Common use of Limitation on Certain Restrictions Affecting Subsidiaries Clause in Contracts

Limitation on Certain Restrictions Affecting Subsidiaries. No --------------------------------------------------------- Company shall, directly or indirectly, create or otherwise cause or suffer to exist or become effective any direct or indirect encumbrance or restriction on the ability of any Subsidiary to (a) pay dividends or make any other distributions on such Subsidiary's Equity Interests or any other interest or participation in its profits owned by any Company, or pay any Indebtedness or any other obligation owed to any Company, (b) make Investments in or to any Company, or (c) transfer any of its Property to any Company, except that each of ------ the following shall be permitted (i) any such encumbrances or restrictions existing on the Effective Date and described on Schedule 9.19 or existing under ------------- or by reason of (x) applicable Law, or (y) the Credit Documents, (ii) restrictions on the transfer of Property subject to a Permitted Lien permitted under Section 9.07, (iii) customary restrictions on subletting or assignment of any lease governing a leasehold interest of any Company, (iv) restrictions on the transfer of any Property subject to a Disposition permitted under this Agreement and (v) customary restrictions contained in any agreement or instrument evidencing or governing Indebtedness permitted under Section 9.08(h), which restrictions are applicable solely to the Foreign Subsidiary or Foreign Subsidiaries liable with respect to such Indebtedness.

Limitation on Certain Restrictions Affecting Subsidiaries. No --------------------------------------------------------- Company Obligor or Subsidiary shall, directly or indirectly, create or otherwise cause or suffer to exist or become effective any direct or indirect encumbrance or restriction on the ability of any such Subsidiary to (a) pay dividends or make any other distributions on such Subsidiary's Equity Interests capital stock or any other interest or participation in its profits owned by Borrower or any CompanySubsidiary, or pay any Indebtedness or any other obligation owed to Borrower or any CompanySubsidiary, (b) make Investments in or to Borrower or any Company, Subsidiary or (c) transfer any of its Property to Borrower or any CompanySubsidiary, except that each of ------ the following shall be permitted (i) any for such encumbrances or restrictions existing on the Effective Date and described on Schedule 9.19 or existing under ------------- or by reason of (xi) applicable Law, or (y) the Credit Documentslaw, (ii) the Basic Documents, (iii) such restrictions on with respect to the transfer of Property those assets subject to a Permitted Lien permitted under Section 9.07, (iiiiv) customary restrictions on provisions restricting subletting or assignment of any lease governing a leasehold interest of Borrower or any CompanySubsidiary, (ivv) with respect to restrictions on the transfer of described in clause (c) only, restrictions in any Property subject agreement relating to a any Disposition which is permitted under this Agreement and (vvi) customary restrictions contained in any agreement or instrument evidencing or governing Indebtedness permitted under Section 9.08(h)the Barmet Option and, which restrictions are applicable solely to until the Foreign Subsidiary or Foreign Subsidiaries liable with respect to such IndebtednessAlchem Closing Date, the Alchem Option.

Limitation on Certain Restrictions Affecting Subsidiaries. No --------------------------------------------------------- Company shall, directly or indirectly, create or otherwise cause or suffer to exist or become effective any direct or indirect encumbrance or restriction on the ability of any Subsidiary to (a) pay dividends or make any other distributions on such Subsidiary's Equity Interests or any other interest or participation in its profits owned by any Company, or pay any Indebtedness or any other obligation owed to any Company, (b) make Investments in or to any Company, or (c) transfer any of its Property to any Company, except that each of ------ the following shall be permitted (i) any such encumbrances or restrictions existing on the Effective Date and described on Schedule 9.19 or existing under ------------- or by reason of (x) applicable Law, or (y) the Credit DocumentsDocuments or (z) Indebtedness set forth on Schedule 8.24 and any Permitted Refinancing of any thereof so long as such restriction in such Permitted Refinancing is not more disadvantageous to the Creditors or Borrower than the Indebtedness being refinanced, (ii) restrictions on the transfer of Property subject to a Permitted Lien permitted under Section 9.07, (iii) customary restrictions on subletting or assignment of any lease governing a leasehold interest of any Company, (iv) restrictions on the transfer of any Property subject to a Disposition permitted under this Agreement Agreement, and (v) customary restrictions contained in any agreement or instrument evidencing or governing Indebtedness permitted under Section 9.08(h), which restrictions are applicable solely to existing on the Foreign Subsidiary or Foreign Subsidiaries liable with respect to such IndebtednessClosing Date and described on Schedule 9.19.

Limitation on Certain Restrictions Affecting Subsidiaries. No --------------------------------------------------------- Company Obligor or Subsidiary shall, directly or indirectly, create or otherwise cause or suffer to exist or become effective any direct or indirect encumbrance or restriction on the ability of any such Subsidiary to (a) except as provided in the Rock Creek Indebtedness, pay dividends or make any other distributions on such Subsidiary's Equity Interests capital stock or any other interest or participation in its profits owned by Borrower or any CompanySubsidiary, or pay any Indebtedness or any other obligation owed to Borrower or any CompanySubsidiary, (b) make Investments in or to Borrower or any Company, Subsidiary or (c) transfer any of its Property to Borrower or any CompanySubsidiary, except that each of ------ the following shall be permitted (i) any for such encumbrances or restrictions existing on the Effective Date and described on Schedule 9.19 or existing under ------------- or by reason of (xi) applicable Law, or (y) the Credit Documentslaw, (ii) the Basic Documents, (iii) such restrictions on with respect to the transfer of Property those assets subject to a Permitted Lien permitted under Section 9.07, (iiiiv) customary restrictions on provisions restricting subletting or assignment of any lease governing a leasehold interest of Borrower or any CompanySubsidiary, (ivv) with respect to restrictions on the transfer of described in clause (c) only, restrictions in any Property subject agreement relating to a any Disposition which is permitted under this Agreement and (vvi) customary restrictions contained in any agreement or instrument evidencing or governing Indebtedness permitted under Section 9.08(h), which restrictions are applicable solely to the Foreign Subsidiary or Foreign Subsidiaries liable with respect to such IndebtednessAlchem Option and the Barmet Option.