Negative Pledges, Restrictive Agreements, etc. The Borrowers will not, and will not permit any of their Subsidiaries to, enter into any agreement (excluding this Agreement, any other Loan Document and any agreement governing any Indebtedness permitted by clause (b) of Section 8.2.2 as in effect on the Effective Date as to the assets financed with the proceeds of such Indebtedness) prohibiting (a) the creation or assumption of any Lien upon its properties, revenues or assets, whether now owned or hereafter acquired, or the ability of such Borrower or any other Obligor to amend or otherwise modify this Agreement or any other Loan Document; or (b) the ability of any Subsidiary to make any payments, directly or indirectly, to the Borrowers by way of dividends, advances, repayments of loans or advances, reimbursements of management and other intercompany charges, expenses and accruals or other returns on investments, or any other agreement or arrangement which restricts the ability of any such Subsidiary to make any payment, directly or indirectly, to the Borrowers.
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Samples: Credit Agreement (Alliance Resources PLC), Credit Agreement (American Rivers Oil Co /De/)
Negative Pledges, Restrictive Agreements, etc. The Borrowers Borrower will not, and will not permit any of their its Subsidiaries to, enter into any agreement (excluding this Agreement, any other Loan Document and any agreement governing any Indebtedness permitted by clause clauses (b) or (f) of Section 8.2.2 as in effect on the Effective Date as to the assets financed with the proceeds of such Indebtedness) prohibiting
(a) the creation or assumption of any Lien upon its properties, revenues or assets, whether now owned or hereafter acquired, or the ability of such the Borrower or any other Obligor to amend or otherwise modify this Agreement or any other Loan Document; or
(b) the ability of any Material Subsidiary to make any payments, directly or indirectly, to the Borrowers Borrower by way of dividends, advances, repayments of loans or advances, reimbursements of management and other intercompany charges, expenses and accruals or other returns on investments, or any other agreement or arrangement which restricts the ability of any such Material Subsidiary to make any payment, directly or indirectly, to the BorrowersBorrower.
Appears in 1 contract
Samples: Credit Agreement (Bargo Energy Co)
Negative Pledges, Restrictive Agreements, etc. The Borrowers Borrower will not, and will not permit any of their its Subsidiaries to, enter into any agreement (excluding this Agreement, any other Loan Document and any agreement governing any Indebtedness permitted by clause (b) of Section 8.2.2 as in effect on the Effective Date as to the assets financed with the proceeds of such IndebtednessIndebtedness any agreement governing any Indebtedness permitted either by clause (b) of Section 7.2.2 as in effect on the Effective Date or by clause (e) or (g) of Section 7.2.2) prohibiting
(a) the creation or assumption of any Lien upon its properties, revenues or assets, whether now owned or hereafter acquired, or the ability of such the Borrower or any other Obligor to amend or otherwise modify this Agreement or any other Loan Document; or
(b) the ability of any Subsidiary of the Borrower to make any payments, directly or indirectly, to the Borrowers Borrower by way of dividends, advances, repayments of loans or advances, reimbursements of management and other intercompany charges, expenses and accruals or other returns on investments, or any other agreement or arrangement which restricts the ability of any such Subsidiary to make any payment, directly or indirectly, to the BorrowersBorrower.
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Negative Pledges, Restrictive Agreements, etc. The Borrowers Borrower will not, and will not permit any of their its Subsidiaries to, enter into any agreement (excluding this Agreement, any other Loan Document and Document, any agreement governing any Indebtedness indebtedness which is both permitted to be incurred pursuant to SUBPARAGRAPH 6(a) and secured by mortgages, liens or other security interests permitted by clause SUBPARAGRAPH 6(b) or, with respect to SUBDIVISION (b1) of Section 8.2.2 as below, the agreements disclosed in effect on the Effective Date as to the assets financed with the proceeds of such IndebtednessEXHIBIT E) prohibiting:
(a) i. the creation or assumption of any Lien lien upon its properties, revenues or assets, whether now owned or hereafter acquired, or the ability of such the Borrower or any other Obligor Person to amend or otherwise modify this Agreement or any other Loan Document; or
(b) ii. the ability of any Subsidiary to make any payments, directly or indirectly, to the Borrowers Borrower by way of dividends, advances, repayments of loans or advances, reimbursements of management and other intercompany charges, expenses and accruals or other returns on investments, or any other agreement or arrangement which restricts the ability of any such Subsidiary to make any payment, directly or indirectly, to the BorrowersBorrower.
Appears in 1 contract
Samples: Credit Agreement (Genlyte Group Inc)
Negative Pledges, Restrictive Agreements, etc. The Borrowers will notNot, and will not permit any of their its Subsidiaries to, enter into any agreement (excluding other than this Agreement, any other Loan Document and Document, any agreement governing any Indebtedness permitted by clause (b) of Section 8.2.2 as the Operative Documents, or the Medium Term Notes or organizational documents for Subsidiaries which documents are in effect on the Effective Date as existence prior to the assets financed with the proceeds of such IndebtednessJune 6, 1996) prohibiting
(a) the creation or assumption of any Lien upon its properties, revenues or assets, whether now owned or hereafter acquired, or ; (b) the ability of such the Borrower or any other Obligor Guarantor or the Parent Company to amend or otherwise modify this Agreement or any other Loan Document; or
or (bc) the ability of any Subsidiary of the Borrower to make any payments, directly or indirectly, to the Borrowers Borrower by way of dividends, advances, repayments of loans or advances, reimbursements of management and other intercompany charges, expenses and accruals or other returns on investments, or any other agreement or arrangement which restricts the ability of any such Subsidiary to make any payment, directly or indirectly, to the BorrowersBorrower.
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Negative Pledges, Restrictive Agreements, etc. The Borrowers Borrower will not, and will not permit any of their its Subsidiaries to, enter into any agreement (excluding this Agreement, any other Loan Document and any agreement governing any Indebtedness permitted by clause CLAUSES (b) OR (e) of Section SECTION 8.2.2 as in effect on the Effective Date as to the assets financed with the proceeds of such Indebtedness) prohibiting
(a) the creation or assumption of any Lien upon its properties, revenues or assets, whether now owned or hereafter acquiredacquired (other than those assets subject to Liens permitted by SECTION 8.2.3(b)), or the ability of such the Borrower or any other Obligor to amend or otherwise modify this Agreement or any other Loan Document; or
(b) the ability of any Subsidiary to make any payments, directly or indirectly, to the Borrowers Borrower by way of dividends, advances, repayments of loans or advances, reimbursements of management and other intercompany charges, expenses and accruals or other returns on investments, or any other agreement or arrangement which restricts the ability of any such Subsidiary to make any payment, directly or indirectly, to the BorrowersBorrower.
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Negative Pledges, Restrictive Agreements, etc. The Borrowers will Borrower shall not, and will shall not permit any of their its Subsidiaries to, enter into any agreement (other than pursuant to Legal Requirements and excluding this Agreement, any other Loan Document and any agreement governing any Indebtedness permitted by clause (b) of Section 8.2.2 as in effect on the Effective Date as to the assets financed with the proceeds of such IndebtednessDocument) prohibiting:
(a) the creation or assumption of any Lien upon its properties, revenues or assets, whether now owned or hereafter acquiredacquired (other than the agreements evidencing the Indebtedness permitted by Section 7.04(d) but only to the extent of the properties, revenues and assets financed thereby), or the ability of such the Borrower or any other Obligor of its Subsidiaries to amend or otherwise modify this Agreement or any other Loan Document; or
(b) the ability of any Subsidiary of its Subsidiaries to make any payments, directly or indirectly, to the Borrowers Borrower by way of dividends, advances, repayments of loans or advances, reimbursements of management and other intercompany charges, expenses and accruals or other returns on investments, or any other agreement or arrangement which restricts the ability of any such Subsidiary to make any payment, directly or indirectly, to the BorrowersBorrower.
Appears in 1 contract
Samples: Credit Agreement (Fidelity National Financial Inc /De/)
Negative Pledges, Restrictive Agreements, etc. The Borrowers Borrower will not, and will not permit any of their its Restricted Subsidiaries to, enter into any agreement (excluding this Agreement, any other Loan Document and any agreement governing any Indebtedness permitted either by clause (b) of Section 8.2.2 7.2.2 as in effect on the Effective Date or by clause (c), (d) or (e) of Section 7.2.2 as to the assets financed with the proceeds of such Indebtedness) prohibiting
(a) the creation or assumption of any Lien in favor of the Administrative Agent or any Lender upon its properties, revenues or assets, whether now owned or hereafter acquired, or the ability of such Borrower or any other Obligor to amend or otherwise modify this Agreement or any other Loan Document; or,
(b) the ability of any Restricted Subsidiary to make any payments, directly or indirectly, to the Borrowers Borrower by way of dividends, advances, repayments of loans or advances, reimbursements of management and other intercompany charges, expenses and accruals or other returns on investments, or any other agreement or arrangement which restricts the ability of any such Restricted Subsidiary to make any payment, directly or indirectly, to the BorrowersBorrower.
Appears in 1 contract
Samples: Credit Agreement (Tele Communications International Inc)
Negative Pledges, Restrictive Agreements, etc. The Borrowers Each Borrower will not, and will not permit any of their its Subsidiaries to, enter into any agreement (excluding this Agreement, Agreement and any other Loan Document and any agreement governing any Indebtedness permitted by clause (b) of Section 8.2.2 as in effect on the Effective Date as to the assets financed with the proceeds of such Indebtedness) prohibitingDocument):
(a) (other than in connection with a Qualified Working Capital Facility) prohibiting or restricting the creation or assumption of any Lien upon its properties, revenues or assets, whether now owned or hereafter acquired, or on any asset that would have been subject to any Lien under the Collateral Documents if the Restatement Effective Date had not occurred;
(b) restricting the ability of such Borrower or any other Obligor to amend or otherwise modify this Agreement or any other Loan Document; or
(bc) except as otherwise approved in writing by the Majority Lenders, prohibiting or restricting the ability of any Subsidiary of either Borrower to make any payments, directly or indirectly, to the Borrowers such Borrower by way of dividends, advances, repayments of loans or advances, reimbursements of management and other intercompany charges, expenses and accruals or other returns on investments, or any other agreement or arrangement which restricts the ability of any such Subsidiary to make any payment, directly or indirectly, to the Borrowerssuch Borrower.
Appears in 1 contract
Negative Pledges, Restrictive Agreements, etc. The Borrowers Borrower will not, and will not permit any of their its Subsidiaries to, enter into any agreement (excluding this Agreement, any other Loan Document and any agreement governing any Indebtedness permitted by clause CLAUSES (b) or (e) of Section SECTION 8.2.2 as in effect on the Effective Date as to the assets financed with the proceeds of such Indebtedness) prohibiting
(a) the creation or assumption of any Lien upon its properties, revenues or assets, whether now owned or hereafter acquiredacquired (other than those assets subject to Liens permitted by SECTION 8.2.3(b)), or the ability of such the Borrower or any other Obligor to amend or otherwise modify this Agreement or any other Loan Document; or
(b) the ability of any Subsidiary to make any payments, directly or indirectly, to the Borrowers Borrower by way of dividends, advances, repayments of loans or advances, reimbursements of management and other intercompany charges, expenses and accruals or other returns on investments, or any other agreement or arrangement which restricts the ability of any such Subsidiary to make any payment, directly or indirectly, to the BorrowersBorrower.
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Negative Pledges, Restrictive Agreements, etc. The Borrowers Neither Aegis nor the Borrower will, nor will not, and will not either permit any of their respective Subsidiaries to, enter into any agreement (excluding this Agreement, any other Loan Document and any agreement governing any Indebtedness permitted either by clause (bf) of Section 8.2.2 as in effect on the Effective Date 7.2.2 as to the assets financed with the proceeds of such Indebtedness) prohibiting
(a) the creation or assumption of any Lien upon its properties, revenues or assets, whether now owned or hereafter acquired, or the ability of such Aegis, the Borrower or any other Obligor to amend or otherwise modify this Agreement or any other Loan Document; or
(b) the ability of any Subsidiary to make any payments, directly or indirectly, to the Borrowers Borrower by way of dividends, advances, repayments of loans or advances, reimbursements of management and other intercompany charges, expenses and accruals or other returns on investments, or any other agreement or arrangement which restricts the ability of any such Subsidiary to make any payment, directly or indirectly, to the BorrowersBorrower.
Appears in 1 contract
Negative Pledges, Restrictive Agreements, etc. The Borrowers Borrower will not, and will not permit any of their its Subsidiaries to, enter into any agreement (excluding this Agreement, any other Loan Document and any agreement governing any Indebtedness permitted by clause CLAUSES (b) OR (e) of Section SECTION 8.2.2 as in effect on the Effective Date as to the assets financed with the proceeds of such Indebtedness) prohibiting
(a) the creation or assumption of any Lien upon its properties, revenues or assets, whether now owned or hereafter acquiredacquired (other than those assets subject to Liens permitted by SECTION 8.2.3(b)), or the ability of such the Borrower or any other Obligor to amend or otherwise modify this Agreement or any other Loan Document; oror 77
(b) the ability of any Subsidiary to make any payments, directly or indirectly, to the Borrowers Borrower by way of dividends, advances, repayments of loans or advances, reimbursements of management and other intercompany charges, expenses and accruals or other returns on investments, or any other agreement or arrangement which restricts the ability of any such Subsidiary to make any payment, directly or indirectly, to the BorrowersBorrower.
Appears in 1 contract
Negative Pledges, Restrictive Agreements, etc. The Borrowers Borrower will not, and will not permit any of their its Subsidiaries to, enter into any agreement (excluding this Agreement, any other Loan Document and any agreement governing any Indebtedness permitted by clause (bSection 6.2(a)(iii) of Section 8.2.2 as in effect on the Effective Date as to the assets financed with the proceeds of such Indebtedness) prohibiting
(ai) the creation or assumption of any Lien upon its properties, revenues or assets, whether now owned or hereafter acquired, or the ability of such the Borrower or any other Obligor Related Person to amend or otherwise modify this Agreement or any other Loan Document; or
(bii) the ability of any Subsidiary to make any payments, directly or indirectly, to the Borrowers Borrower by way of dividends, advances, repayments of loans or advances, reimbursements of management and other intercompany charges, expenses and accruals or other returns on investments, or any other agreement or arrangement which restricts the ability of any such Subsidiary to make any payment, directly or indirectly, to the BorrowersBorrower."
Appears in 1 contract
Negative Pledges, Restrictive Agreements, etc. The Borrowers Borrower will not, and will not permit any of their its Subsidiaries to, enter into any agreement (excluding this Agreement, any other Loan Document and any agreement governing any Indebtedness permitted either by clause CLAUSE (b) or (c) of Section 8.2.2 SECTION 7.3.2 as in effect on the Effective Date or by CLAUSE (e) of SECTION 7.3.2 as to the assets financed with the proceeds of such Indebtedness) prohibiting
(a) the creation or assumption of any Lien upon its properties, revenues or assets, whether now owned or hereafter acquired, or the ability of such the Borrower or any other Obligor to amend or otherwise modify this Agreement or any other Loan Document; or
(b) the ability of any Subsidiary to make any payments, directly or indirectly, to the Borrowers Borrower by way of dividends, advances, repayments of loans or advances, reimbursements of management and other intercompany charges, expenses and accruals or other returns on investments, or any other agreement or arrangement which restricts the ability of any such Subsidiary to make any payment, directly or indirectly, to the Borrowers.which
Appears in 1 contract
Negative Pledges, Restrictive Agreements, etc. The Borrowers Borrower will not, and will not permit any of their its Subsidiaries to, enter into any agreement (excluding this Agreement, any other Loan Document and any agreement governing any Indebtedness permitted either by clause CLAUSE (b) of Section 8.2.2 SECTION 7.2.2 as in effect on the Effective Date or by CLAUSE (d) or CLAUSE (f) of SECTION 7.2.2 as to the assets financed with the proceeds of such Indebtedness) prohibiting
(a) prohibiting the creation or assumption of any Lien upon its properties, revenues or assets, whether now owned or hereafter acquired, or the ability of such the Borrower or any other Obligor to amend or otherwise modify this Agreement or any other Loan Document; or
(b) Document or the ability of any Subsidiary to make any payments, directly or indirectly, to the Borrowers Borrower by way of dividends, advances, repayments of loans or advances, reimbursements of management and other intercompany charges, expenses and accruals or other returns on investments, or any other agreement or arrangement which restricts the ability of any such Subsidiary to make any payment, directly or indirectly, to the BorrowersBorrower.
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