Common use of Subsidiary Covenants Clause in Contracts

Subsidiary Covenants. No Borrower will, and the Company will not permit any other Subsidiary (other than any SPV) to, create or otherwise cause to become effective any consensual encumbrance or restriction of any kind on the ability of any Subsidiary (other than any SPV) (i) to pay dividends or make any other distribution on its stock, (ii) to pay any Indebtedness or other obligation owed to the Company or any Subsidiary, (iii) to make loans or advances or other Investments in the Company or any Subsidiary, or (iv) to sell, transfer or otherwise convey any of its property to the Company or any Subsidiary, except for such encumbrances or restrictions existing under or by reason of (a) this Agreement, the other Loan Documents, the Note Purchase Agreement and the Receivables Purchase Documents, (b) customary provisions restricting subletting or assignment of any lease governing any leasehold interest of the Company or any of its Subsidiaries, (c) customary provisions restricting assignment of any licensing agreement or other contract entered into by Company and its Subsidiaries in the ordinary course of business, (d) restrictions on the transfer of any asset pending the close of the sale of such asset and (e) restrictions on the transfer of any assets subject to a Lien permitted by Section 6.15.

Subsidiary Covenants. No The Borrower willwill not, and the Company will not permit any other Subsidiary of its Subsidiaries (other than any SPV) to, create or otherwise cause to become effective any consensual encumbrance or restriction of any kind on the ability of any Subsidiary (other than any SPV) (i) to pay dividends or make any other distribution on its stock, (ii) to pay any Indebtedness or other obligation owed to the Company Borrower or any Subsidiary, (iii) to make loans or advances or other Investments in the Company Borrower or any Subsidiary, or (iv) to sell, transfer or otherwise convey any of its property to the Company Borrower or any Subsidiary, except for such encumbrances or restrictions existing under or by reason of (a) this Agreement, the other Loan Documents, the 2003 Note Purchase Agreement, the 2008 Note Purchase Agreement, the Existing Revolving Credit Agreement and the Receivables Purchase Documents, (b) customary provisions restricting subletting or assignment of any lease governing any leasehold interest of the Company Borrower or any of its Subsidiaries, (c) customary provisions restricting assignment of any licensing agreement or other contract entered into by Company Borrower and its Subsidiaries in the ordinary course of business, (d) restrictions on the transfer of any asset pending the close of the sale of such asset and (e) restrictions on the transfer of any assets subject to a Lien permitted by Section 6.15.

Subsidiary Covenants. No The Parent and the Borrower willwill not, and the Company will not permit any other Subsidiary (other than any SPV) to, create or otherwise cause to become effective any consensual encumbrance or restriction of any kind on the ability of any Subsidiary (other than any SPV) (i) to pay dividends or make any other distribution on its stock, (ii) to pay any Indebtedness or other obligation owed to the Company Parent, the Borrower or any Subsidiary, (iii) to make loans or advances or other Investments in the Company Parent, the Borrower or any Subsidiary, or (iv) to sell, transfer or otherwise convey any of its property to the Company Parent, the Borrower or any Subsidiary, except for such encumbrances or restrictions existing under or by reason of (a) this Agreement, Agreement and the other Loan Documents, (b) the Note Purchase Agreement and the Receivables Purchase Documents1998 Indenture, (bc) customary provisions restricting subletting or assignment of any lease governing any leasehold interest of the Company Parent or any of its Subsidiaries, (cd) customary provisions restricting assignment of any licensing agreement or other contract entered into by Company Parent and its Subsidiaries in the ordinary course of business, (de) restrictions on the transfer of any asset pending the close of the sale of such asset and (ef) restrictions on the transfer of any assets subject to a Lien permitted by Section 6.15.

Subsidiary Covenants. No The Borrower willwill not, and the Company will not permit any other Subsidiary (other than any SPV) to, create or otherwise cause to become effective any consensual encumbrance or restriction of any kind on the ability of any Subsidiary (other than any SPV) (i) to pay dividends or make any other distribution on its stock, (ii) to pay any Indebtedness or other obligation owed to the Company Borrower or any Subsidiary, (iii) to make loans or advances or other Investments in the Company Borrower or any Subsidiary, or (iv) to sell, transfer or otherwise convey any of its property to the Company Borrower or any Subsidiary, except for such encumbrances or restrictions existing under or by reason of (a) this Agreement, Agreement and the other Loan Documents, the Note Purchase Agreement and the Receivables Purchase Documents, (b) customary provisions restricting subletting or assignment of any lease governing any leasehold interest of the Company Borrower or any of its Subsidiaries, (c) customary provisions restricting assignment of any licensing agreement or other contract entered into by Company Borrower and its Subsidiaries in the ordinary course of business, (d) restrictions on the transfer of any asset pending the close of the sale of such asset and (e) restrictions on the transfer of any assets subject to a Lien permitted by Section 6.15.

Subsidiary Covenants. No The Parent and the Borrower willwill not, and the Company will not permit any other Subsidiary (other than any SPV) to, create or otherwise cause to become effective any consensual encumbrance or restriction of any kind on the ability of any Subsidiary (other than any SPV) (i) to pay dividends or make any other distribution on its stock, (ii) to pay any Indebtedness or other obligation owed to the Company Parent, the Borrower or any Subsidiary, (iii) to make loans or advances or other Investments in the Company Parent, the Borrower or any Subsidiary, or (iv) to sell, transfer or otherwise convey any of its property to the Company Parent, the Borrower or any Subsidiary, except for such encumbrances or restrictions existing under or by reason of (a) this Agreement, Agreement and the other Loan Documents, the Note Purchase Agreement and the Receivables Purchase Documents(b) documents governing Indebtedness permitted under Section 16.14.11, (bc) customary provisions restricting subletting or assignment of any lease governing any leasehold interest of the Company Parent or any of its Subsidiaries, (cd) customary provisions restricting assignment of any licensing agreement or other contract entered into by Company Parent and its Subsidiaries in the ordinary course of business, (de) restrictions on the transfer of any asset pending the close of the sale of such asset and (ef) restrictions on the transfer of any assets subject to a Lien permitted by Section 6.15.

Subsidiary Covenants. No Borrower will, and the Company will not permit any other Subsidiary (other than any SPV) to, create or otherwise cause to become effective any consensual encumbrance or restriction of any kind on the ability of any Subsidiary (other than any SPV) (i) to pay dividends or make any other distribution on its stock, (ii) to pay any Indebtedness or other obligation owed to the Company or any Subsidiary, (iii) to make loans or advances or other Investments in the Company or any Subsidiary, or (iv) to sell, transfer or otherwise convey any of its property to the Company or any Subsidiary, except for such encumbrances or restrictions existing under or by reason of (a) this Agreement, the other Loan Documents, the 2011 Note Purchase Agreement, the 2008 Note Purchase Agreement, the 2008 Term Loan Agreement and the Receivables Purchase Documents, (b) customary provisions restricting subletting or assignment of any lease governing any leasehold interest of the Company or any of its Subsidiaries, (c) customary provisions restricting assignment of any licensing agreement or other contract entered into by Company and its Subsidiaries in the ordinary course of business, (d) restrictions on the transfer of any asset pending the close of the sale of such asset and (e) restrictions on the transfer of any assets subject to a Lien permitted by Section 6.15.