Investments of a Restricted. Subsidiary acquired after the Issue Date or of an entity merged into the Company or merged into or consolidated with a Restricted Subsidiary after the Issue Date to the extent that such Investments were not made in contemplation of or in connection with such acquisition, merger or consolidation and were in existence on the date of such acquisition, merger or consolidation;
Appears in 24 contracts
Samples: Intercreditor Agreement (Urban One, Inc.), Intercreditor Agreement (Urban One, Inc.), Indenture (Avis Budget Group, Inc.)
Investments of a Restricted. Subsidiary acquired after the Issue Date or of an entity merged into the Company or merged into into, amalgamated with, or consolidated with Holdings or a Restricted Subsidiary in a transaction that is not prohibited by Section 5.01 after the Issue Date to the extent that such Investments were not made in contemplation of or in connection with such acquisition, merger merger, amalgamation or consolidation and were in existence on the date of such acquisition, merger merger, amalgamation or consolidation;
Appears in 9 contracts
Samples: Supplemental Indenture (EP Energy Corp), Supplemental Indenture (EP Energy Corp), Supplemental Indenture (Everest Acquisition Finance Inc.)
Investments of a Restricted. Subsidiary acquired after the Issue Date or of an any entity merged into the Company or merged into or consolidated with a Restricted Subsidiary after the Issue Date in accordance with Article 5 to the extent that such Investments were not made in contemplation of or in connection with such acquisition, merger or consolidation and were in existence on the date of such acquisition, merger or consolidation;
Appears in 5 contracts
Samples: Indenture (PDC Energy, Inc.), Supplemental Indenture (Rex Energy Corp), Supplemental Indenture (Rex Energy Corp)
Investments of a Restricted. Subsidiary acquired after the Issue Closing Date or of an entity merged into the Company or merged into amalgamated or consolidated with a Restricted Subsidiary in a transaction that is not prohibited by Section 7.03 after the Issue Closing Date to the extent that such Investments were not made in contemplation of or in connection with such acquisition, merger merger, amalgamation or consolidation and were in existence on the date of such acquisition, merger merger, amalgamation or consolidation;
Appears in 5 contracts
Samples: Credit Agreement (Tremor International Ltd.), Credit Agreement (CarGurus, Inc.), Credit Agreement (Farfetch LTD)
Investments of a Restricted. Subsidiary acquired after the Issue Restatement Date or of an entity merged into the Company or merged into into, amalgamated with, or consolidated with Parent Borrower or a Restricted Subsidiary in a transaction that is not prohibited by Section 7.02(h) after the Issue Restatement Date to the extent that such Investments were not made in contemplation of or in connection with such acquisition, merger merger, amalgamation or consolidation and were in existence on the date of such acquisition, merger merger, amalgamation or consolidation;
Appears in 4 contracts
Samples: Intercreditor Agreement (Gap Inc), Intercreditor Agreement (Gap Inc), Revolving Credit Agreement (Gap Inc)
Investments of a Restricted. Subsidiary acquired after the Issue Closing Date or of an entity merged into the Company Lead Borrower or merged into or consolidated with a Restricted Subsidiary after the Issue Closing Date to the extent that such Investments were not made in contemplation of or in connection with such acquisition, merger or consolidation and were in existence on the date of such acquisition, merger or consolidation;
Appears in 3 contracts
Samples: Credit Agreement (Trinseo PLC), Credit Agreement (Trinseo S.A.), Credit Agreement (Trinseo S.A.)
Investments of a Restricted. Subsidiary acquired after the Issue Date or of an entity merged into the Company Issuer or merged into or consolidated with a Restricted Subsidiary after the Issue Date to the extent that such Investments were not made in contemplation of or in connection with such acquisition, merger or consolidation and were in existence on the date of such acquisition, merger or consolidation;
Appears in 3 contracts
Samples: Indenture (Nexstar Media Group, Inc.), Intercreditor Agreement, www.shelfdrilling.com
Investments of a Restricted. Subsidiary acquired after the Issue Date or of an entity any Person merged into the Company or merged into or consolidated or amalgamated with a Restricted Subsidiary after the Issue Date in accordance with Section 5.01 hereof to the extent that such Investments were not made in contemplation of or in connection with such acquisition, merger merger, consolidation or consolidation amalgamation and were in existence on the date of such acquisition, merger merger, consolidation or consolidationamalgamation;
Appears in 2 contracts
Samples: Indenture (Phi Inc), Indenture (Phi Inc)
Investments of a Restricted. Subsidiary acquired after the Issue Date or of an entity merged into the Company or merged into into, amalgamated with, or consolidated with Holdings or a Restricted Subsidiary in a transaction that is not prohibited by Section 5.01(a) after the Issue Date to the extent that such Investments were not made in contemplation of or in connection with such acquisition, merger merger, amalgamation or consolidation and were in existence on the date of such acquisition, merger merger, amalgamation or consolidation;
Appears in 2 contracts
Samples: Indenture (Talos Energy Inc.), Exchange Agreement (Stone Energy Corp)
Investments of a Restricted. Subsidiary acquired after the Issue Date or of an entity merged into the Company or merged into into, amalgamated with, or consolidated with the Parent or a Restricted Subsidiary in a transaction that is not prohibited by Section 5.01 after the Issue Date to the extent that such Investments were not made in contemplation of or in connection with such acquisition, merger merger, amalgamation or consolidation and were in existence on the date of such acquisition, merger merger, amalgamation or consolidation;
Appears in 2 contracts
Samples: Supplemental Indenture (Mallinckrodt PLC), Supplemental Indenture (Mallinckrodt PLC)
Investments of a Restricted. Subsidiary acquired after the Issue Closing Date or of an entity a Person merged or amalgamated or consolidated into the Company Borrower or merged into merged, amalgamated or consolidated with a Restricted Subsidiary in accordance with Section 7.04 after the Issue Closing Date to the extent that such Investments were not made in contemplation of or in connection with such acquisition, merger merger, amalgamation or consolidation and were in existence on the date of such acquisition, merger or consolidation;
Appears in 2 contracts
Samples: First Lien Credit Agreement (Sterling Check Corp.), Credit Agreement (Alight Inc. / DE)
Investments of a Restricted. Subsidiary acquired after the Issue Date date of this Indenture or of an any entity merged into the Company or merged into or consolidated with the Company or a Restricted Subsidiary after the Issue Date to in accordance with Section 5.01 of this Indenture, the extent that such Investments were not made in contemplation of or in connection with such acquisition, merger or consolidation and were in existence on the date of such acquisition, merger or consolidation;
Appears in 2 contracts
Samples: Indenture (Linn Energy, LLC), Indenture (Endeavour International Corp)
Investments of a Restricted. Subsidiary acquired after the Issue Closing Date or of an entity merged into the Company or merged into or consolidated with a Restricted Subsidiary in a transaction that is not prohibited by Section 7.8 after the Issue Closing Date to the extent that such Investments were not made in contemplation of or in connection with such acquisition, merger or consolidation and were in existence on the date of such acquisition, merger or consolidation;
Appears in 2 contracts
Samples: Credit Agreement (CLARIVATE PLC), Credit Agreement (CLARIVATE PLC)
Investments of a Restricted. Subsidiary acquired after the Issue Date or of an any entity merged into the Company or merged into or consolidated with a Restricted Subsidiary after the Issue Date in accordance with Section 5.01 or Section 5.02 (as applicable) to the extent that such Investments were not made in contemplation of or in connection with such acquisition, merger or consolidation and were in existence on the date of such acquisition, merger or consolidation;
Appears in 2 contracts
Samples: Indenture (Kodiak Oil & Gas Corp), Indenture (Kodiak Oil & Gas Corp)
Investments of a Restricted. Subsidiary acquired after the Issue Spin-Off Date or of an entity merged or amalgamated into or consolidated with the Company Issuer or merged or amalgamated into or consolidated with a Restricted Subsidiary after the Issue Spin-Off Date to the extent that such Investments were not made in contemplation of or in connection with such acquisition, merger merger, amalgamation or consolidation and were in existence on the date of such acquisition, merger merger, amalgamation or consolidation;
Appears in 2 contracts
Samples: Credit Agreement (Embecta Corp.), Credit Agreement (Embecta Corp.)
Investments of a Restricted. Subsidiary acquired after the Issue Date or of an entity merged into into, amalgamated with, or consolidated with the Company or merged into or consolidated with a Restricted Subsidiary in a transaction that is not prohibited by Article VIII after the Issue Date to the extent that such Investments were not made in contemplation of or in connection with such acquisition, merger merger, amalgamation or consolidation and were in existence on the date of such acquisition, merger merger, amalgamation or consolidation;
Appears in 2 contracts
Samples: Indenture (Terex Corp), Indenture (Terex Corp)
Investments of a Restricted. Subsidiary acquired after the Issue Closing Date or of an entity a Person merged into the Company Borrower or merged into or consolidated with a Restricted Subsidiary in accordance with Section 7.04 after the Issue Date Closing Date, to the extent that such Investments were not made in contemplation of or in connection with such acquisition, merger or consolidation and were in existence on the date of such acquisition, merger or consolidation;
Appears in 2 contracts
Samples: Credit Agreement (Station Casinos LLC), Credit Agreement (Station Casinos LLC)
Investments of a Restricted. Subsidiary acquired after the Issue Date or of an entity merged or amalgamated into the Company Parent Guarantor or merged or amalgamated into or consolidated with a Restricted Subsidiary after the Issue Date to the extent that such Investments were not made in contemplation of or in connection with such acquisition, merger merger, amalgamation or consolidation and were in existence on the date of such acquisition, merger merger, amalgamation or consolidation;
Appears in 2 contracts
Samples: Indenture (iHeartMedia, Inc.), Indenture (iHeartMedia, Inc.)
Investments of a Restricted. Subsidiary acquired after the Issue Conversion Date or of an entity merged or amalgamated into or consolidated with the Company Issuer or merged or amalgamated into or consolidated with a Restricted Subsidiary after the Issue Conversion Date to the extent that such Investments were not made in contemplation of or in connection with such acquisition, merger merger, amalgamation or consolidation and were in existence on the date of such acquisition, merger merger, amalgamation or consolidation;
Appears in 2 contracts
Samples: Third Lien Intercreditor Agreement (Frontier Communications Parent, Inc.), Frontier Communications Parent, Inc.
Investments of a Restricted. Subsidiary acquired after the Issue Closing Date or of an entity merged into into, or amalgamated or consolidated with, the Company Borrower or merged into or amalgamated or consolidated with a Restricted Subsidiary in accordance with Section 6.4 after the Issue Closing Date to the extent that such Investments were not made in contemplation of or in connection with such acquisition, merger or consolidation and were in existence or had been committed to be made on the date of such acquisition, merger or consolidation;
Appears in 2 contracts
Samples: Credit and Guaranty Agreement (Concordia International Corp.), Credit and Guaranty Agreement (Concordia Healthcare Corp.)
Investments of a Restricted. Subsidiary acquired after the Issue Date or of an entity merged into into, amalgamated with, or consolidated with the Company or merged into or consolidated with a Restricted Subsidiary in a transaction that is not prohibited by Section 5.01 after the Issue Date to the extent that such Investments were not made in contemplation of or in connection with such acquisition, merger merger, amalgamation or consolidation and were in existence on the date of such acquisition, merger merger, amalgamation or consolidation;
Appears in 1 contract
Samples: Indenture (XPO, Inc.)
Investments of a Restricted. Subsidiary acquired after the Issue Effective Date or of an entity merged into the Company or merged into into, amalgamated with, or consolidated with the Borrower or a Restricted Subsidiary in a transaction that is not prohibited by Article V after the Issue Effective Date to the extent that such Investments were not made in contemplation of or in connection with such acquisition, merger merger, amalgamation or consolidation and were in existence on the date of such acquisition, merger merger, amalgamation or consolidation;
Appears in 1 contract
Samples: Term Loan Agreement (EP Energy LLC)
Investments of a Restricted. Subsidiary acquired after the Issue Closing Date or of an entity merged into the Company or merged into amalgamated or consolidated with a Restricted Subsidiary in a transaction that is not prohibited by Section 7.03 after the Issue Closing Date to the extent that such Investments were not made in contemplation of or in connection with such acquisition, merger merger, amalgamation or consolidation and were in existence on the date of such acquisition, merger merger, amalgamation or consolidation;.
Appears in 1 contract
Samples: Second Lien Credit Agreement
Investments of a Restricted. Subsidiary acquired after the Issue Closing Date or of an entity merged or amalgamated into or consolidated with the Company Borrower or merged or amalgamated into or consolidated with a Restricted Subsidiary after the Issue Closing Date to the extent that such Investments were not made in contemplation of or in connection with such acquisition, merger merger, amalgamation, or consolidation and were in existence on the date of such acquisition, merger merger, amalgamation or consolidation;
Appears in 1 contract
Investments of a Restricted. Subsidiary acquired after the Issue Date or of an entity merged or amalgamated into or consolidated with the Company or merged or amalgamated into or consolidated with a Restricted Subsidiary after the Issue Date to the extent that such Investments were not made in contemplation of or in connection with such acquisition, merger merger, amalgamation or consolidation and were in existence on the date of such acquisition, merger merger, amalgamation or consolidation;
Appears in 1 contract
Samples: loanDepot, Inc.
Investments of a Restricted. Subsidiary that is acquired after the Issue Closing Date or of an entity a company merged or amalgamated or consolidated into the Company Borrower or merged into merged, amalgamated or consolidated with a Restricted Subsidiary Subsidiary, in each case in accordance with Section 7.4 or 7.7 after the Issue Closing Date to the extent that such Investments were not made in contemplation of or in connection with such acquisition, merger merger, amalgamation or consolidation and were in existence on the date of such acquisition, merger or consolidation;
Appears in 1 contract
Samples: Credit Agreement (2U, Inc.)
Investments of a Restricted. Subsidiary acquired after the Outstanding Notes Issue Date or of an entity merged or amalgamated into the a Company or merged or amalgamated into or consolidated with a Restricted Subsidiary after the Outstanding Notes Issue Date to the extent that such Investments were not made in contemplation of or in connection with such acquisition, merger merger, amalgamation, or consolidation and were in existence on the date of such acquisition, merger merger, amalgamation or consolidation;
Appears in 1 contract
Samples: Indenture (Yum Brands Inc)
Investments of a Restricted. Subsidiary acquired after the Issue Date or of an entity merged into the Company or merged into or consolidated with a Restricted Subsidiary after the Issue Date Date, in each case, to the extent that such Investments were not made in contemplation of or in connection with such acquisition, merger or consolidation and were in existence on the date of such acquisition, merger or consolidation;
Appears in 1 contract
Samples: Indenture (Us Concrete Inc)
Investments of a Restricted. Subsidiary acquired after the Issue Date or of an entity merged or amalgamated into or consolidated with the Company Issuer or merged or amalgamated into or consolidated with a Restricted Subsidiary after the Issue Date to the extent that such Investments were not made in contemplation of or in connection with such acquisition, merger merger, amalgamation or consolidation and were in existence on the date of such acquisition, merger merger, amalgamation or consolidation;
Appears in 1 contract
Investments of a Restricted. Subsidiary acquired after the Issue Original Closing Date or of an entity merged into the Company or merged into or consolidated with a Restricted Subsidiary in accordance with the definition of Unrestricted Subsidiary after the Issue Original Closing Date to the extent that such Investments were not made in contemplation of or in connection with such acquisition, merger or consolidation and were in existence on the date of such acquisition, merger or consolidation;
Appears in 1 contract
Samples: Intercreditor Agreement (Albertsons Companies, Inc.)
Investments of a Restricted. Subsidiary acquired after the Issue Date or of an entity merged into the Company or merged into or consolidated with a Restricted Subsidiary in accordance with Section 4.1 after the Issue Date to the extent that such Investments were not made in contemplation of or in connection with such acquisition, merger or consolidation and were in existence on the date of such acquisition, merger or consolidation;; and
Appears in 1 contract
Samples: Tronox (Tronox Inc)
Investments of a Restricted. Subsidiary acquired after the Issue Date or of an entity a Person merged into the Company or merged into or consolidated with a Restricted Subsidiary in accordance with Article V after the Issue Date to the extent that such Investments were not made in contemplation of or in connection with such acquisition, merger or consolidation and were in existence on the date of such acquisition, merger or consolidation;
Appears in 1 contract
Investments of a Restricted. Subsidiary acquired after the Issue Date or of an entity merged or amalgamated into or consolidated with the Company Issuer or merged or amalgamated into or consolidated with a Restricted Subsidiary after the Issue Date to the extent that such Investments were not made in contemplation of or in connection with such acquisition, merger merger, amalgamation, or consolidation and were in existence on the date of such acquisition, merger merger, amalgamation or consolidation;
Appears in 1 contract
Samples: Indenture (Restaurant Brands International Limited Partnership)