Common use of Liens Clause in Contracts

Liens. No Credit Party shall, nor shall it permit any of its Subsidiaries to, directly or indirectly, create, incur, assume or permit to exist any Lien on or with respect to any property or asset of any kind (including any document or instrument in respect of goods or accounts receivable) of Holdings or any of its Subsidiaries, whether now owned or hereafter acquired, or any income or profits therefrom, or file or permit the filing of, or permit to remain in effect, any financing statement or other similar notice of any Lien with respect to any such property, asset, income or profits under the UCC of any State or under any similar recording or notice statute, except:

Appears in 35 contracts

Samples: First Lien Credit and Guaranty Agreement (Telvent Git S A), Credit and Guaranty Agreement (Primo Water Corp), Credit and Guaranty Agreement (Vca Antech Inc)

Liens. No Credit Party shall, nor shall it permit any of its Subsidiaries to, directly or indirectly, create, incur, assume or permit to exist any Lien on or with respect to any property or asset of any kind (including any document or instrument in respect of goods or accounts receivable) of Holdings Company or any of its Subsidiaries, whether now owned or hereafter acquired, or any income or profits therefrom, or file or permit the filing of, or permit to remain in effect, any financing statement or other similar notice of any Lien with respect to any such property, asset, income or profits under the UCC of any State or under any similar recording or notice statute, except:

Appears in 27 contracts

Samples: Second Lien Credit and Guaranty Agreement (X Rite Inc), First Lien Credit and Guaranty Agreement (X Rite Inc), Credit and Guaranty Agreement (SolarWinds, Inc.)

Liens. No Credit Party shall The Company shall not, nor shall it cause or permit any of its Restricted Subsidiaries to, directly or indirectly, create, incur, assume or permit to exist exist, any Lien on or with respect to any property or asset of any kind (including any document or instrument in respect of goods or accounts receivable the Mortgaged Rig) of Holdings the Company or of any of its Restricted Subsidiaries, whether now owned or hereafter acquired, or assign or otherwise convey any right to receive any income or profits therefrom, or file or permit the filing of, or permit to remain in effect, any financing statement or other similar notice of any Lien with respect to any such property, asset, income or profits under the UCC Uniform Commercial Code of any State or under any similar recording or notice statute, except: except Liens permitted by the Indenture and Liens permitted by the Loan Documents.

Appears in 20 contracts

Samples: Senior Secured Loan Agreement (R&b Falcon Corp), Senior Secured Loan Agreement (R&b Falcon Corp), Senior Secured Loan Agreement (RBF Finance Co)

Liens. No Credit Party shall, nor shall it permit any of its Subsidiaries to, directly or indirectly, create, incur, assume or permit to exist any Lien on or with respect to any property or asset of any kind (including any document or instrument in respect of goods or accounts receivable) of Holdings Borrower or any of its Subsidiaries, whether now owned or hereafter acquired, or any income income, profits or profits royalties therefrom, or file or permit the filing of, or permit to remain in effect, of any financing statement or other similar notice of any Lien with respect to any such property, asset, income income, profits or profits royalties under the UCC of any State State, the PPSA of any province or territory or under any similar recording or notice statute statute of jurisdictions in which Credit Parties are organized or under any applicable intellectual property laws, rules or procedures, except:

Appears in 14 contracts

Samples: Amended and Restated Credit and Guaranty (Valeant Pharmaceuticals International, Inc.), Credit and Guaranty Agreement (Valeant Pharmaceuticals International, Inc.), Amended and Restated Credit and Guaranty (Valeant Pharmaceuticals International, Inc.)

Liens. No Credit Party shall, nor Company shall it permit any of its Subsidiaries to, not directly or indirectly, create, incur, assume or permit to exist any Lien on or with respect to any property or asset of any kind (including any document or instrument in respect of goods or accounts receivable) of Holdings or any of its Subsidiaries Company, whether now owned or hereafter acquired, or any income or profits therefrom, or file or permit the filing of, or permit to remain in effect, any financing statement or other similar notice of any Lien with respect to any such property, asset, income or profits under the UCC of any State or under any similar recording or notice statute, except: except Liens in favor of Collateral Agent for the benefit of Secured Parties granted pursuant to any Credit Document.

Appears in 12 contracts

Samples: Credit Agreement (On Deck Capital Inc), Credit Agreement (On Deck Capital Inc), Amended and Restated Credit Agreement (On Deck Capital, Inc.)

Liens. No Credit Party shall, nor shall it permit any of its Subsidiaries to, directly or indirectly, create, incur, assume or permit to exist any Lien on or with respect to any property or asset of any kind (including any document or instrument in respect of goods or accounts receivable) of Holdings any Credit Party or any of its Subsidiaries, whether now owned or hereafter acquired, created or licensed or any income income, profits or profits royalties therefrom, or file or permit the filing of, or permit to remain in effect, any financing statement or other similar notice of any Lien with respect to any such property, asset, income income, profits or profits royalties under the UCC of any State or under any similar recording or notice statute statute or under any Applicable Laws related to intellectual property, except:

Appears in 12 contracts

Samples: Amended and Restated Credit Agreement (Computer Programs & Systems Inc), Amended and Restated Credit Agreement (FutureFuel Corp.), Credit Agreement (Earthlink Inc)

Liens. No Credit Party shall The Borrower will not, nor shall it and will not permit or cause any of its Subsidiaries to, directly or indirectly, make, create, incur, assume or permit suffer to exist exist, any Lien on upon or with respect to any part of its property or asset of any kind (including any document or instrument in respect of goods or accounts receivable) of Holdings or any of its Subsidiaries assets, whether now owned or hereafter acquired , or any income or profits therefrom , or file or permit the filing of, or permit to remain in effect, any financing statement or other similar notice of any Lien with respect to any such property, asset, income or profits under the UCC Uniform Commercial Code of any State state or under any similar recording or notice statute, except: or agree to do any of the foregoing, other than the following (collectively, “Permitted Liens”):

Appears in 12 contracts

Samples: Amended and Restated Credit Agreement (Old Dominion Freight Line Inc/Va), Credit Agreement (Symmetry Medical Inc.), Amended and Restated Credit Agreement (Old Dominion Freight Line Inc/Va)

Liens. No Credit Party shall The Borrower will not, nor shall it and will not permit or cause any of its Subsidiaries to, directly or indirectly, make, create, incur, assume or permit suffer to exist exist, any Lien on upon or with respect to any part of its property or asset of any kind (including any document or instrument in respect of goods or accounts receivable) of Holdings or any of its Subsidiaries assets, whether now owned or hereafter acquired , or any income or profits therefrom , or file or permit the filing of, or permit to remain in effect, any financing statement or other similar notice of any Lien with respect to any such property, asset, income or profits under the UCC Uniform Commercial Code of any State state or under any similar recording or notice statute, except: or agree to do any of the foregoing, other than the following (collectively, "Permitted Liens"):

Appears in 10 contracts

Samples: Credit Agreement (Penn America Group Inc), Third Amended and Restated Credit Agreement (Lason Inc), Credit Agreement (Orthalliance Inc)

Liens. No Credit Party shall, nor Company shall it permit any of its Subsidiaries to, not directly or indirectly, create, incur, assume or permit to exist any Lien on or with respect to any property or asset of any kind (including any document or instrument in respect of goods or accounts receivable) of Holdings or any of its Subsidiaries Company, whether now owned or hereafter acquired, or any income or profits therefrom, or file or permit the filing of, or permit to remain in effect, any financing statement or other similar notice of any Lien with respect to any such property, asset, income or profits under the UCC of any State or under any similar recording or notice statute, except: except Permitted Liens.

Appears in 9 contracts

Samples: Amended and Restated Credit Agreement (On Deck Capital, Inc.), Amended and Restated Credit Agreement (On Deck Capital, Inc.), Amended and Restated Credit Agreement (On Deck Capital Inc)

Liens. No Credit Party shall, nor shall it permit any of its Subsidiaries to, directly or indirectly, create Create, incur, assume or permit to exist any Lien on or with respect to any property or asset of any kind (including any document or instrument in respect of goods or accounts receivable) of Holdings Holdings, any Borrower or any of its the Restricted Subsidiaries, whether now owned or hereafter acquired, or any income or profits therefrom, or file or permit the filing of, or permit to remain in effect, any financing statement or other similar notice of any Lien with respect to any such property, asset, income or profits under the UCC of any State or under any similar recording or notice statute, except:

Appears in 8 contracts

Samples: Second Lien Credit and Guaranty Agreement (Corsair Gaming, Inc.), First Lien Credit and Guaranty Agreement (Corsair Gaming, Inc.), First Lien Credit and Guaranty Agreement (Corsair Gaming, Inc.)

Liens. No Credit Party shall, nor shall it permit any of its Subsidiaries to, directly or indirectly, create Create, incur, assume or permit to exist any Lien on or with respect to any property or asset of any kind (including any document or instrument in respect of goods or accounts receivable) of Holdings any Loan Party or any of its Restricted Subsidiaries, whether now owned or hereafter acquired acquired or licensed, or any income income, profits or profits royalties therefrom , or file or permit the filing of, or permit to remain in effect, any financing statement or other similar notice of any Lien with respect to any such property, asset, income or profits under the UCC of any State or under any similar recording or notice statute , except:

Appears in 8 contracts

Samples: Credit and Guaranty Agreement (PVH Corp. /De/), Credit and Guaranty Agreement (PVH Corp. /De/), Credit and Guaranty Agreement (Phillips Van Heusen Corp /De/)

Liens. No Credit Party shall, nor shall it permit any of its the OZ Subsidiaries to, directly or indirectly, to create, incur, assume or permit to exist any Lien on or with respect to any property or asset of any kind (including any document or instrument in respect of goods or accounts receivable) of Holdings any Credit Party or any of its the OZ Subsidiaries, whether now owned or hereafter acquired, or any income income, profits or profits royalties therefrom , or file or permit the filing of, or permit to remain in effect, any financing statement or other similar notice of any Lien with respect to any such property, asset, income or profits under the UCC of any State or under any similar recording or notice statute , except:

Appears in 8 contracts

Samples: Credit and Guaranty Agreement (Och-Ziff Capital Management Group LLC), Credit and Guaranty Agreement (Och-Ziff Capital Management Group LLC), Credit and Guaranty Agreement (Och-Ziff Capital Management Group LLC)

Liens. No Credit Party shall, nor shall it permit any of its Subsidiaries to, directly or indirectly, create, incur, assume or permit to exist any Lien on or with respect to any property or asset of any kind (including any document or instrument in respect of goods or accounts receivable) of Holdings Borrower or any of its Subsidiaries, whether now owned or hereafter acquired acquired or licensed, or any income income, profits or profits royalties therefrom, or file or permit the filing of, or permit to remain in effect, any financing statement or other similar notice of any Lien with respect to any such property, asset, income income, profits or profits royalties under the UCC of any State or under any similar recording or notice statute statute or under the intellectual property laws, rules or procedures, except:

Appears in 7 contracts

Samples: Credit and Guaranty Agreement (HealthSpring, Inc.), First Lien Credit and Guaranty Agreement (Movie Gallery Inc), Revolving Credit and Guaranty Agreement (Movie Gallery Inc)

Liens. No Credit Party shall, nor shall it permit any of its Subsidiaries to, directly Directly or indirectly, create, incur, assume or permit to exist any Lien on or with respect to any property or asset of any kind (including any document or instrument in respect of goods or accounts receivable) of Holdings any Loan Party or any of its Subsidiaries, whether now owned or hereafter acquired acquired or licensed, or any income income, profits or profits royalties therefrom, or file or permit the filing of, or permit to remain in effect, any financing statement or other similar notice of any Lien with respect to any such property, asset, income income, profits or profits royalties under the UCC of any State or under any similar recording or notice statute statute or under any applicable intellectual property laws, rules or procedures, except:

Appears in 6 contracts

Samples: Credit and Guaranty Agreement (RadNet, Inc.), Term Loan and Guaranty (Neogenomics Inc), Second Lien Credit and Guaranty Agreement (RadNet, Inc.)

Liens. No Credit Party shall, nor shall it permit any of its Subsidiaries to, directly or indirectly, create, incur, assume or permit to exist any Lien on or with respect to any property or asset of any kind (including any document or instrument in respect of goods or accounts receivable) of Holdings NewPageHoldCo or any of its Subsidiaries, whether now owned or hereafter acquired, or any income or profits therefrom, or file or permit the filing of, or permit to remain in effect, any financing statement or other similar notice of any Lien with respect to any such property, asset, income or profits under the UCC of any State or under any similar recording or notice statute, except:

Appears in 6 contracts

Samples: Credit and Guaranty Agreement (NewPage Energy Services LLC), Credit and Guaranty Agreement (NewPage Holding CORP), Credit and Guaranty Agreement (NewPage Holding CORP)

Liens. No Credit Loan Party shall, nor shall it any Loan Party permit any of its Subsidiaries (excluding the Excluded Entities) to, directly or indirectly, create, incur, assume assume, or permit to exist any Lien on or with respect to any property or asset of any kind (including any document or instrument in respect of goods or accounts receivable) of Holdings any Loan Party or any of its Subsidiaries Subsidiaries (excluding the Excluded Entities), whether now owned or hereafter acquired, or any income or profits therefrom, or file or permit the filing of, or permit to remain in effect, any financing statement or other similar notice of any Lien with respect to any such property, asset, income income, or profits under the UCC of any State or under any similar recording or notice statute, except: except Permitted Liens.

Appears in 6 contracts

Samples: Joinder and Amendment (Franchise Group, Inc.), Joinder and Amendment (Franchise Group, Inc.), Abl Credit Agreement (Franchise Group, Inc.)

Liens. No Credit Party shall, nor shall it permit any of its Subsidiaries to, directly or indirectly, create, incur, assume or permit to exist any Lien on or with respect to any property or asset of any kind (including any document or instrument in respect of goods or accounts receivable) of Holdings Xerium or any of its Subsidiaries, whether now owned or hereafter acquired, or any income or profits therefrom, or file or permit the filing of, or permit to remain in effect, any financing statement or other similar notice of any Lien with respect to any such property, asset, income or profits under the UCC of any State or under any similar recording or notice statute, except:

Appears in 5 contracts

Samples: Credit and Guaranty Agreement (Xerium Technologies Inc), Credit and Guaranty Agreement (Xerium Technologies Inc), Credit and Guaranty Agreement (Xerium Technologies Inc)

Liens. No Credit Party shall, nor shall it permit any of its Subsidiaries to, directly or indirectly, create, incur, assume or permit to exist any Lien on or with respect to any property or asset of any kind (including any document or instrument in respect of goods or accounts receivable) of Holdings such Credit Party or any of its Subsidiaries, whether now owned or hereafter acquired, or any income or profits therefrom, or file or permit the filing of, or permit to remain in effect, any financing statement or other similar notice of any Lien with respect to any such property, asset, income or profits under the UCC of any State or under any similar recording or notice statute, except:

Appears in 5 contracts

Samples: Credit and Guaranty Agreement (Aurora Diagnostics, Inc.), Amendment to Credit and Guaranty Agreement (Aurora Diagnostics Holdings LLC), Credit and Guaranty Agreement (Aurora Diagnostics, Inc.)

Liens. No Credit Party shall Create, nor shall it permit any of its Subsidiaries to, directly incur or indirectly, create, incur, assume or permit to exist any Lien on or with respect to any property or asset of any kind (including any document or instrument in respect of goods or accounts receivable) of Holdings any Loan Party or any of its Subsidiaries, whether now owned or hereafter acquired acquired or licensed, or any income income, profits or profits royalties therefrom , or file or permit the filing of, or permit to remain in effect, any financing statement or other similar notice of any Lien with respect to any such property, asset, income or profits under the UCC of any State or under any similar recording or notice statute , except:

Appears in 4 contracts

Samples: Amendment to Credit Agreement (PVH Corp. /De/), Credit Agreement (PVH Corp. /De/), Credit Agreement (PVH Corp. /De/)

Liens. No Credit Party shall, nor shall it permit any of its Subsidiaries (other than Immaterial Subsidiaries) to, directly or indirectly, create, incur, assume or permit to exist any Lien on or with respect to any property or asset of any kind (including any document or instrument in respect of goods or accounts receivable) of Holdings or any of its Subsidiaries (other than Immaterial Subsidiaries ), whether now owned or hereafter acquired acquired or licensed, or any income income, profits or profits royalties therefrom, or file or permit the filing of, or permit to remain in effect, any financing statement or other similar notice of any Lien with respect to any such property, asset, income income, profits or profits royalties under the UCC of any State or under any similar recording or notice statute statute or under any applicable intellectual property laws, rules or procedures, except:

Appears in 4 contracts

Samples: Pledge and Security Agreement, Credit and Guaranty Agreement (Terraform Global, Inc.), Credit and Guaranty Agreement (TerraForm Power, Inc.)

Liens. No Credit Party shall, nor shall it permit any of its Subsidiaries to, directly or indirectly, create, incur, assume or permit to exist any Lien on or with respect to any property or asset of any kind (including any document or instrument in respect of goods or accounts receivable receivable and any Security) of Holdings or any of its Subsidiaries, whether now owned or hereafter acquired, or any income or profits therefrom, or file or permit the filing of, or permit to remain in effect, any financing statement or other similar notice of any Lien with respect to any such property, asset, income or profits under the UCC of any State or under any similar recording or notice statute, except:

Appears in 4 contracts

Samples: Second Lien Credit and Guaranty Agreement (Vonage Holdings Corp), Note Purchase Agreement (Vonage Holdings Corp), First Lien Credit and Guaranty Agreement (Vonage Holdings Corp)

Liens. No Credit Party shall, nor shall it permit any of its Subsidiaries to, directly or indirectly, create, incur, assume or permit to exist any Lien on or with respect to any property or asset of any kind (including any document or instrument in respect of goods or accounts receivable) of Holdings Company or any of its Subsidiaries, whether now owned or hereafter acquired, or any income or profits therefrom, or file or permit the filing of, or permit to remain in effect, any financing statement or other similar notice of any Lien with respect to any such property, asset, income or profits under the UCC of any State or under any similar recording or notice statute, except , without duplication:

Appears in 4 contracts

Samples: Guaranty Agreement (Reliant Pharmaceuticals, Inc.), Guaranty Agreement (Reliant Pharmaceuticals, Inc.), Guaranty Agreement (Reliant Pharmaceuticals, Inc.)

Liens. No Credit Party shall, nor shall it permit any of its Subsidiaries to, directly or indirectly, create, incur, assume or permit to exist any Lien on or with respect to any property or asset of any kind (including any document or instrument in respect of goods or accounts receivable) of Holdings or any of its Subsidiaries, whether now owned or hereafter acquired, acquired or any income income, profits or profits royalties therefrom , or file or permit the filing of, or permit to remain in effect, any financing statement or other similar notice of any Lien with respect to any such property, asset, income or profits under the UCC of any State or under any similar recording or notice statute , except:

Appears in 4 contracts

Samples: Second Lien Credit and Guaranty Agreement (Bz Intermediate Holdings LLC), Second Lien Credit and Guaranty Agreement (Boise Inc.), Credit and Guaranty Agreement (Bz Intermediate Holdings LLC)

Liens. No Credit Party shall, nor shall it permit any of its Subsidiaries to, directly or indirectly, create, incur, assume or permit to exist any Lien on or with respect to any property or asset of any kind (including any document or instrument in respect of goods or accounts receivable) of Holdings or any of its Subsidiaries, whether now owned or hereafter acquired, created or licensed, or any income income, profits or profits royalties therefrom, or file or permit the filing of, or permit to remain in effect, any financing statement or other similar notice of any Lien with respect to any such property, asset, income income, profits or profits royalties under the UCC of any State or under any similar recording or notice statute statute in any jurisdiction in or outside of the United States or under any applicable intellectual property laws, rules or procedures, except:

Appears in 4 contracts

Samples: Credit and Guaranty Agreement (Tronox LTD), Credit and Guaranty Agreement (Tronox LTD), Credit and Guaranty Agreement (Tronox LTD)

Liens. No Credit Party shall, nor shall it permit any of its Subsidiaries to, directly or indirectly, create, incur, assume or permit to exist any Lien on or with respect to any property or asset of any kind (including any document or instrument in respect of goods or accounts receivable) of Holdings Lux 1 or any of its Subsidiaries, whether now owned or hereafter acquired acquired or licensed, or any income income, profits or profits royalties therefrom , or file or permit the filing of, or permit to remain in effect, any financing statement or other similar notice of any Lien with respect to any such property, asset, income or profits under the UCC of any State or under any similar recording or notice statute , except:

Appears in 4 contracts

Samples: Credit and Guaranty Agreement (Isola Group Ltd.), Credit and Guaranty Agreement (Isola Group Ltd.), Credit and Guaranty Agreement (Isola Group Ltd.)

Liens. No Credit Loan Party shall, nor shall it permit any of its Subsidiaries to, directly or indirectly, create, incur, assume or permit to exist any Lien on or with respect to any property or asset of any kind (including any document or instrument in respect of goods or accounts receivable) of Holdings Company or any of its Subsidiaries, whether now owned or hereafter acquired, or any income or profits therefrom, or file or permit the filing of, or permit to remain in effect, any financing statement or other similar notice of any Lien with respect to any such property, asset, income or profits under the UCC of any State or under any similar recording or notice statute, except: except Permitted Liens.

Appears in 4 contracts

Samples: Financing Agreement (Usa Technologies Inc), Financing Agreement (Federal Signal Corp /De/), Financing Agreement (Metalico Inc)

Liens. No Credit Loan Party shall, nor shall it permit any of its Subsidiaries to, directly or indirectly, create, incur, assume or permit to exist any Lien on or with respect to any property or asset of any kind (including any document or instrument in respect of goods or accounts receivable) of Holdings or any of its Subsidiaries, whether now owned or hereafter acquired, or any income or profits therefrom, or file or permit the filing of, or permit to remain in effect, any financing statement or other similar notice of any Lien with respect to any such property, asset, income or profits under the UCC of any State or under any similar recording or notice statute, except:

Appears in 4 contracts

Samples: Term Loan Credit Agreement (Amscan Holdings Inc), Abl Credit Agreement (Amscan Holdings Inc), Amscan Holdings Inc

Liens. No Credit Note Party shall, nor shall it permit any of its Subsidiaries to, directly or indirectly, create, incur, assume or permit to exist any Lien on or with respect to any property or asset of any kind (including any document or instrument in respect of goods or accounts receivable receivable and any Capital Stock) of Holdings or any of its Subsidiaries Note Party, whether now owned or hereafter acquired, or any income or profits therefrom, or file or permit the filing of, or permit to remain in effect, any financing statement or other similar notice of any Lien with respect to any such property, asset, income or profits under the UCC of any State or under any similar recording or notice statute, except: except (collectively, “Permitted Liens”):

Appears in 4 contracts

Samples: Note Purchase Agreement (Energy & Exploration Partners, Inc.), Note Purchase Agreement (Energy & Exploration Partners, Inc.), Note Purchase Agreement (Osage Exploration & Development Inc)

Liens. No Credit Party shall None of Seller, nor Parent or Company shall it permit any of its Subsidiaries to, directly or indirectly, create, incur, assume or permit to exist any Lien Lien, including but not limited to in connection with any trade credit or other lines of credit, on or with respect to any property or asset of any kind (including any document or instrument in respect of goods or accounts receivable) of Holdings or any of its Subsidiaries such entity, whether now owned or hereafter acquired, or any income or profits therefrom, or file or permit the filing of, or permit to remain in effect, any financing statement or other similar notice of any Lien with respect to any such property, asset, income or profits under the UCC of any State or under any similar recording or notice statute, except: except Permitted Liens.

Appears in 4 contracts

Samples: Omnibus Amendment (FlexShopper, Inc.), Credit Agreement (FlexShopper, Inc.), Credit Agreement (FlexShopper, Inc.)

Liens. No Credit Party shall, nor shall it permit any of its Subsidiaries to, directly Directly or indirectly, create, incur, assume or permit to exist any Lien on or with respect to any property or asset of any kind (including any document or instrument in respect of goods or accounts receivable) of Holdings Parent or any of its Subsidiaries, whether now owned or hereafter acquired acquired or licensed, or any income income, profits or profits royalties therefrom, or file or permit the filing of, or permit to remain in effect, any financing statement or other similar notice of any Lien with respect to any such property, asset, income income, profits or profits royalties under the UCC of any State or under any similar recording or notice statute, except:

Appears in 3 contracts

Samples: Joinder and Second Amendment (Ocwen Financial Corp), Senior Secured Term Loan Facility Agreement (Ocwen Financial Corp), Amended and Restated Senior Secured Term Loan Facility Agreement (Ocwen Financial Corp)

Liens. No Credit Party shall, nor shall it permit any of its Subsidiaries to, directly Directly or indirectly, create, incur, assume or permit to exist any Lien on or with respect to any property or asset of any kind (including any document or instrument in respect of goods or accounts receivable) of Holdings the Borrower or any of its Subsidiaries, whether now owned or hereafter acquired acquired or licensed, or any income income, profits or profits royalties therefrom, or file or permit the filing of, or permit to remain in effect, any financing statement or other similar notice of any Lien with respect to any such property, asset, income income, profits or profits royalties under the UCC of any State or under any similar recording or notice statute, except:

Appears in 3 contracts

Samples: Senior Secured Term Loan Facility Agreement (Ocwen Financial Corp), Senior Secured Term Loan Facility Agreement (Ocwen Financial Corp), Senior Secured Term Loan Facility Agreement (Home Loan Servicing Solutions, Ltd.)

Liens. No Credit Party Borrower shall, nor shall it permit any of its Restricted Subsidiaries to, directly or indirectly, create, incur, assume or permit to exist any Lien on or with respect to any property or asset of any kind (including any document or instrument in respect of goods or accounts receivable) of Holdings any Borrower or any of its Subsidiaries Restricted Subsidiary, whether now owned or hereafter acquired, or any income or profits therefrom, or file or permit the filing of, or permit to remain in effect, any financing statement or other similar notice of any Lien with respect to any such property, asset, income or profits under the UCC of any State state or under any similar recording or notice statute, except:

Appears in 3 contracts

Samples: Credit and Guaranty Agreement (Priority Technology Holdings, Inc.), Credit and Guaranty Agreement (Priority Technology Holdings, Inc.), Credit and Guaranty Agreement (Priority Technology Holdings, Inc.)

Liens. No Credit Party shall, nor shall it permit any of its Subsidiaries to, directly or indirectly, create, incur, assume or permit to exist any Lien on or with respect to any property or asset of any kind (including any document or instrument in respect of goods or accounts receivable receivable and any Security) of Holdings Borrower or any of its Subsidiaries other Credit Party, whether now owned or hereafter acquired, or any income or profits therefrom, or file or permit the filing of, or permit to remain in effect, any financing statement or other similar notice of any Lien with respect to any such property, asset, income or profits under the UCC of any State or under any similar recording or notice statute, except:

Appears in 3 contracts

Samples: Credit and Guaranty Agreement (Kv Pharmaceutical Co /De/), Credit and Guaranty Agreement (Kv Pharmaceutical Co /De/), Guaranty and Security Agreement (Kv Pharmaceutical Co /De/)

Liens. No Credit Party shall, nor shall it permit any of its Restricted Subsidiaries to , directly or indirectly , create, incur, assume or permit to exist any Lien on or with respect to any property or asset of any kind (including any document or instrument in respect of goods or accounts receivable) of Holdings Borrower or any of its Restricted Subsidiaries, whether now owned or hereafter acquired, or any income income, profits or profits royalties therefrom , or file or permit the filing of, or permit to remain in effect, any financing statement or other similar notice of any Lien with respect to any such property, asset, income or profits under the UCC of any State or under any similar recording or notice statute , except:

Appears in 3 contracts

Samples: Amendment and Restatement Agreement (Cypress Semiconductor Corp /De/), Credit and Guaranty Agreement (Cypress Semiconductor Corp /De/), Agency Resignation and Appointment Agreement (Cypress Semiconductor Corp /De/)

Liens. No Credit Party shall, nor shall it permit any of its Restricted Subsidiaries to, directly or indirectly, create, incur, incur or assume or permit to exist any Lien on or with respect to any property or asset of any kind (including any document or instrument in respect of goods or accounts receivable) of Holdings any Credit Party or any of its Restricted Subsidiaries, whether now owned or hereafter acquired acquired or licensed, or any income income, profits or profits royalties therefrom , or file or permit the filing of, or permit to remain in effect, any financing statement or other similar notice of any Lien with respect to any such property, asset, income or profits under the UCC of any State or under any similar recording or notice statute , except:

Appears in 3 contracts

Samples: Second Lien Credit and Guaranty Agreement (American Casino & Entertainment Properties LLC), First Lien Credit and Guaranty Agreement (American Casino & Entertainment Properties LLC), Credit and Guaranty Agreement (American Casino & Entertainment Properties LLC)

Liens. No Credit Party shall, nor shall it permit any of its Restricted Subsidiaries to, directly or indirectly, create, incur, assume or permit to exist any Lien on or with respect to any property or asset (real or personal, tangible or intangible) of any kind (including any document or instrument in respect of goods or accounts receivable) of Holdings the Borrower or any of its Restricted Subsidiaries, whether now owned or hereafter acquired, or any income or profits therefrom, or file or permit the filing of, or permit to remain in effect, any financing statement or other similar notice of any Lien with respect to any such property, asset, income or profits under the UCC of any State or under any similar recording or notice statute, except:

Appears in 3 contracts

Samples: Revolving Credit and Guaranty Agreement (REV Group, Inc.), Revolving Credit and Guaranty Agreement (REV Group, Inc.), Term Loan and Guaranty (REV Group, Inc.)

Liens. No Credit Party shall, nor shall it permit any of its Restricted Subsidiaries to, directly or indirectly, create, incur, assume or permit to exist any Lien on or with respect to any property or asset of any kind (including any document or instrument in respect of goods or accounts receivable receivable and any Security) of Holdings Company or any of its Restricted Subsidiaries, whether now owned or hereafter acquired, or any income or profits therefrom, or file or permit the filing of, or permit to remain in effect, any financing statement or other similar notice of any Lien with respect to any such property, asset, income or profits under the UCC of any State or under any similar recording or notice statute, except:

Appears in 3 contracts

Samples: Amendment Agreement (Cit Group Inc), Amended and Restated Credit and Guaranty (Cit Group Inc), Cit Group Inc

Liens. No Credit Party shall, nor shall it permit any of its Subsidiaries to, directly or indirectly, create, incur, assume or permit to exist any Lien on or with respect to any property or asset of any kind (including any document or instrument in respect of goods or accounts receivable) of Holdings or any of its Subsidiaries, whether now owned or hereafter acquired, or any income or profits therefrom, or file or permit the filing of, or permit to remain in effect, any financing statement or other similar notice of any Lien with respect to any such property, asset, income or profits under the UCC of any State or under any similar recording or notice statute, except:

Appears in 3 contracts

Samples: Amended and Restated Credit and Guaranty (BPC Holding Corp), Credit and Guaranty Agreement (Berry Plastics Corp), Berry Plastics Corp

Liens. No Credit Party shall, nor shall it permit any of its Subsidiaries to, directly or indirectly, create, incur, assume or permit to exist any Lien on or with respect to any property or asset of any kind (including any document or instrument in respect of goods or accounts receivable) of Holdings Borrower or any of its Subsidiaries, whether now owned or hereafter acquired acquired or licensed, or any income income, profits or profits royalties therefrom, or file or permit the filing of, or permit to remain in effect, any financing statement or other similar notice of any Lien with respect to any such property, asset, income income, profits or profits royalties under the UCC of any State or under any similar recording or notice statute statute or under any applicable intellectual property laws, rules or procedures, except:

Appears in 3 contracts

Samples: Second Lien Credit and Guaranty Agreement (Alion Science & Technology Corp), Credit and Guaranty Agreement (Valeant Pharmaceuticals International), First Lien Credit and Guaranty Agreement (Alion Science & Technology Corp)

Liens. No Credit Party shall, nor shall it permit any of its Subsidiaries to, directly or indirectly, create, incur, assume or permit to exist any Lien on or with respect to any property or asset of any kind (including any document or instrument in respect of goods or accounts receivable) of Holdings or any of its Subsidiaries, whether now owned or hereafter acquired, or any income or profits therefrom, or file or permit the filing of, or permit to remain in effect, any financing statement or other similar notice of any Lien with respect to any such property, asset, income or profits under the UCC of any State or under any similar recording or notice statute statute in any jurisdiction, except:

Appears in 3 contracts

Samples: Term Loan and Guaranty (Dura Automotive Systems Inc), Term Loan and Guaranty (Dura Automotive Systems Inc), Revolving Credit and Guaranty Agreement (Dura Automotive Systems Inc)

Liens. No Credit Party shall, nor shall it permit any of its Subsidiaries to, directly or indirectly, create, incur, assume or permit to exist any Lien on or with respect to any property or asset of any kind (including any document or instrument in respect of goods or accounts receivable) of Holdings Parent or any of its Subsidiaries, whether now owned or hereafter acquired acquired or licensed, or any income income, profits or profits royalties therefrom, or file or permit authorize the filing of, or permit to remain in effect, any financing statement or other similar notice of any Lien with respect to any such property, asset, income or profits Collateral under the UCC of any State or under any similar recording or notice statute, except:

Appears in 3 contracts

Samples: Credit and Guaranty Agreement (New GGP, Inc.), Amended and Restated Credit and Guaranty (General Growth Properties, Inc.), Credit and Guaranty Agreement (General Growth Properties, Inc.)

Liens. No Credit Party shall, nor shall it permit any of its Subsidiaries to, directly or indirectly, create, incur, assume or permit to exist any Lien on or with respect to any property or asset of any kind (including any document or instrument in respect of goods or accounts receivable) of Holdings Parent, Borrower or any of its their respective Subsidiaries, whether now owned or hereafter acquired, or any income income, profits or profits royalties therefrom, or file or permit the filing of, or permit to remain in effect, of any financing statement or other similar notice of any Lien with respect to any such property, asset, income income, profits or profits royalties under the UCC of any State State, the PPSA of any province or territory or under any similar recording or notice statute statute or under any applicable intellectual property laws, rules or procedures, except:

Appears in 3 contracts

Samples: Amended and Restated Credit and Guaranty (Valeant Pharmaceuticals International, Inc.), Credit and Guaranty Agreement (Valeant Pharmaceuticals International, Inc.), Credit and Guaranty Agreement (Valeant Pharmaceuticals International)

Liens. No Credit Party shall, nor or shall it permit any of its Subsidiaries that are Restricted Subsidiaries to , directly or indirectly , create, incur, assume or otherwise permit to exist any Lien on or with respect to any property or asset of any kind (including any document or instrument in respect of goods or accounts receivable) of Holdings or any of its Subsidiaries Properties of any character (including accounts receivable and bank accounts), whether now owned or hereafter acquired, or on any proceeds or income or profits therefrom, or sign any security agreement authorizing any secured party thereunder to file any financing statement, record any Lien or permit the filing of take any similar action, or permit assign for security any accounts receivable or any other right to remain in effect receive income, any financing statement or other similar notice of any Lien with respect to any such property, asset, income or profits under except for the UCC of any State or under any similar recording or notice statute, except: following (each a “Permitted Lien”):

Appears in 3 contracts

Samples: Credit Agreement (Axtel Sab De Cv), Bridge Credit Agreement (Axtel Sab De Cv), Credit Agreement (Axtel Sab De Cv)

Liens. No Credit Loan Party shall, nor shall it permit any of its Subsidiaries to, directly or indirectly, create, incur, assume or permit to exist any Lien on or with respect to any property or asset of any kind (including any document or instrument in respect of goods or accounts receivable) of Holdings or any of its Subsidiaries, whether now owned or hereafter acquired, or any income or profits therefrom, or file or permit the filing of, or permit to remain in effect, any financing statement or other similar notice of any Lien with respect to any such property, asset, income or profits under the UCC of any State or under any similar recording or notice statute, except: except (each of the following, collectively, the “Permitted Liens”):

Appears in 3 contracts

Samples: Senior Subordinated Note (Prommis Solutions Holding Corp.), Credit and Guaranty Agreement (Prommis Solutions Holding Corp.), Credit and Guaranty Agreement (Prommis Solutions Holding Corp.)

Liens. No Credit Loan Party shall, nor shall it permit any of its Subsidiaries to, directly or indirectly, create, incur, assume or permit to exist any Lien on or with respect to any property or asset of any kind (including any document or instrument in respect of goods or accounts receivable) of Holdings the Company or any of its Subsidiaries, whether now owned or hereafter acquired, created or licensed, or any income income, profits or profits royalties therefrom, or file or permit the filing of, or permit to remain in effect, any financing statement or other similar notice of any Lien with respect to any such property, asset, income income, profits or profits royalties under the UCC of any State state or under any similar recording or notice statute statute or under any applicable Intellectual Property laws, rules or procedures, except:

Appears in 3 contracts

Samples: Amended and Restated Credit and Guaranty (Hologic Inc), Amended and Restated Credit and Guaranty (Hologic Inc), Credit and Guaranty Agreement (Hologic Inc)

Liens. No Credit Party shall The Borrower will not, nor shall it and will not permit or cause any of its Subsidiaries or any Tax Credit Party to, directly or indirectly , make, create, incur, assume or permit suffer to exist exist, any Lien on upon or with respect to any part of its property or asset of any kind (including any document or instrument in respect of goods or accounts receivable) of Holdings or any of its Subsidiaries assets, whether now owned or hereafter acquired , or any income or profits therefrom , or file or permit the filing of, or permit to remain in effect, any financing statement or other similar notice of any Lien with respect to any such property, asset, income or profits under the UCC Uniform Commercial Code of any State state or under any similar recording or notice statute, except: or agree to do any of the foregoing, other than the following (collectively, “Permitted Liens”):

Appears in 3 contracts

Samples: Amended and Restated Credit Agreement (Greenbacker Renewable Energy Co LLC), Credit Agreement (Greenbacker Renewable Energy Co LLC), Credit Agreement (Greenbacker Renewable Energy Co LLC)

Liens. No Credit Party shall The Company shall not, nor and shall it not permit any of its Subsidiaries to, directly or indirectly, create, incur, assume or permit to exist any Lien on or with respect to any property or asset of any kind (including any document or instrument in respect of goods or accounts receivable) of Holdings the Company or any of its Subsidiaries, whether now owned or hereafter acquired, or any income or profits therefrom, or file or permit the filing of, or permit to remain in effect, any financing statement or other similar notice of any Lien with respect to any such property, asset, income or profits under the UCC of any State or under any similar recording or notice statute, except: except Permitted Encumbrances.

Appears in 3 contracts

Samples: Overland Storage Inc, Overland Storage Inc, Overland Storage Inc

Liens. No Credit Party shall, nor Borrower shall it permit any of its Subsidiaries to, not directly or indirectly, create, incur, assume or permit to exist any Lien on or with respect to any property or asset of any kind (including any document or instrument in respect of goods or accounts receivable) of Holdings or any of its Subsidiaries, Borrower whether now owned or hereafter acquired, or any income or profits therefrom, or file or permit the filing of, or permit to remain in effect, any financing statement or other similar notice of any Lien with respect to any such property, asset, income or profits under the UCC Uniform Commercial Code of any State or under any similar recording or notice statute, except except for the following:

Appears in 2 contracts

Samples: Amended and Restated Operating Agreement (SFX Broadcasting Inc), SFX Broadcasting Inc

Liens. No Credit Party shall Borrower shall not, nor shall it permit any of its Restricted Subsidiaries to, directly or indirectly, create, incur, assume or permit to exist any Lien on or with respect to any property or asset of any kind (including any document or instrument in respect of goods or accounts receivable) of Holdings Borrower or any of its Subsidiaries Restricted Subsidiary, whether now owned or hereafter acquired, or any income or profits therefrom, or file or permit the filing of, or permit to remain in effect, any financing statement or other similar notice of any Lien with respect to any such property, asset, income or profits under the UCC of any State state or under any similar recording or notice statute, except:

Appears in 2 contracts

Samples: Credit and Guaranty Agreement (Priority Technology Holdings, Inc.), Credit and Guaranty Agreement (Priority Technology Holdings, Inc.)

Liens. No Credit Party shall, nor shall it permit any of its Subsidiaries to, directly or indirectly, create Create, incur, assume or permit to exist any Lien on or with respect to any property or asset assets of any kind (including any document or instrument in respect of goods or accounts receivable) of Holdings Borrower or any of its Subsidiaries, whether Subsidiaries which is now owned or hereafter acquired, acquired by it or on any income or profits therefrom rights in respect of any thereof, or file enter into any agreement in favor of another party not to create, incur, assume or permit the filing of, or permit to remain in effect, any financing statement or other similar notice of any Lien with respect to any such property, asset, income or profits under the UCC of any State or under any similar recording or notice statute Lien, except:

Appears in 2 contracts

Samples: Credit Agreement (Birner Dental Management Services Inc), Amended and Restated Credit Agreement (Birner Dental Management Services Inc)

Liens. No Credit Party shall, nor shall it permit any of its Subsidiaries to, directly or indirectly, create Create, incur, assume or permit to exist any Lien on or with respect to any property or asset of any kind (including any document or instrument in respect of goods or accounts receivable) of Holdings or any of its Subsidiaries, whether now owned or hereafter acquired, or any income or profits therefrom, or file or permit the filing of, or permit to remain in effect, any financing statement or other similar notice of any Lien with respect to any such property, asset, income or profits under the UCC of any State or under any similar recording or notice statute, except:

Appears in 2 contracts

Samples: Credit Agreement (Vca Inc), Credit Agreement (Vca Inc)

Liens. No Credit Party shall, nor shall it permit any of its Subsidiaries to, directly or indirectly, create Create, incur, assume or permit to exist any Lien on or with respect to any property or asset of any kind (including any document or instrument in respect of goods or accounts receivable) of Holdings or any of its Subsidiaries kind, whether now owned or hereafter acquired, or any income or profits therefrom, or file or permit authorize the filing of, or permit to remain in effect, any financing statement or other similar notice of any Lien with respect to any such property, asset, income or profits under the UCC of any State or under any similar recording or notice statute, except:

Appears in 2 contracts

Samples: Guaranty Agreement (Simmons Co /Ga/), Amended and Restated Credit and Guaranty (Simmons Bedding Co)

Liens. No Credit Party shall, nor shall it permit any of its Subsidiaries to, directly or indirectly, create Create, incur, assume or permit to exist exist, directly or indirectly, any Lien on upon or with respect to any property or asset of any kind (including any document or instrument in respect of goods or accounts receivable) of Holdings or any of its Subsidiaries, whether assets now owned or hereafter acquired, acquired by it or any Subsidiary or on any income or profits therefrom revenues or rights in respect thereof, except as provided for in the Loan Documents, or sell any Collateral, property or assets subject to an understanding or agreement, contingent or otherwise, to repurchase such Collateral, property or assets or assign any right to receive income, or file or permit the filing of, or permit to remain in effect, of any financing statement under the UCC or any other similar notice of any Lien with respect to any such property, asset, income or profits under the UCC of any State or under any similar recording or notice statute, except: except the following (the "Permitted Liens"):

Appears in 2 contracts

Samples: Amended and Restated Credit Agreement (Sola International Inc), Sola International Inc

Liens. No Credit Party shall Each Borrower shall not, nor and shall it permit any of cause its Subsidiaries to to not, directly or indirectly, create, incur, assume or permit to exist any Lien on or with respect to any property Property, any Equity Interests in any Borrower or any Subsidiary of Borrower, any Hotel Property or any other asset of any kind (including any document or instrument in respect of goods or accounts receivable) of Holdings such Borrower or any Subsidiary of its Subsidiaries Borrower, whether now owned or hereafter acquired, leased (as lessee), or licensed (as licensee), or any income income, profits, or profits royalties therefrom, or file or permit the filing of, or permit to remain in effect, any financing statement or other similar notice of any Lien with respect to any such property Property, Hotel Property, asset, income income, profits or profits royalties under the UCC of any State or under any similar recording or notice statute statute or under any applicable intellectual property laws, rules or procedures, except:

Appears in 2 contracts

Samples: Restructuring Support Agreement (Hospitality Investors Trust, Inc.), Dip Credit Agreement (Hospitality Investors Trust, Inc.)

Liens. No Credit Each Loan Party shall shall not, nor and shall it not permit any of its Subsidiaries to, directly or indirectly, create, incur, assume or permit to exist any Lien on or with respect to any property or asset of any kind (including any document or instrument in respect of goods or accounts receivable) of Holdings any such Loan Party or any of its Subsidiaries , whether now owned or hereafter acquired , or any income or profits therefrom, or file or permit the filing of, or permit to remain in effect, any financing statement filing, recording, registration or other similar notice of any Lien with respect to any such property, asset, income or profits under the UCC of any State or under any similar recording or notice statute, except:

Appears in 2 contracts

Samples: Term Loan Agreement (Sorrento Therapeutics, Inc.), Term Loan Agreement (Sorrento Therapeutics, Inc.)

Liens. No Except for Permitted Liens, no Credit Party shall, nor shall it permit any of its Subsidiaries to, directly or indirectly, create, incur, assume or permit to exist any Lien on or with respect to any property or asset of any kind (including any document or instrument in respect of goods or accounts receivable receivable and any Security) of Holdings Company or any of its Subsidiaries, whether now owned or hereafter acquired, or any income or profits therefrom, or file or permit the filing of, or permit to remain in effect, any financing statement or other similar notice of any Lien with respect to any such property, asset, income or profits under the UCC of any State or under any similar recording or notice statute , except: .

Appears in 2 contracts

Samples: Financing Agreement (Granite Broadcasting Corp), Credit and Guaranty Agreement (Granite Broadcasting Corp)

Liens. No Credit Party shall Holdings will not, nor shall it and will not permit any Subsidiary of its Subsidiaries Holdings to, directly or indirectly, create, incur, assume or permit or suffer to exist any Lien on upon or with respect to any property or asset of any kind (including any document or instrument in respect of goods or accounts receivable) of Holdings or any of its Subsidiaries item constituting Collateral, whether now owned or hereafter acquired, except for the Lien of the Security Document relating thereto, Prior Liens applicable thereto and other Liens expressly permitted by such Security Document. Holdings will not, and will not permit any of its Subsidiaries to, create, incur, assume or suffer to exist any Lien upon or with respect to any property or assets of Holdings or any income Subsidiary of Holdings which does not constitute Collateral whether now owned or profits therefrom hereafter acquired, or sell any such property or assets subject to an understanding or agreement, contingent or otherwise, to repurchase such property or assets or assign any right to receive income, or file or permit the filing of, or permit to remain in effect, of any financing statement under the UCC or any other similar notice of any Lien with respect to any such property, asset, income or profits under the UCC of any State or under any similar recording or notice statute, except except the following, which are herein collectively referred to as "Permitted Encumbrances":

Appears in 2 contracts

Samples: Credit Agreement (Carson Inc), Credit Agreement (Ivax Corp /De)

Liens. No Credit Party shall Holdings will not, nor shall it and will not permit any of its Subsidiaries Subsidiary to, directly or indirectly, create, incur, assume or permit to exist any Lien on or with respect to any property or asset of any kind (including any document or instrument in respect of goods or accounts receivable) of Holdings or any of its Subsidiaries Subsidiary, whether now owned or hereafter acquired acquired or licensed, or on any income income, profits or profits royalties therefrom, or file or permit consent to the filing of, or permit consent to remain in effect the continuation of, any financing statement or other similar notice of any Lien with respect to any such property, asset, income income, profits or profits royalties under the UCC of any State or under any similar recording or notice statute statute or under any applicable intellectual property laws, rules or procedures, except:

Appears in 2 contracts

Samples: Credit and Guaranty Agreement (CVR Partners, Lp), Credit and Guaranty Agreement (CVR Energy Inc)

Liens. No Credit Party shall, nor Controlled Group Member shall it permit any of its Subsidiaries to, directly or indirectly, create, incur, assume or permit to exist any Lien on or with respect to any property Property or asset of any kind (including any document or instrument in respect of goods or accounts receivable) of Holdings or any of its Subsidiaries Controlled Group Member, whether now owned or hereafter acquired, or any income or profits therefrom, or file or permit authorize the filing of, or permit to remain in effect, any effective financing statement or other similar notice of any Lien with respect to any such property Property, asset, income or profits under the UCC of any State or under any similar recording or notice statute, except except the following:

Appears in 2 contracts

Samples: Credit and Guaranty Agreement (Mills Corp), Credit and Guaranty Agreement (Mills Limited Partnership)

Liens. No Credit Party shall , nor shall it permit any of its Subsidiaries to , directly or indirectly, create, incur, assume or permit to exist any Lien on or with respect to any property or asset of any kind (including of any document or instrument in respect of goods or accounts receivable) of Holdings or any of its Subsidiaries Credit Party, whether now owned or hereafter acquired acquired or licensed, or any income income, profits or profits royalties therefrom, or file or permit the filing of, or permit to remain in effect, any financing statement or other similar notice of any Lien with respect to any such property, asset, income income, profits or profits royalties under the UCC of any State State, or under any similar recording or notice statute statute or under any applicable intellectual property laws, rules or procedures, except:

Appears in 2 contracts

Samples: Credit and Guaranty Agreement (Cheniere Energy Partners, L.P.), Credit and Guaranty Agreement (Cheniere Energy Partners, L.P.)

Liens. No Credit Party shall, nor shall it permit any of its Restricted Subsidiaries to , directly or indirectly , create, incur, assume or permit to exist any Lien on or with respect to any property or asset of any kind (including any document or instrument in respect of goods or accounts receivable) of Holdings Borrower or any of its Restricted Subsidiaries, whether now owned or hereafter acquired, or any income income, profits or profits royalties therefrom, or file or permit authorize the filing of, or permit to remain in effect, of any financing statement or other similar notice of any Lien with respect to any such property, asset, income income, profits or profits royalties under the UCC of any State or under any similar recording or notice statute statute or under any applicable intellectual property laws, rules or procedures, except:

Appears in 2 contracts

Samples: Credit and Guaranty Agreement (Digitalglobe, Inc.), Credit and Guaranty Agreement (Digitalglobe, Inc.)

Liens. No Credit Party shall, nor shall it permit any of its Subsidiaries (other than Immaterial Subsidiaries and Non-Recourse Subsidiaries) to, directly or indirectly, create, incur, assume or permit to exist any Lien on or with respect to any property or asset of any kind (including any document or instrument in respect of goods or accounts receivable) of Holdings or any of its Subsidiaries (other than Immaterial Subsidiaries and Non-Recourse Subsidiaries ), whether now owned or hereafter acquired acquired or licensed, or any income income, profits or profits royalties therefrom, or file or permit the filing of, or permit to remain in effect, any financing statement or other similar notice of any Lien with respect to any such property, asset, income income, profits or profits royalties under the UCC of any State or under any similar recording or notice statute statute or under any applicable intellectual property laws, rules or procedures, except:

Appears in 2 contracts

Samples: Credit and Guaranty Agreement (TerraForm Power, Inc.), Term Loan and Guaranty (TerraForm Power, Inc.)

Liens. No Credit Party shall, nor shall it permit any of its Subsidiaries to, directly or indirectly, to create, incur, assume or permit to exist any Lien on or with respect to any property or asset of any kind (including any document or instrument in respect of goods or accounts receivable) of Holdings the Borrower or any of its Subsidiaries, whether now owned or hereafter acquired, or any income or profits therefrom, or file or permit the filing of, or permit to remain in effect, any financing statement or other similar notice of any Lien with respect to any such property, asset, income or profits under the UCC of any State or under any similar recording or notice statute, except:

Appears in 2 contracts

Samples: Senior Subordinated Bridge Loan Agreement (Source Interlink Companies Inc), Term Loan Agreement (Source Interlink Companies Inc)

Liens. No Credit Party shall, nor shall it permit any of its Subsidiaries or the European Group Members to, directly or indirectly, create, incur, assume or permit to exist any Lien on or with respect to any property or asset of any kind (including any document or instrument in respect of goods or accounts receivable) of Holdings or any of its Subsidiaries, whether now owned or hereafter acquired acquired or licensed, or any income income, profits or profits royalties therefrom, or file or permit the filing of, or permit to remain in effect, any financing statement or other similar notice of any Lien with respect to any such property, asset, income income, profits or profits royalties under the UCC of any State or under any similar recording or notice statute statute or under the intellectual property laws, rules or procedures, except:

Appears in 2 contracts

Samples: Second Lien Credit and Guaranty Agreement (Arizona Chemical Ltd.), Second Lien Credit and Guaranty Agreement (Arizona Chemical Ltd.)

Liens. No Credit Party shall, nor shall it permit any of its Subsidiaries to, directly or indirectly, to create, incur, assume or permit to exist any Lien on or with respect to any property or asset of any kind (including any document or instrument in respect of goods or accounts receivable) of Holdings Borrower or any of its Subsidiaries, whether now owned or hereafter acquired acquired or licensed, or any income income, royalties or profits therefrom, or file or permit the filing of, or permit to remain in effect, any financing statement or other similar notice of any Lien with respect to any such property, asset, income income, royalties or profits under the UCC of any State or under any similar recording or notice statute statute or under any applicable Intellectual Property laws, rules or procedures, except:

Appears in 2 contracts

Samples: Credit and Guaranty Agreement (fuboTV Inc. /FL), Credit and Guaranty Agreement (FaceBank Group, Inc.)

Liens. No Credit Party shall, nor shall it permit any of its Subsidiaries to, directly or indirectly, to create, incur, assume or permit to exist any Lien on or with respect to any property or asset of any kind (including any document or instrument in respect of goods or accounts receivable) of Holdings or any of its Subsidiaries, whether now owned or hereafter acquired acquired or licensed, or any income income, profits or profits royalties therefrom , or file or permit the filing of, or permit to remain in effect, any financing statement or other similar notice of any Lien with respect to any such property, asset, income or profits under the UCC of any State or under any similar recording or notice statute , except:

Appears in 2 contracts

Samples: Credit and Guaranty Agreement (Aeroflex Holding Corp.), Credit and Guaranty Agreement (Aeroflex Holding Corp.)

Liens. No Credit Party shall, nor shall it permit any of its Subsidiaries to, directly or indirectly, to create, incur, assume or permit to exist any Lien on or with respect to any property or asset of any kind (including any document or instrument in respect of goods or accounts receivable) of Holdings or any of its Subsidiaries, whether now owned or hereafter acquired acquired or licensed, or any income income, profits or profits royalties therefrom, or file or permit the filing of, or permit to remain in effect, any financing statement or other similar notice of any Lien with respect to any such property, asset, income income, profits or profits royalties under the UCC of any State or under any similar recording or notice statute statute or under the intellectual property laws, rules or procedures, except:

Appears in 2 contracts

Samples: Credit and Guaranty Agreement (Aeroflex Inc), Credit and Guaranty Agreement (Aeroflex Inc)

Liens. No Credit Party shall, nor shall it permit any of its Subsidiaries to, directly or indirectly, to create, incur, assume or permit to exist any Lien on or with respect to any property or asset of any kind (including any document or instrument in respect of goods or accounts receivable) of Holdings Parent Borrower or any of its Subsidiaries, whether now owned or hereafter acquired acquired or licensed, or any income income, royalties or profits therefrom, or file or permit the filing of, or permit to remain in effect, any financing statement or other similar notice of any Lien with respect to any such property, asset, income income, royalties or profits under the UCC of any State or under any similar recording or notice statute statute or under any applicable intellectual property laws, rules or procedures, except:

Appears in 2 contracts

Samples: Amended and Restated Credit and Guaranty (AMC Networks Inc.), Credit and Guaranty Agreement (RLJ Entertainment, Inc.)

Liens. No Credit Party shall, nor shall it permit any of its Subsidiaries to, directly or indirectly, create, incur, assume or permit to exist any Lien on any property or asset (including any income, profits or royalties therefrom) or with respect to any property or asset of any kind (including any income, profits or royalties therefrom and including any document or instrument in respect of goods or accounts receivable) of Holdings the Borrower or any of its Subsidiaries, whether now owned or hereafter acquired, acquired or any income or profits therefrom, or file or permit the filing of, or permit to remain in effect, any financing statement or other similar notice of any Lien with respect to any such property, asset, income or profits under the UCC of any State or under any similar recording or notice statute licensed, except:

Appears in 2 contracts

Samples: Credit and Guaranty Agreement (TiVo Corp), Credit and Guaranty Agreement (TiVo Corp)

Liens. No Credit Party shall, nor shall it permit any of its Subsidiaries to, directly or indirectly, create, incur, assume or permit to exist any Lien on or with respect to any property (including real property) or asset of any kind (including any document or instrument in respect of goods or accounts receivable) of Holdings or any of its Subsidiaries, whether now owned or hereafter acquired acquired or licensed, or any income income, profits or profits royalties therefrom, or file or permit the filing of, or permit to remain in effect, any financing statement or other similar notice of any Lien with respect to any such property, asset, income income, profits or profits royalties under the UCC of any State or under any similar recording or notice statute statute or under the intellectual property laws, rules or procedures, except:

Appears in 2 contracts

Samples: First Lien Credit and Guaranty Agreement (Solera Holdings, Inc), First Lien Credit and Guaranty Agreement (Solera Holdings LLC)

Liens. No Credit Party shall, nor shall it permit any of its Subsidiaries to, directly or indirectly, create, incur, assume or permit to exist any Lien on or with respect to any property or asset of any kind (including any document or instrument in respect of goods or accounts receivable Accounts and any Security) of Holdings Company or any of its Subsidiaries, whether now owned or hereafter acquired, or any income or profits therefrom, or file or permit the filing of, or permit to remain in effect, any financing statement or other similar notice of any Lien with respect to any such property, asset, income or profits under the UCC of any State or other jurisdiction or under any similar recording or notice statute, except:

Appears in 2 contracts

Samples: Credit and Guaranty Agreement (Syntax-Brillian Corp), Credit and Guaranty Agreement (Syntax-Brillian Corp)

Liens. No Credit Party shall, nor shall it permit any of its Subsidiaries to, directly or indirectly, create, incur, assume or permit to exist any Lien on or with respect to any property or asset of any kind (including any document or instrument in respect of goods or accounts receivable Accounts and any Security) of Holdings or any of its Subsidiaries, whether now owned or hereafter acquired, or any income or profits therefrom, or file or permit the filing of, or permit to remain in effect, any financing statement or other similar notice of any Lien with respect to any such property, asset, income or profits under the UCC of any State or other jurisdiction or under any similar recording or notice statute, except:

Appears in 2 contracts

Samples: Credit and Guaranty Agreement (Proliance International, Inc.), Credit and Guaranty Agreement (Handleman Co /Mi/)

Liens. No Credit Party shall, nor shall it permit any of its Subsidiaries to, directly or indirectly, create, incur, assume or permit to exist any Lien on or with respect to any property or asset of any kind (including any document or instrument in respect of goods or accounts receivable) of Holdings Borrower or any of its Subsidiaries, whether now owned or hereafter acquired, created or licensed, or any income income, profits or profits royalties therefrom, or file or permit the filing of, or permit to remain in effect, any financing statement or other similar notice of any Lien with respect to any such property, asset, income income, profits or profits royalties under the UCC of any State or under any similar recording or notice statute statute or under the intellectual property laws, rules or procedures, except:

Appears in 2 contracts

Samples: Credit and Guaranty Agreement (Hologic Inc), Credit and Guaranty Agreement (Hologic Inc)

Liens. No Credit Party shall, nor shall it permit any of its Subsidiaries to, directly or indirectly, create, incur, assume or permit to exist any Lien on or with respect to any property or asset of any kind (including any document or instrument in respect of goods or accounts receivable) of Holdings Borrower or any of its Subsidiaries, whether now owned or hereafter acquired, or any income or profits therefrom, or file or permit the filing of, or permit to remain in effect, any financing statement or other similar notice of any Lien with respect to any such property, asset, income or profits under the UCC of any State or under any similar recording or notice statute, except:

Appears in 2 contracts

Samples: Second Lien Credit and Guaranty Agreement (X Rite Inc), Credit Agreement (Lehman Brothers Holdings Inc)

Liens. No Credit Party shall, nor shall it permit any of its Subsidiaries to, directly or indirectly, create, incur, assume or permit to exist any Lien on or with respect to any property or asset of any kind (including any document or instrument in respect of goods or accounts receivable) of Holdings Company or any of its Subsidiaries, whether now owned or hereafter acquired acquired or licensed, or any income income, profits or profits royalties therefrom, or file or permit the filing of, or permit to remain in effect, any financing statement or other similar notice of any Lien with respect to any such property, asset, income income, profits or profits royalties under the UCC of any State or under any similar recording or notice statute, except , without duplication:

Appears in 2 contracts

Samples: Credit and Guaranty Agreement (Reliant Pharmaceuticals, Inc.), Credit and Guaranty Agreement (Reliant Pharmaceuticals, Inc.)

Liens. No Credit Party shall, nor shall it permit any of its Subsidiaries to, directly or indirectly, create, incur, assume or permit to exist any Lien on or with respect to any property or asset of any kind (including any document or instrument in respect of goods or accounts receivable) of Holdings Company or any of its Subsidiaries, whether now owned or hereafter acquired, or any income or profits therefrom, or file or permit the filing of, or permit to remain in effect, any financing statement or other similar notice of any Lien with respect to any such property, asset, income or profits under the UCC of any State state or under any similar recording or notice statute, except:

Appears in 2 contracts

Samples: Amended and Restated Credit and Guaranty (Stryker Corp), Navisite Inc

Liens. No Credit Party shall, nor shall it permit any of its Subsidiaries to, directly or indirectly, create, incur, assume or permit to exist any Lien on or with respect to any property or asset of any kind (including any document or instrument in respect of goods or accounts receivable) of Holdings or any of its Subsidiaries, whether now owned or hereafter acquired acquired or licensed, or any income income, profits or profits royalties therefrom , or file or permit the filing of, or permit to remain in effect, any financing statement or other similar notice of any Lien with respect to any such property, asset, income or profits under the UCC of any State or under any similar recording or notice statute , except:

Appears in 2 contracts

Samples: Amended and Restated Credit and Guaranty (IMS Health Holdings, Inc.), Amended and Restated Credit and Guaranty (IMS Health Holdings, Inc.)

Liens. No Credit Party shall, nor shall it permit any of its Subsidiaries to, directly or indirectly, create, incur, assume or permit to exist any Lien on or with respect to any property or asset of any kind (including any document or instrument in respect of goods or accounts receivable) of Holdings or any of its Subsidiaries, whether now owned or hereafter acquired acquired or licensed, or any income income, profits or profits royalties therefrom, or file or permit the filing of, or permit to remain in effect, any financing statement or other similar notice of any Lien with respect to any such property, asset, income income, profits or profits royalties under the UCC of any State or under any similar recording or notice statute statute or under any applicable intellectual property laws, rules or procedures, except:

Appears in 2 contracts

Samples: Credit and Guaranty Agreement (NewPage Holdings Inc.), Credit and Guaranty Agreement (Keystone Automotive Operations Inc)

Liens. No Credit Party shall, nor shall it permit any of its Subsidiaries to, directly or indirectly, create, incur, assume or permit to exist any Lien on or with respect to any property or asset of any kind (including any document or instrument in respect of goods or accounts receivable) of Holdings or any of its Subsidiaries, whether now owned or hereafter acquired acquired or licensed, or any income income, profits or profits royalties therefrom, or file or permit the filing of, or permit to remain in effect, any financing statement or other similar notice of any Lien with respect to any such property, asset, income income, profits or profits royalties under the UCC of any State or under any similar recording or notice statute statute or under the Intellectual Property laws, rules or procedures, except:

Appears in 2 contracts

Samples: First Lien Credit and Guaranty Agreement (Arizona Chemical Ltd.), First Lien Credit and Guaranty Agreement (Arizona Chemical Ltd.)

Liens. No Credit Party shall, nor shall it permit any of its Subsidiaries to, directly or indirectly, create, incur, assume or permit to exist any Lien on or with respect to any property or asset of any kind (including any document or instrument in respect of goods or accounts receivable) of Holdings or any of its Subsidiaries, whether now owned or hereafter acquired, leased (as lessee), or licensed (as licensee), or any income income, profits, or profits royalties therefrom, or file or permit the filing of, or permit to remain in effect, any financing statement or other similar notice of any Lien with respect to any such property, asset, income income, profits, or profits royalties under the UCC of any State State, the PPSA of any Canadian province or territory or under any similar recording or notice statute statute or under any applicable intellectual property laws, rules or procedures, except:

Appears in 2 contracts

Samples: Credit and Guaranty Agreement (ONE Group Hospitality, Inc.), Credit and Guaranty Agreement (ONE Group Hospitality, Inc.)

Liens. No Credit Party shall, nor shall it permit any of its Subsidiaries to, directly or indirectly, create, incur, assume or permit to exist any Lien on or with respect to any property or asset of any kind (including any document or instrument in respect of goods or accounts receivable) of Holdings NewPageHoldCo or any of its Subsidiaries, whether now owned or hereafter acquired, or any income or profits therefrom, or file or permit the filing of, or permit to remain in effect, any financing statement or other similar notice of any Lien with respect to any such property, asset, income or profits under the UCC of any State or province or under any similar recording or notice statute, except:

Appears in 2 contracts

Samples: Credit and Guaranty Agreement (NewPage CORP), Credit and Guaranty Agreement (NewPage CORP)

Liens. No Credit Party shall, nor shall it permit any of its Subsidiaries to, directly or indirectly, create, incur, assume or permit to exist any Lien on or with respect to any property or asset of any kind (including any document or instrument in respect of goods or accounts receivable) of Holdings Parent or any of its Subsidiaries, whether now owned or hereafter acquired acquired or licensed, or any income income, profits or profits royalties therefrom, or file or permit the filing of, or permit to remain in effect, any financing statement or other similar notice of any Lien with respect to any such property, asset, income income, profits or profits royalties under the UCC of any State or under any similar recording or notice statute statute or under any applicable intellectual property laws, rules or procedures, except:

Appears in 2 contracts

Samples: Credit and Guaranty Agreement (Ambassadors International Inc), Ambassadors International Inc

Liens. No Credit Party shall, nor shall it permit any of its Subsidiaries to, directly or indirectly, create, incur, assume or permit to exist any Lien on or with respect to any property or asset of any kind (including any document or instrument in respect of goods or accounts receivable) of Holdings Parent or any of its Subsidiaries, whether now owned or hereafter acquired acquired or licensed, or any income income, profits or profits royalties therefrom, or file or permit the filing of, or permit to remain in effect, any financing statement or other similar notice of any Lien with respect to any such property, asset, income income, profits or profits royalties under the UCC of any State jurisdiction or under any similar recording or notice statute statute or under any applicable intellectual property laws, except rules or procedures, other than:

Appears in 2 contracts

Samples: Credit and Guaranty Agreement (Gramercy Property Trust Inc.), Credit and Guaranty Agreement (Gramercy Property Trust Inc.)

Liens. No Credit Party shall, nor shall it permit any of its Subsidiaries to, directly or indirectly, create, incur, assume or permit to exist any Lien on or with respect to any property or asset of any kind (including any document or instrument in respect of goods or accounts receivable) of Holdings Parent or any of its Subsidiaries, whether now owned or hereafter acquired, or any income or profits therefrom, or file or permit the filing of, or permit to remain in effect, any financing statement or other similar notice of any Lien with respect to any such property, asset, income or profits under the UCC of any State or under any similar recording or notice statute statute in any jurisdiction, except:

Appears in 2 contracts

Samples: Senior Secured Revolving Credit and Guaranty (Dura Automotive Systems Inc), Second Lien Credit and Guaranty Agreement (Dura Automotive Systems Inc)

Liens. No Credit Party shall, nor shall it permit any of its Subsidiaries to, directly or indirectly, create, incur, assume or permit to exist any Lien on or with respect to any property or asset of any kind (including any document or instrument in respect of goods or accounts receivable) of Holdings any Credit Party or any of its Subsidiaries, whether now owned or hereafter acquired, created or licensed or any income income, profits or profits royalties therefrom, or file or permit the filing of, or permit to remain in effect, any financing statement or other similar notice of any Lien with respect to any such property, asset, income income, profits or profits royalties under the UCC of any State or under any similar recording or notice statute statute or under any Applicable Laws related to intellectual property, except: except (subject to Section 8.16):

Appears in 2 contracts

Samples: Agreement and Waiver (Ebix Inc), Credit Agreement (Ebix Inc)

Liens. No Credit Party shall, nor shall it permit any of its Subsidiaries to, directly or indirectly, create, incur, assume or permit to exist any Lien on or with respect to any property or asset of any kind (including any document or instrument in respect of goods or accounts receivable) of Holdings the Borrower or any of its Subsidiaries, whether now owned or hereafter acquired, created or licensed, or any income income, profits or profits royalties therefrom, or file or permit the filing of, or permit to remain in effect, any financing statement or other similar notice of any Lien with respect to any such property, asset, income income, profits or profits royalties under the UCC of any State or under any similar recording or notice statute statute or under any applicable Intellectual Property laws, rules or procedures, except:

Appears in 2 contracts

Samples: Credit and Guaranty Agreement (Gen Probe Inc), Credit and Guaranty Agreement (Hologic Inc)

Liens. No Credit Party shall, nor shall it permit any of its Subsidiaries to, directly or indirectly, create, incur, assume or permit to exist any Lien on or with respect to any property property, asset or asset undertaking of any kind (including any document or instrument in respect of goods or accounts receivable) of Holdings or any of its Subsidiaries Abitibi Entity, whether now owned or hereafter acquired acquired or licensed, or any income or profits or royalties therefrom, or file or permit the filing of, or permit to remain in effect effect for more than ten Business Days, any financing statement or other similar notice of any Lien with respect to any such property, asset, income income, profits or profits royalties under the UCC of any State or the PPSA or under any similar recording or notice statute statute or under any applicable intellectual property laws, rules or procedures, except:

Appears in 2 contracts

Samples: Credit and Guaranty Agreement (AbitibiBowater Inc.), Credit and Guaranty Agreement (AbitibiBowater Inc.)

Liens. No Credit Loan Party shall, nor shall it permit any of its Subsidiaries to, directly or indirectly, create, incur, assume or permit to exist any Lien on or with respect to any property or any asset of any kind (including any document or instrument in respect of goods or accounts receivable) of Holdings or any of its Subsidiaries, whether now owned or hereafter acquired, created or licensed by it or on any income income, profits or profits therefrom, revenues or rights in respect of any thereof or file or permit the filing of, or permit to remain in effect, any financing statement or other similar notice of any Lien with respect to any such property, asset, income income, profits or profits royalties under the UCC of any State or under any similar recording or notice statute statute in any jurisdiction in or outside of the United States or under any applicable intellectual property laws, except: rules or procedure, except the following (collectively, the “Permitted Liens”):

Appears in 2 contracts

Samples: Amended and Restated Revolving Syndicated Facility Agreement (Tronox LTD), Revolving Syndicated Facility Agreement (Tronox LTD)

Liens. No Credit Loan Party shall, nor shall it permit any of its Subsidiaries to, directly or indirectly, create, incur, assume or permit to exist any Lien on or with respect to any property or asset of any kind (including any document or instrument in respect of goods or accounts receivable) of Holdings Borrower or any of its Subsidiaries, whether now owned or hereafter acquired, or any income or profits therefrom, or file or permit the filing of, or permit to remain in effect, any financing statement or other similar notice of any Lien with respect to any such property, asset, income or profits under the UCC of any State or under any similar recording or notice statute, except: except (each of the following, collectively, the “Permitted Liens”):

Appears in 2 contracts

Samples: Second Lien Credit and Guaranty Agreement (Paramount Acquisition Corp), First Lien Credit and Guaranty Agreement (Paramount Acquisition Corp)

Liens. No Credit Loan Party shall, nor shall it permit any of its Subsidiaries to, directly or indirectly, create, incur, assume or permit to exist any Lien on or with respect to any property or asset of any kind (including any document or instrument in respect of goods or accounts receivable) of Holdings Lead Borrower or any of its Subsidiaries, whether now owned or hereafter acquired, or any income or profits therefrom, or file or permit the filing of, or permit to remain in effect, any financing statement or other similar notice of any Lien with respect to any such property, asset, income or profits under the UCC of any State or under any similar recording or notice statute, except: except (each of the following, collectively, the “Permitted Liens”):

Appears in 2 contracts

Samples: Credit and Guaranty Agreement (Tumi Holdings, Inc.), Credit and Guaranty Agreement (Tumi Holdings, Inc.)

Liens. No Credit Loan Party shall, nor shall it permit any of its Subsidiaries to, directly or indirectly, create, incur, assume or permit to exist any Lien on or with respect to any property or asset of any kind (including any document or instrument in respect of goods or accounts receivable) of Holdings the Company or any of its Subsidiaries, whether now owned or hereafter acquired, or any income or profits therefrom, or file or permit the filing of, or permit to remain in effect, any financing statement or other similar notice of any Lien authorized by any Loan Party or any Subsidiary of any Loan Party with respect to any such property, asset, income or profits under the UCC of any State or under any similar recording or notice statute, except: except Permitted Liens.

Appears in 2 contracts

Samples: Settlement Agreement, Financing Agreement (Global Geophysical Services Inc)

Liens. No Credit Note Party shall, nor shall it permit any of its Subsidiaries to, directly or indirectly, create, incur, assume or permit to exist any Lien on or with respect to any property or asset of any kind (including any document or instrument in respect of goods or accounts receivable) of Holdings Company or any of its Subsidiaries, whether now owned or hereafter acquired, leased (as lessee), or licensed (as licensee), or any income income, profits, or profits royalties therefrom, or file or permit the filing of, or permit to remain in effect, any financing statement or other similar notice of any Lien with respect to any such property, asset, income income, profits, or profits royalties under the UCC of any State or under any similar recording or notice statute statute or under any applicable intellectual property laws, rules or procedures, except:

Appears in 2 contracts

Samples: Note Purchase Agreement (Catasys, Inc.), Note Purchase Agreement (CAPSTONE TURBINE Corp)

Liens. No Credit Party shall The Borrower shall not, nor and shall it not permit any of its Subsidiaries other Loan Party or any Intermediate Subsidiary to, directly or indirectly, create, incur, assume or permit to exist any Lien on or with respect to any property or asset of any kind of such Person (including any document or instrument in respect of goods or accounts receivable) of Holdings or any of its Subsidiaries without limitation, Equity Interests owned by such Person), whether now owned or hereafter acquired acquired or licensed, or any income income, profits or profits royalties therefrom, or file or permit authorize the filing of, or permit to remain in effect, any financing statement or other similar notice of any Lien with respect to any such property, asset, income or profits Collateral under the UCC of any State or under any similar recording or notice statute, except:

Appears in 2 contracts

Samples: Credit Agreement (Rouse Properties, Inc.), Credit Agreement (Rouse Properties, Inc.)

Liens. No Credit Party shall The Borrower shall not, nor and shall it not permit any of its Subsidiaries to , directly or indirectly , create, incur, assume or permit suffer to exist exist, any Lien on upon or with respect to such Person's accounts receivable, the Collateral, any rights under the Licenses, any Governmental Approvals or in or to the Network or any other tangible or intangible property or asset of any kind (including any document or instrument in respect of goods or accounts receivable) of Holdings or any of its Subsidiaries, whether now owned or hereafter acquired assets, or any income or profits therefrom part thereof, or file or permit the filing of, or permit to remain in effect, of such Person other than any financing statement or other similar notice of any Lien with respect to any such property, asset, income or profits under the UCC of any State or under any similar recording or notice statute, except: Permitted Lien.

Appears in 2 contracts

Samples: Impsat Fiber Networks Inc, Impsat Fiber Networks Inc

Liens. No Credit Party shall The Borrower shall not, nor shall it permit any of its Subsidiaries to, directly or indirectly, create, incur, assume or permit to exist any Lien on or with respect to any property or asset of any kind (including any document or instrument in respect of goods or accounts receivable) of Holdings the Borrower or any of its Subsidiaries, whether now owned or hereafter acquired acquired or licensed, or any income income, profits or profits royalties therefrom, or file or permit the filing of, or permit to remain in effect, any financing statement or other similar notice of any Lien with respect to any such property, asset, income income, profits or profits royalties under the UCC of any State or under any similar recording or notice statute statute or under the intellectual property laws, rules or procedures, except:

Appears in 2 contracts

Samples: Credit Agreement (National Semiconductor Corp), Credit Agreement (National Semiconductor Corp)

Liens. No Credit Party shall The Borrower shall not, nor shall it permit any of its Subsidiaries to, directly or indirectly, create, incur, assume or permit to exist any Lien on or with respect to any property or asset of any kind (including any document or instrument in respect of goods or accounts receivable) of Holdings the Borrower or any of its Subsidiaries, whether now owned or hereafter acquired, created or licensed or any income income, profits or profits royalties therefrom, or file or permit the filing of, or permit to remain in effect, any financing statement or other similar written notice of any Lien with respect to any such property, asset, income income, profits or profits royalties under the UCC of any State state or under any similar recording or notice statute statute or under any Applicable Laws related to intellectual property, except:

Appears in 2 contracts

Samples: Amendment to Credit Agreement (Sun Communities Inc), Amendment to Credit Agreement (Sun Communities Inc)

Liens. No Credit Party shall The Borrower will not, nor shall it and will not permit any of its Restricted Subsidiaries to, directly or indirectly, create, incur, assume or permit or suffer to exist any Lien on upon or with respect to any item constituting Collateral, whether now owned or hereafter acquired, except for the Lien of the Security Document relating thereto, Prior Liens applicable thereto and Permitted Encumbrances. The Borrower will not, and will not permit any of its Restricted Subsidiaries to, create, incur, assume or suffer to exist any Lien upon or with respect to any property or asset assets of any kind (including any document or instrument in respect of goods or accounts receivable) of Holdings the Borrower or any of its Restricted Subsidiaries, whether now owned or hereafter acquired, or sell any income such property or profits therefrom assets subject to an understanding or agreement, contingent or otherwise, to repurchase such property or assets or assign any right to receive income, or file or permit the filing of, or permit to remain in effect, of any financing statement under the UCC or any other similar notice of any Lien with respect to any such property, asset, income or profits under the UCC of any State or under any similar recording or notice statute, except except the following, which are herein collectively referred to as "PERMITTED ENCUMBRANCES":

Appears in 2 contracts

Samples: Second Amended and Restated Credit Agreement (Color Spot Nurseries Inc), Second Amended and Restated Credit Agreement (Color Spot Nurseries Inc)

Liens. No Credit Party shall The Borrower will not, nor shall it and will not permit or cause any of ----- its Subsidiaries to, directly or indirectly, make, create, incur, assume or permit suffer to exist exist, any Lien on upon or with respect to any part of its property or asset of any kind (including any document or instrument in respect of goods or accounts receivable) of Holdings or any of its Subsidiaries assets, whether now owned or hereafter acquired , or any income or profits therefrom , or file or permit the filing of, or permit to remain in effect, any financing statement or other similar notice of any Lien with respect to any such property, asset, income or profits under the UCC Uniform Commercial Code of any State state or under any similar recording or notice statute, except: or agree to do any of the foregoing, other than the following (collectively, "Permitted Liens"):

Appears in 2 contracts

Samples: Credit Agreement (Ackerley Group Inc), Credit Agreement (Petersen Holdings LLC)

Liens. No Credit Party shall The Borrower will not, nor shall it and will not permit or cause any of its Subsidiaries to, directly or indirectly, make, create, incur, assume or permit suffer to exist exist, any Lien on upon or with respect to any part of its property or asset of any kind assets (including without limitation any document rights to receive income or instrument in respect of goods or accounts receivable) of Holdings or any of its Subsidiaries profits therefrom), whether now owned or hereafter acquired , or any income or profits therefrom , or file or permit the filing of, or permit to remain in effect, any financing statement or other similar notice of any Lien with respect to any such property, asset assets, income or profits under the UCC Uniform Commercial Code of any State state or under any similar recording or notice statute, except: or agree to do any of the foregoing, other than the following (collectively, "Permitted Liens"):

Appears in 2 contracts

Samples: Amended and Restated Credit Agreement (Eclipsys Corp), Amended and Restated Credit Agreement (Eclipsys Corp)

Liens. No Credit Party shall The Company shall not, nor and shall it not permit any of its Subsidiaries to, directly or indirectly, create, incur, assume or permit to exist any Lien on or with respect to any property or asset of any kind (including any document or instrument in respect of goods or accounts receivable) of Holdings the Company or any of its Subsidiaries, whether now owned or hereafter acquired, or any income or profits therefrom, or file or permit the filing of, or permit to remain in effect, any financing statement or other similar notice of any Lien with respect to any such property, asset, income or profits under the UCC of any State or under any similar recording or notice statute, except:

Appears in 2 contracts

Samples: Credit and Guaranty Agreement (Day International Group Inc), Credit and Guaranty Agreement (Day International Group Inc)