Common use of Negative Pledge Clauses Clause in Contracts

Negative Pledge Clauses. Except for the agreements listed or described on Schedule 6.8, enter into or suffer to exist or become effective any agreement that prohibits or limits the ability of any Group Member to create, incur, assume or suffer to exist any Lien upon any of its property or revenues, whether now owned or hereafter acquired, other than (a) this Agreement and the other Credit Documents and (b) any agreements governing any purchase money Liens or capital lease obligations otherwise permitted hereby (in which case, any prohibition or limitation shall only be effective against the assets financed thereby).

Appears in 4 contracts

Samples: Reimbursement Agreement (Agl Resources Inc), Reimbursement Agreement (Agl Resources Inc), Reimbursement Agreement (Agl Resources Inc)

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Negative Pledge Clauses. Except for the agreements listed or described on Schedule 6.8, enter Enter into or suffer to exist or become effective any agreement that prohibits or limits the ability of any Group Member to create, incur, assume or suffer to exist any Lien upon any of its property or revenues, whether now owned or hereafter acquired, other than (a) this Agreement and the other Credit Loan Documents and (b) any agreements governing any purchase money Liens or capital lease obligations Capital Lease Obligations or other secured Indebtedness otherwise permitted hereby under this Agreement (in which case, any prohibition or limitation shall only be effective against the assets financed thereby).

Appears in 4 contracts

Samples: Credit Agreement (World Wrestling Entertainmentinc), Credit Agreement (World Wrestling Entertainmentinc), Credit Agreement (World Wrestling Entertainmentinc)

Negative Pledge Clauses. Except for the agreements listed or described on Schedule 6.87.8, enter into or suffer to exist or become effective any agreement that prohibits or limits the ability of any Group Member to create, incur, assume or suffer to exist any Lien upon any of its property or revenues, whether now owned or hereafter acquired, other than (a) this Agreement and the other Credit Loan Documents and (b) any agreements governing any purchase money Liens or capital lease obligations otherwise permitted hereby (in which case, any prohibition or limitation shall only be effective against the assets financed thereby).

Appears in 4 contracts

Samples: Credit Agreement (Agl Resources Inc), Credit Agreement (Agl Resources Inc), Credit Agreement (Agl Resources Inc)

Negative Pledge Clauses. Except for the agreements listed or described on Schedule 6.8, enter Enter into or suffer to exist or become effective any agreement that prohibits or limits the ability of any Group Member to create, incur, assume or suffer to exist any Lien upon any of its property or revenues, whether now owned or hereafter acquired, acquired other than (a) this Agreement and the other Credit Loan Documents and (b) any agreements governing any purchase money Liens or capital lease obligations Capital Lease Obligations otherwise permitted hereby (in which case, any prohibition or limitation shall only be effective against the assets financed thereby).

Appears in 4 contracts

Samples: Credit Agreement (Coinstar Inc), Credit Agreement (TrueBlue, Inc.), Credit Agreement (Thompson Creek Metals CO Inc.)

Negative Pledge Clauses. Except for the agreements listed or described on Schedule 6.8, enter Enter into or suffer to exist or become effective any agreement that prohibits or limits the ability of Holdings or any Group Member Subsidiary of Holdings to create, incur, assume or suffer to exist any Lien in favor of the Co-Collateral Agents upon any of its their property or revenues, whether now owned or hereafter acquired, other than any agreement relating to any Lien not prohibited by Section 6.02(a) (a) this Agreement and the other Credit Documents and (b) any agreements governing any purchase money Liens or capital lease obligations otherwise permitted hereby (in which case, provided that any prohibition or limitation shall apply only be effective against to the assets financed therebysubject to such Lien).

Appears in 4 contracts

Samples: Credit Agreement (Sears Holdings Corp), Credit Agreement (Sears Holdings Corp), Credit Agreement (Sears Holdings Corp)

Negative Pledge Clauses. Except for the agreements listed or described on Schedule 6.8, enter Enter into or suffer to exist or become effective any agreement that prohibits or limits the ability of any Group Member to create, incur, assume or suffer to exist any Lien upon any of its property or revenues, whether now owned or hereafter acquired, other than (a) this Agreement and the other Credit Documents and Agreement, (b) any agreements governing any purchase money Liens or capital lease obligations otherwise permitted hereby (in which case, any prohibition or limitation shall only be effective against the assets financed thereby)subject thereto) and (c) any agreements listed on Schedule 6.5 and any extensions, renewals or replacements thereof having substantially similar provisions with respect thereto.

Appears in 2 contracts

Samples: Credit Agreement (Keyspan Corp), Credit Agreement (Keyspan Corp)

Negative Pledge Clauses. Except for the agreements listed or described on Schedule 6.8, enter Enter into or suffer to exist or become effective any agreement that prohibits prohibits, limits or limits imposes any condition upon the ability of the Borrowers or any Group Member Subsidiary to create, incur, assume or suffer to exist any Lien upon any of its property or revenues, whether now owned or hereafter acquired, other than (a) this Agreement and the other Credit Loan Documents and (b) any agreements governing any purchase money Liens or capital lease obligations Capital Lease Obligations otherwise permitted hereby (in which case, any prohibition or limitation shall only be effective against the assets financed thereby).

Appears in 2 contracts

Samples: Credit Agreement (Corel Corp), Credit Agreement (Corel Corp)

Negative Pledge Clauses. Except for the agreements listed or described on Schedule 6.8, enter Enter into or suffer to exist or become effective any agreement that prohibits or limits the ability of either Guarantor or any Group Member Subsidiary to create, incur, assume or suffer to exist any Lien upon any of its property Property or revenues, whether now owned or hereafter acquired, other than (a) this Agreement Limited Guaranty and the other Credit Documents and (b) any agreements governing any purchase money Liens or capital lease obligations otherwise permitted hereby (in which case, any prohibition or limitation shall only be effective against the assets financed thereby)Note Purchase Documents.

Appears in 2 contracts

Samples: Limited Guaranty (Aemetis, Inc), Limited Guaranty (Aemetis, Inc)

Negative Pledge Clauses. Except for the agreements listed or described on Schedule 6.8, enter Enter into or suffer to exist or become effective any agreement that prohibits or limits the ability of Holdings or any Group Member Subsidiary of Holdings to create, incur, assume or suffer to exist any Lien upon any of its property or revenues, whether now owned or hereafter acquired, other than (ai) this Agreement and the other Credit Loan Documents and (bii) any agreements governing any purchase money Liens or capital lease obligations otherwise permitted hereby Lien not prohibited by Section 6.02(a) (in which case, case any prohibition or limitation shall only be effective against the assets financed therebysubject to the relevant Lien).

Appears in 2 contracts

Samples: Credit Agreement (Sears Roebuck Acceptance Corp), Credit Agreement (Kmart Holding Corp)

Negative Pledge Clauses. Except for the agreements listed or described on Schedule 6.8, enter Enter into or suffer to exist or become effective any agreement that prohibits or limits the ability of such Obligor or any Group Member Subsidiary to create, incur, assume or suffer to exist any Lien upon any of its property Property or revenues, whether now owned or hereafter acquired, other than (a) this Agreement and the other Credit Documents and (b) any agreements governing any purchase money Liens or capital lease obligations otherwise permitted hereby (in which case, any prohibition or limitation shall only be effective against the assets financed thereby)Documents.

Appears in 1 contract

Samples: Credit Agreement (Aemetis, Inc)

Negative Pledge Clauses. Except for the agreements listed or described on Schedule 6.8, enter Enter into or suffer to exist or become effective any agreement that prohibits or limits the ability of any Group Member to create, incur, assume or suffer to exist any Lien upon any of its property or revenues, whether now owned or hereafter acquired, other than (a) this Agreement and the other Credit Loan Documents and or (b) any agreements governing any purchase money Liens or capital lease obligations Capital Lease Obligations otherwise permitted hereby (in which case, any prohibition or limitation shall only be effective against the assets financed thereby).

Appears in 1 contract

Samples: Credit Agreement (Chesapeake Midstream Partners, L.P.)

Negative Pledge Clauses. Except for the agreements listed or described on Schedule 6.8, enter Enter into or suffer to exist or become effective any agreement that prohibits or limits the ability of any Group Member to create, incur, assume or suffer to exist any Lien upon any of its property or revenues, whether now owned or hereafter acquired, to secure its obligations under the Loan Documents to which it is a party other than (a) this Agreement and the other Credit Documents Loan Documents; and (b) any agreements governing any purchase money Liens or capital lease obligations Capital Lease Obligations otherwise permitted hereby (in which case, any prohibition or limitation shall only be effective against the assets financed thereby).

Appears in 1 contract

Samples: Credit Agreement (International Multifoods Corp)

Negative Pledge Clauses. Except for the agreements listed or described on Schedule 6.8, enter Enter into or suffer to exist or become effective any agreement that prohibits or limits the ability of any Group Member to create, incur, assume or suffer to exist any Lien upon any of its property or revenues, whether now owned or hereafter acquired, other than (a) this Agreement and the other Credit Documents and Loan Documents, (b) any agreements governing any purchase money Liens or capital lease obligations Capital Lease Obligations otherwise permitted hereby (in which case, any prohibition or limitation shall only be effective against the assets financed thereby)) and (c) the Senior Subordinated Indenture.

Appears in 1 contract

Samples: Credit Agreement (Church & Dwight Co Inc /De/)

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Negative Pledge Clauses. Except for the agreements listed or described on Schedule 6.8, enter Enter into or suffer to exist or become effective any agreement that prohibits or limits the ability of Holdings or any Group Member Subsidiary of Holdings to create, incur, assume or suffer to exist any Lien in favor of the Collateral Agent upon any of its property or revenuesthe Collateral (as defined in the Guarantee and Collateral Agreement and other Security Documents in effect from time to time, and including assets which become Collateral pursuant to Section 6.01(n)), whether now owned or hereafter acquired, other than (a) this Agreement and the other Credit Documents and (b) any agreements governing any purchase money Liens or capital lease obligations otherwise permitted hereby (in which case, any prohibition or limitation shall only be effective against the assets financed thereby).

Appears in 1 contract

Samples: Credit Agreement (Sears Holdings Corp)

Negative Pledge Clauses. Except for the agreements listed or described on Schedule 6.8, enter Enter into or suffer to exist or become effective any agreement that prohibits or limits the ability of Holdings or any Group Member of its Subsidiaries to create, incur, assume or suffer to exist any Lien upon any of its property or revenues, whether now owned or hereafter acquired, other than (a) this Agreement and the other Credit Loan Documents and (b) any agreements governing any purchase money Liens or capital lease obligations Capital Lease Obligations otherwise permitted hereby (in which case, any prohibition or limitation shall only be effective against the assets financed thereby).

Appears in 1 contract

Samples: Credit Agreement (Rent a Center Inc De)

Negative Pledge Clauses. Except for the agreements listed or described on Schedule 6.8, enter Enter into or suffer to exist or become effective any agreement that prohibits or limits the ability of the Company or any Group Member of its Subsidiaries to create, incur, assume or suffer to exist any Lien upon any of its property or revenues, whether now owned or hereafter acquired, other than (a) this Agreement and the other Credit Documents and (b) any agreements governing any purchase money Liens or capital lease obligations otherwise permitted hereby (in which case, any prohibition or limitation shall only be effective against the assets financed thereby).Loan Documents,

Appears in 1 contract

Samples: Credit Agreement (Dii Group Inc)

Negative Pledge Clauses. Except for the agreements listed or described on Schedule 6.8, enter Enter into or suffer to exist or become effective any agreement that prohibits or limits the ability of any Group Member to create, incur, assume or suffer to exist any Lien upon any of its property or revenues, whether now owned or hereafter acquired, other than (a) this Agreement and the other Credit First Lien Loan Documents, (b) the Second Lien Loan Documents and (bc) any agreements governing any purchase money Liens or capital lease obligations Capital Lease Obligations otherwise permitted hereby (in which case, any prohibition or limitation shall only be effective against the assets financed thereby).

Appears in 1 contract

Samples: First Lien Credit Agreement (FGX International Holdings LTD)

Negative Pledge Clauses. Except for the agreements listed or described on Schedule 6.8, enter Enter into or suffer to exist or become effective any agreement that prohibits or limits the ability of any Group Member to create, incur, assume or suffer to exist any Lien upon any of its property or revenues, whether now owned or hereafter acquired, other than (a) this Agreement and the other Loan Documents, (b) the Existing Credit Documents Agreement, and (bc) any agreements governing any purchase money Liens or capital lease obligations Capital Lease Obligations otherwise permitted hereby (in which case, any prohibition or limitation shall only be effective against the assets financed thereby).

Appears in 1 contract

Samples: Term Loan Credit Agreement (Medical Properties Trust Inc)

Negative Pledge Clauses. Except for the agreements listed or described on Schedule 6.8, enter Enter into or suffer to exist or become effective any agreement that prohibits or limits the ability of the Borrower or any Group Member Subsidiary of the Borrower to create, incur, assume or suffer to exist any Lien in favor of the Agent upon any of its their property or revenues, whether now owned or hereafter acquired, other than any agreement relating to any Lien not prohibited by Section 6.02(a) (a) this Agreement and the other Credit Documents and (b) any agreements governing any purchase money Liens or capital lease obligations otherwise permitted hereby (in which case, provided that any prohibition or limitation shall apply only be effective against to the assets financed therebysubject to such Lien).

Appears in 1 contract

Samples: Credit Agreement (Sears Canada Inc.)

Negative Pledge Clauses. Except for the agreements listed or described on Schedule 6.8, enter Enter into or suffer to exist or become ----------------------- effective any agreement that prohibits or limits the ability of any Group Member to create, incur, assume or suffer to exist any Lien upon any of its property or revenues, whether now owned or hereafter acquired, other than (a) this Agreement and the other Credit Loan Documents and (b) any agreements governing any purchase money Liens or capital lease obligations Capital Lease Obligations otherwise permitted hereby (in which case, any prohibition or limitation shall only be effective against the assets financed thereby).

Appears in 1 contract

Samples: Senior Revolving Credit Agreement (Aeroflex Inc)

Negative Pledge Clauses. Except for the agreements listed or described on Schedule 6.8, enter Enter into or suffer to exist or become effective any agreement that prohibits or limits the ability of any Group Member to create, incur, assume or suffer to exist any Lien upon any of its property or revenues, whether now owned or hereafter acquired, to secure its obligations under the Loan Documents to which it is a party other than (a) this Agreement and the other Credit Loan Documents and (b) any agreements governing any purchase money Indebtedness secured by Liens or capital lease obligations otherwise permitted hereby (in which case, any prohibition or limitation shall only be effective against the assets financed therebysubject to such Lien).

Appears in 1 contract

Samples: Credit Agreement (Rem Arrowhead, Inc.)

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