Common use of Negative Pledge Agreements; Dividend Restrictions Clause in Contracts

Negative Pledge Agreements; Dividend Restrictions. The Borrower will not, nor will it permit any other Credit Party to, create, incur, assume or suffer to exist any contract, agreement or understanding (other than restrictions or conditions imposed by law, this Agreement, the Security Instruments, agreements with respect to Purchase Money Indebtedness or Capital Leases secured by Liens permitted by Section 9.03(c), but then only with respect to the Property that is the subject of such Capital Lease or Purchase Money Indebtedness, Liens permitted under Section 9.03(f) but then only with respect to the assets subject of such Lien, Liens securing Permitted Additional Debt under Section 9.03(h), and documents creating Liens which are described in clause (d), (f), (h) or (i) of the definition of “Excepted Liens”, but then only with respect to the Property that is the subject of the applicable lease, document or license described in such clause (d), (f), (h) or (i)) that in any way prohibits or restricts the granting, conveying, creation or imposition of any Lien on any of its Property in favor of the Administrative Agent for the benefit of the Secured Parties, or restricts any Credit Party from paying dividends or making any other distributions in respect of its Equity Interests to any Credit Party.

Appears in 3 contracts

Samples: Credit Agreement (Civitas Resources, Inc.), Credit Agreement (Civitas Resources, Inc.), Credit Agreement (Bonanza Creek Energy, Inc.)

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Negative Pledge Agreements; Dividend Restrictions. The Borrower will not, nor will it permit any other Credit Party to, create, incur, assume or suffer to exist any contract, agreement or understanding (other than restrictions or conditions imposed by law, this Agreement, the Security Instruments, agreements with respect to Purchase Money Indebtedness or Capital Leases secured by Liens permitted by Section 9.03(c), but then only with respect to the Property that is the subject of such Capital Lease or Purchase Money Indebtedness, Liens permitted under Section 9.03(f) but then only with respect to the assets subject of such Lien, Liens securing Permitted Additional Debt under Section 9.03(h), and documents creating Liens which are described in clause (d), (f), (h) or (i) of the definition of “Excepted Liens”, but then only with respect to the Property that is the subject of the applicable lease, document or license described in such clause (d), (f), (h) or (i)) that in any way prohibits or restricts the granting, conveying, creation or imposition of any Lien on any of its Property in favor of the Administrative Agent for the benefit of the Secured Parties, or restricts any Credit Party from paying dividends or making any other distributions in respect of its Equity Interests to any Credit Party.. Section 9.14

Appears in 1 contract

Samples: Credit Agreement (Civitas Resources, Inc.)

Negative Pledge Agreements; Dividend Restrictions. The Borrower will not, nor will it permit any other Credit Party to, create, incur, assume or suffer to exist any contract, agreement or understanding (other than restrictions or conditions imposed by (a) law, (b) this Agreement, Agreement and the Security Instruments, (c) any Permitted Pari Term Loan Debt Documents, (d) agreements with respect to Purchase Money Indebtedness or Capital Leases secured by Liens permitted by Section 9.03(c), but then only with respect to the Property that is the subject of such Capital Lease or Purchase Money Indebtedness, Liens permitted under Section 9.03(fand (e) but then only with respect to the assets subject of such Lien, Liens securing Permitted Additional Debt under Section 9.03(h), and documents creating Liens which are described in clause (d), (f), (h) or (i) of the definition of “Excepted Liens”, but then only with respect to the Property that is the subject of the applicable lease, document or license described in such clause (d), (f), (h) or (i)) that in any way prohibits or restricts the granting, conveying, creation or imposition of any Lien on any of its Property in favor of the Administrative Agent for the benefit of the Secured Parties, or restricts any Credit Party from paying dividends or making any other distributions in respect of its Equity Interests to any Credit Party.

Appears in 1 contract

Samples: Credit Agreement (PDC Energy, Inc.)

Negative Pledge Agreements; Dividend Restrictions. The Borrower will not, nor and will it not permit any other Credit Loan Party to, create, incur, assume or suffer to exist any contract, agreement or understanding (other than restrictions or conditions imposed by law(a) the Loan Documents, this Agreement, the Security Instruments, agreements with respect to Purchase Money Indebtedness or (b) Capital Leases secured by 106 creating Liens permitted by Section 9.03(c), but then only with respect to the Property that is the subject of such Capital Lease Lease, (c) documents evidencing or securing Purchase Money Indebtedness, Indebtedness creating Liens permitted under by Section 9.03(f) 9.03(c), but then only with respect to the assets Property that is the subject of such Lien, Liens securing Permitted Additional Debt under Section 9.03(h)Purchase Money Indebtedness, and (d) documents creating Liens which are described in clause (de), (f), (hg) or (ih) of the definition of the term “Excepted Liens”, but then only with respect to the Property that is the subject of the applicable lease, document or license described in such clause (de), (f), (hg) or (ih)) that in any way prohibits or restricts the granting, conveying, creation or imposition of any Lien on any of its Property in favor of the Administrative Agent for the benefit of the Secured PartiesLenders, or that requires the consent or authorization of Persons other than any Loan Party in connection therewith, or that restricts any Credit Party Subsidiary from paying dividends or making distributions to the relevant Loan Party, or that requires the consent or authorization of Persons other than any other distributions Loan Party in respect of its Equity Interests to any Credit Partyconnection therewith.

Appears in 1 contract

Samples: MLP Credit Agreement

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Negative Pledge Agreements; Dividend Restrictions. The Borrower will not, nor and will it not permit any other Credit Loan Party to, create, incur, assume or suffer to exist any contract, agreement or understanding (other than restrictions or conditions imposed by law(a) the Loan Documents, this Agreement, the Security Instruments, agreements with respect to Purchase Money Indebtedness or (b) Capital Leases secured by creating Liens permitted by Section 9.03(c), but then only with respect to the Property that is the subject of such Capital Lease Lease, (c) documents evidencing or securing Purchase Money Indebtedness, Indebtedness creating Liens permitted under by Section 9.03(f) 9.03(c), but then only with respect to the assets Property that is the subject of such Lien, Liens securing Permitted Additional Debt under Section 9.03(h)Purchase Money Indebtedness, and (d) documents creating Liens which are described in clause (de), (f), (hg) or (ih) of the definition of the term “Excepted Liens”, but then only with respect to the Property that is the subject of the applicable lease, document or license described in such clause (de), (f), (hg) or (ih)) that in any way prohibits or restricts the granting, conveying, creation or imposition of any Lien on any of its Property in favor of the Administrative Agent for the benefit of the Secured PartiesLenders, or that requires the consent or authorization of Persons other than any Loan Party in connection therewith, or that restricts any Credit Party Subsidiary from paying dividends or making distributions to the relevant Loan Party, or that requires the consent or authorization of Persons other than any other distributions Loan Party in respect of its Equity Interests to any Credit Partyconnection therewith.

Appears in 1 contract

Samples: MLP Credit Agreement (PennTex Midstream Partners, LP)

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