Frontier Airlines 2008 Annual Report Download - page 140

7.12 Changes in Fiscal Year. Make any change in fiscal year.
7.13 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 for the prepayment
of the Term Loans and the Reimbursement Obligations in accordance with the terms of this Agreement.
7.14 Partnerships, Etc. Become a general partner in any general or limited partnership or joint venture.
7.15 Speculative Transactions. Engage in any transaction involving any Swap Contract, except Swap Contracts relating to fuel in
accordance with the Loan Parties’ current business practice or as contemplated by Section 4.02.
7.16 Formation of Subsidiaries. Organize or invest in any new Subsidiary.
7.17 Change in Capital Structure. Make any material change in its equity capital structure as in existence on the Initial Closing
Date.
7.18 Repayments of Reimbursement Obligations. Make any repayment in respect of Reimbursement Obligations except (x) to the
extent set forth in Subsections 2.02(b)(i) through 2.02(b)(iv) or (y) concurrently with a prepayment of the Term Loans as set forth in
Section 2.02(b)(v).
7.19 Amendments to Reimbursement Agreement. Make any amendment, supplement, modification or any other change to the
Reimbursement Agreement in a manner that is adverse to the interests of any Lender or any Agent under any Loan Document without
the prior written consent of the Required Lenders.
7.20 Sales and Leasebacks. Enter into any arrangement with any Person providing for the leasing by any Loan Party of real or
personal property that has been or is to be sold or transferred by such Loan Party to such Person or to any other Person to whom funds
have been or are to be advanced by such Person on the security of such property or rental obligations of such Loan Party.
7.21 Negative Pledge Clauses. Enter into or suffer to exist or become effective any agreement that prohibits or limits the ability of
any Loan Party to create, incur, assume or suffer to exist any Lien upon any of its property or revenues, whether now owned or
hereafter acquired, to secure its obligations under the Loan Documents to which it is a party other than (a) this Agreement and the
other Loan Documents and the Reimbursement Documents and (b) any agreements governing any purchase money Liens or Capital
Lease Obligations not prohibited hereby (in which case, any prohibition or limitation shall only be effective against the assets financed
thereby).
7.22 Clauses Restricting Subsidiary Distributions. Enter into or suffer to exist or become effective any consensual encumbrance or
restriction on the ability of any Subsidiary of the Borrower to (a) make Restricted Payments in respect of any Capital Stock of such
Subsidiary held by, or pay any Indebtedness owed to, any Loan Party, (b) make loans or advances to, or other Investments in, any
Loan Party or (c) transfer any of its assets to any Loan Party, except for such encumbrances or restrictions existing under or by reason
of (i) any restrictions existing under the Loan Documents and the Reimbursement Documents and (ii) any restrictions with respect to a
Subsidiary imposed pursuant to an agreement that has been entered into in connection with the Disposition of all or substantially all of
the Capital Stock or assets of such Subsidiary.
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*Confidential
ARTICLE VIII
EVENTS OF DEFAULT AND REMEDIES
8.01 Events of Default. Any of the following shall constitute an Event of Default:
(a) Non-Payment. The Borrower or any other Loan Party fails to pay when and as required to be paid herein, any amount of
principal of, or interest on, any Term Loan, or when and as the same becomes due, any other amount payable hereunder or under any
other Loan Document; or
(b) Specific Covenants. The Borrower fails to perform or observe any term, covenant or agreement contained in any of Sections
6.03, 6.05, 6.07, 6.10, 6.11, 6.14, 6.15, 6.16, 6.17 or 6.18, or Article VII; or
(c) Other Defaults. Any Loan Party fails to perform or observe any other covenant or agreement (not specified in subsection (a)
or (b) above) contained in any Loan Document on its part to be performed or observed and such failure continues unremedied for five
(5) Business Days after the earlier of the date on which (A) a Responsible Officer becomes aware of such failure or (B) written notice
thereof shall have been given to the Borrower by the Administrative Agent, the Collateral Agent or any Lender; or
(d) Representations and Warranties. Any representation, warranty, certification or statement of fact made by or on behalf of the
Borrower or any other Loan Party herein, in any other Loan Document, or in any document delivered in connection herewith or
therewith shall be incorrect or misleading in any material respect when made; or
Source: REPUBLIC AIRWAYS HOLDINGS INC, 10-K, March 16, 2009 Powered by Morningstar® Document Research℠