Common use of Limitation on Issuances of Guarantees by Restricted Subsidiaries Clause in Contracts

Limitation on Issuances of Guarantees by Restricted Subsidiaries. (a) The Parent Guarantor will not permit any Restricted Subsidiary which is not a Subsidiary Guarantor, directly or indirectly, to guarantee any Indebtedness (“Guaranteed Indebtedness”) of the Company, the Parent Guarantor or any other Subsidiary Guarantor, unless (1) such Restricted Subsidiary, as soon as practicable but in any event within five Business Days thereafter, executes and delivers a supplemental indenture to this Indenture providing for an unsubordinated Subsidiary Guarantee of payment of the Notes by such Restricted Subsidiary, whereupon it shall become a “Subsidiary Guarantor” and (2) such Restricted Subsidiary waives and will not in any manner whatsoever claim, or take the benefit or advantage of, any rights of reimbursement, indemnity or subrogation or any other rights against the Parent Guarantor or any other Restricted Subsidiary as a result of any payment by such Restricted Subsidiary under its Subsidiary Guarantee until the Notes have been paid in full.

Appears in 3 contracts

Samples: Supplemental Indenture (Energy Resources Rail LLC), Supplemental Indenture (Enrestechnology LLC), Supplemental Indenture (Enrestechnology LLC)

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Limitation on Issuances of Guarantees by Restricted Subsidiaries. (a) The Parent Guarantor will not permit any Restricted Subsidiary which that is not a Subsidiary Guarantor, directly or indirectly, to guarantee any Indebtedness (“Guaranteed Indebtedness”) of the Company, the Parent Guarantor Company or any other Subsidiary GuarantorRestricted Subsidiary, unless (1i) (A) such Restricted Subsidiary, as soon as practicable but in any event within five Business Days thereafter, Subsidiary simultaneously executes and delivers a supplemental indenture to this Indenture providing for an unsubordinated Subsidiary Guarantee of payment of the Notes by such Restricted Subsidiary, whereupon it shall become a “Subsidiary Guarantor” and (2B) such Restricted Subsidiary waives and will not in any manner whatsoever claim, claim or take the benefit or advantage of, any rights of reimbursement, indemnity or subrogation or any other rights against the Parent Guarantor or any other Restricted Subsidiary as a result of any payment by such Restricted Subsidiary under its Subsidiary Guarantee until the Notes have been paid in fullfull or (ii) such guarantee is permitted by clause (ii), (iii), (xi)(B) or (xv) of Section 4.06(b).

Appears in 1 contract

Samples: Indenture (China XD Plastics Co LTD)

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Limitation on Issuances of Guarantees by Restricted Subsidiaries. The Company will cause each Restricted Subsidiary created or acquired (aincluding any Unrestricted Subsidiary that is redesignated a Restricted Subsidiary) after the date of this Indenture other than a Foreign Subsidiary to execute and deliver a supplemental indenture to this Indenture providing for a Guarantee (a “Subsidiary Guarantee”) of payment of the Notes by such Restricted Subsidiary. The Parent Guarantor Company will not permit any Restricted Subsidiary which that is not a Subsidiary Guarantor, directly or indirectly, to guarantee Guarantee any Indebtedness (“Guaranteed Indebtedness”) of the Company, the Parent Guarantor Company or any other Subsidiary Guarantor, unless (1) such Restricted Subsidiary, as soon as practicable but in any event within five Business Days thereafter, Subsidiary simultaneously executes and delivers a supplemental indenture to this Indenture providing for an unsubordinated a Subsidiary Guarantee of payment of the Notes by such Restricted Subsidiary. Notwithstanding the foregoing, whereupon any Subsidiary Guarantee by a Restricted Subsidiary may provide by its terms that it shall become a “Subsidiary Guarantor” be automatically and unconditionally released and discharged upon (2A) any sale, exchange or transfer, to any Person not an Affiliate of the Company, of all of the Company’s and each Restricted Subsidiary’s Capital Stock in such Restricted Subsidiary waives and will (which sale, exchange or transfer is not in any manner whatsoever claim, prohibited by this Indenture) or take (B) the benefit or advantage of, any rights designation of reimbursement, indemnity or subrogation or any other rights against the Parent Guarantor or any other such Restricted Subsidiary as a result an Unrestricted Subsidiary in accordance with the terms of any payment by such Restricted Subsidiary under its Subsidiary Guarantee until the Notes have been paid in fullthis Indenture.

Appears in 1 contract

Samples: American Color Graphics Inc

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