Common use of Negative Pledge Clauses Clause in Contracts

Negative Pledge Clauses. Enter into any agreement that prohibits or limits the ability of the Borrower or any of its Restricted Subsidiaries to create, incur, assume or suffer to exist any Lien upon any of its Property, whether now owned or hereafter acquired, to secure the Obligations or, in the case of any Subsidiary Guarantor, its obligations under the Guarantee and Collateral Agreement, other than:

Appears in 12 contracts

Samples: Credit Agreement (Booz Allen Hamilton Holding Corp), Credit Agreement (Booz Allen Hamilton Holding Corp), Intercreditor Agreement (Covetrus, Inc.)

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Negative Pledge Clauses. Enter into any agreement that prohibits or limits the ability of the Borrower or any of its Restricted Subsidiaries Loan Party to create, incur, assume or suffer to exist any Lien upon any of its Property, whether now owned or hereafter acquired, to secure the Obligations or, in the case of any Subsidiary Guarantor, its obligations under the Guarantee and Collateral Agreement, other than:

Appears in 10 contracts

Samples: Credit Agreement (Revlon Consumer Products Corp), Guarantee and Collateral Agreement (Revlon Consumer Products Corp), Lender Joinder Agreement (Revlon Consumer Products Corp)

Negative Pledge Clauses. Enter into or cause, suffer or permit to exist any agreement that with any Person other than the Agent and the Lenders pursuant to this Agreement or any other Loan Documents which prohibits or limits the ability of any of the Borrower or any of its Restricted Subsidiaries Subsidiary to create, incur, assume or suffer to exist any Lien upon any of its Propertyproperty, assets or revenues, whether now owned or hereafter acquired, to secure provided that the Obligations or, in the case of Borrower and any Subsidiary Guarantormay enter into such an agreement in connection with, its obligations under and that applies only to, property acquired with the Guarantee and Collateral Agreement, other than:proceeds of purchase money Indebtedness permitted hereunder.

Appears in 3 contracts

Samples: Credit Agreement (Uti Corp), Credit Agreement (P F Changs China Bistro Inc), Credit Agreement (P F Changs China Bistro Inc)

Negative Pledge Clauses. Enter into any agreement that prohibits or limits the ability of the The Borrower or will not, and will not permit any of its Restricted Subsidiaries to, directly or indirectly, enter into or suffer to exist or become effective any agreement or other arrangement that prohibits, restricts or imposes any condition upon the ability of any Credit Party to create, incur, assume or suffer to exist any Lien upon any of its Propertyproperties or assets, whether now owned or hereafter acquired, to secure the Obligations orObligations, except (in the case of any Subsidiary Guarantoreach case) for such prohibitions, its obligations restrictions or impositions existing under the Guarantee and Collateral Agreement, other thanor by reason of:

Appears in 3 contracts

Samples: First Lien Credit Agreement (HireRight Holdings Corp), Lien Credit Agreement (HireRight GIS Group Holdings, LLC), First Lien Credit Agreement (HireRight GIS Group Holdings, LLC)

Negative Pledge Clauses. Enter into any agreement that prohibits or limits the ability of the Borrower or any of its Restricted Subsidiaries to create, incur, assume or suffer to exist any Lien upon any of its PropertyProperty or revenues, whether now owned or hereafter acquired, to secure the Obligations or, in the case of any Subsidiary Guarantor, its obligations under the Guarantee and Collateral Agreement, other than:

Appears in 3 contracts

Samples: Credit Agreement (Allison Transmission Holdings Inc), And Collateral Agreement (Allison Transmission Holdings Inc), Credit Agreement (Allison Transmission Holdings Inc)

Negative Pledge Clauses. Enter into or suffer to exist or become effective any agreement that prohibits or limits the ability of the Borrower or any of its Restricted Subsidiaries to create, incur, assume or suffer to exist any Lien upon any of its Propertyproperty or revenues, whether now owned or hereafter acquired, to secure other than (a) this Agreement and the other Loan Documents and (b) any agreements governing any purchase money Liens or Capital Lease Obligations orotherwise permitted hereby (in which case, in any prohibition or limitation shall only be effective against the case of any Subsidiary Guarantor, its obligations under the Guarantee and Collateral Agreement, other than:assets financed thereby).

Appears in 3 contracts

Samples: Credit Agreement (Rent a Center Inc De), Credit Agreement (Renters Choice Inc), Credit Agreement (Home Products International Inc)

Negative Pledge Clauses. Enter into or cause, suffer or permit to exist any agreement that with any Person other than the Agent and the Lenders pursuant to this Agreement or any other Loan Documents which prohibits or limits the ability of any of the Borrower or any of its Restricted Subsidiaries Subsidiary to create, incur, assume or suffer to exist any Lien upon any of its Propertyproperty, assets or revenues, whether now owned or hereafter acquired, to secure provided that the Obligations or, in the case of Borrower and any Subsidiary Guarantor, its obligations under may enter into such an agreement in connection with property acquired with the Guarantee and Collateral Agreement, other than:proceeds of purchase money Indebtedness permitted hereunder;

Appears in 3 contracts

Samples: Credit Agreement (Wackenhut Corrections Corp), Credit Agreement (Wackenhut Corrections Corp), Credit Agreement (Unicapital Corp)

Negative Pledge Clauses. Enter into any agreement that with any Person other than the Agent and the Lenders pursuant to this Agreement and the other Loan Documents which prohibits or limits the ability of the Borrower or any of its Restricted Subsidiaries the Borrowers to create, incur, assume or suffer to exist any Lien Lien, upon any of its Propertyproperty, assets or revenues, whether now owned or hereafter acquired, to secure the Obligations or, in the case of any Subsidiary Guarantor, its obligations under the Guarantee and Collateral Agreement, other than:.

Appears in 3 contracts

Samples: Security Agreement (Giant Cement Holding Inc), Credit Agreement (Giant Cement Holding Inc), Credit Agreement (Giant Cement Holding Inc)

Negative Pledge Clauses. Enter into any agreement that prohibits or limits the ability of Holdings, the Borrower or any of its their respective Restricted Subsidiaries to create, incur, assume or suffer to exist any Lien upon any of its Property, whether now owned or hereafter acquired, to secure the Obligations or, in the case of any Subsidiary Guarantor, its obligations under the Guarantee and Collateral Agreement, other than:

Appears in 3 contracts

Samples: Credit Agreement (Engility Holdings, Inc.), Credit Agreement (Engility Holdings, Inc.), Credit Agreement (Engility Holdings, Inc.)

Negative Pledge Clauses. Enter into any agreement that prohibits or limits the ability of the Borrower or any of its Restricted Subsidiaries to create, incur, assume or suffer to exist any Lien upon any of its Property, whether now owned or hereafter acquired, to secure the Obligations or, in the case of any Subsidiary Guarantor, its obligations under the Guarantee and Collateral Agreement, other than:

Appears in 2 contracts

Samples: Credit Agreement (Engility Holdings, Inc.), Credit Agreement (Engility Holdings, Inc.)

Negative Pledge Clauses. Enter into any agreement that other than this Agreement and the other Loan Documents and the Junior Financing Documents which prohibits or limits the ability of any of the Borrower or any of its Restricted Subsidiaries Guarantor to create, incur, assume or suffer to exist any Lien Lien, security interest or encumbrance upon any of its Propertyproperty, assets or revenues, whether now owned or hereafter acquired, to secure the Obligations or, in the case of any Subsidiary Guarantor, its obligations under the Guarantee and Collateral Agreement, other than:.

Appears in 2 contracts

Samples: Guaranty Agreement (Windmere Durable Holdings Inc), Credit Agreement (Windmere Durable Holdings Inc)

Negative Pledge Clauses. Enter into or cause, suffer or permit to exist any agreement that with any Person other than the Agent and the Lenders pursuant to this Agreement or any other Loan Document which prohibits or limits the ability of any of the Borrower or any of its Restricted Subsidiaries Subsidiary to create, incur, assume or suffer to exist any Lien upon any of its Propertyproperty, assets or revenues whether now owned or hereafter acquired, to secure the Obligations or, in the case of any Subsidiary Guarantor, its obligations under the Guarantee and Collateral Agreement, other than:.

Appears in 2 contracts

Samples: Revolving Credit and Reimbursement Agreement (Modis Professional Services Inc), 364 Day Credit Agreement (Modis Professional Services Inc)

Negative Pledge Clauses. Enter Neither the Borrower nor any of its Subsidiaries shall enter into any agreement that agreement, instrument, deed or lease which prohibits or limits the ability of the Borrower or any of its Restricted Subsidiaries to create, incur, assume or suffer to exist any Lien upon any of its Propertytheir respective properties, assets or revenues, whether now owned or hereafter acquired, to secure or which requires the Obligations or, in the case grant of any Subsidiary Guarantorcollateral for such obligation if collateral is granted for another obligation, its obligations under except the Guarantee and Collateral Agreement, other thanfollowing:

Appears in 2 contracts

Samples: Credit Agreement (American Financial Group Inc), Loan Agreement (Candlewood Hotel Co Inc)

Negative Pledge Clauses. Enter into or suffer to exist or become effective any agreement that prohibits or limits the ability of the Borrower or any of its Restricted Subsidiaries to create, incur, assume or suffer to exist any Lien upon any of its Propertyproperty or revenues, whether now owned or hereafter acquired, to secure the Obligations or, in the case of any Subsidiary Guarantor, its obligations under the Guarantee and Collateral other than (i) this Agreement, other than:(ii) the Indentures and (iii) any agreements governing any purchase money Liens or Capital Lease Obligations otherwise permitted hereby (in which case, any prohibition or limitation shall only be effective against the assets financed thereby).

Appears in 1 contract

Samples: Credit Agreement (Coventry Health Care Inc)

Negative Pledge Clauses. Enter Neither the Borrower nor any of its ----------------------- Subsidiaries shall enter into any agreement that agreement, instrument, deed or lease which prohibits or limits the ability of the Borrower or any of its Restricted Subsidiaries such Person to create, incur, assume or suffer to exist any Lien upon any of its Propertytheir respective properties, assets or revenues, whether now owned or hereafter acquired, to secure or which requires the Obligations or, in the case grant of any Subsidiary Guarantorcollateral for such obligation if collateral is granted for another obligation, its obligations under except the Guarantee and Collateral Agreement, other thanfollowing:

Appears in 1 contract

Samples: Credit Agreement (Ameripath Inc)

Negative Pledge Clauses. Enter into or suffer to exist any ----------------------- agreement that with any Person other than the Agent and the Lenders pursuant to this Agreement or any other Loan Documents which prohibits or limits the ability of any of the Borrower or any of its Restricted Subsidiaries Subsidiary to create, incur, assume or suffer to exist any Lien upon any of its Propertyproperty, assets or revenues, whether now owned or hereafter acquired, to secure the Obligations or, in the case of any Subsidiary Guarantor, its obligations under the Guarantee and Collateral Agreement, other than:

Appears in 1 contract

Samples: Credit Agreement (Walter Industries Inc /New/)

Negative Pledge Clauses. Enter into or suffer to exist any agreement that with any Person other than the Agent and the Lenders pursuant to this Agreement or any other Loan Documents which prohibits or limits the ability of any of the Borrower or any of its Restricted Subsidiaries Subsidiary to create, incur, assume or suffer to exist any Lien upon any of its Propertyproperty, assets or revenues, whether now owned or hereafter acquired, to secure the Obligations or, in the case of any Subsidiary Guarantor, its obligations under the Guarantee and Collateral Agreement, other than:

Appears in 1 contract

Samples: Credit Agreement (Walter Industries Inc /New/)

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Negative Pledge Clauses. Enter into or cause, suffer or permit to exist any agreement that with any Person other than the Agent and the Lenders pursuant to this Agreement or any other Loan Documents which prohibits or limits the ability of the Borrower Borrower, CPV or any of its Restricted Subsidiaries Subsidiary to create, incur, assume or suffer to exist any Lien upon any of its Propertyproperty, assets or revenues, whether now owned or hereafter acquired, to secure except (i) Qualifying Properties financed with Non-Recourse Indebtedness and (ii) the Obligations or, in the case of any Subsidiary Guarantor, its obligations under the Guarantee and Collateral Merger Agreement, other than:.

Appears in 1 contract

Samples: Credit Agreement (CentraCore Properties Trust)

Negative Pledge Clauses. Enter The Borrower shall not, and shall not permit any of its Subsidiaries to, enter into or suffer to exist or become effective any agreement that prohibits prohibits, limits or limits imposes any condition upon the ability of the Borrower or any of its Restricted Subsidiaries Subsidiary to create, incur, assume or suffer to exist any Lien upon any of its Propertyproperty or revenues, whether now owned or hereafter acquired, to secure the Obligations or, in the case of any Subsidiary Guarantor, its obligations under the Guarantee and Collateral AgreementLoan Documents or any refinancing thereof, or upon the ability of any Subsidiary to guaranty any of the foregoing, other than:

Appears in 1 contract

Samples: Intercompany Subordination Agreement (Tesla Motors Inc)

Negative Pledge Clauses. Enter into any agreement that prohibits or limits the ability of the The Borrower or will not, and will not permit any of its Restricted Subsidiaries to, directly or indirectly, enter into or suffer to exist or become effective 179 any agreement or other arrangement that prohibits, restricts or imposes any condition upon the ability of any Credit Party to create, incur, assume or suffer to exist any Lien upon any of its Propertyproperties or assets, whether now owned or hereafter acquired, to secure the Obligations orObligations, except (in the case of any Subsidiary Guarantoreach case) for such prohibitions, its obligations restrictions or impositions existing under the Guarantee and Collateral Agreement, other thanor by reason of:

Appears in 1 contract

Samples: First Lien Credit Agreement (HireRight Holdings Corp)

Negative Pledge Clauses. Enter into any agreement that prohibits or limits the ability of the Borrower or any of its Restricted Subsidiaries to create, incur, assume or suffer to exist any Lien upon any of its Property, whether now owned or hereafter acquired, to secure the Obligations or, in the case of any Subsidiary Guarantor, its obligations under the Guarantee and Collateral Agreement, other than:: (a) this Agreement, the other Loan Documents, the Intercreditor Agreement and any Other Intercreditor Agreement; 120 [[6103614]]

Appears in 1 contract

Samples: Credit Agreement (Booz Allen Hamilton Holding Corp)

Negative Pledge Clauses. Enter The Borrower will not, and will not permit any Subsidiary (other than CRISIL Limited) to, enter into any agreement or instrument that prohibits or limits by its terms restricts the ability of the Borrower or any of its Restricted Subsidiaries Subsidiary to create, incur, assume or suffer to exist any Lien upon any of its Property, whether now owned assets or hereafter acquired, properties to secure the Obligations orobligations under this Agreement, in the each case of any Subsidiary Guarantor, its obligations other than those arising under the Guarantee and Collateral this Agreement, other thanexcept, in each case:

Appears in 1 contract

Samples: Assignment and Assumption (McGraw Hill Financial Inc)

Negative Pledge Clauses. Enter into or cause, suffer or permit to exist any agreement that with any Person other than the Agent and the Lenders pursuant to this Agreement or any other Loan Documents which prohibits or limits the ability of the Borrower Borrower, CPV or any of its Restricted Subsidiaries Subsidiary to create, incur, assume or suffer to exist any Lien upon any of its Propertyproperty, assets or revenues, whether now owned or hereafter acquired, to secure the Obligations or, in the case of any Subsidiary Guarantor, its obligations except Qualifying Properties financed with Non-Recourse Indebtedness or Indebtedness permitted under the Guarantee and Collateral Agreement, other than:Section 10.5(h).

Appears in 1 contract

Samples: Credit Agreement (Correctional Properties Trust)

Negative Pledge Clauses. Enter Neither the Borrower nor any of its ----------------------- Subsidiaries shall enter into any agreement that agreement, instrument, deed or lease which prohibits or limits the ability of the Borrower or any of its Restricted Subsidiaries to create, incur, assume or suffer to exist any Lien upon any of its Propertytheir respective properties, assets or revenues, whether now owned or hereafter acquired, to secure or which requires the Obligations or, in the case grant of any Subsidiary Guarantorcollateral for such obligation if collateral is granted for another obligation, its obligations under except the Guarantee and Collateral Agreement, other thanfollowing:

Appears in 1 contract

Samples: Bridge Loan Agreement (Advanced Radio Telecom Corp)

Negative Pledge Clauses. Enter Neither the Borrower nor any of its Subsidiaries shall enter into any agreement that agreement, instrument, deed or lease which prohibits or limits the ability of the Borrower or any of its Restricted Subsidiaries such Obligor to create, incur, assume or suffer to exist any Lien upon any of its Propertytheir respective properties, assets or revenues, whether now owned or hereafter acquired, to secure or which requires the Obligations or, in the case grant of any Subsidiary Guarantorcollateral for such obligation if collateral is granted for another obligation, its obligations under except the Guarantee and Collateral Agreement, other thanfollowing:

Appears in 1 contract

Samples: Credit Agreement (Ameripath Inc)

Negative Pledge Clauses. Enter into or suffer to exist or become effective any agreement that prohibits or limits the ability of the Borrower or any of its Restricted Subsidiaries to create, incur, assume or suffer to exist any Lien upon any of its Propertyproperty or revenues, whether now owned or hereafter acquired, to secure other than (a) this Agreement and the other Loan Documents and (b) any agreements governing 61 56 any purchase money Liens or Capital Lease Obligations orotherwise permitted hereby (in which case, in any prohibition or limitation shall only be effective against the case of any Subsidiary Guarantor, its obligations under the Guarantee and Collateral Agreement, other than:assets financed thereby).

Appears in 1 contract

Samples: Credit Agreement (Rent a Center Inc De)

Negative Pledge Clauses. Enter into or cause, suffer or permit to exist any agreement that with any Person other than the Agent and the Lenders pursuant to this Agreement or any other Loan Documents which prohibits or limits the ability of any of the Borrower or any of its Restricted Subsidiaries Subsidiary to create, incur, assume or suffer to exist any Lien upon any of its Propertyproperty, assets or revenues, whether now owned or hereafter acquired, to secure provided that the Obligations or, in the case of any Subsidiary Guarantor, its obligations under the Guarantee Borrower and Collateral Agreement, other than:any

Appears in 1 contract

Samples: Credit Agreement (Uti Corp)

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