Permitted Holdings Indebtedness definition
Permitted Holdings Indebtedness means unsecured Indebtedness of Holdings (or, on and after the Specified AV Minerals Joinder Date, AV Minerals) (i) with respect to which neither the Designated Company nor any Subsidiary has any Contingent Obligation, (ii) that will not mature prior to the 180th day following the Latest Maturity Date, (iii) that has no scheduled amortization of principal prior to the 180th day following the Latest Maturity Date, (iv) that does not require any payments in cash of interest or other amounts in respect of the principal thereof (other than optional redemption provisions customary for senior discount or “pay-in-kind” notes) for a number of years from the date of issuance or incurrence thereof equal to at least one-half of the term to maturity thereof, (v) that has mandatory prepayment, repurchase or redemption, covenant, default and remedy provisions customary for senior discount or “pay-in-kind” notes of an issuer that is the parent of a borrower under senior secured credit facilities and (vi) that is issued to a person that is not an Affiliate of the Designated Company or any of Holdings’ (or, on and after the Specified AV Minerals Joinder Date, AV Minerals’) Subsidiaries in an arm’s-length transaction on fair market terms; provided that at least five Business Days prior to the incurrence of such Indebtedness, a Responsible Officer of Holdings (in the case of Indebtedness incurred by Holdings) (or, on and after the Specified AV Minerals Joinder Date, AV Minerals, in the case of Indebtedness incurred by AV Minerals) shall have delivered a certificate to the Administrative Agent (together with a reasonably detailed description of the material terms and conditions of such Indebtedness or drafts of the documentation relating thereto) stating that Holdings has determined in good faith that such terms and conditions satisfy the foregoing requirements.
Permitted Holdings Indebtedness means unsecured Indebtedness of Holdings (i) with respect to which no Borrower or Subsidiary has any Contingent Obligation, (ii) that will not mature prior to the 180th day following the Maturity Date, (iii) that has no scheduled amortization of principal prior to the 180th day following the Maturity Date, (iv) that does not require any payments in cash of interest or other amounts in respect of the principal thereof (other than optional redemption provisions customary for senior discount or “pay-in-kind” notes) for a number of years from the date of issuance or incurrence thereof equal to at least one-half of the term to maturity thereof, (v) that has mandatory prepayment, repurchase or redemption, covenant, default and remedy provisions customary for senior discount or “pay-in-kind” notes of an issuer that is the parent of a borrower under senior secured credit facilities, and (vi) that is issued to a person that is not an Affiliate of the Parent Borrower or any of its Subsidiaries in an arm’s-length transaction on fair market terms; provided that at least five Business Days prior to the incurrence of such Indebtedness, a Responsible Officer of Holdings shall have delivered a certificate to the Administrative Agent (together with a reasonably detailed description of the material terms and conditions of such Indebtedness or drafts of the documentation relating thereto) stating that Holdings has determined in good faith that such terms and conditions satisfy the foregoing requirements.
Permitted Holdings Indebtedness means Indebtedness of Holdings all of the proceeds of which are contributed to the common equity of the Borrower and used by the Borrower to acquire Excluded Shares or Pledged Shares.
Examples of Permitted Holdings Indebtedness in a sentence
A certificate, dated the Closing Date and signed by a Senior Officer of the Borrower, to the effect that, after giving effect to the Transactions, (i) the Borrower shall have outstanding no Indebtedness or capital stock other than (x) the Loan hereunder, (y) Indebtedness under the Senior Term Loan Agreement and (z) the common stock evidenced by the Equity Contribution and (ii) Holdings shall have outstanding no Indebtedness other than Permitted Holdings Indebtedness.
The subordination provisions of the documents and instruments evidencing the Senior Subordinated Notes, the Deferred Limited Interest Guaranty, the MCIT Turnover Agreement, the Holdings Turnover Agreement, the Jordan Management Agreement, any Permitted Subordinated Indebtedness, Holdings Subordinated Debt or any other Permitted Holdings Indebtedness shall, at any time, be invalidated or otherwise cease to be in full force and effect.
Except as may arise under the Loan Documents, the Term Loan Documents or any Permitted Holdings Indebtedness or (in the case of Novelis Europe Holdings Limited) the New Senior Notes, neither Holdings nor Novelis Europe Holdings Limited, trades or has any liabilities or commitments (actual or contingent, present or future) other than liabilities attributable or incidental to acting as a holding company of shares in the Equity Interests of its Subsidiaries.
Holdings shall not incur any Liens on Equity Interests of the Borrower other than those for the benefit of the Obligations, the obligations under the ABL Facility, Permitted Notes, Permitted Ratio Debt, Permitted First Priority Refinancing Debt, Permitted Junior Priority Refinancing, and Permitted Holdings Indebtedness.
A certificate, dated the Closing Date and signed by a Senior Officer of the Borrower, to the effect that, after giving effect to the Transactions, (i) the Borrower shall have outstanding no Indebtedness or capital stock other than (x) the Loans hereunder, (y) Indebtedness under the Subordinated Seller Loan Agreement and (z) the common stock evidenced by the Equity Contribution and (ii) Holdings shall have outstanding no Indebtedness other than Permitted Holdings Indebtedness.
More Definitions of Permitted Holdings Indebtedness
Permitted Holdings Indebtedness means Indebtedness of Holdings in an aggregate principal amount not to exceed $8,000,000 incurred (a) to acquire 5% of the shares of Mantenimientos y Servicios S.A. and/or (b) for purposes other than those set forth in (a) above; provided that (i) such Indebtedness shall be unsecured, (ii) such Indebtedness shall mature after the Maturity Date (as defined in the Senior Term Loan Agreement), (iii) the terms of such Indebtedness shall not require any principal amortization, or permit the mandatory or optional prepayment thereof, prior to the repayment in full of the Senior Loans, except that the terms of such Indebtedness may permit the optional prepayment thereof with the proceeds of dividend payments made pursuant to Section 6.6(b), (iv) the terms of such Indebtedness shall not require or permit the payment of interest or other amounts in cash prior to the repayment in full of the Senior Loans, except that the terms of such Indebtedness may permit the payment of interest or other amounts in cash with the proceeds of dividend payments made pursuant to Section 6.06(b) and (v) the terms of such Indebtedness shall provide that the failure of Holdings to pay any amounts due under or in respect of such Indebtedness as a result of Holdings having insufficient funds to make such payment shall result in a deferral of such payment obligation and the failure to make such payment shall not result in a default or event of default thereunder.
Permitted Holdings Indebtedness means the following Indebtedness of Holdings:
Permitted Holdings Indebtedness means Indebtedness of Holdings which (a) does not require the payment of cash interest, does not mature, and is not subject to mandatory repurchase, redemption or amortization (other than pursuant to customary asset sale or change of control provisions requiring redemption or repurchase only if and to the extent permitted by this Agreement), in each case, prior to the date that is six months after the Term Loan Maturity Date, (b) is not secured by any assets of Holdings, the Borrower or any Subsidiary, (c) is not Guaranteed by the Borrower or any Subsidiary, (d) is not exchangeable or convertible into Indebtedness of Holdings (except other Permitted Holdings Indebtedness), the Borrower or any Subsidiary or any preferred stock or other Equity Interest (other than common equity of Holdings, provided that any such exchange or conversion, if effected, would not result in a Change in Control) and (e) is subordinated to the Obligations to the same degree (or to a greater degree) as those obligations that are subject to the Affiliate Subordination Agreement.
Permitted Holdings Indebtedness means unsecured Indebtedness of Holdings (i) with respect to which neither the Designated Company nor any Subsidiary has any Contingent Obligation, (ii) that will not mature prior to the 180th day following the Latest Maturity Date, (iii) that has no scheduled amortization of principal prior to the 180th day following the Latest Maturity Date, (iv) that does not require any payments in cash of interest or other amounts in respect of the principal thereof (other than optional redemption provisions customary for senior discount or “pay-in-kind” notes) for a number of years from the date of issuance or incurrence thereof equal to at least one-half of the term to maturity thereof, (v) that has mandatory prepayment, repurchase or redemption, covenant, default and remedy provisions customary for senior discount or “pay-in-kind” notes of an issuer that is the parent of a borrower under senior secured credit facilities and (vi) that is issued to a person that is not an Affiliate of the Designated Company or any of Holdings’ Subsidiaries in an arm’s-length transaction on fair market terms;
Permitted Holdings Indebtedness means unsecured Indebtedness of Holdings (i) with respect to which neither the Designated Company nor any Subsidiary has any Contingent Obligation, (ii) that will not mature prior to the 180th day following the Latest Maturity Date, (iii) that has no scheduled amortization of principal prior to the 180th day following the Latest Maturity Date, (iv) that does not require any payments in cash of interest or other amounts in respect of the principal thereof (other than optional redemption provisions customary for senior discount or “pay-in-kind” notes) for a number of years from the date of issuance or incurrence thereof equal to at least one-half of the term to maturity thereof, (v) that has mandatory prepayment, repurchase or redemption, covenant, default and remedy provisions customary for senior discount or “pay-in-kind” notes of an issuer that is the parent of a borrower under senior secured credit facilities and (vi) that is issued to a person that is not an Affiliate of the Designated Company or any of Holdings’ Subsidiaries in an arm’s-length transaction 967770.02F-CHISR1034077.05-CHISR01A - MSW 64 on fair market terms; provided that at least five Business Days prior to the incurrence of such Indebtedness, a Responsible Officer of Holdings shall have delivered a certificate to the Administrative Agent (together with a reasonably detailed description of the material terms and conditions of such Indebtedness or drafts of the documentation relating thereto) stating that Holdings has determined in good faith that such terms and conditions satisfy the foregoing requirements.
Permitted Holdings Indebtedness means unsecured Indebtedness of Holdings (or, on and after the Specified AV Minerals Joinder Date, AV Minerals)
Permitted Holdings Indebtedness means unsecured Indebtedness of Holdings (and any Permitted Refinancing Indebtedness in respect thereof) that (i) is not supported by any Contingent Obligations of or Liens granted by Company or any of its Subsidiaries, (ii) will not mature prior to the Maturity Date, (iii) does not permit any payments in cash of interest or other amounts in respect of the principal thereof for at least five (5) years from the date of the issuance of incurrence thereof, and (iv) has mandatory prepayment, repurchase or redemption, covenant, default and remedy provisions customary for senior discount notes of an issuer that is the parent of a borrower under senior secured credit facilities, and in any event not materially more restrictive than those contained in the Senior Subordinated Note Indenture, taken as a whole; provided, any such Indebtedness shall constitute Permitted Holdings Indebtedness only if both before and after giving effect to the issuance or incurrence thereof, no Default or Event of Default shall have occurred and be continuing.