Common use of Limitation on Restricted Actions Clause in Contracts

Limitation on Restricted Actions. It will not, and will not permit any of the Subsidiaries (other than a Receivables Financing SPC in connection with a Permitted Receivables Financing) to, directly or indirectly, create or otherwise cause, incur, assume, suffer or permit to exist or become effective any consensual encumbrance or restriction of any kind on the ability of any such Person to (i) pay dividends or make any other distribution on any of such Person's capital stock, (ii) pay any Indebtedness owed to the Company or any other Credit Party, (iii) make loans or advances to any Credit Party or (iv) transfer any of its property to any Credit Party, except for encumbrances or restrictions existing under or by reason of (A) customary non-assignment or net worth provisions in any lease governing a leasehold interest, (B) any agreement or other instrument of a Person existing at the time it becomes a Subsidiary of the Company; provided that such encumbrance or restriction is not applicable to any other Person, or any property of any other Person, other than such Person becoming a Subsidiary of the Company and was not entered into in contemplation of such Person becoming a Subsidiary of the Company, (C) this Agreement and the other Credit Documents, (D) the High Yield Note Indenture, (E) the Senior Notes and (F) applicable Requirements of Law.

Appears in 1 contract

Samples: Credit Agreement (Hercules Inc)

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Limitation on Restricted Actions. It will not, and will not permit any of the Material Subsidiaries (other than a Receivables Financing SPC in connection with a Permitted Receivables Financing) to, directly or indirectly, create or otherwise cause, incur, assume, suffer or permit to exist or become effective any consensual encumbrance or restriction of any kind on the ability of any such Person to (i) pay dividends or make any other distribution on any of such Person's capital stock, (ii) pay any Indebtedness owed to the Company or any other Credit Party, (iii) make loans or advances to any other Credit Party or (iv) transfer any of its property to any other Credit Party, except for encumbrances or restrictions existing under or by reason of (A) customary non-assignment or net worth provisions in any lease governing a leasehold interest, (B) any agreement or other instrument of a Person existing at the time it becomes a Subsidiary of the CompanyBorrower; provided that such encumbrance or restriction is not applicable to any other Person, or any property of any other Person, other than such Person becoming a Subsidiary of the Company Borrower and was not entered into in contemplation of such Person becoming a Subsidiary of the CompanyBorrower, (C) this Amended and Restated Credit Agreement and the other Credit Documents, Documents and (D) the High Yield Note Indenture, (E) the Senior Notes and (F) applicable Requirements of LawPrudential Documents.

Appears in 1 contract

Samples: Credit Agreement (Hercules Inc)

Limitation on Restricted Actions. It will not, and will not permit any of the Subsidiaries (other than a Receivables Financing SPC in connection with a Permitted Receivables Financing) to, directly or indirectly, create or otherwise cause, incur, assume, suffer or permit to exist or become effective any consensual encumbrance or restriction of any kind on the ability of any such Person to (i) pay dividends or make any other distribution on any of such Person's capital stock, (ii) pay any Indebtedness owed to the Company or any other Credit Party, (iii) make loans or advances to any other Credit Party or (iv) transfer any of its property to any other Credit Party, except for encumbrances or restrictions existing under or by reason of (A) customary non-assignment or net worth provisions in any lease governing a leasehold interest, (B) any agreement or other instrument of a Person existing at the time it becomes a Subsidiary of the Company; Borrower, provided that such encumbrance or restriction is not applicable to any other 13 Person, or any property of any other Person, other than such Person becoming a Subsidiary of the Company Borrower and was not entered into in contemplation of such Person becoming a Subsidiary of the CompanyBorrower, (C) this Agreement and the other Credit DocumentsNotes, (D) the High Yield Note Indentureother Credit Documents and the Credit Agreement and the other Credit Documents (as defined in the Credit Agreement), (E) the Senior Notes Note Indenture and (F) applicable Requirements of Lawthe Bridge Note Agreement.

Appears in 1 contract

Samples: Note Purchase Agreement (Athens Holdings Inc)

Limitation on Restricted Actions. It will not, and will not permit any of the Material Subsidiaries (other than a Receivables Financing SPC in connection with a Permitted Receivables Financing) to, directly or indirectly, create or otherwise cause, incur, assume, suffer or permit to exist or become effective any consensual encumbrance or restriction of any kind on the ability of any such Person to (i) pay dividends or make any other distribution on any of such Person's capital stock, (ii) pay any Indebtedness owed to the Company or any other Credit Party, (iii) make loans or advances to any other Credit Party or (iv) transfer any of its property to any other Credit Party, except for encumbrances or restrictions existing under or by reason of (A) customary non-assignment nonassignment or net worth provisions in any lease governing a leasehold interest, (B) any agreement or other instrument of a Person existing at the time it becomes a Subsidiary of the CompanyBorrower; provided that such encumbrance or restriction is not applicable to any other Person, or any property of any other Person, other than such Person becoming a Subsidiary of the Company Borrower and was not entered into in contemplation of such Person becoming a Subsidiary of the CompanyBorrower, and (C) this Agreement and the Notes and the other Credit Documents, Documents and the Credit Agreement and the other Credit Documents (D) as defined in the High Yield Note Indenture, (E) the Senior Notes and (F) applicable Requirements of LawCredit Agreement).

Appears in 1 contract

Samples: Note Purchase Agreement (Athens Holdings Inc)

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Limitation on Restricted Actions. It will not, and will not permit any of the Subsidiaries (other than a Receivables Financing SPC in connection with a Permitted Receivables Financing) to, directly or indirectly, create or otherwise cause, incur, assume, suffer or permit to exist or become effective any consensual encumbrance or restriction of any kind on the ability of any such Person to (i) pay dividends or make any other distribution on any of such Person's capital stock, (ii) pay any Indebtedness owed to the Company or any other Credit Party, (iii) make loans or advances to any Credit Party or (iv) transfer any of its property to any Credit Party, except for encumbrances or restrictions existing under or by reason of (A) customary non-assignment or net worth provisions in any lease governing a leasehold interest, (B) any agreement or other instrument of a Person existing at the time it becomes a Subsidiary of the Company; provided that such encumbrance or restriction is not applicable to any other Person, or any property of any other Person, other than such Person becoming a Subsidiary of the Company and was not entered into in contemplation of such Person becoming a Subsidiary of the Company, (C) this Agreement and the other Credit Documents, (D) the 2007 High Yield Note Indenture, (E) the 2029 High Yield Note Indenture, (F) the indenture governing the Company's 6.60% Senior Notes due 2027 and (FG) applicable Requirements of Law.

Appears in 1 contract

Samples: Credit Agreement (Hercules Inc)

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