Common use of Limitation on Certain Restrictions Affecting Subsidiaries Clause in Contracts

Limitation on Certain Restrictions Affecting Subsidiaries. No Company shall, directly or indirectly, create or otherwise cause or suffer to exist or become effective any direct or indirect encumbrance or restriction on the ability of any Subsidiary of Borrower to (a) pay dividends or make any other distributions on such Subsidiary's Equity Interests or any other interest or participation in its profits owned by any Company, or pay any Indebtedness or any other obligation owed to any Company, (b) make Investments in or to any Company (other than Holdings), or (c) transfer any of its Property to any Company, except that each of the following shall be permitted (i) any such encumbrances or restrictions existing under or by reason of (x) applicable Law or (y) the Credit Documents, (ii) restrictions on the transfer of Property subject to a Permitted Lien permitted under Section 10.02, (iii) customary restrictions on subletting or assignment of any lease governing a leasehold interest of any Company, and (iv) restrictions on the transfer of any Property subject to an Asset Sale permitted under this Agreement.

Limitation on Certain Restrictions Affecting Subsidiaries. No Company shall, directly or indirectly, create or otherwise cause or suffer to exist or become effective any direct or indirect encumbrance or restriction on the ability of any Subsidiary of Borrower to (a) pay dividends or make any other distributions on such Subsidiary's Equity Interests or any other interest or participation in its profits owned by any Company, or pay any Indebtedness or any other obligation owed to any Company, (b) make Investments in or to any Company (other than Holdings)Company, or (c) transfer any of its Property to any Company, except that each of the following . The foregoing shall be permitted not prohibit (i) any such encumbrances or restrictions existing under or by reason of (x) applicable Law law or (y) the Credit Documents, the Bridge Loan Agreement, the Senior Indenture or the Senior Subordinated Indenture, or documents governing any Permitted Refinancing thereof, (ii) restrictions on the transfer of Property assets subject to a Permitted Lien permitted under Section 10.029.07, (iii) customary restrictions on subletting or assignment of any lease governing a leasehold interest of any Company, and (iv) restrictions on the transfer of any Property subject to an Asset Sale a Disposition permitted under this Agreement.

Limitation on Certain Restrictions Affecting Subsidiaries. No Company shall, directly or indirectly, create or otherwise cause or suffer to exist or become effective any direct or indirect encumbrance or restriction on the ability of any Subsidiary of Borrower to (a) pay dividends or make any other distributions on such Subsidiary's Equity Interests or any other interest or participation in its profits owned by any Company, or pay any Indebtedness or any other obligation owed to any Company, (b) make Investments in or to any Company (other than Holdings)Company, or (c) transfer any of its Property to any Company, except that each of the following shall be permitted (i) any such encumbrances or restrictions existing on the Effective Date and described on Schedule 9.19 or existing under or by reason of (x) applicable Law Law, or (y) the Credit Documents, (ii) restrictions on the transfer of Property subject to a Permitted Lien permitted under Section 10.029.07, (iii) customary restrictions on subletting or assignment of any lease governing a leasehold interest of any Company, and (iv) restrictions on the transfer of any Property subject to an Asset Sale a Disposition permitted under this AgreementAgreement and (v) customary restrictions contained in any agreement or instrument evidencing or governing Indebtedness permitted under Section 9.08(h), which restrictions are applicable solely to the Foreign Subsidiary or Foreign Subsidiaries liable with respect to such Indebtedness.

Limitation on Certain Restrictions Affecting Subsidiaries. No Company shall, directly or indirectly, create or otherwise cause or suffer to exist or become effective any direct or indirect encumbrance or restriction on the ability of any Subsidiary of Borrower to (a) pay dividends or make any other distributions on such Subsidiary's Equity Interests or any other interest or participation in its profits owned by any Company, or pay any Indebtedness or any other obligation owed to any Company, (b) make Investments in or to any Company (other than Holdings)Company, or (c) transfer any of its Property to any Company, except EXCEPT that each of the following shall be permitted (i) any such encumbrances or restrictions existing on the Closing Date and described on SCHEDULE 9.19 or existing under or by reason of (x) applicable Law or (y) the Credit Documents, (ii) restrictions on the transfer of Property subject to a Permitted Lien permitted under Section 10.029.07, (iii) customary restrictions on subletting or assignment of any lease governing a leasehold interest of any Company, and (iv) restrictions on the transfer of any Property subject to an Asset Sale a Disposition permitted under this AgreementAgreement and (v) customary non-assignment provisions in contracts entered into in the ordinary course of business.