Common use of Limitation on Dividends and Other Payment Restrictions Affecting Subsidiaries Clause in Contracts

Limitation on Dividends and Other Payment Restrictions Affecting Subsidiaries. The Company will not, and will not permit any of its Subsidiaries to, directly or indirectly, create or otherwise cause or suffer to exist or become effective any encumbrance or restriction on the ability of any Subsidiary of the Company to (a) pay dividends, in cash or otherwise, or make any other distributions on or in respect of its Capital Stock or any other interest or participation in, or measured by, its profits, (b) pay any Indebtedness owed to the Company or any other Subsidiary of the Company, (c) make loans or advances to, or any other Investment in, the Company or any other Subsidiary of the Company, (d) transfer any of its properties or assets to the Company or any other Subsidiary of the Company or (e) guarantee any Indebtedness of the Company or any other Subsidiary of the Company, except for such encumbrances or restrictions existing under or by reason of (i) applicable law, (ii) customary non-assignment provisions of any contract or any lease governing a leasehold interest of the Company or any Subsidiary of the Company, (iii) customary restrictions on transfers of property subject to a Lien permitted under the Indenture, (iv) any agreement or other instrument of a Person acquired by the Company or any Subsidiary of the Company (or a Subsidiary of such Person) in existence at the time of such acquisition (but not created in contemplation thereof), which encumbrance or restriction is not applicable to any Person, or the properties or assets of any Person, other than the Person, or the properties or assets of the Person, so acquired, (v) provisions contained in agreements or instruments relating to Indebtedness which prohibit the transfer of all or substantially all of the assets of the obligor thereunder unless the transferee shall assume the obligations of the obligor under such agreement or instrument, (vi) any restriction with respect to a Subsidiary imposed pursuant to an agreement entered into for the sale or disposition of all or substantially all of the Capital Stock or assets of such Subsidiary pending the closing of such sale or disposition, (vii) any encumbrance or restriction arising or agreed to in the ordinary course of business and that does not, individually or in the aggregate, detract from the value of the property or assets of the Company or any Subsidiary in any manner material to the Company or such Subsidiary and (viii) encumbrances and restrictions under agreements in effect on the Issue Date, including the Bank Credit Agreement, and encumbrances and restrictions in permitted refinancings or replacements of Indebtedness evidenced by the agreements referred to in this clause (viii) which are no less favorable to the Holders than those contained in the Indebtedness so refinanced or replaced.

Limitation on Dividends and Other Payment Restrictions Affecting Subsidiaries. The Company will not, and will not permit any of its Subsidiaries to, directly or indirectly, create or otherwise cause or suffer to exist or become effective any encumbrance or restriction on the ability of any Subsidiary of the Company to (a) pay dividends, in cash or otherwise, or make any other distributions on or in respect of its Capital Stock or any other interest or participation in, or measured by, its profits, (b) pay any Indebtedness owed to the Company or any other Subsidiary of the Company, (c) make loans or advances to, or any other Investment in, the Company or any other Subsidiary of the Company, (d) transfer any of its properties or assets to the Company or any other Subsidiary of the Company or (e) guarantee any Indebtedness of the Company or any other Subsidiary of the Company, except for such encumbrances or restrictions existing under or by reason of (i) applicable law, (ii) customary non-assignment provisions of any contract or any lease governing a leasehold interest of the Company or any Subsidiary of the Company, (iii) customary restrictions on transfers of property subject to a Lien permitted under the this Indenture, (iv) any agreement or other instrument of a Person person acquired by the Company or any Subsidiary of the Company (or a Subsidiary of such Personperson) in existence at the time of such acquisition (but not created in contemplation thereof), which encumbrance or restriction is not applicable to any Personperson, or the properties or assets of any Personperson, other than the Personperson, or the properties or assets of the Personperson, so acquired, (v) provisions contained in agreements or instruments relating to Indebtedness which prohibit the transfer of all or substantially all of the assets of the obligor thereunder unless the transferee shall assume the obligations of the obligor under such agreement or instrument, (vi) any such encumbrance or restriction existing on the Issue Date in this Indenture or any other agreements in effect on the Issue Date, and any extensions, refinancings, renewals or replacements of such agreements; provided that the encumbrances and restrictions in any such extensions, refinancings, renewals or replacements are no less favorable in any material respect to the Holders than those encumbrances or restrictions that are then in effect and that are being extended, refinanced, renewed or replaced; and (vii) contained in the terms of any Indebtedness or any agreement pursuant to which such Indebtedness was issued if the encumbrance or restriction applies only in the event of a default with respect to a financial covenant contained in such Indebtedness or agreement and such encumbrance or restriction is not materially more disadvantageous to the Holders than is customary in comparable financing (as determined by the Company) and the Company determines that any such encumbrance or restriction will not materially affect the Company's ability to make principal or interest payments on the Notes. Nothing contained in this Section 4.15 shall prevent the Company or any Subsidiary imposed pursuant from (1) creating, incurring, assuming or suffering to an agreement entered into for exist any Liens otherwise permitted in Section 4.11 or (2) restricting the sale or other disposition of all or substantially all of the Capital Stock or assets of such Subsidiary pending the closing of such sale or disposition, (vii) any encumbrance or restriction arising or agreed to in the ordinary course of business and that does not, individually or in the aggregate, detract from the value of the property or assets of the Company or any Subsidiary in any manner material to of its Subsidiaries that secure Indebtedness of the Company or such Subsidiary and (viii) encumbrances and restrictions under agreements in effect on the Issue Date, including the Bank Credit Agreement, and encumbrances and restrictions in permitted refinancings or replacements any of Indebtedness evidenced by the agreements referred to in this clause (viii) which are no less favorable to the Holders than those contained in the Indebtedness so refinanced or replacedits Subsidiaries.

Limitation on Dividends and Other Payment Restrictions Affecting Subsidiaries. The Company will not, and will not permit any of its Subsidiaries to, directly or indirectly, create or otherwise cause or suffer to exist or become effective any encumbrance or restriction on the ability of any Subsidiary of the Company to (a) pay dividends, in cash or otherwise, or make any other distributions on or in respect of its Capital Stock or any other interest or participation in, or measured by, its profits, (b) pay any Indebtedness owed to the Company or any other Subsidiary of the Company, (c) make loans or advances to, or any other Investment in, the Company or any other Subsidiary of the Company, (d) transfer any of its properties or assets to the Company or any other Subsidiary of the Company or (e) guarantee any Indebtedness of the Company or any other Subsidiary of the Company, except for such encumbrances or restrictions existing under or by reason of (i) applicable law, (ii) customary non-assignment provisions of any contract or any lease governing a leasehold interest of the Company or any Subsidiary of the Company, (iii) customary restrictions on transfers of property subject to a Lien permitted under the this Indenture, (iv) any agreement or other instrument of a Person acquired by the Company or any Subsidiary of the Company (or a Subsidiary of such Person) in existence at the time of such acquisition (but not created in contemplation thereof), which encumbrance or restriction is not applicable to any Person, or the properties or assets of any Person, other than the Person, or the properties or assets of the Person, so acquired, (v) provisions contained in agreements or instruments relating to Indebtedness which prohibit the transfer of all or substantially all of the assets of the obligor thereunder unless the transferee shall assume the obligations of the obligor under such agreement or instrument, (vi) any restriction with respect to a Subsidiary imposed pursuant to an agreement entered into for the sale or disposition of all or substantially all of the Capital Stock or assets of such Subsidiary pending the closing of such sale or disposition, (vii) any encumbrance or restriction arising or agreed to in the ordinary course of business and that does not, individually or in the aggregate, detract from the value of the property or assets of the Company or any Subsidiary in any manner material to the Company or such Subsidiary and (viii) encumbrances and restrictions under agreements in effect on the Issue Date, including the Bank Credit Agreement, and encumbrances and restrictions in permitted refinancings or replacements of Indebtedness evidenced by the agreements referred to in this clause (viii) which are no less favorable to the Holders than those contained in the Indebtedness so refinanced or replaced.

Limitation on Dividends and Other Payment Restrictions Affecting Subsidiaries. The Company will shall not, and will shall not permit any of its Subsidiaries to, directly or indirectly, create or otherwise cause or suffer to exist or become effective any consensual encumbrance or restriction on the ability of any Subsidiary of the Company to (a) pay dividends, in cash or otherwise, dividends or make any other distributions distribution on or in respect of its Capital Stock to the Company or any other interest or participation in, or measured by, its profitsSubsidiary of the Company, (b) pay any Indebtedness owed to the Company or any other a Subsidiary of the Company, (c) make loans or advances to, or any other Investment in, in the Company or any other Subsidiary of the Company, Company or (d) transfer any of its properties or assets to the Company or any other Subsidiary of the Company or (e) guarantee any Indebtedness of the Company or any other Subsidiary of the Company, except for such encumbrances or restrictions existing under or by reason of (i) applicable lawany encumbrance or restriction, with respect to a Subsidiary of the Company that is not a Subsidiary of the Company on the date of this Indenture, in existence at the time such person becomes a Subsidiary of the Company and not incurred in connection with, or in contemplation of, such person becoming a Subsidiary of the Company; (ii) customary non-provisions restricting subletting or assignment provisions of any lease or assignment of any other contract or any lease governing a leasehold interest of the Company or any Subsidiary of the Company, (iii) customary restrictions on transfers of property subject to a Lien permitted under the Indenture, (iv) any agreement or other instrument of a Person acquired by which the Company or any Subsidiary of the Company (is a party or a Subsidiary to which any of such Person) in existence at the time of such acquisition (but not created in contemplation thereof), which encumbrance or restriction is not applicable to any Person, or the their respective properties or assets of any Person, other than the Person, or the properties or assets of the Person, so acquired, are subject; (v) provisions contained in agreements or instruments relating to Indebtedness which prohibit the transfer of all or substantially all of the assets of the obligor thereunder unless the transferee shall assume the obligations of the obligor under such agreement or instrument, (vi) any restriction with respect to a Subsidiary imposed pursuant to an agreement entered into for the sale or disposition of all or substantially all of the Capital Stock or assets of such Subsidiary pending the closing of such sale or disposition, (viiiii) any encumbrance or restriction arising contained in contracts for sales of assets permitted by Section 4.14 with respect to the assets to be sold pursuant to such contract; and (iv) any encumbrance or agreed to restriction existing under any agreement that extends, renews or replaces the agreements containing the encumbrances or restrictions in the ordinary course of business and that does not, individually or in the aggregate, detract from the value of the property or assets of the Company or any Subsidiary in any manner material to the Company or such Subsidiary and (viii) encumbrances and restrictions under agreements in effect on the Issue Date, including the Bank Credit Agreement, and encumbrances and restrictions in permitted refinancings or replacements of Indebtedness evidenced by the agreements referred to in this foregoing clause (viii) which i), provided that the terms and conditions of any such encumbrances or restrictions are no not materially less favorable to the Holders of the Securities than those contained in under or pursuant to the Indebtedness agreement so refinanced extended, renewed or replaced.