Liens; Negative Pledges Sample Clauses
The "Liens; Negative Pledges" clause restricts a party from granting security interests or liens over certain assets, and may also prohibit making promises to others not to create such liens in the future. In practice, this means the party cannot use its assets as collateral for other debts or obligations, nor can it agree to similar restrictions with third parties, unless specific exceptions are outlined in the agreement. The core function of this clause is to protect the interests of the counterparty—often a lender—by ensuring that the assets remain unencumbered and available to satisfy obligations under the agreement, thereby reducing the risk of competing claims from other creditors.
Liens; Negative Pledges. None of the Loan Parties shall create, incur, assume or permit to exist any Lien on or with respect to any of its Property with respect to any of its Property, in either case whether now owned or hereafter acquired, except for the following ("Permitted Liens"):
(i) Liens in favor of the Administrative Agent or any Lender under the Loan Documents;
(ii) Liens listed in Schedule 6.2(b) and existing on the date of this Agreement, all of which Liens that secure Indebtedness that is identified in Schedule 6. 2(a) as being repaid in connection with the initial Borrowing of Loans shall be terminated concurrently with such Borrowing;
(iii) Liens for taxes or other Governmental Charges not at the time delinquent or thereafter payable without penalty or being contested in good faith, provided that adequate reserves for the payment thereof have been established in accordance with GAAP and no Property of any Loan Party is subject to impending risk of loss or forfeiture by reason of nonpayment of the obligations secured by such Liens;
(iv) Liens of carriers, warehousemen, mechanics, materialmen, vendors, and landlords and other similar Liens imposed by law and incurred in the ordinary course of business consistent with past practice for sums which are not overdue more than 45 days or are being contested in good faith, provided that adequate reserves for the payment thereof have been established in accordance with GAAP;
(v) deposits under workers' compensation, unemployment insurance and social security laws or to secure the performance of bids, tenders, contracts (other than for the repayment of borrowed money) or leases, or to secure statutory obligations of surety or appeal bonds or to secure indemnity, performance or other similar bonds in the ordinary course of business consistent with past practice;
(vi) zoning restrictions, easements, rights-of-way, title irregularities and other similar encumbrances, which alone or in the aggregate are not substantial in amount and do not materially detract from the value of the Property subject thereto or interfere with the ordinary conduct of the business of any Loan Party;
(vii) any purchase-money Lien granted to a Person financing the purchase of goods or equipment if such Lien encumbers only the specific goods or equipment o purchased and the Indebtedness secured by such Lien does not exceed the purchase price paid for such goods or equipment;
(viii) Liens incurred in connection with the extension, renewal or refinancing of ...
Liens; Negative Pledges. Create, incur, assume or suffer to exist any Lien or Negative Pledge of any nature upon or with respect to any of their respective Properties, whether now owned or hereafter acquired, except:
(a) Permitted Liens;
(b) Liens and Negative Pledges under the Loan Documents;
(c) Liens and Negative Pledges existing on the Effective Date and disclosed in Schedule 5.9 and Negative Pledges in documents entered into in connection with the issuance of Indebtedness permitted under Section 7.3(a) or Section 7.3(g) (which Negative Pledges shall be substantially identical to those existing on the Effective Date and set forth in the Unsecured Note Indenture) and any renewals, extensions or amendments thereof; provided that the obligations secured or benefited thereby are not increased;
(d) Liens on Property acquired by Borrower or any of its Subsidiaries that were in existence at the time of the acquisition of such Property and were not created in contemplation of such acquisition;
(e) any Lien or Negative Pledge created by an agreement or instrument entered into by Borrower or any of its Subsidiaries in the ordinary course of its business which consists of a restriction on the assignability, transfer or hypothecation of such agreement or instrument;
(f) Liens and Negative Pledges not described above securing purchase money obligations, capital leases and Synthetic Leases incurred after the Effective Date in an aggregate amount not exceeding $75,000,000 at any time;
(g) Liens solely on the assets of Foreign Subsidiaries of Borrower securing Indebtedness of such Foreign Subsidiaries of Borrower not exceeding $75,000,000 in the aggregate at any time;
(h) operating leases entered into from time to time, in the ordinary course of business, by Borrower or any Subsidiary for equipment or vehicles, which may have Liens on the leased personal property; and
(i) Liens on the EMJ COLI policies (but on no other assets of Borrower, EMJ or any of their respective Subsidiaries) to the extent granted for the benefit of the holders of the Life Insurance Policy Loans that comply with the requirements of clauses (1) through (4) of the last sentence of the definition of the term “Indebtedness” to secure EMJ’s obligations under such Life Insurance Policy Loans.
Liens; Negative Pledges. With respect to (a) the Borrower only (and not any of its Subsidiaries), create or permit to be created or allow to exist any Lien upon or interest in any Property of the Borrower, and (b) any Bank Subsidiary only, create or permit to be created or allow to exist any Lien upon or interest in any Property of such Bank Subsidiary except Permitted Liens. The Borrower further agrees that it shall not, without the prior written consent of the Administrative Agent and the Lenders, enter into, become a party to or become subject to any negative pledge agreement relating to any of its assets with any third party except as set forth in the Related Documents.
Liens; Negative Pledges. The Company will not, and will not permit any of its Subsidiaries to, (i) create, incur, assume or suffer to exist any Lien upon or with respect to any of its properties, revenues or assets, whether now owned or hereafter acquired, other than Permitted Liens, and (ii) enter into any agreement prohibiting the creation or assumption of any Lien upon any of its properties, revenues or assets, whether now owned or hereafter acquired.
Liens; Negative Pledges. (a) The Borrower shall not, and shall not permit any Subsidiary (other than an Excluded Subsidiary) or other Loan Party to, create, assume, or incur any Lien (other than Permitted Liens) upon any of its properties, assets, income or profits of any character whether now owned or hereafter acquired if as a result of the creation, assumption or incurring of such Lien, a Default or Event of Default is or would be caused thereby or any other Major Default or Event of Default has occurred and is continuing, including without limitation, a Default or Event of Default resulting from a violation of any of the covenants contained in Section 9.1.
(b) The Borrower shall not, and shall not permit any Subsidiary (other than an Excluded Subsidiary) or other Loan Party to, enter into, assume or otherwise be bound by any Negative Pledge except for (i) a Negative Pledge contained in any agreement (x) evidencing Indebtedness which (A) the Borrower or such Subsidiary may create, incur, assume, or permit or suffer to exist under this Agreement and (B) is secured by a Lien permitted to exist hereunder and (y) which prohibits the creation of any other Lien on only the property securing such Indebtedness as of the date such agreement was entered into or (ii) a Negative Pledge contained in any agreement that evidences unsecured Indebtedness which contains restrictions on encumbering assets that are substantially similar to, or less restrictive than, those restrictions contained in the Loan Documents.
Liens; Negative Pledges. The Borrower will not, and will not permit any Guarantor or of its Subsidiaries to (a) create, incur, assume or suffer to exist any Lien on any Unencumbered Property except Permitted Encumbrances or on the Capital Stock of any Subsidiary of the Borrower that owns direct or indirect Capital Stock in any Unencumbered Property Owner, now owned or hereafter acquired, except Permitted Encumbrances set forth in clause (i) of such definition or (b) permit any Unencumbered Property or any direct or indirect ownership interest of the Borrower in any Unencumbered Property Owner, to be subject to a Negative Pledge, except a Negative Pledge contained in any agreement that evidences Unsecured Debt which contains restrictions on encumbering assets that are substantially similar to or not more restrictive than those restrictions contained in the Loan Documents. For the avoidance of doubt, this Section 7.2 will not prohibit Liens securing Capitalized Leases permitted by Section 7.1(d) so long as such Lien does not extend to any other asset.
Liens; Negative Pledges. (i) The Company will not create, incur, assume or suffer to exist any Lien upon or with respect to any of its properties, revenues or assets, whether now owned or hereafter acquired, other than Permitted Liens.
(ii) The Company will not enter into any agreement (other than this Agreement or any other Loan Document) prohibiting the creation or assumption of any Lien upon any of its properties, revenues or assets, whether now owned or hereafter acquired.
Liens; Negative Pledges. The Borrower shall not create, incur, assume or suffer to exist any Lien upon or with respect to any of its properties, revenues or assets, whether now owned or hereafter acquired, other than Permitted Liens.
Liens; Negative Pledges. Create or permit to be created or allow to exist any Lien upon or interest in any Property of Company or any Subsidiary except Permitted Liens. The Company further agrees that it shall not, without the prior written consent of the Lender, enter into, become a party to or become subject to any negative pledge agreement relating to any of its Property with any third party except as set forth in the Related Documents.
Liens; Negative Pledges. (a) The Company shall not, and shall not permit any of its Subsidiaries to, create, incur, assume or suffer to exist any Lien upon or with respect to any of its properties, revenues or assets, whether now owned or hereafter acquired, other than Permitted Liens.
(b) The Company shall not, and shall not permit any of its Subsidiaries to, enter into or suffer to exist any agreement (other than this Agreement, any other Loan Document and the Credit Agreement) prohibiting or conditioning the creation or assumption of any Lien upon any of its properties, revenues or assets, whether now owned or hereafter acquired; PROVIDED, HOWEVER, that this subsection shall not prohibit any negative pledge incurred or provided in favor of any holder of Indebtedness permitted under subsection 10.5(j) solely to the extent any such negative pledge relates to the property financed by or the subject of such Indebtedness.