Common use of No Restrictive Agreement Clause in Contracts

No Restrictive Agreement. Directly or indirectly, create or otherwise cause or suffer to exist or become effective any restriction or encumbrance on (a) the ability of the Borrower and its Subsidiaries to perform and comply with their respective obligations under the Credit Documents or (b) the ability of any Subsidiary of the Borrower (other than SPE Subsidiaries), any Managementsub Parent or any Managementsub to make any dividend payments or other distributions in respect of its Capital Stock, to repay Debt owed to the Borrower or any other Subsidiary, to make loans or advances to the Borrower or any other Subsidiary, or to transfer any of its assets or properties to the Borrower or any other Subsidiary, in each case other than restrictions which exist under any agreement or instrument secured by a Lien permitted under Section 6.2(j), 6.2(k), 6.2(n) or 6.2(o) (but only to the extent such restriction or encumbrance applies to the assets subject to such Lien permitted under Section 6.2(j), 6.2(k), 6.2(n) or 6.2(o), as applicable), customary restrictions in leases, licenses and other contracts restricting the assignment thereof and customary restrictions contained in agreements relating to the sale of assets or stock pending such sale; provided that in no event shall the Borrower become subject to financial covenants more restrictive than those in Section 5.9.

Appears in 2 contracts

Samples: Credit Agreement (American Capital, LTD), Credit Agreement (American Capital, LTD)

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No Restrictive Agreement. Directly or indirectly, create or otherwise cause or suffer to exist or become effective any restriction or encumbrance on (a) the ability of the Borrower Company and its Subsidiaries to perform and comply with their respective obligations under the Credit Indenture Documents or (b) the ability of any Subsidiary of the Borrower Company (other than SPE Subsidiaries), any Managementsub Parent or any Managementsub to make any dividend payments or other distributions in respect of its Capital Stock, to repay Debt owed to the Borrower Company or any other Subsidiary, to make loans or advances to the Borrower Company or any other Subsidiary, or to transfer any of its assets or properties to the Borrower Company or any other Subsidiary, in each case other than restrictions which exist under any agreement or instrument secured by a Lien permitted under Section 6.2(j), Section 6.2(k), Section 6.2(n) or Section 6.2(o) (but only to the extent such restriction or encumbrance applies to the assets subject to such Lien permitted under Section 6.2(j), Section 6.2(k), Section 6.2(n) or Section 6.2(o), as applicable), customary restrictions in leases, licenses and other contracts restricting the assignment thereof and customary restrictions contained in agreements relating to the sale of assets or stock pending such sale; provided that in no event shall the Borrower Company become subject to financial covenants more restrictive than those in Section 5.9.

Appears in 1 contract

Samples: Indenture (American Capital, LTD)

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No Restrictive Agreement. Directly or indirectly, create or otherwise cause or suffer to exist or become effective any restriction or encumbrance on (a) the ability of the Borrower and its Subsidiaries to perform and comply with their respective obligations under the Credit Documents or (b) the ability of any Subsidiary of the Borrower (other than SPE Subsidiaries), any Managementsub Parent or any Managementsub ) to make any dividend payments or other distributions in respect of its Capital Stock, to repay Debt owed to the Borrower or any other Subsidiary, to make loans or advances to the Borrower or any other Subsidiary, or to transfer any of its assets or properties to the Borrower or any other Subsidiary, in each case other than restrictions which exist under any agreement or instrument secured by creating a Lien permitted under Section 6.2(jSections 6.1(b), 6.2(k), 6.2(n(c) or 6.2(oand (d) (but only to the extent such restriction or encumbrance applies to the assets subject to such Lien permitted under Section 6.2(jSections 6.1(b), 6.2(k(c) and (d), 6.2(n) or 6.2(o), as applicable), customary restrictions in leases, licenses and other contracts restricting the assignment thereof and customary restrictions contained in agreements relating to the sale of assets or stock pending such sale; provided that in no event shall the Borrower become subject to financial provide covenants setting forth a Total Available Asset Coverage Ratio (or any comparable or similar ratio) more restrictive than those in Section 5.95.9(c).

Appears in 1 contract

Samples: Credit Agreement (American Capital Strategies LTD)

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