Common use of Negative Pledge Agreements; Dividend Restrictions Clause in Contracts

Negative Pledge Agreements; Dividend Restrictions. The Borrower will not, and will not permit any other Loan Party to, create, incur, assume or suffer to exist any contract, agreement or understanding (other than this Agreement, the Security Instruments and Capital Leases creating Liens permitted by Section 9.03(c)) which in any way prohibits or restricts the granting, conveying, creation or imposition of any Lien on any of its Property in favor of the Administrative Agent and the Secured Parties or, except for restrictions substantially no more restrictive than those in Section 9.04(a) hereof, restricts any Restricted Subsidiary from paying dividends or making distributions to the Borrower or any Guarantor, or which, except for dividend or distribution restrictions as aforesaid, requires the consent of or notice to other Persons in connection therewith.

Negative Pledge Agreements; Dividend Restrictions. The Borrower Obligors will not, and will not permit any other Loan Party Subsidiary to, create, incur, assume or suffer to exist any contract, agreement or understanding (other than this Agreement, the Security Instruments and or Capital Leases creating Liens permitted by Section 9.03(c11.3(c)) and clause (g) of the definition of Excepted Liens) which in any way prohibits or restricts the granting, conveying, creation or imposition of any Lien on any of its Property in favor of the Administrative Agent and the Secured Parties or, except for restrictions substantially no more restrictive than those in Section 9.04(a) hereof, Purchasers or restricts any Restricted Subsidiary from paying dividends or making distributions to the Borrower any Obligor or any Guarantor, or which, except for dividend or distribution restrictions as aforesaid, which requires the consent of or notice to other Persons in connection therewith.

Negative Pledge Agreements; Dividend Restrictions. The Borrower will not, and will not permit any other Loan Party to, create, incur, assume or suffer to exist any contract, agreement or understanding (other than this Agreement, the Security Instruments Instruments, the Second Lien Debt Documents and Capital Leases creating Liens permitted by Section 9.03(c)) which in any way prohibits or restricts the granting, conveying, creation or imposition of any Lien on any of its Property in favor of the Administrative Agent and the Secured Parties or, except for restrictions substantially no more restrictive than those in Section 9.04(a) hereof, restricts any Restricted Subsidiary from paying dividends or making distributions to the Borrower or any Guarantor, or which, except for dividend or distribution restrictions as aforesaid, requires the consent of or notice to other Persons in connection therewith.

Negative Pledge Agreements; Dividend Restrictions. The Borrower Parent Guarantor will not, and will not permit any other Loan Credit Party to, create, incur, assume or suffer to exist any contract, agreement or understanding (other than this Agreement, the Security Instruments and Capital Leases creating or Liens permitted by Section 9.03(c9.03(b), Section 9.03(d) or Section 9.03(f) but such restriction shall apply only to the Property subject of such Liens) which in any way prohibits or restricts the granting, conveying, creation or imposition of any Lien on any of its Property in favor of the Administrative Agent and the Secured Parties or, except for restrictions substantially no more restrictive than those in Section 9.04(a) hereof, Lenders or restricts any Restricted Subsidiary from paying dividends or making distributions to the Borrower or any Guarantor, or which, except for dividend or distribution restrictions as aforesaid, which requires the consent of or notice to other Persons in connection therewith.

Negative Pledge Agreements; Dividend Restrictions. The Borrower will not, and will not permit any other Loan Party to, create, incur, assume or suffer to exist any contract, agreement or understanding (other than this Agreement, the Security Instruments and Instruments, Capital Leases creating Liens permitted by Section 9.03(c) or contracts, agreements or understandings creating Liens permitted by Section 9.03(d)) which in any way prohibits or restricts the granting, conveying, creation or imposition of any Lien on any of its Property in favor of the Administrative Agent and the Secured Parties or, except for restrictions substantially no more restrictive than those in Section 9.04(a) hereof, restricts any Restricted Subsidiary from paying dividends or making distributions to the Borrower or any Guarantor, or which, except for dividend or distribution restrictions as aforesaid, requires the consent of or notice to other Persons in connection therewith.

Negative Pledge Agreements; Dividend Restrictions. The Borrower will not, and will not permit any other Loan Party Subsidiary to, create, incur, assume or suffer to exist any contract, agreement or understanding (other than this Agreement, the Second Lien Term Loan Agreement, the Security Instruments and or Capital Leases or agreements creating Liens permitted by Section 9.03(c) and Section 9.03(d)) which in any way prohibits or restricts the granting, conveying, creation or imposition of any Lien on any of its Property in favor of the Administrative Agent and the Secured Parties or, except for restrictions substantially no more restrictive than those in Section 9.04(a) hereof, Lenders or restricts any Restricted Subsidiary from paying dividends or making distributions to the Borrower or any Guarantor, or which, except for dividend or distribution restrictions as aforesaid, which requires the consent of or notice to other Persons in connection therewith.

Negative Pledge Agreements; Dividend Restrictions. The Borrower will not, and will not permit any other Loan Party Subsidiary to, create, incur, assume or suffer to exist any contract, agreement or understanding (other than this Agreement, Agreement or the Security Instruments and Capital Leases creating Liens permitted by Section 9.03(c)Instruments) which in any way prohibits or restricts the granting, conveying, creation or imposition of any Lien on any of its Property in favor of the Administrative Agent and the Secured Parties or, except for restrictions substantially no more restrictive than those in Section 9.04(a) hereof, Lenders or restricts any Restricted Subsidiary from paying dividends or making distributions to the Borrower or any Guarantorother Subsidiary, or which, except for dividend or distribution restrictions as aforesaid, which requires the consent of or notice to other Persons in connection therewith, except agreements evidencing the Indebtedness permitted under Section 9.02(c) that restrict the granting, conveying, creation or imposition of any Lien on the Property that is the subject of such Indebtedness.

Negative Pledge Agreements; Dividend Restrictions. The Borrower will not, and will not permit any other Loan Party to, create, incur, assume or suffer to exist any contract, agreement or understanding (other than this Agreement, the Security Instruments and Instruments, Capital Leases creating Liens permitted by Section 9.03(c) or contracts, agreements or 83 understandings creating Liens permitted by Section 9.03(d)) which in any way prohibits or restricts the granting, conveying, creation or imposition of any Lien on any of its Property in favor of the Administrative Agent and the Secured Parties or, except for restrictions substantially no more restrictive than those in Section 9.04(a) hereof, restricts any Restricted Subsidiary from paying dividends or making distributions to the Borrower or any Guarantor, or which, except for dividend or distribution restrictions as aforesaid, requires the consent of or notice to other Persons in connection therewith.

Negative Pledge Agreements; Dividend Restrictions. The Borrower will not, and will not permit any other Loan Party Subsidiary to, create, incur, assume or suffer to exist any contract, agreement or understanding (other than this Agreement, the Senior Revolving Credit Agreement, the Security Instruments and or Capital Leases or agreements creating Liens permitted by Section 9.03(c) and Section 9.03(d)) which in any way prohibits or restricts the granting, conveying, creation or imposition of any Lien on any of its Property in favor of the Administrative Agent and the Secured Parties or, except for restrictions substantially no more restrictive than those in Section 9.04(a) hereof, Lenders or restricts any Restricted Subsidiary from paying dividends or making distributions to the Borrower or any Guarantor, or which, except for dividend or distribution restrictions as aforesaid, which requires the consent of or notice to other Persons in connection therewith.

Negative Pledge Agreements; Dividend Restrictions. The Except for Independent Bank’s Credit Agreement, the Intercreditor Agreement, the “Hedge Intercreditor Agreement” (as defined in Independent Bank’s Credit Agreement) and the other Loan Documents, the Borrower will not, and will not permit any other Loan Party Subsidiary to, create, incur, assume or suffer to exist any contract, agreement or understanding (other than this Agreement, Agreement and the Security Instruments and Capital Leases creating Liens permitted by Section 9.03(c)Documents) which in any way prohibits or restricts the granting, conveying, creation or imposition of any Lien on any of its Property in favor of the Administrative Agent and the Secured Parties or, except for restrictions substantially no more restrictive than those in Section 9.04(a) hereof, Lenders or restricts any Restricted Subsidiary from paying dividends or making distributions to the Borrower or any GuarantorBorrower, or which, except for dividend or distribution restrictions as aforesaid, which requires the consent of or notice to other Persons in connection therewith.

Negative Pledge Agreements; Dividend Restrictions. The Borrower will not, and will not permit any other Loan Party Restricted Subsidiary to, create, incur, assume or suffer to exist any contract, agreement or understanding (other than this Agreement, the Security Instruments or the Indenture and Capital Leases creating agreements evidencing Non-Recourse Debt, but then only on the Property subject to the Liens permitted by Section 9.03(c)securing such Debt) which in any way prohibits or restricts the granting, conveying, creation or imposition of any Lien on any of its Property in favor of the Administrative Agent and the Secured Parties or, except for restrictions substantially no more restrictive than those in Section 9.04(a) hereof, Lenders to secure the Indebtedness or restricts any Restricted Subsidiary from paying dividends or making distributions to the Borrower or any Guarantor, or which, except for dividend or distribution restrictions as aforesaid, which requires the consent of or notice to other Persons in connection therewith.

Negative Pledge Agreements; Dividend Restrictions. The Borrower will not, and will not permit any other Loan Party Subsidiary to, create, incur, assume or suffer to exist any contract, agreement or understanding (other than this Agreement, the Security Instruments and Capital Leases creating Instruments, Liens permitted by Section 9.03(c), the Intercreditor Agreement and the Senior Credit Agreement, the Third Lien Term Loan Agreement or listed on Schedule 7.14) which in any way prohibits or restricts the granting, conveying, creation or imposition of any Lien on any of its Property in favor of the Administrative Agent and the Secured Parties or, except for restrictions substantially no more restrictive than those in Section 9.04(a) hereof, Lenders or restricts any Restricted Subsidiary from paying dividends or making distributions to the a Borrower or any Guarantor, or which, except for dividend or distribution restrictions as aforesaid, which requires the consent of or notice to other Persons in connection therewith.

Negative Pledge Agreements; Dividend Restrictions. The Borrower will not, and will not permit any other Loan Party to, create, incur, assume or suffer to exist any contract, agreement or understanding (other than this Agreement, the Security Instruments and Instruments, Capital Leases creating Liens permitted by Section 9.03(c) or contracts, agreements or understandings creating Liens permitted by Section 9.03(d)) which in any way prohibits or restricts the granting, conveying, creation or imposition of any Lien on any of its Property in favor of the Administrative Agent and the Secured Parties or, except for restrictions substantially no more restrictive than those in Section 9.04(a) hereof, restricts any Restricted Subsidiary from paying dividends or making distributions to the Borrower or any Guarantor, or which, except for dividend or distribution restrictions as aforesaid, requires the consent of or notice to other Persons in connection therewith.

Negative Pledge Agreements; Dividend Restrictions. The Borrower will not, and will not permit any other Loan Party Subsidiary to, create, incur, assume or suffer to exist any contract, agreement or understanding (other than this Agreement, the Security Instruments and Capital Leases creating Instruments, Liens permitted by Section 9.03(c), the Intercreditor Agreement, the Senior Credit Agreement and the Second Lien Term Loan Agreement or listed on Schedule 7.14) which in any way prohibits or restricts the granting, conveying, creation or imposition of any Lien on any of its Property in favor of the Administrative Agent and the Secured Parties or, except for restrictions substantially no more restrictive than those in Section 9.04(a) hereof, Lenders or restricts any Restricted Subsidiary from paying dividends or making distributions to the a Borrower or any Guarantor, or which, except for dividend or distribution restrictions as aforesaid, which requires the consent of or notice to other Persons in connection therewith.

Negative Pledge Agreements; Dividend Restrictions. The Borrower Except during an Investment Grade Rating Period, the Parent Guarantor will not, and will not permit any other Loan Credit Party that is a Domestic Subsidiary to, create, incur, assume or suffer to exist any contract, agreement or understanding (other than this Agreement, the Security Instruments and Capital Leases creating Instruments, the Existing Senior Notes or Liens permitted by Section 9.03(c9.03(b), Section 9.03(d) or Section 9.03(x) but such restriction shall apply only to the Property subject of such Liens) which in any way prohibits or restricts the granting, conveying, creation or imposition of any Lien on any of its Property in favor of the Administrative Agent and the Secured Parties or, except for restrictions substantially no more restrictive than those in Section 9.04(a) hereof, Lenders or restricts any Restricted Subsidiary from paying dividends or making distributions to the Borrower or any Guarantor, or which, except for dividend or distribution restrictions as aforesaid, requires the consent of or notice to other Persons in connection therewith.for: