Common use of Negative Pledge; Indebtedness Clause in Contracts

Negative Pledge; Indebtedness. Each of Parent and Borrower shall not permit: (a) The Equity Interests of Borrower held by Parent to be subject to any Lien. (b) Any Person (other than Parent or 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), (ii) provide Guarantees to support Indebtedness (other than Indebtedness listed on Schedule 8.13), or (iii) have its Equity Interests subject to any Lien or other encumbrance (other than in favor of the Administrative Agent). (c) Any Mortgagor that owns a Borrowing base Property to (i) incur any Indebtedness (whether Recourse Indebtedness or Non-Recourse Indebtedness) or (ii) provide Guarantees to support Indebtedness (other than, in each case, Indebtedness secured by Liens permitted by Section 8.01).

Negative Pledge; Indebtedness. Each of Parent and Borrower shall not permit: (a) The Equity Interests of Borrower held by Parent to be subject to any Lien. (b) Any Person (other than Parent or 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), (ii) provide Guarantees to support Indebtedness (other than Indebtedness listed on Schedule 8.13), or (iii) have its Equity Interests subject to any Lien or other encumbrance (other than in favor of the Administrative Agent). (c) Any Mortgagor Subsidiary Guarantor that owns a Borrowing base Base Property to (i) incur any Indebtedness (whether Recourse Indebtedness or Non-Recourse Indebtedness) or (ii) provide Guarantees to support Indebtedness (other than, in each case, Indebtedness secured by Liens permitted by Section 8.01).

Negative Pledge; Indebtedness. Each of Parent and Borrower Issuer shall not permit: (a) The Equity Interests of Borrower Issuer held by Parent to be subject to any Lien. (b) Any Person (other than Parent or BorrowerIssuer) that directly or indirectly owns Equity Interests in any Subsidiary Guarantor to (i) incur any Secured Indebtedness (whether Recourse Indebtedness or Non-Recourse Non‑Recourse Indebtedness) (other than Secured Indebtedness listed on Schedule 8.135.15), (ii) excluding any such Person that is a Subsidiary Guarantor, provide Guarantees Guaranties to support Indebtedness (other than Indebtedness listed on Schedule 8.135.15), or (iii) have its Equity Interests in such Subsidiary Guarantor subject to any Lien or other encumbrance (other than in favor of the Administrative Agentholders of the Notes). (c) Any Mortgagor Subsidiary Guarantor that owns a Borrowing base an Unencumbered Property to (i) incur any Secured Indebtedness (whether Recourse Indebtedness or Non-Recourse Non‑Recourse Indebtedness) or (ii) provide Guarantees to support Indebtedness (other than, in each case, Indebtedness secured by Liens permitted by Section 8.01).

Negative Pledge; Indebtedness. Each of Parent and Borrower Issuer shall not permit: (a) The Equity Interests of Borrower Issuer held by Parent to be subject to any Lien. (b) Any Person (other than Parent or BorrowerIssuer) that directly or indirectly owns Equity Interests in any Subsidiary Guarantor to (i) incur any Secured Indebtedness (whether Recourse Indebtedness or Non-Recourse Indebtedness) (other than Secured Indebtedness listed on Schedule 8.135.15), (ii) provide Guarantees Guaranties to support Indebtedness (other than Indebtedness listed on Schedule 8.135.15), or (iii) have its Equity Interests subject to any Lien or other encumbrance (other than in favor of the Administrative Agentholders of the Notes). (c) Any Mortgagor Subsidiary Guarantor that owns a Borrowing base an Unencumbered Property to (i) incur any Secured Indebtedness (whether Recourse Indebtedness or Non-Recourse Indebtedness) or (ii) provide Guarantees to support Indebtedness (other than, in each case, Indebtedness secured by Liens permitted by Section 8.01).

Negative Pledge; Indebtedness. Each of Parent and Borrower shall not permit: (a) The Equity Interests of Borrower held by Parent to be subject to any Lien. (b) Any Person Subsidiary (other than Parent or 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), (ii) provide Guarantees to support Indebtedness (other than Indebtedness listed on Schedule 8.13), or (iii) have its Equity Interests subject to any Lien or other encumbrance (other than in favor of the Administrative Agent). (c) Any Mortgagor Property Owner that owns a Borrowing base Base Property to (i) incur any Indebtedness (whether Recourse Indebtedness or Non-Recourse 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 secured by any Lien on any Borrowing Base Property or the Equity Interests of any Subsidiary Guarantor or any other Person that owns a direct or indirect interest in any Borrowing Base Property.

Negative Pledge; Indebtedness. Each of Parent and Borrower Issuer shall not permit: (a) The Equity Interests of Borrower Issuer held by Parent to be subject to any Lien. (b) Any Person (other than Parent or BorrowerIssuer) that directly or indirectly owns Equity Interests in any Subsidiary Guarantor to (i) incur any Secured Indebtedness (whether Recourse Indebtedness or Non-Recourse Indebtedness) (other than Secured Indebtedness listed on Schedule 8.135.15), (ii) provide Guarantees Guaranties to support Indebtedness (other than Indebtedness listed on Schedule 8.135.15), or (iii) have its Equity Interests subject to any Lien or other encumbrance (other than in favor of the Administrative Agentholders of the Notes). (c) Any Mortgagor Subsidiary Guarantor that owns a Borrowing base an Unencumbered Property to (i) incur any Secured Indebtedness (whether Recourse Indebtedness or Non-Recourse Indebtedness) or (ii) provide Guarantees to support Indebtedness (other than, in each case, Indebtedness secured by Liens permitted by Section 8.01).

Negative Pledge; Indebtedness. Each of Parent and Borrower shall not permit: (a) The Equity Interests of Borrower held by Parent to be subject to any Lien. (b) Any Person Subsidiary (other than Parent or 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), (ii) provide Guarantees to support Indebtedness (other than Indebtedness listed on Schedule 8.13), or (iii) have its Equity Interests subject to any Lien or other encumbrance (other than in favor of the Administrative Agent). (c) Any Mortgagor that owns a Borrowing base Base Property to (i) incur any Indebtedness (whether Recourse Indebtedness or Non-Recourse Indebtedness) or (ii) provide Guarantees to support Indebtedness (other than, in each case, Indebtedness secured by Liens permitted by Section 8.01).

Negative Pledge; Indebtedness. Each of Parent and Borrower Issuer shall not permit: (a) The Equity Interests of Borrower Issuer held by Parent to be subject to any Lien. (b) Any Person (other than Parent or BorrowerIssuer) that directly or indirectly owns Equity Interests in any Subsidiary Guarantor to (i) incur any Secured Indebtedness (whether Recourse Indebtedness or Non-Recourse Indebtedness) (other than Secured Indebtedness listed on Schedule 8.135.15), (ii) excluding any such Person that is a Subsidiary Guarantor, provide Guarantees Guaranties to support Indebtedness (other than Indebtedness listed on Schedule 8.135.15), or (iii) have its Equity Interests in such Subsidiary Guarantor subject to any Lien or other encumbrance (other than in favor of the Administrative Agentholders of the Notes). (c) Any Mortgagor Subsidiary Guarantor that owns a Borrowing base an Unencumbered Property to (i) incur any Secured Indebtedness (whether Recourse Indebtedness or Non-Recourse Indebtedness) or (ii) provide Guarantees to support Indebtedness (other than, in each case, Indebtedness secured by Liens permitted by Section 8.01).

Negative Pledge; Indebtedness. Each of Parent and Borrower Issuer shall not permit: (a) The Equity Interests of Borrower Issuer held by Parent to be subject to any Lien. (b) Any Person (other than Parent or BorrowerIssuer) that directly or indirectly owns Equity Interests in any Subsidiary Guarantor to (i) incur any Secured Indebtedness (whether Recourse Indebtedness or Non-Recourse Indebtedness) (other than Secured Indebtedness listed on Schedule 8.135.15), (ii) excluding any such Person that is a Subsidiary Guarantor, provide Guarantees Guaranties to support Indebtedness (other than Indebtedness listed on Schedule 8.135.15), or (iii) have its Equity Interests subject to any Lien or other encumbrance (other than in favor of the Administrative Agentholders of the Notes). (c) Any Mortgagor Subsidiary Guarantor that owns a Borrowing base an Unencumbered Property to (i) incur any Secured Indebtedness (whether Recourse Indebtedness or Non-Recourse Indebtedness) or (ii) provide Guarantees to support Indebtedness (other than, in each case, Indebtedness secured by Liens permitted by Section 8.01).