Agent (it being understood that documentation substantially identical to the Initial IDS Subordinated Notes Documents shall be reasonably satisfactory to Agent); and (f) such Indebtedness is issued in accordance with Section 6.3(a)(vii).