Limitation on Certain Restrictions on Subsidiaries. The Borrower will not, and will not permit any of its Subsidiaries to, directly or indirectly, create or otherwise cause or suffer to exist or become effective any encumbrance or restriction on the ability of any Subsidiary of the Borrower to (i) pay dividends or make any other distributions on its capital stock or any other interest or participation in its profits owned by the Borrower or any Subsidiary of the Borrower, or pay any Indebtedness owed to the Borrower or a Subsidiary of the Borrower, (ii) make loans or advances to the Borrower or any of the Borrower's Subsidiaries or (iii) transfer any of its properties or assets to the Borrower, except for such encumbrances or restrictions existing under or by reason of (w) applicable law, (x) this Agreement and the other Credit Documents and (y) customary provisions restricting subletting or assignments of any lease governing a leasehold interest of the Borrower or a Subsidiary of the Borrower.
Appears in 2 contracts
Sources: Credit Agreement (Vantas Inc), Credit Agreement (Reckson Services Industries Inc)
Limitation on Certain Restrictions on Subsidiaries. The Borrower Partnership will not, and will not permit any of its Subsidiaries to, directly or indirectly, create or otherwise cause or suffer to exist or become effective effective, any encumbrance or restriction on the ability of any such Subsidiary of the Borrower to (ix) pay dividends or make any other distributions on its capital stock or any other interest Equity Interest or participation in its profits owned by the Borrower or any Subsidiary of the Borrower, or pay any Indebtedness owed to the Borrower or a Subsidiary of the any Borrower, (iiy) make loans or advances to the any Borrower or any of the Borrower's Subsidiaries or (iiiz) transfer any of its properties or assets to the any Borrower, except for such encumbrances or restrictions existing under or by reason of (wi) applicable law, (xii) this Agreement and Agreement, the other Credit Documents Documents, and the Note Purchase Documents, (yiii) customary provisions restricting subletting or assignments assignment of any lease governing a leasehold interest of any Borrower, (iv) customary provisions restricting assignment of any contract entered into by any Borrower in the Borrower or a Subsidiary ordinary course of business, and (vi) the BorrowerPartnership Agreement as in effect on the Effective Date.
Appears in 1 contract
Limitation on Certain Restrictions on Subsidiaries. The Borrower will not, and will not permit any of its Subsidiaries to, directly or indirectly, create or otherwise cause or suffer to exist or become effective any encumbrance or restriction on the ability of any Subsidiary of the Borrower such Person to (i) pay dividends or make any other distributions on its capital stock or any other interest or participation in its profits owned by the Borrower or any Subsidiary of the Borrower, or pay any Indebtedness owed to the Borrower or a Subsidiary of the Borrower, (ii) make loans or advances to the Borrower or any Subsidiary of the Borrower's Subsidiaries Borrower or (iii) transfer any of its properties or assets to the Borrower, except for such encumbrances or restrictions existing under or by reason of (w) applicable law, (x) this Agreement Agreement, the other Loan Documents and the other Credit Documents and Documents, (y) customary provisions restricting subletting or assignments of any lease governing a leasehold interest of the Borrower or a any other Subsidiary of the BorrowerBorrower and (z) the asset transfer restrictions imposed by purchase money financing permitted pursuant to Section 6.04(iii).
Appears in 1 contract
Sources: Senior Subordinated Loan Agreement (Thane International Inc)
Limitation on Certain Restrictions on Subsidiaries. The Borrower will not, and will not permit any of its Subsidiaries to, directly or indirectly, create or otherwise cause or suffer to exist or become effective any encumbrance or restriction on the ability of any Subsidiary of the Borrower such Person to (i) pay dividends or make any other distributions on its capital stock or any other interest or participation in its profits owned by the Borrower or any Subsidiary of the Borrower, or pay any Indebtedness owed to the Borrower or a Subsidiary of the Borrower, (ii) make loans or advances to the Borrower or any Subsidiary of the Borrower's Subsidiaries Borrower or (iii) transfer any of its properties or assets to the Borrower, except for such encumbrances or restrictions existing under or by reason of (wv) applicable law, (xw) this Agreement and the other Loan Documents, (x) the Credit Documents Agreement and the other Credit Documents, (y) customary provisions restricting subletting or assignments of any lease governing a leasehold interest of the Borrower or a any other Subsidiary of the BorrowerBorrower and (z) any asset transfer restrictions imposed by purchase money financing.
Appears in 1 contract
Limitation on Certain Restrictions on Subsidiaries. The Borrower will not, and will not permit any of its Subsidiaries to, directly or indirectly, create or otherwise cause or suffer to exist or become effective any encumbrance or restriction on the ability of any Subsidiary of the Borrower to (i) pay dividends or make any other distributions on its capital stock or any other interest or participation in its profits owned by the Borrower or any Subsidiary of the Borrower, or pay any Indebtedness owed to the Borrower or a Subsidiary of the Borrower, (ii) make loans or advances to the Borrower or any of the Borrower's ' Subsidiaries or (iii) transfer any of its properties or assets to the Borrower, except for such encumbrances or restrictions existing under or by reason of (wx) applicable law, (xy) this Agreement and the other Credit Documents and (yz) customary provisions restricting subletting or assignments of any lease governing a leasehold interest of the Borrower or a Subsidiary of the Borrower.
Appears in 1 contract
Sources: Credit Agreement (Moovies Inc)
Limitation on Certain Restrictions on Subsidiaries. The Borrower will Except as -------------------------------------------------- set forth on Schedule XVIII, Holdings shall not, and will shall not permit any of its Subsidiaries to, directly or indirectly, create or otherwise cause or suffer to exist or become effective any encumbrance or restriction on the ability of any Subsidiary of the Borrower such Person to (i) pay dividends or make any other distributions on its capital stock or any other interest or participation in its profits owned by the Borrower to Holdings or any other Subsidiary of the BorrowerHoldings, or pay any Indebtedness owed to the Borrower Holdings or a any other Subsidiary of the BorrowerHoldings, (ii) make loans or advances to the Borrower Holdings or any other Subsidiary of the Borrower's Subsidiaries Holdings or (iii) transfer any of its properties or assets to the BorrowerHoldings, except for such encumbrances or restrictions existing under or by reason of (wv) applicable law, (xw) this Agreement and the other Loan Documents, (x) the Senior Credit Documents and Agreement or (y) customary provisions restricting subletting or assignments of any lease governing a leasehold interest of the Borrower Holdings or a any other Subsidiary of the BorrowerHoldings.
Appears in 1 contract
Sources: Senior Subordinated Loan Agreement (Physician Health Corp)
Limitation on Certain Restrictions on Subsidiaries. The Borrower will not, and will not permit any of its Subsidiaries to, directly or indirectly, create or otherwise cause or suffer to exist or become effective any encumbrance or restriction on the ability of any Subsidiary of the Borrower to (i) pay dividends or make any other distributions on its capital stock or any other interest or participation in its profits owned by the Borrower or any Subsidiary of the Borrower, or pay any Indebtedness owed to the Borrower or a Subsidiary of the Borrower, (ii) make loans or advances to the Borrower or any of the Borrower's Subsidiaries or (iii) transfer any of its properties or assets to the Borrower, except for such encumbrances or restrictions existing under or by reason of (wx) applicable law, (xy) this Agreement and the other Credit Documents and (yz) customary provisions restricting subletting or assignments of any lease governing a leasehold interest of the Borrower or a Subsidiary of the Borrower.
Appears in 1 contract
Sources: Credit Agreement (Video Update Inc)