Negative Pledge; Indebtedness. Each of the Parent and the Borrower shall not permit: (a) The Equity Interests of the Borrower held by the Parent to be subject to any Lien. (b) Any Person (other than the Parent or the Borrower) that directly or indirectly owns Equity Interests in any Subsidiary Guarantor to (i) incur any Indebtedness (whether Recourse Indebtedness or Non-Recourse Indebtedness) (other than Indebtedness listed on Schedule 8.13 and Additional Permitted Indebtedness), (ii) provide Guarantees to support Indebtedness (other than Indebtedness listed on Schedule 8.13 and Additional Permitted Indebtedness), or (iii) have its Equity Interests subject to any Lien or other encumbrance (other than in favor of the Administrative Agent). (c) Any Subsidiary Guarantor that owns an Unencumbered Property to (i) incur any Indebtedness (whether Recourse Indebtedness or Non-Recourse Indebtedness) (other than the Obligations, Indebtedness listed on Schedule 8.13 and Additional Permitted Indebtedness) or (ii) provide Guarantees to support Indebtedness (other than the Obligations, Indebtedness listed on Schedule 8.13 and Additional Permitted Indebtedness).
Appears in 12 contracts
Sources: Credit Agreement (STAG Industrial, Inc.), Term Loan Agreement (STAG Industrial, Inc.), Term Loan Agreement (STAG Industrial, Inc.)
Negative Pledge; Indebtedness. Each of the Parent and the Borrower shall not permit:
(a) The Equity Interests of the Borrower held by the Parent to be subject to any Lien.
(b) Any Person (other than the Parent or the Borrower) that directly or indirectly owns Equity Interests in any Subsidiary Guarantor to (i) incur any Indebtedness (whether Recourse Indebtedness or Non-Recourse Indebtedness) (other than Indebtedness listed on Schedule 8.13 and Additional Permitted Indebtedness8.13), (ii) provide Guarantees to support Indebtedness (other than Indebtedness listed on Schedule 8.13 and Additional Permitted Indebtedness8.13), or (iii) have its Equity Interests subject to any Lien or other encumbrance (other than in favor of the Administrative Agent).
(c) Any Subsidiary Guarantor that owns an Unencumbered Property to (i) incur any Indebtedness (whether Recourse Indebtedness or Non-Recourse Indebtedness) (other than the Obligations, Indebtedness listed on Schedule 8.13 and Additional Permitted Indebtedness) or (ii) provide Guarantees to support Indebtedness (other than the Obligationsthan, in each case, Indebtedness listed on Schedule 8.13 and Additional Permitted Indebtednesssecured by Liens permitted by Section 8.01).
Appears in 3 contracts
Sources: Term Loan Agreement (STAG Industrial, Inc.), Credit Agreement (STAG Industrial, Inc.), Term Loan Agreement (STAG Industrial, Inc.)
Negative Pledge; Indebtedness. Each of the Parent and the Borrower shall not permit:
(a) The Equity Interests of the Borrower held by the Parent to be subject to any Lien.
(b) Any Person (other than the Parent or the Borrower) that directly or indirectly owns Equity Interests in any Subsidiary Guarantor to (i) incur any Indebtedness (whether Recourse Indebtedness or Non-Recourse Indebtedness) (other than Indebtedness listed on Schedule 8.13 and Additional Permitted Indebtedness), (ii) provide Guarantees to support Indebtedness (other than Indebtedness listed on Schedule 8.13 and Additional Permitted Indebtedness), or (iii) have its Equity Interests subject to any Lien or other encumbrance (other than in favor of the Administrative Agent).
(c) Any Subsidiary Guarantor that owns an Unencumbered Property to (i) incur any Indebtedness (whether Recourse Indebtedness or Non-Recourse Indebtedness) (other than the Obligations, Indebtedness listed on Schedule 8.13 and Additional Permitted Indebtedness) or (ii) provide Guarantees to support Indebtedness (other than the Obligations, Indebtedness listed on Schedule 8.13 and Additional Permitted Indebtedness).
Appears in 3 contracts
Sources: Term Loan Agreement (STAG Industrial, Inc.), Term Loan Agreement (STAG Industrial, Inc.), Term Loan Agreement (STAG Industrial, Inc.)
Negative Pledge; Indebtedness. Each of the Parent and the Borrower shall not permit:
(a) The Equity Interests of the Borrower held by the Parent to be subject to any Lien.
(b) Any Person Subsidiary (other than the Parent or the Borrower) that directly or indirectly owns Equity Interests in any Subsidiary Guarantor to (i) incur any Indebtedness (whether Recourse Indebtedness or Non-Recourse Indebtedness) (other than Indebtedness listed on Schedule 8.13 and Additional Permitted Indebtedness8.13), (ii) provide Guarantees to support Indebtedness (other than Indebtedness listed on Schedule 8.13 and Additional Permitted Indebtedness8.13), or (iii) have its Equity Interests subject to any Lien or other encumbrance (other than in favor of the Administrative AgentAgent or, from and after the occurrence of the Permitted Bridge Credit Agreement Transaction, the administrative agent (or equivalent person) under the Bridge Credit Agreement).
(c) Any Subsidiary Guarantor Property Owner that owns an Unencumbered a Borrowing Base Property to (i) incur any Indebtedness (whether Recourse Indebtedness or Non-Recourse Indebtedness) (other than the Obligations, Indebtedness listed on Schedule 8.13 and Additional Permitted Indebtedness) or (ii) provide Guarantees to support Indebtedness (other than, in each case, Indebtedness secured by Liens permitted by Section 8.01).
(d) Borrower to incur any Indebtedness (other than pursuant to this Agreement or in connection with the Permitted Bridge Credit Agreement Transaction) secured by any Lien on any Borrowing Base Property or Equity Interest Collateral.
(e) From and after the occurrence of the Permitted Bridge Credit Agreement Transaction, any Subsidiary to provide Guarantees to support obligations under the Bridge Credit Agreement, unless such Subsidiary shall promptly, and in any event no later than the tenth (10th) day following providing such Guarantee in respect of the Bridge Credit Agreement, become party to a Subsidiary Guaranty unconditionally guarantying in favor of Administrative Agent and Lenders the full payment and performance of the Obligations, Indebtedness listed on Schedule 8.13 and Additional Permitted Indebtedness).
Appears in 2 contracts
Sources: Credit Agreement (American Realty Capital Properties, Inc.), Credit Agreement (American Realty Capital Trust III, Inc.)
Negative Pledge; Indebtedness. Each of the Parent and the Borrower shall not permit:
(a) The Equity Interests of the Borrower held by the Parent to be subject to any Lien.
(b) Any Person Subsidiary (other than the Parent or the Borrower) that directly or indirectly owns Equity Interests in any Subsidiary Guarantor to (i) incur any Indebtedness (whether Recourse Indebtedness or Non-Recourse Indebtedness) (other than Indebtedness listed on Schedule 8.13 and Additional Permitted Indebtedness8.13), (ii) provide Guarantees to support Indebtedness (other than Indebtedness listed on Schedule 8.13 and Additional Permitted Indebtedness8.13), or (iii) have its Equity Interests subject to any Lien or other encumbrance (other than in favor of the Administrative Agent).
(c) Any Subsidiary Guarantor Property Owner that owns an Unencumbered a Borrowing Base Property to (i) incur any Indebtedness (whether Recourse Indebtedness or Non-Recourse Indebtedness) (other than the Obligations, Indebtedness listed on Schedule 8.13 and Additional Permitted Indebtedness) or (ii) provide Guarantees to support Indebtedness (other than the Obligationsthan, in each case, Indebtedness listed on Schedule 8.13 and Additional Permitted Indebtednesssecured by Liens permitted by Section 8.01).
(d) The Borrower to incur any Indebtedness (other than pursuant to this Agreement) secured by any Lien on any Borrowing Base Property or Equity Interest Collateral.
Appears in 2 contracts
Sources: Credit Agreement (American Realty Capital Trust III, Inc.), Credit Agreement (American Realty Capital Trust, Inc.)
Negative Pledge; Indebtedness. Each of the Parent and the Borrower Issuer shall not permit:
(a) The Equity Interests of the Borrower Issuer held by the Parent to be subject to any Lien.
(b) Any Person (other than the Parent or the BorrowerIssuer) that directly or indirectly owns Equity Interests in any Subsidiary Guarantor or any Eligible Property Subsidiary to (i) incur any Secured Indebtedness (whether Recourse Indebtedness or Non-Recourse Indebtedness) (other than Secured Indebtedness listed on Schedule 8.13 and Additional Permitted Indebtedness5.15), (ii) excluding any such Person that is a Subsidiary Guarantor, provide Guarantees Guaranties to support Indebtedness (other than Indebtedness listed on Schedule 8.13 and Additional Permitted Indebtedness5.15), or (iii) have its Equity Interests in such Subsidiary Guarantor or any Eligible Property Subsidiary subject to any Lien or other encumbrance (other than in favor of the Administrative Agentholders of the Notes).
(c) Any Subsidiary Guarantor or any Eligible Property Subsidiary that owns an Unencumbered Property to (i) incur any Secured Indebtedness (whether Recourse Indebtedness or Non-Recourse Indebtedness) (other than the Obligations). STAG Industrial Operating Partnership, Indebtedness listed on Schedule 8.13 and Additional Permitted Indebtedness) or (ii) provide Guarantees to support Indebtedness (other than the Obligations, Indebtedness listed on Schedule 8.13 and Additional Permitted Indebtedness).L.P. Note Purchase Agreement
Appears in 2 contracts
Sources: Note Purchase Agreement (STAG Industrial, Inc.), Note Purchase Agreement (STAG Industrial, Inc.)
Negative Pledge; Indebtedness. Each of the Parent and the Borrower shall not permit:
(a) The Equity Interests of the Borrower held by the Parent to be subject to any Lien.
(b) Any Person Subsidiary (other than the Parent or the Borrower) that directly or indirectly owns Equity Interests in any Subsidiary Guarantor to (i) incur any Indebtedness (whether Recourse Indebtedness or Non-Recourse Indebtedness) (other than Indebtedness listed on Schedule 8.13 and Additional Permitted Indebtedness8.13), (ii) provide Guarantees to support Indebtedness (other than Indebtedness listed on Schedule 8.13 and Additional Permitted Indebtedness8.13), or (iii) have its Equity Interests subject to any Lien or other encumbrance (other than in favor of the Administrative AgentAgent or the administrative agent (or equivalent person) under the Existing Revolving Credit Agreement).
(c) Any Subsidiary Guarantor Property Owner that owns an Unencumbered a Borrowing Base Property to (i) incur any Indebtedness (whether Recourse Indebtedness or Non-Recourse Indebtedness) (other than the Obligations, Indebtedness listed on Schedule 8.13 and Additional Permitted Indebtedness) or (ii) provide Guarantees to support Indebtedness (other than the Obligationsthan, in each case, Indebtedness listed on Schedule 8.13 and Additional Permitted Indebtednesssecured by Liens permitted by Section 8.01).
(d) The Borrower to incur any Indebtedness (other than pursuant to this Agreement or the Existing Revolving Credit Agreement) secured by any Lien on any Borrowing Base Property or Equity Interest Collateral.
Appears in 1 contract
Sources: Term Loan Agreement (American Realty Capital Trust, Inc.)
Negative Pledge; Indebtedness. Each of the Parent and the Borrower Issuer shall not permit:
(a) The Equity Interests of the Borrower Issuer held by the Parent to be subject to any Lien.
(b) Any Person (other than the Parent or the BorrowerIssuer) that directly or indirectly owns Equity Interests in any Subsidiary Guarantor or any Eligible Property Subsidiary to (i) incur any Secured Indebtedness (whether Recourse Indebtedness or Non-Recourse Indebtedness) (other than Secured Indebtedness listed on Schedule 8.13 and Additional Permitted Indebtedness5.15), (ii) excluding any such Person that is a Subsidiary Guarantor, provide Guarantees Guaranties to support Indebtedness (other than Indebtedness listed on Schedule 8.13 and Additional Permitted Indebtedness5.15), or (iii) have its Equity Interests in such Subsidiary Guarantor or any Eligible Property Subsidiary subject to any Lien or other encumbrance (other than in favor of the Administrative Agentholders of the Notes).
(c) Any Subsidiary Guarantor or any Eligible Property Subsidiary that owns an Unencumbered Property to (i) incur any Secured Indebtedness (whether Recourse Indebtedness or Non-Recourse Indebtedness) (other than the Obligations, Indebtedness listed on Schedule 8.13 and Additional Permitted Indebtedness) or (ii) provide Guarantees to support Indebtedness (other than the Obligations, Indebtedness listed on Schedule 8.13 and Additional Permitted Indebtedness).
Appears in 1 contract