Indebtedness. The word "Indebtedness" means and includes without limitation all Loans, together with all other obligations, debts and liabilities of Borrower to Lender, or any one or more of them, as well as all claims by Lender against Borrower, or any one or more of them; whether now or hereafter existing, voluntary or involuntary, due or not due, absolute or contingent, liquidated or unliquidated; whether Borrower may be liable individually or jointly with others; whether Borrower may be obligated as a guarantor, surety, or otherwise; whether recovery upon such indebtedness may be or hereafter may become barred by any statute of limitations; and whether such indebtedness may be or hereafter may become otherwise unenforceable.
Clause Library
Indebtedness Clause Examples
A contractual provision defining obligations related to borrowed funds, including restrictions on incurring additional debt.
14 examplesSourced from SEC EDGAR
Indebtedness Clause Overview
An indebtedness clause defines or restricts a party's borrowed-money obligations: what counts as "debt" for purposes of the agreement, and often limits on taking on additional debt without consent.
It's common in loan agreements and investment documents where a lender or investor wants visibility into, or control over, how much additional debt the other party can take on, since more debt can affect the ability to repay or perform.
Check the definition of "indebtedness" carefully. It may or may not include things like guarantees, capital leases, or intercompany loans, and note any carve-outs for ordinary-course borrowing that's excluded from the restriction.
Sample Clauses - Indebtedness
The Company shall not create, incur, assume or otherwise become liable, in one transaction or in a series of related transactions, with respect to any indebtedness for borrowed moneys or guarantees thereof in an amount, on a per transaction or series of related transactions basis, in excess of $25,000;
The Company has not incurred any indebtedness for borrowed money or guaranteed any such Indebtedness of another Person other than in connection with the financing of the operations of the Company in the ordinary course of business.
The word "Indebtedness" means the indebtedness evidenced by the Note or Related Documents, including all principal and interest together with all other indebtedness and costs and expenses for which Borrower is responsible under this Agreement or under any of the Related Documents.
Indebtedness shall mean and include all obligations that constitute 'Indebtedness' within the meaning of the Initial Second Priority Facility or the Initial First Lien Facility.
Section 7.01 of the Credit Agreement is hereby amended as follows: (i) Section 7.01(g) is hereby amended by deleting the word 'and' at the end of such section, (ii) Section 7.01(h) is hereby re-lettered as a new Section 7.01(i), and (iii) a new Section 7.01(h) of the Credit Agreement is hereby added in its entirety to read as follows: (h) Indebtedness in respect of performance bonds, bid bonds, appeal bonds, surety bonds and completion guarantees and similar obligations not in connection with money borrowed, in each case provided in the ordinary course of business or consistent with past practice, including those incurred to secure health, safety and environmental obligations in the ordinary course of business or consistent with past practice.
The conditions or restrictions, if any, to be effective while any shares of such series are outstanding upon the creation of indebtedness of the Corporation upon the issue of any additional stock, including additional shares of such series or of any other series of this class or of any other class.
Except as set forth in Section 3.1(h) of the CanvasRx Disclosure Letter, CanvasRx does not have any outstanding bonds, debentures, notes, mortgages or other indebtedness and CanvasRx has not agreed to create or issue any bonds, debentures, notes, mortgages or other indebtedness which will mature more than one (1) year after the date of their creation or issuance.
The Aurora Group Companies do not have any outstanding bonds, debentures, notes, mortgages or other indebtedness and no Aurora Group Company has agreed to create or issue any bonds, debentures, notes, mortgages or other indebtedness which will mature more than one (1) year after the date of their creation or issuance.
The word 'Indebtedness' means Borrower's indebtedness to Lender as more particularly described in this Guaranty.
Borrower shall not create, incur, assume, or be liable for any Indebtedness, or permit any Subsidiary to do so, other than Permitted Indebtedness.
Borrowers shall not directly or indirectly, incur, create, assume, guarantee, become contingently liable in connection with, or suffer to exist any indebtedness except a) liabilities to Lender; b) trade payables that arise in the ordinary and usual course of the ownership and leasing of the Premises in accordance with the Manager Lease; c) trade payables that arise in the ordinary and usual course of the Business in accordance with the Facility Management Contract; d) indebtedness secured by Permitted Liens; e) unsecured indebtedness in an aggregate amount for both Borrowers not to exceed $250,000.00 at any time outstanding; f) capital expenditures as required by the Facility Management Contract; and g) leases and purchases of gaming equipment required to operate the Business in accordance with the Facility Management Contract.
The Company does not have any Indebtedness for more than $500,000 other than the Indebtedness set forth on Schedule 6.7(c), and in such amounts (including principal and any accrued but unpaid interest or other obligations with respect to such Indebtedness), as set forth on Schedule 6.7(c). Except as disclosed on Schedule 6.7(c), no outstanding Indebtedness of the Company contains any restriction upon (i) the prepayment of any of such Indebtedness, (ii) the incurrence of Indebtedness by the Company, or (iii) the ability of the Company to grant any Lien on its properties or assets.
Section 6.02. Liens 107 Section 6.03. [Reserved] 112 Section 6.04. Restricted Payments; Restricted Debt Payments 112 Section 6.05. Burdensome Agreements 115 Section 6.06. Investments 117 Section 6.07. Fundamental Changes; Disposition of Assets 120 Section 6.08. [Reserved] 124 Section 6.09. Transactions with Affiliates 124 Section 6.10. Conduct of Business 126 Section 6.11. [Reserved] 126 Section 6.12. Fiscal Year 126 Section 6.13. Financial Covenant 126
All clause examples are sourced from publicly available SEC EDGAR filings. These clauses are provided for educational and reference purposes only and do not constitute legal advice. Always consult a qualified attorney before using any clause in your contracts.
Frequently Asked Questions
- What is the Indebtedness clause?
- A contractual provision defining obligations related to borrowed funds, including restrictions on incurring additional debt.
- When would a contract include the Indebtedness clause?
- Parties typically add a clause like this when the underlying issue is important enough that they want the agreement itself to state a clear, negotiated position, rather than leaving it to interpretation, industry custom, or whatever default rule would otherwise apply. How specific the wording gets usually reflects how much this point mattered in negotiation.
- What should I watch for when reviewing the Indebtedness clause?
- Wording for this type of clause varies a lot between contracts, scope, triggering conditions, exceptions, and any related defined terms are often heavily negotiated. When reviewing one, compare it against your own priorities rather than assuming a standard or "market" version applies, and check how it interacts with other clauses in the same agreement.
- Is this clause legally required, and can I just copy an example into my contract?
- Whether a clause like this is needed, and exactly how it should be worded, depends on the contract, the industry, and the laws that apply to that specific agreement. The examples on this page are for general education and reference, not legal advice, so for a contract you intend to sign, have the specific language reviewed by a qualified lawyer.