Common use of Limitations on Restricted Actions Clause in Contracts

Limitations on Restricted Actions. Enter into or create or otherwise cause to exist (other than by Law) or become effective any agreement or arrangement that: (a) limits the ability (i) of any Consolidated Party to make Restricted Payments to any Loan Party, (ii) of the Borrower or any of its Subsidiaries to act as a guarantor and pledge its assets pursuant to the Loan Documents or (iii) of any Consolidated Party to create, incur, assume or suffer to exist Liens on property of such Person; provided, however, that this clause (iii) shall not prohibit (A) any negative pledge incurred or provided in favor of any holder of Liens permitted under Section 7.01 (but such negative pledge must be limited to the asset that is the subject of such Permitted Lien) and in favor of any holder of Indebtedness permitted under Section 7.03(g) solely to the extent any such negative pledge relates to the property financed by or the subject of such Indebtedness, (B) restrictions incurred or assumed in connection with the Acquisition of a Foreign Subsidiary, or (C) customary non-assignment provisions in licenses, sublicenses, leases and subleases entered into in the ordinary course of business and consistent with past practices; or (b) requires the grant of a Lien to secure an obligation of such Person if a Lien is granted to secure another obligation of such Person.

Appears in 3 contracts

Samples: Credit Agreement (Integra Lifesciences Holdings Corp), Credit Agreement (Integra Lifesciences Holdings Corp), Credit Agreement (Integra Lifesciences Holdings Corp)

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Limitations on Restricted Actions. Enter into or create or otherwise cause to exist (other than by Law) or become effective any agreement or arrangement that: (a) limits the ability (i) of any Consolidated Party Subsidiary of the Borrower to make Restricted Payments to any Loan Party, (ii) of the Borrower or any of its Subsidiaries to act as a guarantor and pledge its assets pursuant to the Loan Documents or (iii) of any Consolidated Loan Party to create, incur, assume or suffer to exist Liens on property of such Person; provided, however, that this clause (iii) shall not prohibit (A) any negative pledge incurred or provided in favor of any holder of Liens permitted under Section 7.01 (but such negative pledge must be limited to the asset that is the subject of such Permitted Lien) and in favor of any holder of Indebtedness permitted under Section 7.03(g) solely to the extent any such negative pledge relates to the property financed by or the subject of such Indebtedness, (B) restrictions incurred or assumed in connection with the Acquisition of a Foreign Subsidiary, or (C) customary non-assignment provisions in licenses, sublicenses, leases and subleases entered into in the ordinary course of business and consistent with past practices; or (b) requires the grant of a Lien to secure an obligation of such Person if a Lien is granted to secure another obligation of such Person.

Appears in 3 contracts

Samples: Credit Agreement (Integra Lifesciences Holdings Corp), Credit Agreement (Integra Lifesciences Holdings Corp), Credit Agreement (Integra Lifesciences Holdings Corp)

Limitations on Restricted Actions. Enter It shall not and shall not permit any of its Subsidiaries to, directly or indirectly enter into or create or otherwise cause to exist (other than by Law) or become effective any agreement or arrangement other than the Loan Documents that: (a) limits the ability (i) of any Consolidated Credit Party to make Restricted Payments to any Loan Partyother Credit Party or any Domestic Subsidiary of a Credit Party except as provided in Section 8.14, (ii) of the Borrower or any of its Subsidiaries Credit Party to act as a guarantor and pledge its assets pursuant to the Loan Documents Documents; or (iii) of any Consolidated Credit Party to create, incur, assume or suffer to exist Liens in favor of the Secured Parties on property of such Person; provided, however, that this clause (iii) shall not prohibit (A) any negative pledge incurred customary provisions restricting subletting or provided in favor assignment of any holder Lease governing any Leasehold Property of Liens permitted under Section 7.01 (but such negative pledge must be limited to the asset that is the subject Company or any of such Permitted Lien) and in favor of any holder of Indebtedness permitted under Section 7.03(g) solely to the extent any such negative pledge relates to the property financed by or the subject of such Indebtednessits Subsidiaries, (B) restrictions incurred customary provisions restricting assignment of any licensing agreement (in which the Company or assumed in connection with any of its Subsidiaries is the Acquisition of a Foreign Subsidiary, licensee) or (C) customary non-assignment provisions in licenses, sublicenses, leases and subleases other contract entered into by the Company or any of its Subsidiaries in the ordinary course of business and consistent with past practices(C) any Operating Lease or Capitalized Lease, insofar as the provisions thereof limit grants of a security interest in, or other assignments of, the related Leasehold Property to any other Person; or (b) requires the grant of a Lien to secure an obligation of such Person if a Lien is granted to secure another obligation of such Person.

Appears in 2 contracts

Samples: Credit Agreement (Global Power Equipment Group Inc/), Credit Agreement (Global Power Equipment Group Inc/)

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Limitations on Restricted Actions. Enter into or create or otherwise cause to exist (other than by Law) or become effective any agreement or arrangement that: (a) that limits the ability (i) of any Consolidated Party Subsidiary of the Borrower to make Restricted Payments to any Loan Party, (ii) of the Borrower or any of its Subsidiaries to act as a guarantor and pledge its assets pursuant to the Loan Documents or (iii) of any Consolidated Loan Party to create, incur, assume or suffer to exist Liens on property of such Person; provided, however, that this clause (iii) shall not prohibit (A) any negative pledge incurred or provided in favor of any holder of Liens permitted under Section 7.01 (but such negative pledge must be limited to the asset that is the subject of such Permitted Lien) and in favor of any holder of Indebtedness permitted under Section 7.03(g) solely to the extent any such negative pledge relates to the property financed by or the subject of such Indebtedness, (B) restrictions incurred or assumed in connection with the Acquisition of a Foreign Subsidiary, or (C) customary non-assignment provisions in licenses, sublicenses, leases and subleases entered into in the ordinary course of business and consistent with past practices; practices or (bD) requires restrictions not more restrictive on the grant Borrower or any Subsidiary than the terms of a Lien this Agreement; provided, this Section 7.10 shall not prohibit any restrictions contained in any Permitted Receivables Document with respect to secure an obligation of such Person if a Lien is granted to secure another obligation of such Personany Special Purpose Receivables Subsidiary.

Appears in 1 contract

Samples: Credit Agreement (Integra Lifesciences Holdings Corp)

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