Common use of Limitation on Guarantees by Restricted Subsidiaries Clause in Contracts

Limitation on Guarantees by Restricted Subsidiaries. (a) From and after the Issue Date, the Company will not permit any Wholly Owned Domestic Restricted Subsidiary (other than the Issuer, a Guarantor or an Immaterial Subsidiary) to, directly or indirectly, by way of the pledge of any intercompany note or otherwise, to assume, guarantee or in any other manner become liable with respect to any Indebtedness of the Company or the Issuer, other than: (A) Indebtedness incurred in reliance on and in compliance with the first paragraph of Section 4.04; (B) Indebtedness incurred in reliance on clause (12) (to the extent the Indebtedness being refinanced, modified, replaced, renewed, restated, refunded, deferred, extended, substituted, supplemented, reissued or resold was permitted to be guaranteed by Restricted Subsidiaries that are not Guarantors) of the definition of “Permitted Indebtedness”; (C) Hedge Agreements in reliance on clause (4) of the definition of “Permitted Indebtedness”; or (D) additional Indebtedness incurred in reliance on clause (13) or (14) of the definition of “Permitted Indebtedness”, unless, in any such case (except as otherwise provided in Section 10.17)

Appears in 8 contracts

Samples: Indenture (Scientific Games Corp), Indenture (Scientific Games Corp), Indenture (Scientific Games Corp)

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Limitation on Guarantees by Restricted Subsidiaries. (a) From and after the Issue Date, the Company will not permit any Wholly Owned Domestic Restricted Subsidiary (other than the Issuer, a Guarantor or an Immaterial Subsidiary) to, directly or indirectly, by way of the pledge of any intercompany note or otherwise, to assume, guarantee or in any other manner become liable with respect to any Indebtedness of the Company or the Issuer, other than: (A) Indebtedness incurred in reliance on and in compliance with the first paragraph of Section 4.04;4.04; (B) Indebtedness incurred in reliance on clause (12) (to the extent the Indebtedness being refinanced, modified, replaced, renewed, restated, refunded, deferred, extended, substituted, supplemented, reissued or resold was permitted to be guaranteed by Restricted Subsidiaries that are not Guarantors) of the definition of “Permitted Indebtedness”;Indebtedness”; (C) Hedge Agreements in reliance on clause (4) of the definition of “Permitted Indebtedness”; Indebtedness”; or (D) additional Indebtedness incurred in reliance on clause (13) or (14) of the definition of “Permitted Indebtedness”, unless, in any such case (except as otherwise provided in Section 10.17)

Appears in 2 contracts

Samples: Indenture, Indenture

Limitation on Guarantees by Restricted Subsidiaries. (a) From and after the Issue Effective Date, the Company Issuer will not permit any Wholly Owned Domestic Restricted Subsidiary (other than the Issuer, a Subsidiary Guarantor or an Immaterial Subsidiary) to, directly or indirectly, by way of the pledge of any intercompany note or otherwise, to assume, guarantee or in any other manner become liable with respect to any Indebtedness of the Company or the Issuer, other than: (A) Indebtedness incurred in reliance on and in compliance with the first paragraph of Section 4.044.04(a); (B) Indebtedness incurred in reliance on clause (12) (to the extent the Indebtedness being refinanced, modified, replaced, renewed, restated, refunded, deferred, extended, substituted, supplemented, reissued or resold was permitted to be guaranteed by Restricted Subsidiaries that are not Subsidiary Guarantors) of the definition of Permitted Indebtedness; (C) Hedge Agreements in reliance on clause (4) of the definition of Permitted Indebtedness; or (D) additional Indebtedness incurred in reliance on clause (13) or (14) of the definition of Permitted Indebtedness, unless, in any such case (except as otherwise provided in Section 10.17)

Appears in 1 contract

Samples: Indenture (Revlon Inc /De/)

Limitation on Guarantees by Restricted Subsidiaries. (a) From and after the Issue Date, the Company will not permit any Wholly Owned Domestic Restricted Subsidiary (other than the Issuer, a Guarantor or an Immaterial Subsidiary) to, directly or indirectly, by way of the pledge of any intercompany note or otherwise, to assume, guarantee or in any other manner become liable with respect to any Indebtedness of the Company or the Issuer, other than: (A) Indebtedness incurred in reliance on and in compliance with the first paragraph of Section 4.04; (B) Indebtedness incurred in reliance on clause (12) (to the extent the Indebtedness being refinanced, modified, replaced, renewed, restated, refunded, deferred, extended, substituted, supplemented, reissued or resold was permitted to be guaranteed by Restricted Subsidiaries that are not Guarantors) of the definition of Permitted Indebtedness; (C) Hedge Agreements in reliance on clause (4) of the definition of Permitted Indebtedness; or (D) additional Indebtedness incurred in reliance on clause (13) or (14) of the definition of Permitted Indebtedness, unless, in any such case (except as otherwise provided in Section 10.17)

Appears in 1 contract

Samples: Indenture (Scientific Games Corp)

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Limitation on Guarantees by Restricted Subsidiaries. (a) From and after the Issue Date, the The Company will not permit any Wholly Owned Domestic Restricted Subsidiary or any non-Wholly Owned Domestic Restricted Subsidiary that guarantees capital markets debt securities (other than the Issuer, a Guarantor or an Immaterial Subsidiary) to, directly or indirectly, by way of the pledge of any intercompany note or otherwise, to assume, guarantee or in any other manner become liable with respect to any Indebtedness of the Company or the Issuer, other than: (A) Indebtedness incurred in reliance on and in compliance with the first paragraph of Section 4.04; (B) Indebtedness incurred in reliance on clause (12) (to the extent the Indebtedness being refinanced, modified, replaced, renewed, restated, refunded, deferred, extended, substituted, supplemented, reissued or resold was permitted to be guaranteed by Restricted Subsidiaries that are not Guarantors) of the definition of Permitted Indebtedness; (C) Hedge Agreements in reliance on clause (4) of the definition of Permitted Indebtedness; or (D) additional Indebtedness incurred in reliance on clause (13) or (14) of the definition of Permitted Indebtedness, unless, in any such case (except as otherwise provided in Section 10.1711.17)

Appears in 1 contract

Samples: Indenture (Scientific Games Corp)

Limitation on Guarantees by Restricted Subsidiaries. (a) From and after the Issue Date, the Company will not permit any Wholly Owned Domestic Restricted Subsidiary (other than the Issuer, a Guarantor or an Immaterial Subsidiary) to, directly or indirectly, by way of the pledge of any intercompany note or otherwise, to assume, guarantee or in any other manner become liable with respect to any Indebtedness of the Company or the Issuer, other than: (A) Indebtedness incurred in reliance on and in compliance with the first paragraph of Section 4.04; (B) Indebtedness incurred in reliance on clause (12) (to the extent the Indebtedness being refinanced, modified, replaced, renewed, restated, refunded, deferred, extended, substituted, supplemented, reissued or resold was permitted to be guaranteed by Restricted Subsidiaries that are not Guarantors) of the definition of “Permitted Indebtedness”; (C) Hedge Agreements in reliance on clause (4) of the definition of “Permitted Indebtedness”; or (D) additional Indebtedness incurred in reliance on clause (13) or (14) of the definition of “Permitted Indebtedness”, ,” unless, in any such case (except as otherwise provided in Section 10.17)

Appears in 1 contract

Samples: Indenture (Light & Wonder, Inc.)

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