Clauses Restricting Subsidiary Distributions. Enter into or suffer to exist or become effective any consensual encumbrance or restriction on the ability of any Restricted Subsidiary of the Borrower that is not a Loan Party to (a) make Restricted Payments in respect of any Capital Stock of such Restricted Subsidiary held by, or pay any Indebtedness owed to, the Borrower or any other Restricted Subsidiary of the Borrower, (b) make loans or advances to, or other Investments in, the Borrower or any other Restricted Subsidiary of the Borrower or (c) transfer any of its assets to the Borrower or any other Restricted Subsidiary of the Borrower, except for such encumbrances or restrictions existing under or by reason of:
Appears in 11 contracts
Samples: Credit Agreement (Auxilium Pharmaceuticals Inc), Credit Agreement (Alkermes Plc.), Credit Agreement (Alkermes Plc.)
Clauses Restricting Subsidiary Distributions. Enter into or suffer to exist or become effective any consensual encumbrance or restriction on the ability of any Restricted Subsidiary of the Borrower that is not a Loan Party to (a) make Restricted Payments in respect of any Capital Stock of such Restricted Subsidiary held by, or pay any Indebtedness owed to, the Borrower or any other Restricted Subsidiary of the Borrower, (b) make loans or advances to, or other Investments in, the Borrower or any other Restricted Subsidiary of the Borrower or (c) transfer any of its assets to the Borrower or any other Restricted Subsidiary of the Borrower, except for such encumbrances or restrictions existing under or by reason of:
Appears in 5 contracts
Samples: Credit Agreement (Rotech Healthcare Inc), Credit Agreement (Rotech Healthcare Inc), Credit Agreement (Rotech Healthcare Inc)
Clauses Restricting Subsidiary Distributions. Enter into or suffer to exist or become effective any (a) consensual encumbrance or restriction or (b) injunction or other order imposing a restriction, on the ability of any Restricted Subsidiary of the Borrower that is not a Loan Party to (ai) make Restricted Payments Distributions in respect of any Capital Stock of such Restricted Subsidiary held by, or pay any Indebtedness owed to, the Borrower or any other Restricted Subsidiary of the BorrowerSubsidiary, (bii) make loans or advances to, or other Investments in, the Borrower or any other Restricted Subsidiary of the Borrower or (ciii) transfer any of its assets to the Borrower or any other Restricted Subsidiary of the Borrower, except for such encumbrances or any restrictions existing under or by reason of:the Loan Documents.
Appears in 3 contracts
Samples: Credit Agreement (Kenexa Corp), Credit Agreement (Clearpoint Business Resources, Inc), Credit Agreement (Kenexa Corp)
Clauses Restricting Subsidiary Distributions. Enter into or suffer to exist or become effective any consensual encumbrance or restriction on the ability of any Restricted Subsidiary of the Borrower that is not a Loan Party to (a) make Restricted Payments in respect of any Capital Stock of such Restricted Subsidiary held by, or pay any Indebtedness owed to, the Borrower or any other Restricted Subsidiary of the Borrower, (b) make loans or advances to, or other Investments in, the Borrower or any other Restricted Subsidiary of the Borrower or (c) transfer any of its assets to the Borrower or any other Restricted Subsidiary of the Borrower, except for such encumbrances or restrictions existing under or by reason of:
Appears in 2 contracts
Samples: Credit Agreement (Blueknight Energy Partners, L.P.), Credit Agreement (Blueknight Energy Partners, L.P.)
Clauses Restricting Subsidiary Distributions. Enter into or suffer permit to exist or become effective any agreement or other consensual encumbrance that prohibits, limits or restriction imposes any condition on the ability of any Restricted Subsidiary of the Borrower that is not a Loan Party to (a) make Restricted Payments in respect of any Capital Stock Equity Interests of such Restricted Subsidiary held by, or pay any Indebtedness owed to, the Borrower or any other Restricted Subsidiary of the Borrower, (b) make loans or advances to, or other Investments in, the Borrower or any other Restricted Subsidiary of the Borrower or (c) transfer any of its assets to the Borrower or any other Restricted Subsidiary of the Borrower, except for such encumbrances or restrictions existing under or by reason of:of (i) any restrictions existing under the Loan Documents and (ii) any restrictions with respect to a Restricted Subsidiary imposed pursuant to an agreement that has been entered into in connection with the Disposition of all or substantially all of the Equity Interests or assets of such Restricted Subsidiary.
Appears in 2 contracts
Samples: Credit Agreement (NGAS Resources Inc), Credit Agreement (NGAS Resources Inc)
Clauses Restricting Subsidiary Distributions. Enter None of the Borrower’s Material Subsidiaries will enter into or suffer to exist or become effective any consensual encumbrance or restriction on the ability of any Restricted Material Subsidiary of the Borrower that is not a Loan Party to (a) make Restricted Payments in respect of any Capital Stock stock of such Restricted Material Subsidiary held by, or pay any Indebtedness owed to, the Borrower or any other Restricted Material Subsidiary of the Borrower, (b) make loans or advances to, or other Investments investments in, the Borrower or any other Restricted Subsidiary of the Borrower or (c) transfer any of its assets to the Borrower or any other Restricted Subsidiary of the Borrower, except for such encumbrances or restrictions existing under or by reason of:of any restrictions existing under the Loan Documents or pursuant to any applicable laws, rules or regulations of any Governmental Authority.
Appears in 2 contracts
Samples: Credit Agreement (Alleghany Corp /De), Credit Agreement (Alleghany Corp /De)
Clauses Restricting Subsidiary Distributions. Enter The Borrower shall not, and shall not permit any of its Subsidiaries to, enter into or suffer to exist or become effective any consensual encumbrance or restriction on the ability of any Restricted Subsidiary of the Borrower that is not a Loan Party to (a) make Restricted Payments in respect of any Capital Stock of such Restricted Subsidiary held by, or pay any Indebtedness owed to, the Borrower or any other Restricted Subsidiary of the Borrower, (b) make loans or advances to, or other Investments in, the Borrower or any other Restricted Subsidiary of the Borrower or (c) transfer any of its assets to the Borrower or any other Restricted Subsidiary of the Borrower, except for such encumbrances or restrictions existing under or by reason ofof :
Appears in 1 contract
Samples: Intercompany Subordination Agreement (Tesla Motors Inc)
Clauses Restricting Subsidiary Distributions. Enter into or suffer to exist or become effective any consensual encumbrance or restriction on the ability of any Restricted Subsidiary of the Borrower BorrowerParent that is not a Loan Party to (a) make Restricted Payments in respect of any Capital Stock of such Restricted Subsidiary held by, or pay any Indebtedness owed to, the Borrower BorrowerParent or any other Restricted Subsidiary of the BorrowerBorrowerParent, (b) make loans or advances to, or other Investments in, the Borrower BorrowerParent or any other Restricted Subsidiary of the Borrower BorrowerParent or (c) transfer any of its assets to the Borrower BorrowerParent or any other Restricted Subsidiary of the BorrowerBorrower (or the Parent, as applicable), except for such encumbrances or restrictions existing under or by reason of:
Appears in 1 contract
Clauses Restricting Subsidiary Distributions. Enter into or suffer to exist or become effective any consensual encumbrance or restriction on the ability of any Restricted Subsidiary of the Borrower that is not a Loan Party to (a) make Restricted Payments in respect of any Capital Stock of such Restricted Subsidiary held by, or pay any Indebtedness owed to, the Borrower or any other Restricted Subsidiary of the Borrower, (b) make loans or advances to, or other Investments in, the Borrower or any other Restricted Subsidiary of the Borrower or (c) transfer any of its assets to the Borrower or any other Restricted Subsidiary of the Borrower, except for such encumbrances or restrictions existing under or by reason of:
Appears in 1 contract
Samples: Credit Agreement (Blueknight Energy Partners, L.P.)
Clauses Restricting Subsidiary Distributions. Enter None of the Borrower’s Material Subsidiaries will enter into or suffer to exist or become effective any consensual encumbrance or restriction on the ability of any Restricted Material Subsidiary of the Borrower that is not a Loan Party to (a) make Restricted Payments in respect of any Capital Stock stock of such Restricted Material Subsidiary held by, or pay any Indebtedness owed to, the Borrower or any other Restricted Material Subsidiary of the Borrower, (b) make loans or advances to, or other Investments investments in, the Borrower or any other Restricted Subsidiary of the Borrower or (c) transfer any of its assets to the Borrower or any other Restricted Subsidiary of the Borrower, except for such encumbrances or restrictions existing under or by reason of:of any restrictions existing under the Loan Documents.
Appears in 1 contract
Clauses Restricting Subsidiary Distributions. Enter The Borrower will not, and will not permit any Subsidiary to, enter into or suffer to exist or become effective any consensual encumbrance or restriction on the ability of any Restricted Subsidiary of the Borrower that is not a Loan Party to (a) make Restricted Payments in respect of any Capital Stock Equity Interests of such Restricted Subsidiary held by, or pay any Indebtedness owed to, the Borrower or any other Restricted Subsidiary of the Borrower, (b) make loans or advances to, or other Investments in, the Borrower or any other Restricted Subsidiary of the Borrower or (c) transfer any of its assets to the Borrower or any other Restricted Subsidiary of the Borrower, except for such encumbrances or restrictions existing under or by reason of:in each case other than Permitted Restrictions.
Appears in 1 contract
Samples: Loan Agreement (Vivendi Universal)