Limitation on Restrictions on Subsidiary Distributions, etc. Enter into or suffer to exist or become effective any consensual encumbrance or restriction on the ability of Holdings or any of its Restricted Subsidiaries (or, in the case of clause (a) only, any Subsidiary of either of the Borrowers) to (a) make Restricted Payments in respect of any Capital Stock of such Subsidiary held by, or pay or subordinate any Indebtedness owed to, Holdings or any other Restricted Subsidiary, (b) make Investments in Holdings or any other Restricted Subsidiary or (c) transfer any of its assets to Holdings or any other Restricted Subsidiary, in each case, except for such encumbrances or restrictions existing under or by reason of (A) any restrictions existing under the Loan Documents, (B) any restrictions under the Senior Subordinated Note Indenture, (C) any restrictions under Acquired Indebtedness permitted under Section 7.2(d)(ii) and (D) any restrictions with respect to a Restricted Subsidiary imposed pursuant to an agreement that has been entered into in connection with the Disposition of all or substantially all of the Capital Stock or assets of such Restricted Subsidiary.
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Limitation on Restrictions on Subsidiary Distributions, etc. Enter into or suffer to exist or become effective any consensual encumbrance or restriction on the ability of Holdings either of the Borrowers or any of its their respective Restricted Subsidiaries (or, in the case of clause (a) only, any Subsidiary of either of the Borrowers) to (a) make Restricted Payments in respect of any Capital Stock of such Subsidiary held by, or pay or subordinate any Indebtedness owed to, Holdings either of the Borrowers or any other Restricted Subsidiary, (b) make Investments in Holdings either of the Borrowers or any other Restricted Subsidiary or (c) transfer any of its assets to Holdings either of the Borrowers or any other Restricted Subsidiary, in each case, except for such encumbrances or restrictions existing under or by reason of (Ai) any restrictions existing under the Loan Documents, (Bii) any restrictions under the Senior Subordinated Note Indenture, (C) any restrictions under Acquired Indebtedness permitted under Section 7.2(d)(ii) and (Diii) any restrictions with respect to a Restricted Subsidiary imposed pursuant to an agreement that has been entered into in connection with the Disposition of all or substantially all of the Capital Stock or assets of such Restricted Subsidiary.
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Limitation on Restrictions on Subsidiary Distributions, etc. Enter into or suffer to exist or become effective any consensual encumbrance or restriction on the ability of Holdings the Borrower or any of its Restricted Subsidiaries (or, in the case of clause (a) only, any Subsidiary of either of the Borrowers) to (a) make Restricted Payments in respect of any Capital Stock of such Subsidiary held by, or pay or subordinate any Indebtedness owed to, Holdings the Borrower or any other Restricted Subsidiary, (b) make Investments in Holdings the Borrower or any other Restricted Subsidiary or (c) transfer any of its assets to Holdings the Borrower or any other Restricted Subsidiary, in each case, except for such encumbrances or restrictions existing under or by reason of (Ai) any restrictions existing under the Loan Documents, (Bii) any restrictions under the Senior Subordinated Note IndentureMaterial Debt Instruments, (C) any restrictions under Acquired Indebtedness permitted under Section 7.2(d)(ii) and (Diii) any restrictions with respect to a Restricted Subsidiary imposed pursuant to an agreement that has been entered into in connection with the Disposition of all or substantially all of the Capital Stock or assets of such Restricted Subsidiary.
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Limitation on Restrictions on Subsidiary Distributions, etc. Enter into or suffer to exist or become effective any consensual encumbrance or restriction on the ability of Holdings Holdings, the Borrower or any of its Restricted Subsidiaries (or, in the case of clause (a) only, any Subsidiary of either of the BorrowersBorrower) to (a) make Restricted Payments in respect of any Capital Stock of such Subsidiary held by, or pay or subordinate any Indebtedness owed to, Holdings Holdings, the Borrower or any other Restricted Subsidiary, (b) make Investments in Holdings Holdings, the Borrower or any other Restricted Subsidiary or (c) transfer any of its assets to Holdings Holdings, the Borrower or any other Restricted Subsidiary, in each case, except for such encumbrances or restrictions existing under or by reason of (Ai) any restrictions existing under the Loan Documents, (Bii) any restrictions under Section 10.3 of the Senior Borrower Subordinated Note IndenturePurchase Agreement and Section 10.3 of the Holdings Senior Unsecured Note Purchase Agreement, (C) any restrictions under Acquired Indebtedness permitted under Section 7.2(d)(ii) each as in effect on the date hereof and (Diii) any restrictions with respect to a Restricted Subsidiary imposed pursuant to an agreement that has been entered into in connection with the Disposition of all or substantially all of the Capital Stock or assets of such Restricted SubsidiarySubsidiary to the extent not otherwise prohibited.
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Samples: Credit Agreement (Buffets Inc)
Limitation on Restrictions on Subsidiary Distributions, etc. Enter into or suffer to exist or become effective any consensual encumbrance or restriction on the ability of Holdings or any of its Restricted Subsidiaries (or, in the case of clause (a) only, any Subsidiary of either of the Borrowers) to (a) make Restricted Payments in respect of any Capital Stock of such Subsidiary held by, or pay or subordinate any Indebtedness owed to, Holdings or any other Restricted Subsidiary, (b) make Investments in Holdings or any other Restricted Subsidiary or (c) transfer any of its assets to Holdings or any other Restricted Subsidiary, in each case, except for such encumbrances or restrictions existing under or by reason of (A) any restrictions existing under the Loan Documents, (B) any restrictions under the Senior Subordinated Note Indenture, (C) any restrictions under Acquired Indebtedness permitted under Section 7.2(d)(ii) and ), (D) any restrictions with respect to a Restricted Subsidiary imposed pursuant to an agreement that has been entered into in connection with the Disposition of all or substantially all of the Capital Stock or assets of such Restricted Subsidiary., (E) customary non-assignment provisions or other restrictions on Liens arising under leases, subleases, licenses, joint venture agreements and other contracts entered into in the ordinary course of business, and (F) exceptions set forth in the "Pledged Stock" definition contained in the Guarantee and Collateral Agreement relating to the stock of Fandango, Inc.
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