Common use of Negative Pledge Clauses Clause in Contracts

Negative Pledge Clauses. Enter into or suffer to exist or become effective any agreement that prohibits, limits or imposes any condition upon the ability of any Group Member to create, incur, assume or suffer to exist any Lien upon any of its property or revenues, whether now owned or hereafter acquired, to secure its obligations under the Loan Documents or any refinancing thereof other than (a) this Agreement and the other Loan Documents and (b) 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 4 contracts

Samples: Credit Agreement (Cedar Fair L P), Credit Agreement (Cedar Fair L P), Credit Agreement (Cedar Fair L P)

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Negative Pledge Clauses. Enter into or suffer to exist or become effective any agreement that prohibits, prohibits or limits or imposes any condition upon the ability of any Group Member (other than a Special Purpose Subsidiary) to create, incur, assume or suffer to exist any Lien upon any of its property or revenues, whether now owned or hereafter acquired, to secure its obligations under the Loan Documents or any refinancing thereof to which it is a party other than (a) this Agreement and the other Loan Documents and (b) 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 4 contracts

Samples: Credit Agreement (MARRIOTT VACATIONS WORLDWIDE Corp), Credit Agreement (MARRIOTT VACATIONS WORLDWIDE Corp), Guarantee and Collateral Agreement (Marriott Vacations Worldwide Corp)

Negative Pledge Clauses. Enter Except for the agreements listed or described on Schedule 6.8, enter into or suffer to exist or become effective any agreement that prohibits, prohibits or limits or imposes any condition upon the ability of any Group Member to create, incur, assume or suffer to exist any Lien upon any of its property or revenues, whether now owned or hereafter acquired, to secure its obligations under the Loan Documents or any refinancing thereof other than (a) this Agreement and the other Loan Credit Documents and (b) any agreements governing any purchase money Liens or Capital Lease Obligations capital lease obligations otherwise permitted hereby (in which case, any prohibition or limitation shall only be effective against the assets financed thereby).

Appears in 4 contracts

Samples: Reimbursement Agreement (Agl Resources Inc), Reimbursement Agreement (Agl Resources Inc), Reimbursement Agreement (Agl Resources Inc)

Negative Pledge Clauses. Enter into or suffer to exist or become effective any agreement that prohibits, prohibits or limits or imposes any condition upon the ability of any Group Member other than the Securitization Subsidiaries to create, incur, assume or suffer to exist any Lien upon any of its property or revenues, whether now owned or hereafter acquired, to secure its obligations under the Loan Documents or any refinancing thereof to which it is a party other than (a) this Agreement and the other Loan Documents Documents, (b) the ABL Facility Agreement and (bc) 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 3 contracts

Samples: Term Loan Agreement (Eddie Bauer Holdings, Inc.), Term Loan Agreement (Eddie Bauer Holdings, Inc.), Guarantee and Collateral Agreement (Eddie Bauer Holdings, Inc.)

Negative Pledge Clauses. Enter into or suffer to exist or become effective any agreement that prohibits, prohibits or limits or imposes any condition upon the ability of any Group Member to create, incur, assume or suffer to exist any Lien upon any of its property or revenues, whether now owned or hereafter acquired, to secure its obligations under the Loan Documents to which it is a party or any refinancing thereof refinancings thereof, other than (a) this Agreement and the other Loan Documents and (b) 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 3 contracts

Samples: Credit Agreement (Sanders Morris Harris Group Inc), Credit Agreement (Sanders Morris Harris Group Inc), Credit Agreement (Sanders Morris Harris Group Inc)

Negative Pledge Clauses. Enter into or suffer to exist or become ----------------------- effective any agreement that prohibits, prohibits or limits or imposes any condition upon the ability of the Borrower or any Group Member of its Subsidiaries to create, incur, assume or suffer to exist any Lien upon any of its property or revenues, whether now owned or hereafter acquired, to secure its obligations under the Loan Documents or any refinancing thereof to which it is a party other than (a) this Agreement and the other Loan Documents and (b) 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 2 contracts

Samples: Coaxial LLC, Insight Communications Co Inc

Negative Pledge Clauses. Enter into or suffer to exist or become effective any agreement that prohibits, prohibits or limits or imposes any condition upon the ability of any Group Member (other than any Foreign Subsidiary) to create, incur, assume or suffer to exist any Lien upon any of its property or revenues, whether now owned or hereafter acquired, to secure its obligations under the Loan Documents or any refinancing thereof other than (a) this Agreement and the other Loan Documents Documents, (b) the ABL Revolving Credit Documentation and (bc) 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 2 contracts

Samples: Credit Agreement (Superior Offshore International Inc.), Credit Agreement (Superior Offshore International Inc.)

Negative Pledge Clauses. Enter into or suffer to exist or become effective any agreement that prohibits, limits or imposes any condition upon the ability of any Group Member to create, incur, assume or suffer to exist any Lien upon any of its property or revenues, whether now owned or hereafter acquired, to secure its obligations under the Loan Documents or any refinancing thereof other than (a) this Agreement and the other Loan Documents and Documents, (b) the Interim Loan Documents as in effect on the date hereof, (c) 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)) and (d) as may be required by a Governmental Authority in connection with the Transaction.

Appears in 2 contracts

Samples: Senior Credit Agreement (Websense Inc), Senior Credit Agreement (Websense Inc)

Negative Pledge Clauses. Enter into or suffer to exist or become effective any agreement that prohibits, limits or imposes any condition upon the ability of any Group Member to create, incur, assume or suffer to exist any Lien upon any of its property or revenues, Table of Contents 77 whether now owned or hereafter acquired, acquired or to secure its obligations under the Loan Documents or any refinancing thereof other than (a) this Agreement and the other Loan Documents and (b) 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 (Lodgenet Entertainment Corp)

Negative Pledge Clauses. Enter into or suffer to exist or ----------------------- become effective any agreement that prohibits, prohibits or limits or imposes any condition upon the ability of the Borrower or any Group Member of its Subsidiaries to create, incur, assume or suffer to exist any Lien upon any of its property or revenues, whether now owned or hereafter acquired, to secure its obligations under the Loan Documents or any refinancing thereof to which it is a party other than (a) this Agreement and the other Loan Documents and (b) 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 (Intira Corp)

Negative Pledge Clauses. Enter into or suffer to exist or become effective any agreement that prohibits, prohibits or limits or imposes any condition upon the ability of any Group Member (other than a Special Purpose Subsidiary) to create, incur, assume or suffer to exist any Lien upon any of its property or revenues, whether now owned or hereafter acquired, to secure its obligations under the Loan Documents or any refinancing thereof to which it is a party other than (a) this Agreement and the other Loan Documents and and, (b) 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)) and (c) restrictions on the ability of MVWC to create Liens on Deferred Compensation Plan Assets.

Appears in 1 contract

Samples: Credit Agreement (MARRIOTT VACATIONS WORLDWIDE Corp)

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Negative Pledge Clauses. Enter into or suffer to exist or become effective any agreement that prohibits, prohibits or limits or imposes any condition upon the ability of any Group Member to create, incur, assume or suffer to exist any Lien upon any of its property or revenues, whether now owned or hereafter acquired, to secure its obligations under the Loan Documents or any refinancing thereof to which it is a party other than (a) this Agreement and the other Loan Documents Documents, (b) the ABL Facility Agreement and (bc) 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), and (d) any agreements governing the issuance of Surety Bonds.

Appears in 1 contract

Samples: Term Loan Agreement (Integrated Electrical Services Inc)

Negative Pledge Clauses. Enter into or suffer to exist or become effective any agreement that prohibits, limits or imposes any condition upon the ability of any Group Member to create, incur, assume or suffer to exist any Lien upon any of its property or revenues, whether now owned or hereafter acquired, acquired or to secure its obligations under the Loan Documents or any refinancing thereof other than (a) this Agreement and the other Loan Documents and (b) 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 (Lodgenet Interactive Corp)

Negative Pledge Clauses. Enter into or suffer to exist or become effective any agreement that prohibits, prohibits or limits or imposes any condition upon the ability of the Borrower or any Group Member of its Subsidiaries to create, incur, assume or suffer to exist any Lien upon any of its property or revenues, whether now owned or hereafter acquired, to secure its obligations under the Loan Documents or any refinancing thereof to which it is a party, other than (a) this Agreement and the other Loan Documents and (b) 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 (Gabriel Communications Inc /De/)

Negative Pledge Clauses. Enter into or suffer to exist or become effective any agreement which is material to the operations of its business that prohibits, prohibits or limits or imposes any condition upon the ability of any Group Member to create, incur, assume or suffer to exist any Lien upon any of its property or revenues, whether now owned or hereafter acquired, to secure its obligations under the Loan Documents or any refinancing thereof to which it is a party other than (a) this Agreement and the other Loan Documents and (b) any agreements governing any purchase money Liens or Capital Lease Obligations (and incidental obligations relating thereto) 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 (Liquidnet Holdings, Inc.)

Negative Pledge Clauses. Enter into or suffer to exist or become effective any agreement that prohibits, prohibits or limits or imposes any condition upon the ability of the Parent Borrower or any Group Member of its Subsidiaries to create, incur, assume or suffer to exist any Lien upon any of its property or revenues, whether now owned or hereafter acquired, to secure its obligations under the Loan Documents or any refinancing thereof to which it is a party, other than (a) this Agreement and the other Loan Documents and (b) 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 (Norcross Safety Products LLC)

Negative Pledge Clauses. Enter into or suffer to exist or become effective any agreement that prohibits, limits or imposes any condition upon the ability of any Group Member to create, incur, assume or suffer to exist any Lien upon any of its property or revenues, whether now owned or hereafter acquired, to secure its obligations under the Loan Documents or any refinancing thereof other than (a) this Agreement and the other Loan Documents and (b) the Senior Loan Documents as in effect on the date hereof, (c) 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)) and (d) as may be required by a Governmental Authority in connection with the Transaction.

Appears in 1 contract

Samples: Interim Credit and Guarantee Agreement (Websense Inc)

Negative Pledge Clauses. Enter into or suffer to exist or become effective any agreement that prohibits, prohibits or limits or imposes any condition upon the ability of any Group Member to create, incur, assume or suffer to exist any Lien upon any of its property or revenues, whether now owned or hereafter acquired, to secure its obligations under the Loan Documents or any refinancing thereof to which it is a party other than (a) this Agreement and the other Loan Documents and Documents, (b) 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 encumbered thereby)) and (c) the Reference Indentures.

Appears in 1 contract

Samples: Credit Agreement (Anadarko Petroleum Corp)

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