Limitations on Negative Pledge Clauses Sample Clauses
A Limitations on Negative Pledge Clauses provision restricts the scope or effect of negative pledge clauses within a contract. Typically, this clause clarifies that certain types of security interests or liens—such as those arising by operation of law or in connection with specific permitted transactions—are not prohibited by the negative pledge. For example, it may allow a borrower to grant security interests in assets under defined circumstances without breaching the negative pledge. The core function of this clause is to provide flexibility for the contracting party, ensuring that the negative pledge does not unduly restrict ordinary business activities or necessary financing arrangements.
Limitations on Negative Pledge Clauses. The Parent Borrower will not, and will not permit any Material Restricted Subsidiary to, enter into with any Person any agreement which prohibits or limits the ability of the Parent Borrower or any of its Restricted Subsidiaries that are Loan Parties to create, incur, assume or suffer to exist any Lien in favor of the Lenders in respect of obligations and liabilities under this Agreement or any other Loan Documents upon any of its property, assets or revenues, whether now owned or hereafter acquired, other than:
(a) pursuant to any agreement or instrument in effect at or entered into on the Closing Date, this Agreement, the other Loan Documents and any related documents, and, on and after the execution and delivery thereof, any applicable Intercreditor Agreement;
(b) pursuant to any agreement governing or relating to Indebtedness and/or other obligations and liabilities, in each case secured by a Lien permitted by subsection 8.2 (in which case any restriction shall only be effective against the assets subject to such Lien, except as may otherwise be permitted under this subsection 8.8);
(c) pursuant to any agreement or instrument of a Person, or relating to Indebtedness (including any Guarantee Obligation in respect thereto) or Capital Stock of a Person, which Person is acquired by or merged or consolidated or amalgamated with or into the Parent Borrower or any Restricted Subsidiary, or which agreement or instrument is assumed by the Parent Borrower, or any Restricted Subsidiary in connection with an acquisition from such Person or any other transaction entered into in connection with any such acquisition, merger, consolidation or amalgamation, as in effect at the time of such acquisition, merger, consolidation, amalgamation or transaction (except to the extent that such Indebtedness was incurred to finance, or otherwise in connection with, such acquisition, merger, consolidation, amalgamation or transaction), provided that for purposes of this subsection 8.8(c), if a Person other than a Borrower is the Successor Company with respect thereto, any Subsidiary thereof or agreement or instrument of such Person or any such Subsidiary shall be deemed acquired or assumed, as the case may be, by the Parent Borrower or a Restricted Subsidiary, as the case may be, when such Person becomes such Successor Company;
(d) pursuant to any agreement or instrument (a “Refinancing Agreement”) effecting a refinancing of Indebtedness incurred or outstanding pursuant or relating...
Limitations on Negative Pledge Clauses. The Borrower shall not enter into with any Person any agreement, other than this Loan Agreement, which prohibits or limits the ability of the Borrower to create, incur, assume or suffer to exist any Lien upon any of its property, assets or revenues, whether now owned or hereafter acquired.
Limitations on Negative Pledge Clauses. Enter into or cause or permit to exist or become effective any Instrument which prohibits or limits the ability of the Borrower or of any of its Subsidiaries to create, incur, assume or permit to exist any Liens in favor of the Administrative Agent or the Collateral Agent in connection with this Agreement or the Collateral Documents upon any of its Property or revenues, whether now owned or from time to time hereafter created, arising or acquired, EXCEPT for (a) this Agreement and the other Loan Documents, and (b) any agreements governing any Purchase Money Liens (as defined in the definition of the term "PERMITTED LIENS") or Capital Lease Obligations otherwise permitted hereby (in which case, any such prohibition or limitation shall only be permitted hereunder to the extent it affects the Property financed thereby).
Limitations on Negative Pledge Clauses. Enter into any agreement with any Person other than the Bank which prohibits or limits its ability to create or permit to exist any Lien on any of its Property, whether now owned or hereafter acquired.
Limitations on Negative Pledge Clauses. Debtor shall not enter into any agreement, document or instrument which would restrict or prevent Debtor from granting to Lender liens upon, security interests in and pledges of their respective assets which are senior in priority to all other Liens, except for Permitted Liens and any other agreements, documents or instruments pursuant to which Liens not prohibited by the terms of this Agreement are created, entered into, or allowed to exist.
Limitations on Negative Pledge Clauses. Enter into or cause or permit to exist or become effective any Instrument which prohibits or limits the ability of the Parent Company or the Borrower or of any of their Subsidiaries to create, incur, assume or permit to exist any Liens in favor of the Administrative Agent or the Collateral Agent in connection with this Agreement or the Collateral Documents upon any of its Property or revenues, whether now owned or from time to time hereafter created, arising or acquired, EXCEPT for (a) this Agreement and the other Loan Documents, and (b) any agreements governing any Purchase Money Liens (as defined in SECTION 9.3(c) or Capital Lease Obligations otherwise permitted hereby (in which case, any such prohibition or limitation shall only be permitted hereunder to the extent it affects the Property financed thereby).