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

Negative Pledges, Restrictive Agreements, etc. Each of the Borrowers will not, and will not permit any of its respective Subsidiaries to, enter into any agreement (excluding (i) any restrictions existing under the Loan Documents or, in the case of clauses (a)(i) and (b), any other agreements in effect on the date hereof, (ii) in the case of clauses (a)(i) and (b), any restrictions with respect to a Subsidiary imposed pursuant to an agreement which has been entered into in connection with the sale or disposition of all or substantially all of the Capital Securities or assets of such Subsidiary pursuant to a transaction otherwise permitted hereby, (iii) in the case of clause (a), restrictions in respect of Indebtedness secured by Liens permitted by Section 7.2.3, but only to the extent such restrictions apply to the assets encumbered thereby, (iv) in the case of clause (a), restrictions under the Senior Subordinated Note Indenture or (v) any restrictions existing under any agreement that amends, refinances or replaces any agreement containing the restrictions referred to in clause (i), (ii) or (iii) above; provided, that the terms and conditions of any such agreement referred to in clause (i), (ii) or (iii) are not materially less favorable to the Lenders or materially more restrictive to any Obligor a party thereto than those under the agreement so amended, refinanced or replaced) prohibiting

Negative Pledges, Restrictive Agreements, etc. Each of the Borrowers The Borrower will not, and will not permit any of its respective Subsidiaries to, enter into any agreement (excluding (i) any restrictions existing under the Loan Documents or, in the case of clauses (a)(i) and (b), any other agreements in effect on the date hereofRestatement Effective Date, (ii) in the case of clauses (a)(i) and (b), any restrictions with respect to a Subsidiary imposed pursuant to an agreement which has been entered into in connection with the sale or disposition of all or substantially all of the Capital Securities or assets of such Subsidiary pursuant to a transaction otherwise permitted hereby, (iii) in the case of clause (a), restrictions in respect of Indebtedness secured by Liens permitted by Section 7.2.3, but only to the extent such restrictions apply to the assets encumbered thereby, (iv) in the case of clause (a), restrictions under the Senior Subordinated Note Indenture any Sub Debt Document or (v) any restrictions existing under any agreement that amends, refinances or replaces any agreement containing the restrictions referred to in clause (i), (ii) or (iii) above; provided, that the terms and conditions of any such agreement referred to in clause (i), (ii) or (iii) are not materially less favorable to the Lenders or materially more restrictive to any Obligor a party thereto than those under the agreement so amended, refinanced or replaced) prohibiting

Negative Pledges, Restrictive Agreements, etc. Each of the Borrowers will not, and will not permit any of its respective Subsidiaries to, enter into any agreement (excluding (i) any restrictions existing under the Loan Documents or, in the case of clauses CLAUSES (a)(iA)(I) and (bB), any other agreements in effect on the date hereof, (ii) in the case of clauses CLAUSES (a)(iA)(I) and (bB), any restrictions with respect to a Subsidiary imposed pursuant to an agreement which has been entered into in connection with the sale or disposition of all or substantially all of the Capital Securities or assets of such Subsidiary pursuant to a transaction otherwise permitted hereby, (iii) in the case of clause CLAUSE (aA), restrictions in respect of Indebtedness secured by Liens permitted by Section SECTION 7.2.3, but only to the extent such restrictions apply to the assets encumbered thereby, (iv) in the case of clause CLAUSE (aA), restrictions under the Senior Subordinated Note Indenture or (v) any restrictions existing under any agreement that amends, refinances or replaces any agreement containing the restrictions referred to in clause CLAUSE (iI), (iiII) or (iiiIII) above; providedPROVIDED, that the terms and conditions of any such agreement referred to in clause CLAUSE (iI), (iiII) or (iiiIII) are not materially less favorable to the Lenders or materially more restrictive to any Obligor a party thereto than those under the agreement so amended, refinanced or replaced) prohibiting

Negative Pledges, Restrictive Agreements, etc. Each of the Borrowers The US Borrower will not, and will not permit any of its respective Subsidiaries to, enter into any agreement (excluding (i) any restrictions existing under the Loan Documents or, in the case of clauses clause (a)(ia)(ii) and (b)below, any other agreements in the 2001 12% Subordinated Note Agreement, as in effect on the date hereof), (ii) in the case of clauses (a)(i) and (b), any restrictions with respect to a Subsidiary imposed pursuant to an agreement which has been entered into in connection with the sale or disposition of all or substantially all of the Capital Securities Stock or assets of such Subsidiary pursuant to a transaction otherwise permitted hereby, (iii) in the case of clause (a), restrictions in respect of Indebtedness secured by Liens permitted by Section 7.2.39.2.3, but only to the extent such restrictions apply to the assets encumbered thereby, or (iv) in the case of clause (a), restrictions under the Senior Subordinated Note Indenture or (v) any restrictions existing under any agreement that amends, refinances or replaces any agreement containing the restrictions referred to in clause (i), (ii) or (iii) above; provided, that the terms and conditions of any such agreement referred to in clause (i), (ii) or (iii) taken as a whole are not materially less favorable to the Lenders or materially more restrictive to any Obligor a party thereto than those under the agreement so amended, refinanced or replaced, (v) with respect to Indebtedness permitted under clause (i) of Section 9.2.2; (vi) with respect to Liens permitted under clause (e) of Section 9.2.3; or (vii) customary non-assignment provisions of leases, subleases, licenses or sublicenses) prohibiting

Negative Pledges, Restrictive Agreements, etc. Each of the Borrowers The Borrower will not, and will not permit any of its respective Subsidiaries to, enter into any agreement (excluding (i) any restrictions existing under the Loan Documents or, in the case of clauses (a)(i) and (b), any other agreements in effect on the date hereof, (ii) in the case of clauses (a)(i) and (b), any restrictions with respect to a Subsidiary imposed pursuant to an agreement which has been entered into in connection with the sale or disposition of all or substantially all of the Capital Securities or assets of such Subsidiary pursuant to a transaction otherwise permitted hereby, (iii) in the case of clause (a), restrictions in respect of Indebtedness secured by Liens permitted by Section 7.2.3, but only to the extent such restrictions apply to the assets encumbered thereby, (iv) in the case of clause (a), restrictions under the Senior Subordinated Note Indenture or any Sub Debt Document, (v) any restrictions existing under any agreement that amends, refinances or replaces any agreement containing the restrictions referred to in clause (i), (ii) or (iii) aboveabove or (vi) in the case of clauses (a)(i) and (b), any restrictions with respect to XX.xxx and its Subsidiaries imposed pursuant to the XX.xxx Debt Documents; provided, that the terms and conditions of any such agreement referred to in clause (i), (ii) or (iii) are not materially less favorable to the Lenders or materially more restrictive to any Obligor a party thereto than those under the agreement so amended, refinanced or replaced) prohibiting

Negative Pledges, Restrictive Agreements, etc. Each of the Borrowers The Borrower will not, and will not permit any of its respective Subsidiaries to, enter into any agreement (excluding (i) any restrictions existing under the Loan Documents or, in the case of clauses (a)(i) and (b), any other agreements in effect on the date hereof, (ii) in the case of clauses (a)(i) and (b), any restrictions with respect to a Subsidiary imposed pursuant to an agreement which has been entered into in connection with the sale or disposition of all or substantially all of the Capital Securities or assets of such Subsidiary pursuant to a transaction otherwise permitted hereby, (iii) in the case of clause (a), restrictions in respect of Indebtedness secured by Liens permitted by Section 7.2.3, but only to the extent such restrictions apply to the assets encumbered thereby, (iv) in the case of clause (a), restrictions under the Senior Subordinated Note Indenture or (v) any restrictions existing under any agreement that amends, refinances or replaces any agreement containing the restrictions referred to in clause (i), (ii) or (iii) above; provided, that the terms and conditions of any such agreement referred to in clause (i), (ii) or (iii) are not materially less favorable to the Lenders or materially more restrictive to any Obligor a party thereto than those under the agreement so amended, refinanced or replaced) prohibiting

Negative Pledges, Restrictive Agreements, etc. Each of the Borrowers The Borrower will not, and will not permit any of its respective Subsidiaries to, enter into any agreement (excluding (i) any restrictions existing under the Loan Documents or, in the case of clauses CLAUSES (a)(i) and (b)) below, any other agreements in effect on the date hereofEffective Date and disclosed in ITEM 7.2.12 of the Disclosure Schedule, (ii) in the case of clauses CLAUSES (a)(i) and (b), any restrictions with respect to a Subsidiary imposed pursuant to an agreement which has been entered into in connection with the sale or disposition of all or substantially all of the Capital Securities Stock or assets of such Subsidiary pursuant to a transaction otherwise permitted hereby, (iii) in the case of clause CLAUSE (ab), restrictions on Receivables Co. contained in respect of Indebtedness secured by Liens permitted by Section 7.2.3documentation delivered for the Permitted Receivables Transaction, but only to the extent such restrictions apply to the assets encumbered thereby, or (iv) in the case of clause (a), restrictions under the Senior Subordinated Note Indenture or (v) any restrictions existing under any agreement that amends, refinances or replaces any agreement containing the restrictions referred to in clause CLAUSE (i), ) or (ii) or (iii) above; providedPROVIDED, that the terms and conditions of any such agreement referred to in clause CLAUSE (i), (ii) or (iiiiv) are not materially less favorable to the Lenders or materially more restrictive to any Obligor a party thereto than those under the agreement so amended, refinanced or replaced) prohibiting

Negative Pledges, Restrictive Agreements, etc. Each of the Borrowers will not, and will not permit any of its respective Subsidiaries to, enter into any agreement (excluding (i) any restrictions existing under the Loan Documents or, in the case of clauses CLAUSES (a)(i) and (b), any other agreements in effect on the date hereof, (ii) in the case of clauses CLAUSES (a)(i) and (b), any restrictions with respect to a Subsidiary imposed pursuant to an agreement which has been entered into in connection with the sale or disposition of all or substantially all of the Capital Securities or assets of such Subsidiary pursuant to a transaction otherwise permitted hereby, (iii) in the case of clause CLAUSE (a), restrictions in respect of Indebtedness secured by Liens permitted by Section SECTION 7.2.3, but only to the extent such restrictions apply to the assets encumbered thereby, (iv) in the case of clause CLAUSE (a), restrictions under the Senior Subordinated Note Indenture or (v) any restrictions existing under any agreement that amends, refinances or replaces any agreement containing the restrictions referred to in clause CLAUSE (i), (ii) or (iii) above; providedPROVIDED, that the terms and conditions of any such agreement referred to in clause CLAUSE (i), (ii) or (iii) are not materially less favorable to the Lenders or materially more restrictive to any Obligor a party thereto than those under the agreement so amended, refinanced or replaced) prohibiting

Negative Pledges, Restrictive Agreements, etc. Each of the Borrowers The Borrower will not, and will not permit any of its respective Subsidiaries to, enter into any agreement (excluding (i) any restrictions existing under the Loan Documents or, in the case of clauses CLAUSES (a)(i) and (b), any other agreements in effect on the date hereofJanuary 26, 1996, (ii) in the case of clauses CLAUSES (a)(i) and (b), any restrictions with respect to a Subsidiary imposed pursuant to an agreement which has been entered into in connection with the sale or disposition of all or substantially all of the Capital Securities Stock or assets of such Subsidiary pursuant to a transaction otherwise permitted hereby, (iii) in the case of clause CLAUSE (aa)(i), restrictions (A) in respect of Indebtedness secured by Liens permitted by Section SECTION 7.2.3, but only to the extent such restrictions apply to the assets encumbered thereby, or (B) contained in documents or agreements delivered in connection with the Permitted Receivables Transaction, provided that such restrictions are only effective against the Accounts financed or acquired thereby), (iv) in the case of clause CLAUSE (a), restrictions under the Senior a Subordinated Note Indenture Indenture, (v) in the case of CLAUSE (b), restrictions on Receivables Co. contained in documentation delivered for the Permitted Receivables Transaction, or (vvi) any restrictions existing under any agreement that amends, refinances or replaces any agreement containing the restrictions referred to in clause CLAUSE (i), (ii), (iii) or (iiiv) above; providedPROVIDED, that the terms and conditions of any such agreement referred to in clause CLAUSE (i), (ii), (iii) or (iiiv) are not materially less favorable to the Lenders or materially more restrictive to any Obligor a party thereto than those under the agreement so amended, refinanced or replaced) prohibiting