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

Negative Pledge Agreements; Dividend Restrictions. The Obligors will not, and will not permit any Subsidiary to, create, incur, assume or suffer to exist any contract, agreement or understanding (other than this Agreement, the Security Instruments or Capital Leases creating Liens permitted by Section 11.3(c)) and clause (g) of the definition of Excepted Liens) which in any way prohibits or restricts the granting, conveying, creation or imposition of any Lien on any of its Property in favor of the Purchasers or restricts any Subsidiary from paying dividends or making distributions to any Obligor or any Guarantor, or which requires the consent of or notice to other Persons in connection therewith.

Negative Pledge Agreements; Dividend Restrictions. The Obligors Borrower will not, and will not permit any Subsidiary other Loan Party to, create, incur, assume or suffer to exist any contract, agreement or understanding (other than this Agreement, the Security Instruments or and Capital Leases creating Liens permitted by Section 11.3(c9.03(c)) and clause (g) of the definition of Excepted Liens) which in any way prohibits or restricts the granting, conveying, creation or imposition of any Lien on any of its Property in favor of the Purchasers or Administrative Agent and the Secured Parties or, except for restrictions substantially no more restrictive than those in Section 9.04(a) hereof, restricts any Restricted Subsidiary from paying dividends or making distributions to any Obligor the Borrower or any Guarantor, or which which, except for dividend or distribution restrictions as aforesaid, requires the consent of or notice to other Persons in connection therewith.

Negative Pledge Agreements; Dividend Restrictions. The Obligors Borrower will not, and will not permit any Subsidiary other Loan Party to, create, incur, assume or suffer to exist any contract, agreement or understanding (other than this Agreement, the Security Instruments or Instruments, the Second Lien Debt Documents and Capital Leases creating Liens permitted by Section 11.3(c9.03(c)) and clause (g) of the definition of Excepted Liens) which in any way prohibits or restricts the granting, conveying, creation or imposition of any Lien on any of its Property in favor of the Purchasers or Administrative Agent and the Secured Parties or, except for restrictions substantially no more restrictive than those in Section 9.04(a) hereof, restricts any Restricted Subsidiary from paying dividends or making distributions to any Obligor the Borrower or any Guarantor, or which which, except for dividend or distribution restrictions as aforesaid, requires the consent of or notice to other Persons in connection therewith.

Negative Pledge Agreements; Dividend Restrictions. The Obligors Parent Guarantor will not, and will not permit any Subsidiary Credit Party to, create, incur, assume or suffer to exist any contract, agreement or understanding (other than this Agreement, the Security Instruments or Capital Leases creating Liens permitted by Section 11.3(c9.03(b), Section 9.03(d) and clause (gor Section 9.03(f) but such restriction shall apply only to the Property subject of the definition of Excepted such Liens) which in any way prohibits or restricts the granting, conveying, creation or imposition of any Lien on any of its Property in favor of the Purchasers Administrative Agent and the Lenders or restricts any Restricted Subsidiary from paying dividends or making distributions to any Obligor the Borrower or any Guarantor, or which requires the consent of or notice to other Persons in connection therewith.

Negative Pledge Agreements; Dividend Restrictions. The Obligors Borrower will not, and will not permit any Subsidiary to, create, incur, assume or suffer to exist any contract, agreement or understanding (other than this Agreement, the Security Instruments or Capital Leases creating Instruments, Liens permitted by Section 11.3(c9.03(c)) , the Intercreditor Agreement, the Senior Credit Agreement and clause (g) of the definition of Excepted LiensSecond Lien Term Loan Agreement or listed on Schedule 7.14) which in any way prohibits or restricts the granting, conveying, creation or imposition of any Lien on any of its Property in favor of the Purchasers Administrative Agent and the Lenders or restricts any Subsidiary from paying dividends or making distributions to any Obligor a Borrower or any Guarantor, or which requires the consent of or notice to other Persons in connection therewith.

Negative Pledge Agreements; Dividend Restrictions. The Obligors Borrower will not, and will not permit any Subsidiary to, create, incur, assume or suffer to exist any contract, agreement or understanding (other than this Agreement, Agreement or the Security Instruments or Capital Leases creating Liens permitted by Section 11.3(c)) and clause (g) of the definition of Excepted LiensInstruments) which in any way prohibits or restricts the granting, conveying, creation or imposition of any Lien on any of its Property in favor of the Purchasers Administrative Agent and the Lenders or restricts any Subsidiary from paying dividends or making distributions to any Obligor the Borrower or any Guarantorother Subsidiary, or which requires the consent of or notice to other Persons in connection therewith, except agreements evidencing the Indebtedness permitted under Section 9.02(c) that restrict the granting, conveying, creation or imposition of any Lien on the Property that is the subject of such Indebtedness.

Negative Pledge Agreements; Dividend Restrictions. The Obligors Borrower will not, and will not permit any Subsidiary to, create, incur, assume or suffer to exist any contract, agreement or understanding (other than this Agreement, the Security Instruments or Capital Leases creating Instruments, Liens permitted by Section 11.3(c9.03(c)) , the Intercreditor Agreement and clause (g) of the definition of Excepted LiensSenior Credit Agreement, the Third Lien Term Loan Agreement or listed on Schedule 7.14) which in any way prohibits or restricts the granting, conveying, creation or imposition of any Lien on any of its Property in favor of the Purchasers Administrative Agent and the Lenders or restricts any Subsidiary from paying dividends or making distributions to any Obligor a Borrower or any Guarantor, or which requires the consent of or notice to other Persons in connection therewith.

Negative Pledge Agreements; Dividend Restrictions. The Obligors Borrower will not, and will not permit any Subsidiary other Loan Party to, create, incur, assume or suffer to exist any contract, agreement or understanding (other than this Agreement, the Security Instruments or Instruments, Capital Leases creating Liens permitted by Section 11.3(c9.03(c) or contracts, agreements or understandings creating Liens permitted by Section 9.03(d)) and clause (g) of the definition of Excepted Liens) which in any way prohibits or restricts the granting, conveying, creation or imposition of any Lien on any of its Property in favor of the Purchasers or Administrative Agent and the Secured Parties or, except for restrictions substantially no more restrictive than those in Section 9.04(a) hereof, restricts any Restricted Subsidiary from paying dividends or making distributions to any Obligor the Borrower or any Guarantor, or which which, except for dividend or distribution restrictions as aforesaid, requires the consent of or notice to other Persons in connection therewith.

Negative Pledge Agreements; Dividend Restrictions. The Obligors Borrower will not, and will not permit any Subsidiary to, create, incur, assume or suffer to exist any contract, agreement or understanding (other than this Agreement, the Senior Revolving Credit Agreement, the Security Instruments or Capital Leases or agreements creating Liens permitted by Section 11.3(c)9.03(c) and clause (g) of the definition of Excepted LiensSection 9.03(d)) which in any way prohibits or restricts the granting, conveying, creation or imposition of any Lien on any of its Property in favor of the Purchasers Administrative Agent and the Lenders or restricts any Subsidiary from paying dividends or making distributions to any Obligor the Borrower or any Guarantor, or which requires the consent of or notice to other Persons in connection therewith.

Negative Pledge Agreements; Dividend Restrictions. The Obligors Borrower will not, and will not permit any Subsidiary other Loan Party to, create, incur, assume or suffer to exist any contract, agreement or understanding (other than this Agreement, the Security Instruments or Instruments, Capital Leases creating Liens permitted by Section 11.3(c9.03(c) or contracts, agreements or understandings creating Liens permitted by Section 9.03(d)) and clause (g) of the definition of Excepted Liens) which in any way prohibits or restricts the granting, conveying, creation or imposition of any Lien on any of its Property in favor of the Purchasers or Administrative Agent and the Secured Parties or, except for restrictions substantially no more restrictive than those in Section 9.04(a) hereof, restricts any Subsidiary from paying dividends or making distributions to any Obligor the Borrower or any Guarantor, or which which, except for dividend or distribution restrictions as aforesaid, requires the consent of or notice to other Persons in connection therewith.

Negative Pledge Agreements; Dividend Restrictions. The Obligors Borrower will not, and will not permit any Subsidiary to, create, incur, assume or suffer to exist any contract, agreement or understanding (other than this Agreement, the Second Lien Term Loan Agreement, the Security Instruments or Capital Leases or agreements creating Liens permitted by Section 11.3(c)9.03(c) and clause (g) of the definition of Excepted LiensSection 9.03(d)) which in any way prohibits or restricts the granting, conveying, creation or imposition of any Lien on any of its Property in favor of the Purchasers Administrative Agent and the Lenders or restricts any Subsidiary from paying dividends or making distributions to any Obligor the Borrower or any Guarantor, or which requires the consent of or notice to other Persons in connection therewith.

Negative Pledge Agreements; Dividend Restrictions. The Obligors Except for Independent Bank’s Credit Agreement, the Intercreditor Agreement, the “Hedge Intercreditor Agreement” (as defined in Independent Bank’s Credit Agreement) and the other Loan Documents, the Borrower will not, and will not permit any Subsidiary to, create, incur, assume or suffer to exist any contract, agreement or understanding (other than this Agreement, Agreement and the Security Instruments or Capital Leases creating Liens permitted by Section 11.3(c)) and clause (g) of the definition of Excepted LiensDocuments) which in any way prohibits or restricts the granting, conveying, creation or imposition of any Lien on any of its Property in favor of the Purchasers Administrative Agent and the Lenders or restricts any Subsidiary from paying dividends or making distributions to any Obligor or any Guarantorthe Borrower, or which requires the consent of or notice to other Persons in connection therewith.

Negative Pledge Agreements; Dividend Restrictions. The Obligors Borrower will not, and will not permit any Restricted Subsidiary to, create, incur, assume or suffer to exist any contract, agreement or understanding (other than this Agreement, the Security Instruments or Capital Leases creating the Indenture and agreements evidencing Non-Recourse Debt, but then only on the Property subject to the Liens permitted by Section 11.3(c)) and clause (g) of the definition of Excepted Lienssecuring such Debt) which in any way prohibits or restricts the granting, conveying, creation or imposition of any Lien on any of its Property in favor of the Purchasers Administrative Agent and the Lenders to secure the Indebtedness or restricts any Restricted Subsidiary from paying dividends or making distributions to any Obligor the Borrower or any Guarantor, or which requires the consent of or notice to other Persons in connection therewith.

Negative Pledge Agreements; Dividend Restrictions. The Obligors Borrower will not, and will not permit any Subsidiary other Loan Party to, create, incur, assume or suffer to exist any contract, agreement or understanding (other than this Agreement, the Security Instruments or Instruments, Capital Leases creating Liens permitted by Section 11.3(c9.03(c) or contracts, agreements or 83 understandings creating Liens permitted by Section 9.03(d)) and clause (g) of the definition of Excepted Liens) which in any way prohibits or restricts the granting, conveying, creation or imposition of any Lien on any of its Property in favor of the Purchasers or Administrative Agent and the Secured Parties or, except for restrictions substantially no more restrictive than those in Section 9.04(a) hereof, restricts any Subsidiary from paying dividends or making distributions to any Obligor the Borrower or any Guarantor, or which which, except for dividend or distribution restrictions as aforesaid, requires the consent of or notice to other Persons in connection therewith.