Common use of Limitation on Restrictions on Subsidiary Distributions Clause in Contracts

Limitation on Restrictions on Subsidiary Distributions. The Company will not, and will not permit any Subsidiary to, enter into or suffer to exist or become effective any consensual encumbrance or restriction on the ability of any Subsidiary of the Company to (i) pay dividends or make any other distributions in respect of any Capital Stock of such Subsidiary held by, or pay any Indebtedness owed to, the Company or any other Subsidiary of the Company, (ii) make loans or advances to the Company or any other Subsidiary of the Company or (iii) transfer any of its assets to the Company or any other Subsidiary of the Company, except for such encumbrances or restrictions existing under or by reason of (a) any restrictions existing under the Loan Documents, (b) any restrictions with respect to a Subsidiary imposed pursuant to an agreement which has been entered into in connection with the disposition of all or substantially all of the Capital Stock or assets of such Subsidiary, (c) any restrictions with respect to assets encumbered by a Lien permitted by Section 6.12 so long as such restriction applies only to the assets encumbered by such permitted Lien, and (d) to the extent required by the minority shareholders thereof, any restriction with respect to a Foreign Subsidiary of which less than 90% of the Voting Stock is owned by the Company or any of its Subsidiaries and (e) such restrictions with respect to a Securitization Entity required in connection with Permitted Securitization Transactions.

Limitation on Restrictions on Subsidiary Distributions. The Company will not, and will not permit any Subsidiary to, enter into or suffer to exist or become effective any consensual encumbrance or restriction on the ability of any Subsidiary of the Company to (ia) pay dividends or make any other distributions in respect of any Capital Stock of such Subsidiary held by, or pay any Indebtedness owed to, the Company or any other Subsidiary of the Company, (iib) make loans or advances to the Company or any other Subsidiary of the Company or (iiic) transfer any of its assets to the Company or any other Subsidiary of the Company, except for such encumbrances or restrictions existing under or by reason of (ai) any restrictions existing under the Loan Documents, (bii) any restrictions with respect to a Subsidiary imposed pursuant to an agreement which has been entered into in connection with the disposition Disposition of all or substantially all of the Capital Stock or assets of such Subsidiary, (ciii) any restrictions with respect to assets encumbered by a Lien permitted by Section 6.12 7.04 so long as such restriction applies only to the assets asset encumbered by such permitted Lien, and (div) to the extent required by the minority shareholders thereof, any restriction with respect to a Foreign Subsidiary of which less than 90% of the Voting Stock is owned by the Company or any of its Subsidiaries and (e) such restrictions with respect to T & N plc and its Subsidiaries, or any of the entities acquired in the Xxxxxx Automotive Acquisition, existing on the date of consummation of the Company's acquisition thereof and (v) any restrictions in respect of Subsidiaries which must be disposed of after the Company's acquisition of T & N plc agreed to between the Company and a Securitization Entity required in connection with Permitted Securitization TransactionsGovernmental Authority having jurisdiction over antitrust or competition issues as a condition to such Governmental Authority's approval of such acquisition.

Limitation on Restrictions on Subsidiary Distributions. The Company will not, and will not permit any Significant Subsidiary to, enter into or suffer to exist or become effective any consensual encumbrance or restriction on the ability of any Significant Subsidiary of the Company to (ia) pay dividends or make any other distributions in respect of any Capital Stock of such Significant Subsidiary held by, or pay any Indebtedness owed to, the Company or any other Subsidiary of the Company, (iib) make loans or advances to the Company or any other Subsidiary of the Company or (iiic) transfer any of its assets to the Company or any other Subsidiary of the Company, except for such encumbrances or restrictions existing under or by reason of (ai) any restrictions existing under the Loan Documents, (bii) any restrictions with respect to a Subsidiary imposed pursuant to an agreement which has been entered into in connection with the disposition Disposition of all or substantially all of the Capital Stock or assets of such Subsidiary, (ciii) any restrictions with respect to assets encumbered by a Lien permitted by Section 6.12 9.04 so long as such restriction applies only to the assets asset encumbered by such permitted Lien, and (div) to the extent required by the minority shareholders thereof, any restriction with respect to a Foreign Subsidiary of which less than 90% of the Voting Stock is owned by the Company or any of its Subsidiaries and (e) such restrictions with respect to T & N plc and its Subsidiaries, or any of the entities acquired in the Xxxxxx Automotive Acquisition, existing on the date of consummation of the Company's acquisition thereof, (v) any restrictions in respect of Subsidiaries which must be disposed of after the Company's acquisition of T & N plc agreed to between the Company and a Securitization Entity required Governmental Authority having jurisdiction over antitrust or competition issues as a condition to such Governmental Authority's approval of such acquisition, (vi) any restrictions contained in connection with any Permitted Securitization TransactionsAcquisition Debt and (vii) any restrictions contained in Indebtedness permitted to be incurred under Section 9.05(h).

Limitation on Restrictions on Subsidiary Distributions. The Company will not, and will not permit any Significant Subsidiary to, enter into or suffer to exist or become effective any consensual encumbrance or restriction on the ability of any Significant Subsidiary of the Company to (ia) pay dividends or make any other distributions in respect of any Capital Stock of such Significant Subsidiary held by, or pay any Indebtedness owed to, the Company or any other Subsidiary of the Company, (iib) make loans or advances to the Company or any other Subsidiary of the Company or (iiic) transfer any of its assets to the Company or any other Subsidiary of the Company, except for such encumbrances or restrictions existing under or by reason of (ai) any restrictions existing under the Loan Documents, (bii) any restrictions with respect to a Subsidiary imposed pursuant to an agreement which has been entered into in connection with the disposition Disposition of all or substantially all of the Capital Stock or assets of such Subsidiary, (ciii) any restrictions with respect to assets encumbered by a Lien permitted by Section 6.12 11.4 so long as such restriction applies only to the assets asset encumbered by such permitted Lien, and (div) to the extent required by the minority shareholders thereof, any restriction with respect to a Foreign Subsidiary of which less than 90% of the Voting Stock is owned by the Company or any of its Subsidiaries and (e) such restrictions with respect to a Securitization Entity required T & N and its Subsidiaries, or any of the entities acquired in the Xxxxxx Automotive Acquisition, existing on the date of consummation of the Company's acquisition thereof and (v) any restrictions relating to Foreign Subsidiaries imposed in connection with Permitted Securitization Transactionsthe Foreign Credit Facilities and the Additional Foreign Credit Facilities.