Common use of Certain Specific Agreements Clause in Contracts

Certain Specific Agreements. (a) Neither any Credit Party nor any Subsidiary of any Credit Party (i) will be or become a Person whose Property or interests in Property are blocked or subject to blocking pursuant to Section 1 of Executive Order 13224 of September 23, 2001 Blocking Property and Prohibiting Transactions With Persons Who Commit, Threaten to Commit or Support Terrorism (66 Fed. Reg. 49079(2001)), (ii) will engage in any in any dealings or transactions prohibited by Section 2 of such executive order, or otherwise be associated with any such Person in any manner violative of Section 2 of such executive order, or (iii) otherwise will become a Person on the list of Specially Designated Nationals and Blocked Persons or subject to the limitations or prohibitions under any other OFAC regulation or executive order. (b) No Credit Party shall enter into distribution, supply or license agreements (excluding shrink-wrap licenses of mass-marketed, commercially-available software) which (a) restrict or prohibit the pledge, assignment or other transfer of such agreement or any change of control of ownership of the Credit Parties or (b) with respect to license agreements, restrict or limit in any way the sale of Inventory by Agent or its designee containing or bearing (whether on the packaging therefor or the goods) Intellectual Property subject to such license, unless such distribution, supply, or license agreement is on terms reasonably satisfactory to Agent and Documentation Agent.

Appears in 6 contracts

Samples: Credit Agreement (DTLR Holding, Inc.), Credit Agreement (DTLR Holding, Inc.), Credit Agreement (DTLR Holding, Inc.)

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Certain Specific Agreements. (a) Neither any Credit Party nor any Subsidiary of any Credit Party (i) will be or become or permit any of its Subsidiaries to become a Person whose Property or interests in Property are blocked or subject to blocking pursuant to Section 1 of Executive Order 13224 of September 23, 2001 Blocking Property and Prohibiting Transactions With Persons Person Who Commit, Threaten to Commit or Support Terrorism (66 Fed. Reg. 49079(2001)), (ii) will engage in or permit any of its Subsidiaries to engage in any dealings or transactions transaction prohibited by Section 2 of such executive order, or to otherwise be associated with any such Person in any manner violative of Section 2 of such executive order, or (iii) otherwise will become or permit any of its Subsidiaries to become a Person on the list of Specially Designated Nationals and Blocked Persons or subject to the limitations or prohibitions under any other OFAC regulation or executive order. ; or (b) No Credit Party shall enter enter, or permit any of its Subsidiaries to enter, into distribution, supply or any license agreements agreement (excluding shrink-shrink wrap licenses of mass-mass marketed, commercially-commercially available software) which (ai) restrict restricts or prohibit prohibits the pledge, assignment or other transfer of such agreement or any change of control of ownership of the Credit Loan Parties or (bii) with respect to license agreements, restrict restricts or limit limits in any way the sale of Inventory by the Collateral Agent or its designee containing or bearing (whether on the packaging therefor therefore or the goods) Intellectual Property subject to such license, unless such distribution, supply, or license agreement is on terms reasonably satisfactory to the Collateral Agent and Documentation Agentin its Permitted Discretion.

Appears in 1 contract

Samples: Financing Agreement (Modtech Holdings Inc)

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