Common use of Negative Pledges, Restrictive Agreements, etc Clause in Contracts

Negative Pledges, Restrictive Agreements, etc. The Borrower will not and will not permit any Restricted Subsidiary to enter into any agreement (excluding this Agreement, any other Loan Document and any agreement governing any Indebtedness permitted either by clause (b) of Section 7.2.2 as in effect on the Effective Date and, with respect to clause (a) below, by clauses (h) and (j) of Section 7.2.2 solely as to the assets financed with the proceeds of such Indebtedness) prohibiting (a) the creation or assumption of any Lien upon its Oil and Gas Properties, whether now owned or hereafter acquired; or (b) the ability of any Obligor to amend or otherwise modify this Agreement or any other Loan Document; or (c) the ability of any Restricted Subsidiary to make any payments, directly or indirectly, to the Borrower by way of dividends, advances, repayments of loans or advances, reimbursements of management and other intercompany charges, expenses and accruals or other returns on investments, or any other agreement or arrangement which restricts the ability of any such Obligor to make any payment, directly or indirectly, to any other such Obligor.

Appears in 2 contracts

Samples: Credit Agreement (Magnum Hunter Resources Inc), Credit Agreement (Magnum Hunter Resources Inc)

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Negative Pledges, Restrictive Agreements, etc. The Borrower Neither CPG will, nor will not and will not permit any Restricted Subsidiary to of its Subsidiaries to, enter into any agreement (excluding this Agreement, any other Loan Document and any agreement governing any Indebtedness permitted either by clause (b) of Section 7.2.2 as in effect on the Effective Date and, with respect to clause (a) below, by clauses (hd) and (jf) of Section 7.2.2 solely as to the assets financed with the proceeds of such Indebtedness) prohibiting (a) the creation or assumption of any Lien upon its Oil and Gas Propertiesproperties, revenues or assets, whether now owned or hereafter acquired; or (b) the ability of any Borrower or any other Obligor to amend or otherwise modify this Agreement or any other Loan Document; or (c) the ability of any Restricted Subsidiary to make any payments, directly or indirectly, to the any Borrower by way of dividends, advances, repayments of loans or advances, reimbursements of management and other intercompany charges, expenses and accruals or other returns on investments, or any other agreement or arrangement which restricts the ability of any such Obligor Subsidiary to make any payment, directly or indirectly, to any other such ObligorBorrower.

Appears in 1 contract

Samples: Credit Agreement (Copano Energy, L.L.C.)

Negative Pledges, Restrictive Agreements, etc. The Borrower will not not, and will not permit any Restricted Subsidiary to other Obligor to, enter into any agreement (excluding this Agreement, any other Loan Document Agreement and any agreement governing any Indebtedness Debt permitted either by clause (bSection 6.2(c) of Section 7.2.2 as in effect on the Effective Date and, with respect to clause (a) below, by clauses (h) and (j) of Section 7.2.2 solely as to the assets financed with the proceeds of such IndebtednessDebt) prohibiting that would (a) require any Obligor to xxxxx x Xxxx to any Person other than the Administrative Agent, other than the Permitted Liens; (b) prohibit the creation or assumption of any Lien in favor of the Administrative Agent upon its Oil and Gas Propertiessuch Obligor’s properties, revenues or assets, whether now owned or hereafter acquired; , or (b) the ability of any Obligor to amend or otherwise modify this Agreement or any other Loan Document; or (c) prohibit the ability of any Restricted Subsidiary Obligor (other than the Borrower) to make any payments, payments directly or indirectly, indirectly to the Borrower Borrower, by way of dividends, advances, repayments of loans or advances, reimbursements of management and any other intercompany charges, expenses and accruals or other returns on investments, or any other agreement or arrangement which that restricts the ability of any such Obligor to make any payment, directly or indirectly, to any other such Obligorthe Borrower.

Appears in 1 contract

Samples: Credit Agreement (American Crystal Sugar Co /Mn/)

Negative Pledges, Restrictive Agreements, etc. The --------------------------------------------- Borrower will not not, and will not permit any Restricted Subsidiary to of its Subsidiaries to, enter into any agreement (excluding this Agreement, any other Loan Document and Document, any agreement governing any Indebtedness permitted either by clause clauses (b) and (c) of Section 7.2.2 as ----------- --- ------------- in effect on the Effective Closing Date and, with respect to or by clause (a) below, by clauses (h) and (je) of Section 7.2.2 solely as to the assets ---------- ------------- financed with the proceeds of such Indebtedness) prohibiting (ai) the creation or assumption of any Lien upon its Oil and Gas Propertiesproperties, revenues or assets, whether now owned or hereafter acquired; , or (b) the ability of the Borrower or any other Obligor to amend or otherwise modify this Agreement or any other Loan Document; , or (cii) the ability of any Restricted Subsidiary of the Borrower to make any payments, directly or indirectly, to the Borrower by way of dividends, advances, repayments of loans or advances, reimbursements of management and other intercompany charges, expenses and accruals or other returns on investments, or any other agreement or arrangement which restricts the ability of any such Obligor Subsidiary to make any payment, directly or indirectly, to any other such Obligorthe Borrower.

Appears in 1 contract

Samples: Credit Agreement (Roberts Pharmaceutical Corp)

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Negative Pledges, Restrictive Agreements, etc. The Borrower will not not, and will not permit any Restricted Subsidiary to of its Subsidiaries to, enter into any agreement (excluding this Agreement, any other Loan Document and any agreement governing any Indebtedness permitted either by clause CLAUSE (b) of Section SECTION 7.2.2 as in effect on the Effective Date and, with respect to clause or by CLAUSE (ad) below, by clauses or CLAUSE (h) and (jf) of Section SECTION 7.2.2 solely as to the assets financed with the proceeds of such Indebtedness) prohibiting (a) the creation or assumption of any Lien upon its Oil and Gas Propertiesproperties, revenues or assets, whether now owned or hereafter acquired; , or (b) the ability of the Borrower or any other Obligor to amend or otherwise modify this Agreement or any other Loan Document; Document or (c) the ability of any Restricted Subsidiary to make any payments, directly or indirectly, to the Borrower by way of dividends, advances, repayments of loans or advances, reimbursements of management and other intercompany charges, expenses and accruals or other returns on investments, or any other agreement or arrangement which restricts the ability of any such Obligor Subsidiary to make any payment, directly or indirectly, to any other such Obligorthe Borrower.

Appears in 1 contract

Samples: Credit Agreement (Markwest Hydrocarbon Inc)

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