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

Limitation on Certain Restrictions on Subsidiaries. The Borrower will not, and will not permit any of its Subsidiaries to, directly or indirectly, create or otherwise permit to exist or become effective any Lien or restriction on the ability of any such Subsidiary to (a) pay dividends or make any other distributions on its capital stock or any other interest or participation in its profits owned by the Borrower or any Subsidiary of the Borrower, or pay any Indebtedness owed to the Borrower or a Subsidiary of the Borrower, or (b) make loans or advances to the Borrower or any Subsidiaries of the Borrower, except for such Liens or restrictions existing under or by reason of (i) applicable Law, (ii) this Agreement, (iii) customary provisions restricting subletting or assignment of any lease governing a leasehold interest of the Borrower or a Subsidiary of the Borrower, (iv) customary provisions restricting assignment of any licensing agreement entered into by the Borrower or a Subsidiary of the Borrower in the ordinary course of business; and (v) customary provisions restricting distributions pursuant to any Permitted Receivables Transaction.

Appears in 2 contracts

Samples: Credit Agreement (Aptargroup Inc), Credit Agreement (Aptargroup Inc)

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Limitation on Certain Restrictions on Subsidiaries. The Borrower will not, and will not permit any of its the Restricted Subsidiaries to, directly or indirectly, create or otherwise permit cause or suffer to exist or become effective any Lien encumbrance or restriction on the ability of any such Restricted Subsidiary to (a) pay dividends or make any other distributions on its capital stock or any other interest Equity Interest or participation in its profits owned by the Borrower or any Subsidiary of the BorrowerRestricted Subsidiary, or pay any Indebtedness owed to the Borrower or a Subsidiary of the Borrowerany Restricted Subsidiary, or (b) make loans or advances to the Borrower or any Subsidiaries Restricted Subsidiary or (c) transfer any of its properties or assets to the BorrowerBorrower or any Restricted Subsidiary, except for such Liens encumbrances or restrictions existing under or by reason of (i) applicable Lawlaw, (ii) this AgreementAgreement and the other Credit Documents, (iii) customary provisions restricting subletting or assignment of any lease governing a leasehold interest of agreements which (x) exist on the Borrower or a Subsidiary of the Borrower, (iv) customary provisions restricting assignment of any licensing agreement entered into by the Borrower or a Subsidiary of the Borrower in the ordinary course of business; Closing Date and (vto the extent not otherwise permitted by this Section 6.11) customary provisions restricting distributions pursuant are listed on Schedule 6.11 and (y) to the extent agreements permitted by preceding sub-clause (x) are set forth in an agreement evidencing Indebtedness, are set forth in any Permitted Receivables Transaction.agreement evidencing any permitted renewal, extension or refinancing of such Indebtedness so long as such renewal, extension or refinancing does not expand the

Appears in 2 contracts

Samples: Credit Agreement, Credit Agreement (DITECH HOLDING Corp)

Limitation on Certain Restrictions on Subsidiaries. The Borrower will not, and will not permit any of its Subsidiaries to, directly or indirectly, create or otherwise permit cause or suffer to exist or become effective any Lien encumbrance or restriction on the ability of any such Subsidiary to (a) pay dividends or make any other distributions on its capital stock or any other interest or participation in its profits owned by the Borrower or any Subsidiary of the Borrower, or pay any Indebtedness owed to the Borrower or a Subsidiary of the Borrower, or (b) make loans or advances to the Borrower or any Subsidiaries of the Borrower' Subsidiaries or (c) transfer any of its properties or assets to the Borrower or any of its Subsidiaries, except for such Liens encumbrances or restrictions existing under or by reason of (i) applicable Lawlaw, (ii) this AgreementAgreement and the other Credit Documents, (iii) customary provisions restricting subletting or assignment of any lease governing a leasehold interest of the Borrower or a Subsidiary of the Borrower, (iv) customary provisions restricting assignment of any licensing agreement entered into by the Borrower or a any Subsidiary of the Borrower in the ordinary course of business; , (v) the Note Documents, (vi) the Existing Indebtedness Agreements, and (vvii) customary provisions restricting distributions pursuant the transfer of assets subject to any Permitted Receivables TransactionLiens permitted under Section 8.03(l).

Appears in 2 contracts

Samples: Credit Agreement (Therma Wave Inc), Credit Agreement (Therma Wave Inc)

Limitation on Certain Restrictions on Subsidiaries. The Borrower will not, and will not permit any of its Subsidiaries to, directly or indirectly, create or otherwise permit cause or suffer to exist or become effective any Lien encumbrance or restriction on the ability of any such Subsidiary to (a) pay dividends or make any other distributions on its capital stock or any other interest or participation in its profits owned by the Borrower or any Subsidiary of the Borrower, or pay any Indebtedness owed to the Borrower or a any Subsidiary of the Borrower, or (b) make loans or advances to the Borrower or any Subsidiaries Subsidiary of the Borrower or (c) transfer any of its properties or assets to the Borrower or any Subsidiary of the Borrower, except for such Liens encumbrances or restrictions existing under or by reason of (i) applicable Lawlaw, (ii) this AgreementAgreement and the other Credit Documents, (iii) the Senior Subordinated Note Documents and the Senior Note Documents, (iv) customary provisions restricting subletting or assignment of any lease governing a leasehold interest of the Borrower or a any Subsidiary of the Borrower, (ivv) customary provisions restricting assignment of any licensing agreement or other contract entered into by the Borrower or a any Subsidiary of the Borrower in the ordinary course of business; business and (vvi) customary provisions restricting distributions pursuant restrictions on the transfer of any asset subject to any Permitted Receivables Transactiona Lien permitted by Section 9.01.

Appears in 2 contracts

Samples: Credit Agreement (Hanger Orthopedic Group Inc), Hanger Orthopedic Group Inc

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Limitation on Certain Restrictions on Subsidiaries. The Borrower will not, and will not permit any of its Subsidiaries to, directly or indirectly, create or otherwise permit cause or suffer to exist or become effective any Lien encumbrance or restriction on the ability of any such Subsidiary to (a) pay dividends or make any other distributions on its capital stock or any other interest or participation in its profits owned by the Borrower or any Subsidiary of the Borrower, or pay any Indebtedness owed to the Borrower or a Subsidiary of the Borrower, or (b) make loans or advances to to, or grant liens in favor of, the Borrower or any of the Borrower's Subsidiaries or (c) transfer any of its properties or assets to the Borrower, except for such Liens encumbrances or restrictions existing under or by reason of (i) applicable Lawlaw, (ii) this AgreementAgreement and the other Credit Documents, (iii) customary provisions restricting subletting or assignment of any lease governing a leasehold interest of the Borrower or a Subsidiary of the Borrower, (iv) customary provisions restricting assignment of any licensing agreement entered into by the Borrower or a Subsidiary of the Borrower restrictions existing in the ordinary course of business; New Senior Subordinated Note Documents and in the Existing Senior Subordinated Note Documents and (v) customary provisions restricting distributions pursuant to any Permitted Receivables Transactionrestrictions existing in the documents governing the terms of the Existing IRB.

Appears in 1 contract

Samples: Credit Agreement (Tracor Inc /De)

Limitation on Certain Restrictions on Subsidiaries. The Borrower Company will not, and will not permit any of its Subsidiaries (other than the Case Management Subsidiary and Anchor Packing) to, directly or indirectly, create or otherwise permit cause or suffer to exist or become effective any Lien encumbrance or restriction on the ability of any such Subsidiary to (a) pay dividends or make any other distributions on its capital stock or any other interest or participation in its profits owned by the Borrower Company or any Subsidiary of the BorrowerCompany, or pay any Indebtedness owed to the Borrower Company or a Subsidiary of the BorrowerCompany, or (b) make loans or advances to the Borrower Company or any Subsidiaries of the BorrowerCompany's Subsidiaries or (c) transfer any of its properties or assets to the Company (other than in the case of this clause (c) restrictions existing as a result of Permitted Liens on such properties or assets), except for such Liens encumbrances or restrictions (i) existing under or by reason of (i) applicable Lawlaw, (ii) existing under or by reason of this AgreementAgreement and the other Credit Documents, (iii) restrictions described in Schedule X shall be permitted to remain in existence, (iv) customary restrictions may be contained in the documentation approved by the Administrative Agent and Required Banks relating to any Permitted Receivables Transaction and (v) existing under or as a result of customary provisions restricting subletting or assignment of any lease governing a leasehold interest of the Borrower Company or a Subsidiary of the Borrower, (iv) customary provisions restricting assignment of any licensing agreement entered into by the Borrower or a Subsidiary of the Borrower in the ordinary course of business; and (v) customary provisions restricting distributions pursuant to any Permitted Receivables TransactionCompany.

Appears in 1 contract

Samples: Credit Agreement (Coltec Industries Inc)

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