Permitted Holdings Debt definition
Permitted Holdings Debt has the meaning assigned to such term in Section 6.01(a)(xviii).
Permitted Holdings Debt means unsecured Indebtedness of Holdings that:
Permitted Holdings Debt has the meaning specified in Section 7.03(r).
Examples of Permitted Holdings Debt in a sentence
The Net Proceeds of any such Equity Interests issued by Holdings shall be contributed by Holdings to the Borrower as common equity (except any such Net Proceeds retained by Holdings to pay interest on Permitted Holdings Debt or to pay the ChaseTel Earnout).
Neither Holdings nor the ------------------------------- Borrower will, nor will it permit any Subsidiary Loan Party to, amend, modify or waive any of its rights or obligations under (a) any Intercompany Agreement, (b) its certificate or articles of incorporation, by-laws or other organizational documents, (c) the ChaseTel Purchase Agreement, or (d) any agreement or instrument governing or evidencing any Permitted Holdings Debt, FCC Debt or Eligible Parent Debt.
Holdings will not own or acquire any assets (other than shares of capital stock of the Borrower, cash and Permitted Investments) or incur any liabilities (other than liabilities under the Loan Documents, Permitted Holdings Debt, liabilities imposed by law, including tax liabilities, and other liabilities incidental to its existence and permitted business and activities).
Holdings shall not engage in any other activity than the ownership of the capital stock of its Subsidiaries and the incurrence of Permitted Holdings Debt and activities incidental thereto.
Neither Holdings nor the Borrower will, nor will they permit any Subsidiary to, amend, modify or waive any of its rights under (a) any Permitted Debt Document, (b) its certificate of incorporation, by-laws or other organizational documents, (c) the Management Agreement and (d) any indenture, agreement or other instrument evidencing or governing any Permitted Holdings Debt, in each case in any manner that is adverse in any material respect to the interests of the Lenders or the Loan Parties.
More Definitions of Permitted Holdings Debt
Permitted Holdings Debt means Indebtedness of Holdings which (i) does not mature, and is not subject to mandatory repurchase, redemption or amortization (other than pursuant to customary asset sale or change in control provisions requiring redemption or repurchase only if and to the extent then permitted by this Agreement), in each case, prior to the date that is six months after the Tranche B Maturity Date, (ii) is not secured by any assets of Holdings, the Borrower or any Subsidiary, (iii) is not Guaranteed by the Borrower or any Subsidiary, (iv) is not exchangeable or convertible into Indebtedness of Holdings (except other Permitted Holdings Debt), the Borrower or any Subsidiary or any preferred stock or other Equity Interest (other than common equity or Non-Cash Pay Preferred Stock of the Parent or Holdings, provided that any such exchange or conversion, if effected, would not result in a Change in Control) and (v) if subordinated, is subordinated to the Obligations pursuant to a written instrument delivered, and reasonably satisfactory, to the Administrative Agent or on terms substantially identical to (and no less favorable in any significant respect to the Lenders than) the subordination terms applicable to the Senior Subordinated Debt.
Permitted Holdings Debt means (1) Indebtedness of the Company or VNU Intermediate Holding B.V. (i) that will not mature prior to the date that is ninety-one (91) days after the latest Maturity Date, (ii) that is not subject to any Guarantee by NHF or any Restricted Subsidiary, and (iii) that does not require any payments in cash of interest or other amounts in respect of the principal thereof (including through amortization) prior to the earlier to occur of (A) the date that is five (5) years from the date of the issuance or incurrence thereof and (B) the date that is ninety-one (91) days after the latest Maturity Date; provided that such Indebtedness can have mandatory prepayment, repurchase or redemption provisions no more restrictive than those set forth in the documents governing the Company’s Senior Discount Notes issued on the Closing Date (as of the Closing Date), (2) any other Indebtedness (including Holdings Debt), to the extent the proceeds thereof are used to refinance any Holdings Debt existing on the Closing Date (or refinancings thereof pursuant to this clause (2)), in an aggregate principal amount not in excess of the aggregate principal amount thereof except to the extent of additional Indebtedness incurred to pay premiums (including tender premiums), defeasance costs and fees and expenses in connection therewith or (3) any Indebtedness incurred pursuant to a Permitted Debt Offering.
Permitted Holdings Debt as defined in Section 6.3(p).
Permitted Holdings Debt means Indebtedness of Holdings in respect of debt securities issued in an underwritten public offering or private placement pursuant to Rule 144A; provided that (a) such Indebtedness shall not mature, nor shall any scheduled repayment of any principal thereof be due, nor shall such Indebtedness be subject to any mandatory redemption or required repurchase, conversion or exchange (whether upon the occurrence of any contingency or otherwise, but excluding contingent redemption offer provisions in the event of a "change of control" or "asset sale" that are customary for similar debt securities), in each case prior to the date that is one year after the Maturity Date, (b) any covenants, events of default and similar provisions relating thereto shall be reasonably satisfactory to the Required Lenders, (c) the obligations of Holdings in respect thereof shall not be Guaranteed by any other Loan Party or secured by any Lien, (d) by its terms, no interest shall be payable in respect of such Indebtedness (other than (i) by the issuance of additional Permitted Holdings Debt or (ii) out of a cash reserve funded by Holdings from the net proceeds of the issuance of such Indebtedness in an amount sufficient to pay such cash interest) prior to the later of (A) the date that is five years after the date of issuance of such Indebtedness and (B) June 30, 2005, and (e) the net proceeds of such Indebtedness (other than the portion, if any, of such net proceeds applied to fund any cash reserve established to fund interest payments as provided above) are contributed by Holdings to the Borrower as common equity.
Permitted Holdings Debt means unsecured Indebtedness of Holdings (A) that is not subject to any Guarantee by any Subsidiary of Holdings, (B) that will not mature until after the date that is 91 days after the then Latest Maturity Date in effect on the date of issuance or incurrence thereof and (C) that is not subject to mandatory redemption, repurchase, prepayment or sinking fund obligation (other than customary AHYDO Catch-Up Payments and customary offers to repurchase and prepayment events upon a change of control, asset sale or event of loss and a customary acceleration right after an event of default) prior to the date that is 91 days after the then Latest Maturity Date (provided that such Indebtedness may be incurred in the form of a customary “bridge” or other interim credit facility intended to be refinanced or replaced with long-term indebtedness so long as, subject only to customary conditions the failure of which to be satisfied would otherwise result in an Event of Default, it would either be automatically converted into or required to be exchanged for permanent financing which satisfies the requirements of clauses (B) and (C), and for the avoidance of doubt, clause (A)).
Permitted Holdings Debt means unsecured Indebtedness of Holdings (A) that is not subject to any Guarantee by any Subsidiary of Holdings, (B) that will not mature until after the Latest Maturity Date in effect on the date of issuance or incurrence thereof, (C) that is not subject to mandatory redemption, repurchase, prepayment or sinking fund obligation (other than customary offers to repurchase and prepayment events upon a change of control, asset sale or event of loss and a customary acceleration right after an event of default) prior to the Latest Maturity Date (it being understood that such Indebtedness may have mandatory prepayment, repurchase or redemption provisions satisfying the requirements of clause (D) below prior to such date), (D) that does not require any payments in cash of interest or other amounts in respect of the principal thereof prior to the earlier to occur of (1) a date that is four (4) years from the date of the issuance or incurrence thereof and (2) a date that is after the Latest Maturity Date in effect on the date of such issuance or incurrence, and (E) that has covenant, default and remedy provisions no more restrictive (taken as a whole) than those set forth in this Agreement (taken as a whole) (except in a manner customary for holding company debt securities, including senior discount notes), as reasonably determined by the Borrower.
Permitted Holdings Debt means (1) Indebtedness of the Company or VNU Intermediate Holding B.V. (i) that will not mature prior to the date that is ninety-one (91) days after the Maturity Date of the Term Loans, (ii) that is not subject to any Guarantee by VNUHF or any Restricted Subsidiary, and (iii) that does not require any payments in cash of interest or other amounts in respect of the principal thereof (including through amortization) prior to the earlier to occur of (A) the date that is five (5) years from the date of the issuance or incurrence thereof and (B) the date that is ninety-one (91) days after the Maturity Date of the Term Loans; provided that such Indebtedness can have mandatory prepayment, repurchase or redemption provisions no more restrictive than those set forth in the documents governing the Company’s Senior Discount Notes issued on the Closing Date (as of the Closing Date) or (2) any other Indebtedness (including Holdings Debt), to the extent the proceeds thereof are used to refinance any Holdings Debt existing on the Closing Date (or refinancings thereof pursuant to this clause (2)), in an aggregate principal amount not in excess of the aggregate principal amount thereof except to the extent of additional Indebtedness incurred to pay premiums (including tender premiums), defeasance costs and fees and expenses in connection therewith.