Limitation on Creation of Subsidiaries. The Loan Parties will not, and will not permit any of their Subsidiaries to, directly or indirectly, establish, create or acquire any additional Subsidiaries without the prior written consent of the Requisite Lenders; provided that, without such consent, Borrower may (i) establish or create one or more wholly owned Subsidiaries of Borrower and (ii) establish, create or acquire one or more Subsidiaries in connection with an Investment made pursuant to Section 6.04(x) or (xi), so long as, in each case, Section 5.11 shall be complied with.
Appears in 3 contracts
Samples: Credit Agreement (Rural Metro Corp /De/), Credit Agreement (Rural/Metro Corp /De/), Credit Agreement (Rural Metro Corp /De/)
Limitation on Creation of Subsidiaries. The Loan Parties will not, and will not permit any of their Subsidiaries to, directly or indirectly, establishEstablish, create or acquire any additional Subsidiaries without the prior written consent of the Requisite Required Lenders; provided that, without such consent, Borrower Loan Parties may (i) establish or create one or more wholly owned Wholly Owned Subsidiaries of Borrower and Holdings or (ii) establish, create or acquire one or more Subsidiaries in connection with an Investment made pursuant to Section 6.04(x6.04(d), (k), (m), (n), (o) or (xip), so long as, in each case, Section 5.11 5.11(b) shall be complied with.
Appears in 2 contracts
Samples: Credit Agreement (Novelis Inc.), Credit Agreement (Novelis South America Holdings LLC)
Limitation on Creation of Subsidiaries. The Loan Parties will not, and will not permit any of their Subsidiaries to, directly or indirectly, establishEstablish, create or acquire any additional Subsidiaries without the prior written consent of the Requisite Required Lenders; provided that, without such consent, Borrower Loan Parties may (i) establish or create one or more wholly owned Wholly Owned Subsidiaries of Borrower and Holdings or (ii) establish, create or acquire one or more Subsidiaries in connection with an Investment made pursuant to Section 6.04(x6.04(d), (k), (m), (o) or (xip), so long as, in each case, Section 5.11 5.11(b) shall be complied with.
Appears in 2 contracts
Samples: Credit Agreement (Novelis South America Holdings LLC), Credit Agreement (Novelis Inc.)
Limitation on Creation of Subsidiaries. The Loan Parties will not, and will not permit any of their Subsidiaries to, directly or indirectly, establish, create or acquire any additional Subsidiaries without the prior written consent of the Requisite Lenders; provided that, without such consent, Borrower may (i) establish or create one or more wholly owned Wholly Owned Subsidiaries of Borrower and (ii) establish, create or acquire one or more Subsidiaries in connection with an Investment made pursuant to Section Sections 6.04(x), (xi) or (xixii), so long as, in each case, Section 5.11 shall be complied with.
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