Common use of No Further Negative Pledge Clause in Contracts

No Further Negative Pledge. Enter into any agreement, instrument, deed or lease which prohibits or limits the ability of any Loan Party to create, incur, assume or suffer to exist any Lien upon any of its properties or revenues, whether now owned or hereafter acquired, or which requires the grant of any security for an obligation if security is granted for another obligation, except the following: (a) this Agreement, the ABL Credit Documents and the other Loan Documents; (b) covenants in documents creating Liens permitted by Section 7.01 prohibiting further Liens on the properties encumbered thereby; and (c) any prohibition or limitation that (i) exists pursuant to applicable Laws, (ii) consists of customary restrictions and conditions contained in any agreement relating to the sale of any property pending the consummation of such sale; provided that (1) such restrictions apply only to the property to be sold and such sale is permitted hereunder, and (2) such sale is permitted hereunder, (iii) restricts subletting or assignment of any lease governing a leasehold interest of Borrower or one of its Subsidiaries, or (iv) is a restriction on Liens otherwise permitted by the terms of Section 7.10 of this Agreement.

Appears in 3 contracts

Samples: Credit Agreement (Contura Energy, Inc.), Credit Agreement (Contura Energy, Inc.), Credit Agreement (Contura Energy, Inc.)

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No Further Negative Pledge. Enter into any agreement, instrument, deed or lease which prohibits or limits the ability of any Loan Party Company to create, incur, assume or suffer to exist any Lien upon any of its properties or revenues, whether now owned or hereafter acquired, or which requires the grant of any security Lien for an obligation if security a Lien is granted for another obligation, except the following: (a1) this Agreement, the ABL Credit Documents Agreement and the other Loan Documents and the Senior Note Documents; (b2) covenants in documents creating Liens permitted by Section 7.01 6.02 prohibiting further Liens on the properties encumbered thereby; and (c3) any prohibition or limitation that (ia) exists pursuant to applicable LawsLegal Requirements, or (iib) consists of customary restrictions and conditions contained in any agreement relating to the sale or other disposition of any property pending the consummation of such salesale or other disposition; provided that (1i) such restrictions apply only to the property to be sold such property, and (ii) such sale or other disposition is permitted hereunder, and or (2) such sale is permitted hereunder, (iiic) restricts subletting or assignment of any lease governing a leasehold interest of Borrower or one of its Subsidiaries, or (iv) is a restriction on Liens otherwise permitted by the terms of Section 7.10 of this Agreement.

Appears in 3 contracts

Samples: Credit Agreement (BioScrip, Inc.), Credit Agreement (BioScrip, Inc.), Credit Agreement (BioScrip, Inc.)

No Further Negative Pledge. Enter into any agreement, instrument, deed or lease which prohibits or limits the ability of any Loan Party Company to create, incur, assume or suffer to exist any Lien upon any of its properties or revenues, whether now owned or hereafter acquired, or which requires the grant of any security for an obligation if security is granted for another obligation, except the following: (a1) this Agreement, the ABL Credit other Loan Documents and the other Loan DocumentsExisting Debt Agreements (including any permitted refinancings thereof); (b2) covenants in documents creating Liens permitted by Section 7.01 6.02 prohibiting further Liens on the properties encumbered thereby; and (c3) any prohibition or limitation that (ia) exists pursuant to applicable LawsLegal Requirements, or (iib) consists of customary restrictions and conditions contained in any agreement relating to the sale of any property pending the consummation of such sale; provided that (1i) such restrictions apply only to the property to be sold and such sale is permitted hereundersold, and (2ii) such sale is permitted hereunder, or (iiic) restricts subletting or assignment of any lease governing a leasehold interest of Borrower or one of its Subsidiaries, or (iv) is a restriction on Liens otherwise permitted by the terms of Section 7.10 of this Agreement.

Appears in 2 contracts

Samples: Credit Agreement (Kemet Corp), Credit Agreement (Kemet Corp)

No Further Negative Pledge. Enter into any agreement, instrument, deed or lease which prohibits or limits the ability of any Loan Party to create, incur, assume or suffer to exist any Lien upon any of its properties or revenues, whether now owned or hereafter acquired, or which requires the grant of any security for an obligation if security is granted for another obligation, except the following: (a) this Agreement, the ABL Term Loan Credit Documents and the other Loan Documents; (b) covenants in documents creating Liens permitted by Section 7.01 prohibiting further Liens on the properties encumbered thereby; and (c) any prohibition or limitation that (i) exists pursuant to applicable Laws, (ii) consists of customary restrictions and conditions contained in any agreement relating to the sale of any property pending the consummation of such sale; provided provided, that (1) such restrictions apply only to the property to be sold and such sale is permitted hereunder, and (2) such sale is permitted hereunder, (iii) restricts subletting or assignment of any lease governing a leasehold interest of Borrower Borrowers or one of its Subsidiaries, or (iv) is a restriction on Liens otherwise permitted by the terms of Section 7.10 of this Agreement.

Appears in 2 contracts

Samples: Asset Based Revolving Credit Agreement (Alpha Metallurgical Resources, Inc.), Asset Based Revolving Credit Agreement (Contura Energy, Inc.)

No Further Negative Pledge. Enter into any agreement, instrument, deed or lease which prohibits or limits the ability of any Loan Party to create, incur, assume or suffer to exist any Lien upon any of its properties or revenues, whether now owned or hereafter acquired, or which requires the grant of any security for an obligation if security is granted for another obligation, except the following: (a) this Agreement, the ABL Term Loan Credit Documents and the other Loan Documents; (b) covenants in documents creating Liens permitted by Section 7.01 prohibiting further Liens on the properties encumbered thereby; and (c) any prohibition or limitation that (i) exists pursuant to applicable Laws, (ii) consists of customary restrictions and conditions contained in any agreement relating to the sale of any property pending the consummation of such sale; provided that (1) such restrictions apply only to the property to be sold and such sale is permitted hereunder, and (2) such sale is permitted hereunder, (iii) restricts subletting or assignment of any lease governing a leasehold interest of Borrower or one of its Subsidiaries, or (iv) is a restriction on Liens otherwise permitted by the terms of Section 7.10 of this Agreement.

Appears in 2 contracts

Samples: Asset Based Revolving Credit Agreement (Contura Energy, Inc.), Asset Based Revolving Credit Agreement (Contura Energy, Inc.)

No Further Negative Pledge. Enter into any agreement, instrument, deed or lease which prohibits or limits the ability of any Loan Party Company to create, incur, assume or suffer to exist any Lien upon any of its properties or revenues, whether now owned or hereafter acquired, or which requires the grant of any security Lien for an obligation if security a Lien is granted for another obligation, except the following: (a1) this Agreement, the ABL Credit Documents Agreement and the other Loan Documents and the Senior Note Documents; (b2) covenants in documents creating Liens permitted by Section 7.01 6.02 prohibiting further Liens on the properties encumbered thereby; and (c3) any prohibition or limitation that (ia) exists pursuant to applicable LawsLegal Requirements, or (iib) consists of customary restrictions and conditions contained in any agreement relating to the sale or other disposition of any property pending the consummation of such salesale or other disposition; provided that (1i) such restrictions apply only to the property to be sold such property, and (ii) such sale or other disposition is permitted hereunder, and or (2) such sale is permitted hereunder, (iiic) restricts subletting or assignment of any lease governing a leasehold interest of Borrower or one of its Restricted Subsidiaries, or (iv) is a restriction on Liens otherwise permitted by the terms of Section 7.10 of this Agreement.

Appears in 1 contract

Samples: Credit Agreement (BioScrip, Inc.)

No Further Negative Pledge. Enter into any agreement, instrument, deed or lease which prohibits or limits the ability of any Loan Party to create, incur, assume or suffer to exist any Lien upon any of its properties or revenues, whether now owned or hereafter acquired, or which requires the grant of any security for an obligation if security is granted for another obligation, except the following: (a) this Agreement, the ABL Credit Documents and the other Loan Documents; (b) covenants in documents creating Liens permitted by Section 7.01 prohibiting further Liens on the properties encumbered thereby; and (c) any prohibition or limitation that (i) exists pursuant to applicable Laws, (ii) consists of customary restrictions and conditions contained in any agreement relating to the sale of any property pending the consummation of such sale; provided that (1) such restrictions apply only to the property to be sold and such sale is permitted hereunder, and (2) such sale is permitted hereunder, (iii) restricts subletting or assignment of any lease governing a leasehold interest of Borrower Borrowers or one of its Subsidiaries, or (iv) is a restriction on Liens otherwise permitted by the terms of Section 7.10 of this Agreement.

Appears in 1 contract

Samples: Credit Agreement (Contura Energy, Inc.)

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No Further Negative Pledge. Enter into any agreement, instrument, deed or lease which prohibits or limits the ability of any Loan Party Company to create, incur, assume or suffer to exist any Lien upon any of its properties or revenues, whether now owned or hereafter acquired, or which requires the grant of any security for an obligation if security is granted for another obligation, except the following: (a1) this Agreement, the ABL Credit Documents Agreement and the other Loan Documents and the First Lien Loan Documents; (b2) covenants in documents creating Liens permitted by Section 7.01 6.02 prohibiting further Liens on the properties encumbered thereby; and (c3) any prohibition or limitation that (ia) exists pursuant to applicable LawsLegal Requirements, or (iib) consists of customary restrictions and conditions contained in any agreement relating to the sale of any property pending the consummation of such sale; provided that (1i) such restrictions apply only to the property to be sold and such sale is permitted hereundersold, and (2ii) such sale is permitted hereunder, or (iiic) restricts subletting or assignment of any lease governing a leasehold interest of Borrower or one of its Subsidiaries, or (iv) is a restriction on Liens otherwise permitted by the terms of Section 7.10 of this Agreement.

Appears in 1 contract

Samples: Second Lien Term Loan Agreement (Critical Homecare Solutions Holdings, Inc.)

No Further Negative Pledge. Enter into any agreement, instrument, deed or lease which prohibits or limits the ability of any Loan Party Company to create, incur, assume or suffer to exist any Lien upon any of its properties or revenues, whether now owned or hereafter acquired, or which requires the grant of any security for an obligation if security is granted for another obligation, except the following: (a1) this Agreement, the ABL Credit Documents Agreement and the other Loan Documents and the Second Lien Term Loan Documents; (b2) covenants in documents creating Liens permitted by Section 7.01 6.02 prohibiting further Liens on the properties encumbered thereby; and (c3) any prohibition or limitation that (ia) exists pursuant to applicable LawsLegal Requirements, or (iib) consists of customary restrictions and conditions contained in any agreement relating to the sale of any property pending the consummation of such sale; provided that (1i) such restrictions apply only to the property to be sold and such sale is permitted hereundersold, and (2ii) such sale is permitted hereunder, or (iiic) restricts subletting or assignment of any lease governing a leasehold interest of Borrower or one of its Subsidiaries, or (iv) is a restriction on Liens otherwise permitted by the terms of Section 7.10 of this Agreement.

Appears in 1 contract

Samples: First Lien Credit Agreement (Critical Homecare Solutions Holdings, Inc.)

No Further Negative Pledge. Enter into any agreement, instrument, deed or lease which prohibits or limits the ability of any Loan Party Company to create, incur, assume or suffer to exist any Lien upon any of its properties or revenues, whether now owned or hereafter acquired, or which requires the grant of any security for an obligation if security is granted for another obligation, except the following: (a) this Agreement, the ABL Credit Documents Agreement and the other Loan Documents, (b) the May 2014 Credit Documents; (bc) covenants in documents creating Liens permitted by Section 7.01 6.02 prohibiting further Liens on the properties encumbered thereby; and (cd) any prohibition or limitation that (i) exists pursuant to applicable LawsLegal Requirements, or (ii) consists of customary restrictions and conditions contained in any agreement relating to the sale of any property pending the consummation of such sale; provided that (1) such restrictions apply only to the property to be sold and such sale is permitted hereunder, and (2) such 2)such sale is permitted hereunder, or (iii) restricts subletting or assignment of any lease governing a leasehold interest of Borrower or one of its Subsidiaries, or (iv) is a restriction on Liens otherwise permitted by the terms of Section 7.10 of this Agreement.

Appears in 1 contract

Samples: Credit Agreement (HC2 Holdings, Inc.)

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