Restricted Group Clause Samples
The 'Restricted Group' clause defines a specific set of entities, typically including the borrower and its subsidiaries, that are subject to certain covenants and restrictions under a contract, such as a loan agreement. In practice, this clause delineates which companies within a larger corporate structure must comply with financial covenants, reporting requirements, or limitations on activities like incurring debt or making investments. By clearly identifying the entities bound by these obligations, the clause ensures that the lender’s risk is managed and that the agreed restrictions are enforceable only against the relevant parties, thereby preventing circumvention of contractual terms through affiliates outside the defined group.
Restricted Group. Holding covenants and agrees that it shall cause each member of the Restricted Group (a) to engage only in those activities in which such member was engaged immediately prior to the Spin-Off; provided, that such member may also serve as a holding company for Foreign Subsidiaries engaged in businesses not inconsistent with Section 6.1, (b) to continue at all times to be at least a direct Designated Subsidiary of ASII with the remaining capital stock owned by another Designated Subsidiary and (c) not to incur, create, assume or permit to exist any Indebtedness other than (i) Indebtedness outstanding on the date of the Fourth Amendment (including the Obligations) and (ii) Indebtedness owed to Holding, ASI or a Domestic Subsidiary of ASI that is evidenced by one or more promissory notes that are pledged as security for the Obligations under a Pledge Agreement in form and substance satisfactory to the Administrative Agent."
Restricted Group. The combined (i) EBITDA of the Restricted Group constitutes at least 90% of the consolidated EBITDA of ACT, (ii) assets of the Restricted Group constitute at least 90% of the consolidated assets of ACT, and (iii) gross revenues of the Restricted Group constitute at least 90% of the consolidated gross revenues of ACT.
Restricted Group. Section 4.17(b) of the Indenture is modified as follows
Restricted Group. The following is a complete list of all the members of the Restricted Group as of the date of this Agreement:
(a) ▇▇▇▇▇.▇▇▇ Times Technology (Beijing) Co., Ltd;
(b) Baidu Online Network Technology (Beijing) Co., Ltd; and
(c) Baidu (China) Co., Ltd.
Restricted Group. (a) The definition of “Restricted Group” shall be deleted from Clause 1.1 (Definitions).
(b) The definition of “Obligor” in Clause 1.1 (Definitions) shall be amended to include “the Parent” and the Parent shall accede to the Senior Facilities Agreement as an Acceding Guarantor.
(c) The words “(other than the Restricted Group)” shall be deleted from the definition of “Revolving Credit Purposes” in Clause 1.1 (Definitions).
(d) The words “any member of the Restricted Group which is subject to those Clauses or” shall be deleted from paragraphs (a), (b) and (c) of Clause 4.3 (Certain Funds) and, for paragraph (b) only, the words “any member of the Restricted Group or” shall also be deleted.
(e) Clause 15.22 (Holding Companies) shall be deleted.
(f) Clause 18.8 (Holding Company) shall be deleted.
(g) Paragraph (b) of Clause 23.17 (Change of Control and Holding Company) shall be deleted.
Restricted Group. (a) The definition of “Restricted Group” shall be deleted from Clause 1.1 (Definitions).
(b) The words “not being a member of the Restricted Group” shall be deleted from paragraph (d) of Clause 9.1 (Turnover).
Restricted Group the definition of Restricted Group shall be deleted and replaced with the following:
Restricted Group. Holding covenants and agrees that it shall cause each member of the Restricted Group (a) to engage only in those activities in which such member was engaged (or in which Subsidiaries merged into such member pursuant to the Reorganization were engaged) immediately prior to the Spin-Off; provided, that such member may also serve as a holding company for Foreign Subsidiaries engaged in businesses not inconsistent with Section 6.17, (b) except in the case of ASII, to continue at all times to be at least a direct Designated Subsidiary of ASII with the remaining capital stock owned by another Designated Subsidiary and (c) not to incur, create, assume or permit to exist any Indebtedness other than (i) Indebtedness outstanding on the date of the Fourth Amendment (including the Obligations) and (ii) Indebtedness owed to Holding, ASI or a Domestic Subsidiary of ASI that is evidenced by one or more promissory notes that are pledged as security for the Obligations under a Pledge Agreement in form and substance satisfactory to the Administrative Agent."