Limitations on Subsidiaries Sample Clauses

Limitations on Subsidiaries. Except in the case of a Permitted Integration Transaction, permit
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Limitations on Subsidiaries. Create or otherwise cause or suffer to exist or become effective, or (other than covenants applicable only to Special Purpose Subsidiaries set forth in documentation governing Permitted Special Purpose Indebtedness) permit any Subsidiary to create or otherwise cause or suffer to exist or become effective, any consensual encumbrance or restriction of any kind on the ability of any Subsidiary to: (a) pay dividends or make any other distribution on any of such Subsidiary’s capital stock or other equity interests owned by Borrower or any other Subsidiary of Borrower; (b) pay any Indebtedness owed to Borrower or any other Subsidiary; (c) make loans or advances to Borrower or any other Subsidiary; or (d) transfer any of its property or assets to Borrower or any other Subsidiary.
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Limitations on Subsidiaries. The provisions of Section 1020 of the First Priority Subordinated Debenture Indenture as in effect on the First Amendment Effective Date, together with any definitions of terms used therein, are incorporated word for word in this SECTION 8.06 by this reference as if fully set forth herein; PROVIDED, if any or all of such provisions and definitions are not in effect at the time of the then most recent Downgrade Event, such provisions and definitions not then in effect shall become effective only for dates and periods on and after the occurrence of such Downgrade Event, and any event or condition that shall have existed upon the occurrence of such Downgrade Event and otherwise would have resulted in an Event of Default or a Potential Event of Default under this subsection if such provisions and definitions were in effect, shall not constitute an Event of Default or Potential Event of Default. For the avoidance of doubt, the provisions of Section 1020 of the First Priority Subordinated Debenture Indenture as in effect on the First Amendment Effective Date, together with the definitions of terms used therein, shall be effective for purposes of this SECTION 8.06 until the payment in full of all of the Obligations, notwithstanding the amendment, waiver or other modification of such Section 1020 or such definitions or the defeasance, refinancing, replacement or termination of the First Priority Subordinated Debenture Indenture or any portion thereof and regardless of whether such amendment, waiver, modification, defeasance, refinancing, replacement or termination occurs before, on or after the occurrence of a Downgrade Event. 3.4 AMENDMENT TO SECTION 8.07. Section 8.07 of the Credit Agreement is hereby amended and restated in its entirety to read as follows: 8.07
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Limitations on Subsidiaries. The Company shall not (A) (i) enter into any transaction with any Subsidiary of the Company, (ii) become a party to any agreement, instrument or other document with any Subsidiary of the Company, (iii) make any loan or extend any credit to any Subsidiary of the Company or make any Investment in any Subsidiary of the Company, (iv) sell, assign or transfer any property or assets of the Company to any Subsidiary of the Company or Incur, directly or indirectly, any Indebtedness on behalf of or for the benefit of any Subsidiary of the Company, other than any such transaction, agreement, instrument or other document, or any such loan, credit or investment, that provides for payments by the Company to all Subsidiaries of the Company of less than $200,000 in the aggregate per Fiscal Year, or (B) permit any Subsidiary of the Company to create, Incur, assume, Guarantee or otherwise become or remain liable with respect to Indebtedness in a principal amount in excess of $100,000 at any time outstanding.
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Limitations on Subsidiaries. 140 10.28. AIP PIK Notes..........................................................................................140 10.29. Payment Deferral Arrangements..........................................................................141 10.30. Tennessee Assets.......................................................................................141 10.31. Subordinated Note Lockup Agreements....................................................................141 10.32. FIBC Escrow Agreement..................................................................................141 ARTICLE XI Events of Default and Acceleration
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Limitations on Subsidiaries. Create or acquire any Subsidiary; provided that Consoltex USA may create one Subsidiary, organized in the state of Delaware, in connection with the Consoltex International Reincorporation, so long as the Consoltex International Reincorporation is consummated and the new Subsidiary becomes a Borrower hereunder and takes all other steps deemed necessary by the Agents to assure the continuous perfection of the US Collateral Agent, the Canadian Collateral Trustee, or any Agent on behalf of the Agents and the Lenders in the assets of Consoltex International prior to the Consoltex International Reorganization.
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Limitations on Subsidiaries. The provisions of Section 1020 of the First Priority Subordinated Debenture Indenture, together with any definitions of terms used therein, are incorporated word for word in this Section 8.06 by this reference as if fully set forth herein; provided, however, that if (i) any restriction in Section 1020 of the First Priority Subordinated Debenture Indenture is modified or eliminated or such restriction otherwise ceases to be of further effect and (ii) a substantially similar restriction (prior to giving effect to any such modification, elimination or cessation) is not contained in the documents governing any Subordinated Indebtedness then outstanding (including, without limitation, any Subordinated Indebtedness which replaces, refunds or refinances any other Subordinated Indebtedness), then such restriction under this Section 8.06 shall similarly be modified or eliminated or cease to be of further effect hereunder, as the case may be. 8.07
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Limitations on Subsidiaries. Borrower nor any of its Subsidiaries shall at any time create or acquire any Subsidiary unless such Obligor has caused such Subsidiary to comply with the requirements of Section 7.1.12; provided, however, that no Obligor shall at any time create or acquire any Subsidiary organized under a law other than the law of the United States or any other State thereof.
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Related to Limitations on Subsidiaries

  • Restrictions on Subsidiaries Except for restrictions contained in this Agreement or any other agreement with respect to Indebtedness of any Borrower or Guarantor permitted hereunder as in effect on the date hereof, there are no contractual or consensual restrictions on any Borrower or Guarantor or any of its Subsidiaries which prohibit or otherwise restrict (a) the transfer of cash or other assets (i) between any Borrower or Guarantor and any of its or their Subsidiaries or (ii) between any Subsidiaries of any Borrower or Guarantor or (b) the ability of any Borrower or Guarantor or any of its or their Subsidiaries to incur Indebtedness or grant security interests to Agent or any Lender in the Collateral.

  • Limitation on Certain Restrictions on Subsidiaries Directly or indirectly, create or otherwise cause or suffer to exist or become effective any encumbrance or restriction on the ability of any Subsidiary to (a) pay dividends or make any other distributions on its capital stock or any other interest or participation in its profits owned by Borrower or any Subsidiary, or pay any Indebtedness owed to Borrower or a Subsidiary, (b) make loans or advances to Borrower or any Subsidiary or (c) transfer any of its properties to Borrower or any Subsidiary, except for such encumbrances or restrictions existing under or by reason of (i) applicable Requirements of Law; (ii) this Agreement and the other Loan Documents; (iii) customary provisions restricting subletting or assignment of any lease governing a leasehold interest of a Subsidiary; (iv) customary provisions restricting assignment of any agreement entered into by a Subsidiary in the ordinary course of business; (v) any holder of a Lien permitted by Section 6.02 restricting the transfer of the property subject thereto; (vi) customary restrictions and conditions contained in any agreement relating to the sale of any property permitted under Section 6.06 pending the consummation of such sale; (vii) any agreement in effect at the time such Subsidiary becomes a Subsidiary of Borrower, so long as such agreement was not entered into in connection with or in contemplation of such person becoming a Subsidiary of Borrower; (viii) without affecting the Loan Parties’ obligations under Section 5.11, customary provisions in partnership agreements, limited liability company organizational governance documents, asset sale and stock sale agreements and other similar agreements entered into in the ordinary course of business that restrict the transfer of ownership interests in such partnership, limited liability company or similar person; (ix) restrictions on cash or other deposits or net worth imposed by suppliers or landlords under contracts entered into in the ordinary course of business; (x) any instrument governing Indebtedness assumed in connection with any Permitted Acquisition, which encumbrance or restriction is not applicable to any person, or the properties or assets of any person, other than the person or the properties or assets of the person so acquired; (xi) in the case of any joint venture which is not a Loan Party in respect of any matters referred to in clauses (b) and (c) above, restrictions in such person’s Organizational Documents or pursuant to any joint venture agreement or stockholders agreements solely to the extent of the Equity Interests of or property held in the subject joint venture or other entity; or (xii) any encumbrances or restrictions imposed by any amendments or refinancings that are otherwise permitted by the Loan Documents of the contracts, instruments or obligations referred to in clause (vii) above; provided that such amendments or refinancings are no more materially restrictive with respect to such encumbrances and restrictions than those prior to such amendment or refinancing.

  • Certain Restrictions on Subsidiaries The Borrower will not permit any of its Subsidiaries (other than Financing Subsidiaries) to enter into or suffer to exist any indenture, agreement, instrument or other arrangement (other than the Loan Documents) that prohibits or restrains, in each case in any material respect, or imposes materially adverse conditions upon, the incurrence or payment of Indebtedness, the declaration or payment of dividends, the making of loans, advances, guarantees or Investments or the sale, assignment, transfer or other disposition of property to the Borrower by any Subsidiary; provided that the foregoing shall not apply to (i) indentures, agreements, instruments or other arrangements pertaining to other Indebtedness permitted hereby (provided that such restrictions would not adversely affect the exercise of rights or remedies of the Administrative Agent or the Lenders hereunder or under the Security Documents or restrict any Subsidiary in any manner from performing its obligations under the Loan Documents) and (ii) indentures, agreements, instruments or other arrangements pertaining to any lease, sale or other disposition of any asset permitted by this Agreement or any Lien permitted by this Agreement on such asset so long as the applicable restrictions only apply to the assets subject to such lease, sale, other disposition or Lien.

  • No Restrictions on Subsidiaries No subsidiary of the Company is currently prohibited, directly or indirectly, under any agreement or other instrument to which it is a party or is subject, from paying any dividends to the Company, from making any other distribution on such subsidiary’s capital stock, from repaying to the Company any loans or advances to such subsidiary from the Company or from transferring any of such subsidiary’s properties or assets to the Company or any other subsidiary of the Company.

  • Limitation on Restrictions on Subsidiary Distributions Enter into or suffer to exist or become effective any consensual encumbrance or restriction on the ability of any Subsidiary to (a) make Restricted Payments in respect of any Capital Stock of such Subsidiary held by, or pay or subordinate any Indebtedness owed to, the Borrower or any other Subsidiary, (b) make Investments in the Borrower or any other Subsidiary or (c) transfer any of its assets to the Borrower or any other Subsidiary, except for such encumbrances or restrictions existing under or by reason of (i) any restrictions existing under the Loan Documents, (ii) any restrictions existing under the New Senior Note Indenture, the New Senior Note Indenture and any agreements governing Indebtedness permitted by Sections 6.2(f), to the extent such restrictions are no more restrictive than those in the Senior Note Indenture or the New Senior Note Indenture, (iii) any restrictions with respect to a Subsidiary imposed pursuant to an agreement that has been entered into in connection with the Disposition of all or substantially all of the Capital Stock or assets of such Subsidiary, (iv) customary net worth provisions contained in real property leases entered into in by any Loan Party so long as such net worth provisions would not reasonably be expected to impair materially the ability of the Loan Parties to meet their ongoing obligations under this Agreement or any of the other Loan Documents, and (v) with respect to clause (c) only, (i) customary non-assignment provisions in licenses or sublicenses by the Borrower and its Subsidiaries in the ordinary course of business (in which case such prohibition or limitation shall only be effective against the Intellectual Property subject thereto), (ii) customary provisions in joint venture agreements and similar agreements that restrict transfers of assets of, or equity interests in, such joint venture, (iii) agreements governing Indebtedness permitted by Sections 6.2(g), (h) and (m) (provided that, in the case of such agreements governing Indebtedness permitted by Section 6.2(h), such prohibition or limitation shall be effective only against the property acquired thereby), (iv) agreements entered into by a Subsidiary that is not a Subsidiary Guarantor governing Liens permitted by Section 6.3(m) or the Indebtedness secured thereby (in which case such prohibition or limitation shall only be effective against the assets of such Subsidiary subject to such Lien) and (v) any agreements governing any purchase money Liens or Capital Lease Obligations otherwise permitted hereby (in which case, any prohibition or limitation shall only be effective against the assets financed thereby).

  • Limitations on Suits No Holder of any Security of any series or any Coupons appertaining thereto shall have any right to institute any proceeding, judicial or otherwise, with respect to this Indenture, or for the appointment of a receiver or trustee, or for any other remedy hereunder, unless

  • Limitations on Investments The Company will not, and will not permit any of its Subsidiaries to, make any Investment other than (i) a Permitted Investment or (ii) an Investment that is made as a Restricted Payment in compliance with Section 4.7 hereof.

  • Limitations on Guarantees The obligations of the Guarantors under their Guarantees are limited to the maximum amount which, after giving effect to all other contingent and fixed liabilities of each Guarantors (including without limitation, any other Guarantor senior debt) will result in the obligations of the Guarantors under the Guarantees not constituting a fraudulent conveyance or fraudulent transfer under federal or state law.

  • Limitation on Restrictions on Distributions from Restricted Subsidiaries (a) The Company shall not, and shall not permit any Restricted Subsidiary to, create or otherwise cause or permit to exist or become effective any consensual encumbrance or consensual restriction on the ability of any Restricted Subsidiary to:

  • Limitation on Designations of Unrestricted Subsidiaries (a) The Company may designate any Restricted Subsidiary as an “Unrestricted Subsidiary” under this Indenture (a “Designation”) only if:

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