Schawk (SGK)

“Permitted Refinancing Debt” means (a) any replacement, renewal, refinancing or extension of any Debt (other than the Debt evidenced by the Bank Credit Agreement) permitted by this Agreement that (i) does not exceed the aggregate principal amount (plus accrued interest and any applicable premium and associated fees and expenses) of the Debt being replaced, renewed, refinanced or extended, (ii) does not have a Weighted Average Life to Maturity at the time of such replacement, renewal, refinancing or extension that is less than the Weighted Average Life to Maturity of the Debt being replaced, renewed, refinanced or extended, (iii) does not rank at the time of such replacement, renewal, refinancing or extension senior to the Debt being replaced, renewed, refinanced or extended, and (iv) does not contain terms (including, without limitation, terms relating to security, amortization, interest rate, premiums, fees, covenants, event of default and remedies) materially less favorable to the Company or to the holders of the Notes than those applicable to the Debt being replaced, renewed, refinanced or extended, or (b) any replacement, renewal, refinancing or extension of the Debt evidenced by the Bank Credit Agreement, so long as such replaced, renewed, refinanced or extended Debt is evidenced by an Acceptable Bank Credit Agreement.