Common use of Negative Pledge; Liens Clause in Contracts

Negative Pledge; Liens. (i) Create, assume, incur, or suffer to be created, assumed, incurred or to exist, or permit any Subsidiary to create, incur, assume or suffer to exist, any Lien upon any of its property or assets of any character whether now owned or hereafter acquired, or upon the income or profits therefrom; or (ii) transfer or permit any Subsidiary to transfer any of such property or assets or the income or profits therefrom for the purpose of subjecting the same to the payment of Indebtedness or performance of any other obligation in priority to payment of its general creditors; or (iii) acquire, or agree or have an option to acquire, any property or assets upon conditional sale or other title retention or purchase money security agreement, device or arrangement, including, without limitation, Capitalized Leases; or (iv) suffer to exist any Indebtedness which if unpaid might by law or upon bankruptcy or insolvency, or otherwise, be given priority over its general creditors; or (v) enter, or permit or cause any Subsidiary to enter into any agreement which purports to restrict in any manner the ability of Foster or any Subsidixxx xx grant security interests or liens to the Agent for the benefit of the Agent and the Banks, in respect of assets either of the Company or of any Subsidiary, which assets have not theretofore been encumbered or made subject to the grant of a security interest in favor of or for the benefit of the Agent and the Banks; provided, however, that Foster and its Subsidxxxxxx may create or incur or suffer to be created or incurred or to exist:

Negative Pledge; Liens. In the case of Borrower and its Subsidiaries: (i) Create, assume, incur, incur or suffer to be created, assumed, incurred or to exist, or permit any Subsidiary to create, incur, assume or suffer to exist, exist any Lien upon any of its respective properties or assets of any character whether now owned or hereafter acquired, or upon the income or profits therefrom; (ii) covenant in favor of any party (other than the Agent and the Lenders) that it will not create, assume, incur or suffer to be created, assumed, incurred or to exist any Lien upon its property or assets of any character whether now owned or hereafter acquired, or upon the income or profits therefrom; (iii) permit or acquiesce in the perfection of any security interest held by any party (iiother than the Agent and the Lenders) transfer against any of its properties or permit any Subsidiary to assets; (iv) transfer any of such property its respective properties or assets or the income or profits therefrom for the purpose of subjecting the same to the payment of Indebtedness or performance of any other obligation in priority to payment of its general creditors; or (iii) acquire, or agree or have an option to acquire, any property or assets upon conditional sale or other title retention or purchase money security agreement, device or arrangement, including, without limitation, Capitalized Leases; or (ivv) suffer to exist for a period of more than 30 days after the same has been incurred any Indebtedness which if unpaid might would by law or upon bankruptcy or insolvency, or otherwise, be given priority over its general creditors; or (vvi) entersell, assign, pledge or otherwise transfer any accounts, contract rights, general intangibles or chattel paper (as such terms are defined in the UCC), with or without recourse; PROVIDED that Borrower or any of its Subsidiaries may create, assume or incur or suffer to be created or incurred or to exist, and may cause or permit or cause any Subsidiary of its Subsidiaries to enter into any agreement which purports to restrict in any manner the ability of Foster or any Subsidixxx xx grant security interests or liens to the Agent for the benefit of the Agent and the Bankscreate, in respect of assets either of the Company or of any Subsidiary, which assets have not theretofore been encumbered or made subject to the grant of a security interest in favor of or for the benefit of the Agent and the Banks; provided, however, that Foster and its Subsidxxxxxx may create assume or incur or suffer to be created or incurred or to exist:

Negative Pledge; Liens. The Borrower will not (i) Createcreate, assume, incur, or suffer to be created, assumed, incurred or to exist, or permit any Subsidiary to create, incurassume, assume incur or suffer to exist, directly or indirectly, any Lien upon any of its property or assets of any character whether now owned or hereafter acquired, or upon the income or profits therefrom; or (ii) covenant in favor of any Person other than the Agent and the Banks that the Borrower will not create, assume, incur, or suffer to be created, assumed, incurred or to exist, directly or indirectly, or permit any of its Subsidiaries to covenant in favor of any Person other than the Agent and the Banks that it will not create, assume, incur, or suffer to be created, assumed,incurred or to exist, directly or indirectly, any Lien upon its property or assets of any character, whether now owned or hereafter acquired, or upon the income or profits therefrom; or (iii) transfer or permit any Subsidiary to transfer any of such property or assets or the income or profits therefrom for the purpose of subjecting the same to the payment of Indebtedness or performance of any other obligation in priority to payment of its general creditors; or (iiiiv) acquire, or agree or have an option to acquire, or permit any of its Subsidiaries to acquire, or agree or have an option to acquire, any property or assets upon conditional sale or other title retention or purchase money security agreement, device or arrangement, including, without limitation, Capitalized LeasesLeases (unless permitted by Section 5.02(a)(ix) hereof); or (ivv) suffer to exist exist, or permit any of its Subsidiaries to suffer to exist, any Indebtedness which if unpaid might by law Law or upon bankruptcy or insolvency, or otherwise, be given priority over general creditors of the Borrower or any of its general creditorsSubsidiaries; or (vvi) entersell, or permit or cause any Subsidiary to enter into any agreement which purports to restrict in any manner the ability of Foster or any Subsidixxx xx assign, pledge, transfer, encumber, grant security interests or liens to the Agent for the benefit of the Agent and the Banks, in respect of assets either of the Company or of any Subsidiary, which assets have not theretofore been encumbered or made subject to the grant of a security interest in favor or otherwise dispose of any accounts, general intangibles or for chattel paper, with or without recourse, or cause or permit any of its Subsidiaries to do so, except that the benefit of Borrower and any Guarantor may transfer any technological know-how legally and beneficially owned by it to the Agent Borrower or another Guarantor, as the case may be, and any Subsidiary that is not a Guarantor may transfer any such know-how to the BanksBorrower or any other Subsidiary; provided, however, that Foster the Borrower and its Subsidxxxxxx Subsidiaries may create or incur or suffer to be created or incurred or to exist:

Negative Pledge; Liens. In the case of Borrower or any of its Subsidiaries which is a pledgor under any Pledge Agreement: (i) Createcreate, assume, incur, incur or suffer to be created, assumed, incurred or to exist, or permit any Subsidiary to create, incur, assume or suffer to exist, exist any Lien upon any of its respective properties or assets of any character whether now owned or hereafter acquired, or upon the income or profits therefrom; (ii) covenant in favor of any party (other than the Collateral Agent, for the benefit of the Lenders) that it will not create, assume, incur or suffer to be created, assumed, incurred or to exist any Lien upon its property or assets of any character whether now owned or hereafter acquired, or upon the income or profits therefrom; (iii) permit or acquiesce in the perfection of any security interest held by any party (iiother than the Collateral Agent, for the benefit of the Lenders) transfer against any of the properties or permit assets of Borrower or any Subsidiary to such pledgor; (iv) transfer any of such property its respective properties or assets or the income or profits therefrom for the purpose of subjecting the same to the payment of Indebtedness or performance of any other obligation in priority to payment of its general creditors; or (iii) acquire, or agree or have an option to acquire, any property or assets upon conditional sale or other title retention or purchase money security agreement, device or arrangement, including, without limitation, Capitalized Leases; or (ivv) suffer to exist for a period of more than 30 days after the same has been incurred any Indebtedness which if unpaid might would by law or upon bankruptcy or insolvency, or otherwise, be given priority over its general creditors; or (vvi) entersell, assign, pledge or permit otherwise transfer any accounts, contract rights, general intangibles or cause any Subsidiary to enter into any agreement which purports to restrict chattel paper (as such terms are defined in any manner the ability of Foster UCC), with or without recourse; PROVIDED that Borrower or any Subsidixxx xx grant security interests or liens to the Agent for the benefit of the Agent and the Bankssuch pledgor may create, in respect of assets either of the Company or of any Subsidiary, which assets have not theretofore been encumbered or made subject to the grant of a security interest in favor of or for the benefit of the Agent and the Banks; provided, however, that Foster and its Subsidxxxxxx may create assume or incur or suffer to be created or incurred or to exist:, and may cause or permit any such pledgor to create, assume or incur or suffer to be created or incurred or to exist, any Permitted Lien.

Negative Pledge; Liens. (i) Createi)Create, assume, incur, or suffer to be created, assumed, incurred or to exist, or permit any Subsidiary to create, incur, assume or suffer to exist, any Lien upon any of its property or assets of any character whether now owned or hereafter acquired, or upon the income or profits therefrom; or (ii) transfer ii)transfer or permit any Subsidiary to transfer any of such property or assets or the income or profits therefrom for the purpose of subjecting the same to the payment of Indebtedness or performance of any other obligation in priority to payment of its general creditors; or (iii) acquireiii)acquire, or agree or have an option to acquire, any property or assets upon conditional sale or other title retention or purchase money security agreement, device or arrangement, including, without limitation, Capitalized Leases; or (iv) suffer iv)suffer to exist any Indebtedness which if unpaid might by law or upon bankruptcy or insolvency, or otherwise, be given priority over its general creditors; or (v) enterv)enter, or permit or cause any Subsidiary to enter into any agreement which purports to restrict in any manner the ability of Foster the Borrower or any Subsidixxx xx Subsidiary to grant security interests or liens to the Agent for the benefit of the Agent and the Banks, in respect of assets either of the Company or of any Subsidiary, which assets have not theretofore been encumbered or made subject to the grant of a security interest in favor of or for the benefit of the Agent and the Banks; provided, however, that Foster the Borrower and its Subsidxxxxxx Subsidiaries may create or incur or suffer to be created or incurred or to exist: