Permitted Junior Debt Payments means, collectively, (a) payments of Junior Debt Fees, Costs and Expenses, (b) payments of regularly scheduled, non-accelerated payments of cash interest on the Junior Debt as and when due and payable in accordance with the terms of the Junior Creditor Agreements as in effect on the date hereof or as modified in accordance with the terms hereof, (c) in addition to amounts permitted to be paid pursuant to the preceding clause (b), AHYDO Catch-Up Payments, and (d) payments by one or more Debtors to Junior Creditor in satisfaction of such Debtor’s indemnity obligations set forth in Section 9.3 of the Junior Note Purchase Agreement, as in effect of the date hereof or as modified in accordance with the terms hereof.
Permitted Junior Debt Payments means regularly scheduled payments of interest on the Junior Debt. Person shall mean any natural person, corporation, general or limited partnership, limited liability company, firm, trust, association, government, governmental agency or other entity, whether acting in an individual, fiduciary or other capacity. Proceeding shall mean any voluntary or involuntary insolvency, bankruptcy, receivership, custodianship, liquidation, dissolution, reorganization, assignment for the benefit of creditors, appointment of a custodian, receiver, trustee or other officer with similar powers or any other proceeding for the liquidation, dissolution or other winding up of a Person, including, without limitation, any of the foregoing under any Debtor Relief Act.
Permitted Junior Debt Payments means any purchase, repurchase, redemption, defeasance or other acquisition or retirement of the Convertible Notes and the 2017 Senior Notes. “Permitted Liens” means, with respect to any Person: (1) Liens on assets or property of a Non-Guarantor securing Indebtedness of any Non-Guarantor; provided, further, that Non-Guarantors may not incur Liens under this clause (1) if, after giving pro forma effect to such incurrence (including a pro forma application of the net proceeds therefrom), more than an aggregate of 25% of Consolidated EBITDA of Liens of Non-Guarantors would be outstanding pursuant to this clause at any one time outstanding; (2) pledges, deposits or Liens under workmen’s compensation laws, payroll Taxes, unemployment insurance laws, social security laws or similar legislation, or insurance related obligations (including pledges or deposits securing liability to insurance carriers under insurance or self-insurance arrangements), or in connection with bids, tenders, completion guarantees, contracts (other than for borrowed money) or leases, or to secure utilities, licenses, public or statutory obligations, or to secure the performance of bids, trade contracts, government contracts and leases, statutory obligations, surety, stay, indemnity, judgment, customs, appeal or performance bonds, return-of- money bonds, bankers’ acceptance facilities (or other similar bonds, instruments or obligations), obligations in respect of letters of credit, bank guarantees or similar instruments that have been posted to support the same or as security for contested Taxes or import or customs duties or for the payment of rent, or other obligations of like nature, in each case incurred in the ordinary course of business or consistent with past practice; (3) Liens imposed by law, including carriers’, warehousemen’s, mechanics’, landlords’, materialmen’s, repairmen’s, construction contractors’ or other like Liens, in each case for sums not yet overdue for a period of more than 60 days or that are bonded or being contested in good faith by appropriate proceedings or other Liens arising out of judgments or awards against such Person with respect to which such Person shall then be proceeding with an appeal or other proceedings for review if adequate reserves with respect thereto are maintained on the books of such Person in accordance with GAAP; (4) Liens for Taxes, assessments or governmental charges which are not overdue or which are being contested in good faith by appr...
Examples of Permitted Junior Debt Payments in a sentence
The terms of the Junior Debt Documents to the contrary notwithstanding, each Loan Party by its acknowledgment and agreement hereto hereby agrees that it may not make, and each Seller hereby agrees that it will not accept from any Person, any payment or distribution on account of, or any redemption, purchase or acquisition of, the Junior Debt (by set off or otherwise) until the Senior Debt is Paid in Full, other than, except as otherwise prohibited herein, Permitted Junior Debt Payments.
For the avoidance of doubt, Permitted Junior Debt Payments that are blocked pursuant to this Section 2.3(b) shall accrue and constitute Junior Debt, but such amounts shall not increase the principal amount of the Junior Debt for purposes of calculating any future interest payments on the Junior Debt pursuant to clause (i) of the definition of “Permitted Junior Debt Payments”.
The Obligors and Junior Lender further agree that, unless and until the Senior Debt shall have been Paid in Full, no Permitted Junior Debt Payments shall be made by any Obligor or accepted by Junior Lender if, at the time of such payment or immediately after giving effect thereto a Prospective Event of Default or an Event of Default (in each case, as defined in the Senior Financing Agreement) has occurred and is continuing.
Subject to Section 2.3(b) herein, the Loan Parties and Sellers further agree that no Permitted Junior Debt Payments may be made by any Loan Party or any other Person or accepted by Sellers from any Person if, at the time of such payment or immediately after giving effect thereto, a Senior Default exists.
More Definitions of Permitted Junior Debt Payments
Permitted Junior Debt Payments means (a) payments by MDW Pan of the fee in the amount of $200,000 (with $100,000 due on the intial borrowing under the Junior Credit Agreement and the remainder due on the second borrowing under the Junior Credit Agreement) and of fees and expense not to exceed $200,000, (b) payments by MDW Pan of an amount not to exceed (i) fifty percent (50%) of any Restricted Payments (as defined in the Senior Credit Agreement) permitted to be made by MDW Pan in accordance with the Senior Credit Agreement less (ii) the first US$3,000,000 of such Restricted Payments to the extent paid by the Borrower to MDW Pan Holdings Corp. (such difference the “Available Cash Amount”) and (c) payments by MDW Pan pursuant to Section 2.03(b) (Mandatory Equity Prepayment) of the Junior Credit Agreement; provided that (x) there shall be no Permitted Junior Debt Payments at any time that a Prospective Event of Default or Event of Default (in each case, as defined in the Senior Financing Agreement) shall have occurred and be continuing or to the extent that a Prospective Event of Default or Event of Default would occur after giving effect to such payment, (y) any payments proposed to be made (i) prior to the Economic Completion Date (as defined in the Senior Credit Agreement) or (ii) at any time following the expiration of the Limited Make Whole Payment Period shall require the prior written approval of the Senior Lender (acting in its sole and absolute discretion through the Senior Collateral Agent).
Permitted Junior Debt Payments means, without duplication, (i) regularly scheduled payments of interest on the Junior Debt payable in cash at a rate not to exceed eight percent (8.00%) per annum, (ii) payment of reasonable and documented out-of-pocket costs and expenses incurred in connection with any actions taken not in contravention of the terms and conditions of this Agreement, to the extent due and owing to any Seller in accordance with the terms of the Junior Debt Documents, but in any event, not to exceed $25,000 in the aggregate, and (iii) “catch up payments” to the extent permitted by Section 2.3(b). Person shall mean any natural person, corporation, general or limited partnership, limited liability company, firm, trust, association, government, governmental agency or other entity, whether acting in an individual, fiduciary or other capacity Proceeding shall mean any voluntary or involuntary insolvency, bankruptcy, receivership, custodianship, liquidation, dissolution, reorganization, assignment for the benefit of creditors, appointment of a custodian, receiver, trustee or other officer with similar powers or any other proceeding for the liquidation, dissolution or other winding up of a Person, including, without limitation, any of the foregoing under any Debtor Relief Law. Required Lenders shall have the meaning ascribed to such term in the Loan Agreement. Seller shall mean each Seller which is a signatory to this Agreement and any other holder of a Junior Note or any other Junior Debt from time to time. Sellers shall mean all signatories to this Agreement and holders of the Junior Note or any other Junior Debt from time to time, collectively. Sellers’ Repr esentativ e shall have the meaning ascribed to such term in the preamble of this Agreement. Senior Creditor shall mean any holder of the Senior Debt from time to time. Senior Creditors shall mean all holders of Senior Debt, collectively. Senior Debt shall mean the “Obligations,” as such term is defined in the Loan Agreement, including, without limitation, all principal, interest, fees, expenses, indemnities, reimbursement obligations, cash management obligations and swap obligations, in each instance, whether before or after the commencement of a Proceeding and without regard to whether or not an allowed claim, and all obligations and liabilities incurred under the Loan Documents, together with any amendments, restatements, modifications, renewals or extensions of any thereof.
Permitted Junior Debt Payments means any purchase, repurchase, redemption, defeasance or other acquisition or retirement of the Convertible Notes and the 2017 Senior Notes. 48 US-DOCS\140506888.9146702970.6
Permitted Junior Debt Payments set forth in Section 1 of the Subordination Agreement is hereby amended and restated in its entirety as follows:
Permitted Junior Debt Payments means, collectively, (a) payments of Junior Debt Fees, Costs and Expenses, (b) payments of regularly scheduled, non-accelerated payments of cash interest on the Junior Debt as and when due and payable in accordance with the terms of the Junior Creditor Agreements as in effect on the date hereof or as modified in accordance with the terms hereof, (c) Permitted Refinancings and Exchanges, (d) in addition to amounts permitted to be paid pursuant to the preceding clauses (b) and (c), AHYDO Catch-Up Payments, and (e) payments by one or more Debtors to Junior Creditor in satisfaction of such Debtor’s indemnity obligations set forth in Section 9.3 of the Junior Note Purchase Agreement, as in effect on the Restatement Date or as modified in accordance with the terms hereof.
Permitted Junior Debt Payments means payments of principal and interest on the Junior Debt on a non-accelerated basis (whether such payments are regularly scheduled payments or optional prepayments) in accordance with the terms of the Junior Debt Documents as in effect on the date hereof or as modified in accordance with the terms of this Agreement. Person shall mean any natural person, corporation, general or limited partnership, limited liability company, firm, trust, association, government, governmental agency or other entity, whether acting in an individual, fiduciary or other capacity. Proceeding shall mean any voluntary or involuntary insolvency, bankruptcy, receivership, custodianship, liquidation, dissolution, reorganization, assignment for the benefit of creditors, appointment of a custodian, receiver, trustee or other officer with similar powers or any other proceeding for the liquidation, dissolution or other winding up of a Person, including, without limitation, any of the foregoing under Debtor Relief Laws.
Permitted Junior Debt Payments means any purchase, repurchase, redemption, defeasance or other acquisition or retirement of the Convertible Notes and the 2017 Senior Notes.