Prepayments, Etc of Indebtedness. Prepay, redeem, purchase, defease or otherwise satisfy prior to the scheduled maturity thereof in any manner, or make any payment in violation of any subordination terms of, any Indebtedness, except (a) the prepayment of the Credit Extensions in accordance with the terms of this Agreement and (b) regularly scheduled or required repayments or redemptions of Indebtedness set forth in Schedule 7.02 and refinancings and refundings of such Indebtedness permitted pursuant to Section 7.02(d).
Prepayments, Etc of Debt. Prepay, redeem, purchase, defease or otherwise satisfy prior to the scheduled amortization or maturity thereof in any manner, or make any payment in violation of any subordination terms of, any Debt except (i) the payment or prepayment of any or all of the Obligations under the Loan Documents, (ii) the Capital Lease Amendment Payments, (iii) the Contingent Payments, and (iv) regularly scheduled or required repayments or redemptions of Surviving Debt, or amend, modify or change in any manner any term or condition of any Surviving Debt, except for any amendment, modification or change of Surviving Debt (except as provided in any of clauses (i) through (iii) above or otherwise in this Agreement) that (A) could not reasonably be expected to have a Material Adverse Effect, (B) would not accelerate the scheduled amortization of such Surviving Debt and (C) would not increase the applicable interest rate of such Surviving Debt, or permit any of its Subsidiaries to do any of the foregoing other than to prepay any Debt payable to the Borrower or another Subsidiary of the Parent; provided, that, notwithstanding the foregoing, the Parent and its Subsidiaries may (1) consummate any Permitted Refinancing (and thereafter make any regularly scheduled or required repayment or redemptions of Debt incurred in connection with such Permitted Refinancing) and (2) repay or refinance the Debt under the Loan Documents in full or in such other amount as is approved by the Required Lenders pursuant to Section 5.02(b)(viii).
Prepayments, Etc of Indebtedness. Prepay, redeem, purchase, defease or otherwise satisfy prior to the scheduled maturity thereof in any manner any Indebtedness at any time that an Event of Default exists or would result therefrom, except the prepayment of the Credit Extensions in accordance with the terms of this Agreement.
Prepayments, Etc of Indebtedness. Prepay, redeem, purchase, defease or otherwise satisfy prior to the scheduled maturity thereof in any manner, or make any payment in violation of any subordination terms of, any unsecured Indebtedness, junior Lien Indebtedness or any Indebtedness which is contractually subordinated to the Obligations, except (a) regularly scheduled payments of principal and interest in respect of such Indebtedness in accordance with the terms of, and only to the extent required by, and subject to any subordination provisions contained in, the indenture or other agreement pursuant to which such Indebtedness was issued or incurred or any subordination agreement (including any subordination agreement entered into pursuant to Section 7.02(n)) in respect of such Indebtedness (provided that such regularly scheduled payments of principal shall not exceed 1.00% per annum of the aggregate principal amount of such Indebtedness), (b) prepayments and repayments of such Indebtedness made from cash of the Borrower that at such time would be permitted to be distributed to Holdings pursuant to Section 7.06(f), (c) prepayments and repayments of such Indebtedness made with the proceeds of Permitted Refinancing Indebtedness in respect thereof and (d) other prepayments, repayments, redemptions or similar transactions in an amount not to exceed the greater of (i) $20,000,000 and (ii) 1.00% of Total Assets (which shall be measured as of the date such transaction is consummated and shall take into account any transaction previously or concurrently consummated pursuant to this clause (d)).
Prepayments, Etc of Indebtedness. Voluntarily prepay, redeem, purchase, defease or otherwise satisfy prior to the scheduled maturity thereof in any manner (it being understood that regularly scheduled payments of interest on the Senior Notes shall be permitted) any Unsecured Financing or make any payment in violation of any subordination terms of any Unsecured Financing Documentation, except (a) so long as no Default or Event of Default shall have occurred and be continuing or would result therefrom, for an aggregate purchase price, or in an aggregate prepayment amount, not to exceed the Available Amount; provided that Holdings and its Restricted Subsidiaries shall be in Pro Forma Compliance with the covenant set forth in Section 7.10 after giving effect to such payment, prepayment, redemption, purchase, defeasance or satisfaction; (b) a Permitted Refinancing thereof (including through exchange offers and similar transactions); (c) the conversion of any Unsecured Financing to Equity Interests (other than Disqualified Equity Interests), and (d) solely with respect to the Senior Notes, any voluntary prepayment, redemption, purchase or satisfaction of the Senior Notes after the date that is one (1) year prior to the maturity thereof and (e) at any time after the Borrower has received Eligible Equity Proceeds of at least $50,000,000 from a Qualifying IPO, so long as no Default or Event of Default shall have occurred and be continuing or would result therefrom, any voluntary prepayment, redemption, purchase or satisfaction of the Senior Notes; provided that Holdings and its Restricted Subsidiaries shall be in Pro Forma Compliance with the covenant set forth in Section 7.10 after giving effect to such payment, prepayment, redemption, purchase, defeasance or satisfaction.
Prepayments, Etc. (a) The applicable Borrower shall have the right at any time and from time to time to prepay any Borrowing in whole or in part, without premium or penalty (but subject to Section 2.16), in an aggregate principal amount that is an integral multiple of the Borrowing Multiple and not less than the Borrowing Minimum or, if less, the amount outstanding, subject to prior notice in accordance with Section 2.10(e), provided that such optional prepayments of the Term Loans shall be applied to reduce on a pro rata basis (based on the amount of such amortization payments) the remaining scheduled amortization payments in respect of the Term Loans.
(b) In the event and on such occasion that the Revolving Facility Credit Exposure exceeds (x) 105% of the total Revolving Facility Commitments solely as a result of currency fluctuations or (y) the total Revolving Facility Commitments (other than as a result of currency fluctuations), the Borrowers under the Revolving Facility shall prepay Revolving Facility Borrowings, Swingline Dollar Borrowings and/or Swingline Euro Borrowings (or, if no such Borrowings are outstanding, deposit cash collateral in an account with the Administrative Agent pursuant to Section 2.05(k)) made to such Borrowers, in an aggregate amount equal to the amount by which the Revolving Facility Credit Exposure exceeds the total Revolving Facility Commitments.
(c) Holdings shall cause (i) an amount equal to all Net Proceeds (rounded down to the nearest Borrowing Multiple) promptly upon receipt thereof to be used to prepay Term Loans in accordance with Section 2.10(c) and (ii) an amount equal to the Remaining Note Amount (rounded down to the nearest Borrowing Multiple) to be used to prepay Term Loans in accordance with Section 2.10(c) on the date three months after the Effective Date to the extent not previously used to redeem the Remaining Notes.
(d) On any day on which the aggregate CL Exposure exceeds the Total Credit-Linked Commitment at such time, CAC and the Company on a joint and several basis agree to pay to the Administrative Agent at the Payment Office on such day an amount of cash and/or Cash Equivalents equal to the amount of such excess, such cash and/or Cash Equivalents first, to be used to repay any outstanding CL Loans, with any remaining cash and/or Cash Equivalents to be held as security for all obligations of the respective CL Borrower to the Issuing Lenders and the CL Lenders hereunder in respect of CL Letters of Credit in a cash collat...
Prepayments, Etc of Indebtedness; Amendments7.06
Prepayments, Etc of Indebtedness.
Prepayments, Etc of Debt. Prepay, redeem, purchase, defease or otherwise satisfy prior to the scheduled maturity thereof in any manner, or make any payment in violation of any subordination terms of, any Subordinated Debt of the Borrower.
Prepayments, Etc of Other Indebtedness; and Modifications of Certain Other Agreements 53 SECTION 6.14 Financial Covenants 53 SECTION 6.15 Limitation on Creation of Subsidiaries 54 SECTION 6.16 Prohibited ACP Transaction 55 ARTICLE VII Events of Default 55 ARTICLE VIII The Administrative Agent 57 SECTION 8.01 Appointment and Authority 57 SECTION 8.02 Rights as a Lender 57 SECTION 8.03 Exculpatory Provisions 58 SECTION 8.04 Reliance by Administrative Agent 58 SECTION 8.05 Delegation of Duties 58 SECTION 8.06 Resignation of Administrative Agent 59 SECTION 8.07 Non-Reliance as Administrative Agent 59 SECTION 8.08 No Partnership or Joint Venture 59 SECTION 8.09 Collateral and Guaranty Matters 59 ARTICLE IX Miscellaneous 60 SECTION 9.01 Notices 60 SECTION 9.02 Waivers; Amendments 61 SECTION 9.03 Expenses; Indemnity; Damage Waiver 62 SECTION 9.04 Successors and Assigns 63 SECTION 9.05 Survival 63 SECTION 9.06 Counterparts; Integration; Effectiveness 64 SECTION 9.07 Severability 64 SECTION 9.08 Right of Setoff 64 SECTION 9.09 Governing Law; Jurisdiction; Consent to Service of Process 64 SECTION 9.10 WAIVER OF JURY TRIAL 65 SECTION 9.11 Headings 65 SECTION 9.12 Confidentiality 65 SECTION 9.13 USA PATRIOT Act 66 SECTION 9.14 Interest Rate Limitation 66 SECTION 9.15 No Advisory or Fiduciary Responsibility 66 SECTION 9.16 Appointment for Perfection 66 SCHEDULES: Schedule A – Material Subsidiaries Schedule B – Tower Companies Schedule C – Disclosure Schedule to Article III Schedule 2.01 – Commitments Schedule 3.03(c) – Conflicting Agreements Schedule 3.15 – Subsidiaries Schedule 6.01 – Existing Indebtedness Schedule 6.02 – Existing Liens CREDIT AGREEMENT (this “Agreement”) dated as of September 15, 2014, by and among ACP RE LTD., a Bermuda exempted company (“ACP”), LONDON ACQUISITION COMPANY LIMITED, a Bermuda exempted company and wholly‑owned subsidiary of ACP (“Merger Sub” and, together with ACP, collectively, the “Borrower”), ACP RE HOLDINGS, LLC, a Delaware limited liability company (“Holdings”) and owner of 100% of the Equity Interests (as defined below) of ACP, as a Guarantor, the LENDERS from time to time party hereto, and AMTRUST FINANCIAL SERVICES, INC., a Delaware corporation, as Administrative Agent.
