Existing Restrictions. None. [***] = CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY BRACKETS AND ASTERISKS, HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 24b-2 OF THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED. CONFIDENTIAL TREATMENT HAS BEEN REQUESTED WITH RESPECT TO THE OMITTED INFORMATION. EXHIBIT A ASSIGNMENT AND ASSUMPTION This Assignment and Assumption (the “Assignment and Assumption”) is dated as of the Effective Date set forth below and is entered into by and between [Insert name of Assignor] (the “Assignor”) and [Insert name of Assignee] (the “Assignee”). Capitalized terms used but not defined herein shall have the meanings given to them in the Credit Agreement identified below (as amended, supplemented or otherwise modified from time to time, the “Credit Agreement”), receipt of a copy of which is hereby acknowledged by the Assignee. The Standard Terms and Conditions set forth in Annex 1 attached hereto are hereby agreed to and incorporated herein by reference and made a part of this Assignment and Assumption as if set forth herein in full. For an agreed consideration, the Assignor hereby irrevocably sells and assigns to the Assignee, and the Assignee hereby irrevocably purchases and assumes from the Assignor, subject to and in accordance with the Standard Terms and Conditions and the Credit Agreement, as of the Effective Date inserted by the Administrative Agent as contemplated below (i) all of the Assignor’s rights and obligations in its capacity as a Lender under the Credit Agreement and any other documents or instruments delivered pursuant thereto to the extent related to the amount and percentage interest identified below of all of such outstanding rights and obligations of the Assignor under the respective facilities identified below (including any letters of credit and guarantees included in such facilities) and (ii) to the extent permitted to be assigned under applicable law, all claims, suits, causes of action and any other right of the Assignor (in its capacity as a Lender) against any Person, whether known or unknown, arising under or in connection with the Credit Agreement, any other documents or instruments delivered pursuant thereto or the loan transactions governed thereby or in any way based on or related to any of the foregoing, including contract claims, tort claims, malpractice claims, statutory claims and all other claims at law or in equity related to the rights and obliga...
Existing Restrictions. The Cott Embotelladores de Mexico S.A. de C.V. (the “Company”) Shareholder Agreement, dated June 20, 2002 (the “Shareholder Agreement”), contains certain restrictions on the ability of the Company and any of its subsidiaries to incur indebtedness, encumber assets, grant a guaranty, or dispose of certain assets or capital stock without either the consent of Embotelladora de Puebla, S.A. de C.V. (as Class A Shareholder) or the approval of the Class A Director (as such term is defined in the Shareholder Agreement). Schedule 6.15
Existing Restrictions. Restrictions under Section 6.08 of the Revolving Credit Agreement and any substantially similar restrictions included in any credit agreement initially or successively refinancing the Revolving Credit Agreement. Schedule 9.01
Existing Restrictions. 1. Restrictions and conditions under the terms of Borrower’s Term Loan Agreement, Senior Notes and Permitted Securitization Transaction.
Existing Restrictions. EXHIBITS: --------- A-1 Form of Guarantee and Collateral Agreement A-2 Form of Mortgage B Form of Closing Certificate C Form of Assignment and Acceptance D-1 Form of Legal Opinion of Fried, Frank, Harris, Xxxxxxx & Xxxxxxxx D-2 Form of Legal Opinion of General Counsel of the Parent Borrower D-3 Matters to be Covered by Foreign Subsidiary Opinion E Form of Addendum F Form of Exemption Certificate G Form of Consent and Confirmation H Form of Prepayment Option Notice I Form of Borrowing Subsidiary Agreement J Form of Borrowing Subsidiary Termination FOURTH AMENDED AND RESTATED CREDIT AGREEMENT, dated as of October 6, 1998, as amended and restated as of July 24, 2002, among SPX CORPORATION, a Delaware corporation (the "Parent Borrower"), the Foreign Subsidiary Borrowers (as hereinafter defined) party hereto, the Lenders party hereto, BANK ONE, N.A., as Syndication Agent, BANK OF AMERICA, N.A., COMERICA BANK, FLEET NATIONAL BANK, THE BANK OF NOVA SCOTIA and WACHOVIA BANK N.A., as Documentation Agents, and JPMORGAN CHASE BANK, as Administrative Agent.
Existing Restrictions. 1. Restrictions which appear in (a) that certain Indenture, dated as of October 1, 1982, as supplemented by the First Supplemental Indenture, dated as of March 15, 1983, as further supplemented by the Second Supplemental Indenture, dated as of May 1, 1984, as further supplemented by the Third Supplemental Indenture, dated as of March 7, 1986, as further supplemented by the Fourth Supplemental Indenture, dated as of June 7, 1991, as further supplemented by the Fifth Supplemental Indenture, dated as of January 27, 2002, and as further supplemented by the Sixth Supplemental Indenture, dated as of May 20, 2013, among the Parent Borrower (formerly known as X. X. Xxxxxx Company, Inc.), as issuer, Holdings, as co-obligor, and Wilmington Trust, National Association, as trustee, (b) that certain Indenture, dated as of April 1, 1994, as supplemented by the First Supplemental Indenture, dated as of January 27, 2002, and as further supplemented by the Second Supplemental Indenture, dated as of July 26, 2002, among the Parent Borrower (formerly known as X. X. Penney Company, Inc.), as issuer, Holdings, as co-obligor, and Wilmington Trust, National Association, as trustee, (c) that certain Indenture, dated as of September 15, 2014, as supplemented by the First Supplemental Indenture, dated as of September 15, 2014, among the Parent Borrower, as issuer, Holdings, as co-obligor, and Wilmington Trust, National Association, and (d) that certain Indenture, dated as of June 23, 2016, among the Parent Borrower, as issuer, the guarantor’s party thereto, and Wilmington Trust, National Association, as trustee.
Existing Restrictions. The documents evidencing the Credit Agreement contain restrictions and conditions of the type described in Section 6.8. The documents evidencing the SunTrust Sale and Leaseback contain restrictions and conditions of the type described in Section 6.8. The documents evidencing the NTB Sale and Leaseback contain restrictions and conditions of the type described in Section 6.8.
Existing Restrictions. The documents evidencing the Existing Credit Agreement contain, and the documents evidencing the Credit Agreement will contain, restrictions and conditions of the type described in Section 6.8.
Existing Restrictions. 1. Section 3.18 is incorporated herein by reference. Schedule 9.01 Notices Borrower: VFH Parent LLC Attn: Xxxxxxx X. Xxxx President and Chief Operating Officer Tel: 000-000-0000 Fax: 000-000-0000 Email: XXxxx@xxxxxxxxxxxxxx.xxx With a copy to: Xxxxxxxx Xxxxx Partner Tel: (000) 000-0000 Fax: (000) 000-0000 Email: xxxxxx@xxxxxx.xxx Administrative Agent: Credit Suisse AG, Cayman Islands Branch Eleven Xxxxxxx Xxxxxx Xxx Xxxx, XX 00000 Attn: Xxxx Portrait Agency Manager Tel: 000-000-0000 Fax: 000-000-0000 Email: xxxxxx.xxxxxxx@xxxxxx-xxxxxx.xxx EXHIBIT A
Existing Restrictions. The equity ownership of the Borrower or a Subsidiary in the following joint venture entities is subject to provisions which either (1) provide the other parties to the joint ventures with rights of first refusal or buy/sell rights with respect to such equity ownership, or (2) prohibit using such equity ownership as security for indebtedness:
