Common use of Negative Pledges, Restrictive Agreements, etc Clause in Contracts

Negative Pledges, Restrictive Agreements, etc. The Borrower will not, and will not permit any of its 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 7.2.2 as in effect on the Sixth Amended and Restated Effective Date or by clause (d) 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 upon the properties, revenues or assets of Borrower or any of its Wholly-Owned Subsidiaries, whether now owned or hereafter acquired, or the ability of any Credit Party 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 Borrower by way of dividends, distributions, 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 Borrower.

Negative Pledges, Restrictive Agreements, etc. The Borrower Company will not, and will not permit any of its Subsidiaries to, enter into any agreement (excluding this Agreement, any other Loan Document and any agreement governing any Indebtedness permitted either by clause (bc), clause (i) or clause (m) of Section 7.2.2 9.5 as in effect on the Sixth Amended and Restated Effective Closing Date or by either of clause (d) or clause (f) of Section 7.2.2 9.5 as to the assets financed with the proceeds of such Indebtedness) prohibiting: (a) the creation or assumption of any Lien upon the its properties, revenues or assets of Borrower or any of its Wholly-Owned Subsidiaries(other than Receivables Program Assets), whether now owned or hereafter acquired, or the ability of the Company or any Credit Party Subsidiary to amend or otherwise modify this Agreement or any other Loan Document; or (b) the ability of any Subsidiary (other than a Receivables Subsidiary) to make any payments, directly or indirectly, to the Borrower Company by way of dividends, distributions, 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 (other than a Receivables Subsidiary) to make any payment, directly or indirectly, to the BorrowerCompany.

Negative Pledges, Restrictive Agreements, etc. The --------------------------------------------- Borrower will not, and will not permit any of its Subsidiaries to, enter into any agreement (excluding this Agreement, any other Loan Document and Document, any agreement governing any Indebtedness permitted either by clause clauses (b) and (c) of Section 7.2.2 as ----------- --- ------------- in effect on the Sixth Amended and Restated Effective Closing Date or by clause (de) of Section 7.2.2 as to the assets ---------- ------------- financed with the proceeds of such Indebtedness) prohibiting: (ai) the creation or assumption of any Lien upon the its properties, revenues or assets of Borrower or any of its Wholly-Owned Subsidiariesassets, whether now owned or hereafter acquired, or the ability of the Borrower or any Credit Party other Obligor to amend or otherwise modify this Agreement or any other Loan Document; or , or (bii) the ability of any Subsidiary of the Borrower to make any payments, directly or indirectly, to the Borrower by way of dividends, distributions, 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 Borrower.

Negative Pledges, Restrictive Agreements, etc. The Borrower Each Company will not, and will not permit any of its Subsidiaries to, enter into any agreement (excluding (A) this Agreement, (B) any other Loan Document and any agreement governing any Document, (C) the agreements giving rise to a Permitted Receivables Securitization (with respect to restrictions on the creation of Liens on accounts receivable transferred in such Permitted Receivables Securitization only), (D) prior to the initial Credit Extension hereunder, the Existing Credit Agreement, (E) other Indebtedness permitted either by clause under Section 8.13 (b) of Section 7.2.2 as in effect with respect to restrictions on the Sixth Amended creation of Liens on property, plant and Restated Effective Date or by clause (d) of Section 7.2.2 as to the assets financed equipment acquired with the proceeds of such IndebtednessProperty) and (F) those described on Schedule 8.10) prohibiting: (a) the creation or assumption of any Lien upon the its properties, revenues or assets of Borrower or any of its Wholly-Owned Subsidiariesassets, whether now owned or hereafter acquired, or the ability of such Company or any Credit Party Subsidiary 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 Borrower such Company by way of dividends, distributions, 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 Borrowersuch Company.

Negative Pledges, Restrictive Agreements, etc. The --------------------------------------------- Borrower will not, and will not permit any of its Subsidiaries to, enter into any agreement (excluding this Agreement, any other Loan Document and any agreement governing any Indebtedness permitted either by clause (bc) of Section 7.2.2 7.2.1 as in effect on the Sixth Amended and Restated Effective Date or by clause (de) of Section 7.2.2 7.2.1 as to the assets financed with the proceeds of such Indebtedness) prohibiting:) (a) prohibiting the creation or assumption of any Lien upon the its properties, revenues or assets of Borrower or any of its Wholly-Owned Subsidiariesassets, whether now owned or hereafter acquiredacquired other than in connection with Excluded Receivables and Excluded Mastercard Receivables, or limiting the ability of the Borrower or any Credit Party other Obligor to amend or otherwise modify this Agreement or any other Loan Document; or (b) limiting the ability of any Subsidiary to make any payments, directly or indirectly, to the Borrower by way of dividends, distributions, 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 Borrower.

Negative Pledges, Restrictive Agreements, etc. The Borrower --------------------------------------------- will not, and will not permit any of its Subsidiaries to, enter into any agreement (excluding this Agreement, any other Loan Document and any agreement governing any Indebtedness permitted either by clause (bc) of Section 7.2.2 7.2.1 as in ---------- ------------- effect on the Sixth Amended and Restated Effective Date or by clause (de) of Section 7.2.2 7.2.1 as to the assets ---------- ------------- financed with the proceeds of such Indebtedness) prohibiting:) (a) prohibiting the creation or assumption of any Lien upon the its properties, revenues or assets of Borrower or any of its Wholly-Owned Subsidiariesassets, whether now owned or hereafter acquiredacquired other than in connection with Excluded Receivables and Excluded Mastercard Receivables, or limiting the ability of the Borrower or any Credit Party other Obligor to amend or otherwise modify this Agreement or any other Loan Document; or (b) limiting the ability of any Subsidiary to make any payments, directly or indirectly, to the Borrower by way of dividends, distributions, 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 Borrower.

Negative Pledges, Restrictive Agreements, etc. The Borrower Company will not, and will not permit any of its Subsidiaries to, enter into any agreement (excluding this Agreement, any other Loan Document and any agreement governing any Indebtedness permitted either by clause (bc) or clause (i) of Section 7.2.2 9.5 as in effect on the Sixth Amended and Restated Effective Closing Date or by either of clause (d) or clause (f) of Section 7.2.2 9.5 as to the assets financed with the proceeds of such Indebtedness) prohibiting: (a) the creation or assumption of any Lien upon the its properties, revenues or assets of Borrower or any of its Wholly-Owned Subsidiaries(other than Receivables Program Assets), whether now owned or hereafter acquired, or the ability of the Company or any Credit Party Subsidiary to amend or otherwise modify this Agreement or any other Loan Document; or (b) the ability of any Subsidiary (other than a Receivables Subsidiary) to make any payments, directly or indirectly, to the Borrower Company by way of dividends, distributions, 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 (other than a Receivables Subsidiary) to make any payment, directly or indirectly, to the BorrowerCompany.

Negative Pledges, Restrictive Agreements, etc. The Borrower will notExcept as otherwise permitted by this Agreement, and will not permit none of Dura, either Borrower, nor any of its their Subsidiaries to, will enter into any agreement (excluding this Agreement, any other Loan Document and Document, any agreement governing any Indebtedness permitted either by clause (bc) of Section 7.2.2 as in effect on the Sixth Amended and Restated Effective Date or by clause (d) of Section 7.2.2 as to the assets financed with the proceeds of such IndebtednessIndebtedness or, with respect to clause (a) below, the agreements disclosed in Item 7.2.16(a) of the Disclosure Schedule) prohibiting: (a) the creation or assumption of any Lien upon the its properties, revenues or assets of Borrower or any of its Wholly-Owned Subsidiariesassets, whether now owned or hereafter acquired, or the ability of Dura, either Borrower or any Credit Party 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 a Borrower by way of dividends, distributions, 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 a Borrower.

Negative Pledges, Restrictive Agreements, etc. The Borrower Each Company will not, and will not permit any of its Subsidiaries to, enter into any agreement (excluding (A) this Agreement, (B) any other Loan Document and any agreement governing any Document, (C) the agreements giving rise to a Permitted Receivables Securitization (with respect to restrictions on the creation of Liens on accounts receivable transferred in such Permitted Receivables Securitization only), (D) other Indebtedness permitted either by clause under Section 9.12 (b) of Section 7.2.2 as in effect with respect to restrictions on the Sixth Amended creation of Liens on property, plant and Restated Effective Date or by clause (d) of Section 7.2.2 as to the assets financed equipment acquired with the proceeds of such IndebtednessProperty) and (E) those described on Schedule 9.9) prohibiting: (a) the creation or assumption of any Lien upon the its properties, revenues or assets of Borrower or any of its Wholly-Owned Subsidiariesassets, whether now owned or hereafter acquired, or the ability of such Company or any Credit Party Subsidiary 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 Borrower such Company by way of dividends, distributions, 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 Borrowersuch Company.

Negative Pledges, Restrictive Agreements, etc. The Borrower Borrowers will not, and will not permit any of its 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 (bc) of Section 7.2.2 as in effect on the Sixth Amended and Restated Effective Date Date, or by clause (dc) of Section 7.2.2 as to the assets financed with the proceeds of such IndebtednessIndebtedness which in each case do not prohibit the execution, delivery and performance by the Borrowers under the Transaction Documents) prohibiting: (a) the creation or assumption of any Lien upon the its properties, revenues or assets of Borrower or any of its Wholly-Owned Subsidiariesassets, whether now owned or hereafter acquired, or the ability of any Credit Party Borrower to amend or otherwise modify this Agreement or any other Loan Transaction Document; or (b) the ability of any Borrower or any other Subsidiary to make any payments, directly or indirectly, to the any Borrower by way of dividends, distributions, 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 Borrower or Subsidiary to make any payment, directly or indirectly, to the any Borrower.. ARTICLE VIII

Negative Pledges, Restrictive Agreements, etc. The Borrower will not, and will not permit any of its Subsidiaries to, enter into any agreement (excluding this Agreement, any other Loan Document Document, and any agreement governing any Indebtedness permitted either by clause clauses (b), (o) or (q) of Section 7.2.2 as in effect on the Sixth Amended and Restated Effective Date or by clause (d) of Section 7.2.2 as to the assets financed with the proceeds of such Indebtedness7.2.2) prohibiting: (a) the creation or assumption of any Lien upon its properties, revenues or assets (other than the properties, revenues or assets of Borrower or any of its Wholly-Owned the Subject Subsidiaries, ) whether now owned or hereafter acquired, or the ability of any Credit Party the Borrower to amend or otherwise modify this Agreement or any other Loan Document; or or (b) the ability of any Subsidiary (other than a Subject Subsidiary) to make any payments, directly or indirectly, to the Borrower by way of dividends, distributions, 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 (other than a Subject Subsidiary) to make any payment, directly or indirectly, to the Borrower.. Notwithstanding the foregoing, any agreement governing any Indebtedness permitted by clauses (b), (o) or (q) of Section

Negative Pledges, Restrictive Agreements, etc. The Borrower Each Company will not, and will not permit any of its Subsidiaries to, enter into any agreement (excluding (A) this Agreement, (B) any other Loan Document and any agreement governing any Document, (C) the agreements giving rise to a Permitted Receivables Securitization (with respect to restrictions on the creation of Liens on accounts receivable transferred in such Permitted Receivables Securitization only), (D) other Indebtedness permitted either by clause under SECTION 8.12 (b) of Section 7.2.2 as in effect with respect to restrictions on the Sixth Amended creation of Liens on property, plant and Restated Effective Date or by clause (d) of Section 7.2.2 as to the assets financed equipment acquired with the proceeds of such IndebtednessProperty) and (E) those described on SCHEDULE 8.9) prohibiting: (a) the creation or assumption of any Lien upon the its properties, revenues or assets of Borrower or any of its Wholly-Owned Subsidiariesassets, whether now owned or hereafter acquired, or the ability of such Company or any Credit Party Subsidiary 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 Borrower such Company by way of dividends, distributions, 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 Borrowersuch Company.