No Impairment of Intercompany Transfers. No Credit Party shall directly or indirectly enter into or become bound by any agreement, instrument, indenture or other obligation (other than this Agreement and the other Loan Documents) that could directly or indirectly restrict, prohibit or require the consent of any Person with respect to the payment of dividends or distributions or the making or repayment of intercompany loans by a Subsidiary of any Borrower to any Borrower or between Borrowers.
No Impairment of Intercompany Transfers. Borrowers shall not directly or indirectly enter into or become bound by any agreement, instrument, indenture or other obligation (other than this Agreement and the other Loan Documents) that could directly or indirectly restrict, prohibit or require the consent of any Person with respect to the payment of dividends or distributions.
No Impairment of Intercompany Transfers. Directly or indirectly enter into or become bound by any agreement, instrument, indenture or other obligation (other than this Agreement and the other Loan Documents) which could directly or indirectly restrict, prohibit or require the consent of any Person with respect to the payment of dividends or distributions or the making or repayment of intercompany loans by a Subsidiary of a Loan Party to such Loan Party, except for such restrictions, prohibitions or requirements existing under applicable mandatory legal requirements or this Agreement and the Other Documents or the Revolving Loan Documents.
No Impairment of Intercompany Transfers. Except in connection with any transaction contemplated in any of the Transaction Agreements, the Company shall not permit any of its Subsidiaries to directly or indirectly enter into or become bound by any agreement, instrument, indenture or other obligation which could directly or indirectly restrict, prohibit or require the consent of any Person with respect to the payment of dividends or distributions or the making or repayment of intercompany loans by any of its Subsidiaries to another Subsidiary of the Company or the Company.
No Impairment of Intercompany Transfers. No Sotheby Entity shall directly or indirectly enter into or become bound by any agreement, instrument, indenture or other obligation (other than this Agreement and the other Loan Documents) that could directly or indirectly restrict, prohibit or require the consent of any Person with respect to the payment of dividends or distributions or the making or repayment of intercompany loans by a Subsidiary of any Sotheby Entity to any Sotheby Entity or between Sotheby Entities.
No Impairment of Intercompany Transfers. No Credit Party shall, or shall cause or permit its Foreign Subsidiaries to, directly or indirectly enter into or become bound by any agreement, instrument, indenture or other consensual obligation (other than this Agreement, the other Loan Documents, the High Yield Notes and any loan documents executed in connection therewith and any other documents reflecting Indebtedness permitted pursuant to Section 6.3) that could directly or indirectly restrict, prohibit or require the consent of any Person with respect to the payment of dividends or distributions or the making or repayment of intercompany loans by a Subsidiary of any Borrower to any Borrower or between Borrowers.
No Impairment of Intercompany Transfers. Directly or indirectly enter into or become bound by any agreement, instrument, indenture or other obligation (other than this Agreement and the other Loan Documents) which could directly or indirectly restrict, prohibit or require the consent of any Person (other than the Loan Parties or its Subsidiaries) with respect to the payment of dividends or distributions or the making or repayment of intercompany loans by a Restricted Subsidiary of a Loan Party to such Loan Party, except for such restrictions, prohibitions or requirements (a) existing under applicable mandatory legal requirements, regulations, rules or orders of any Governmental Authority or this Agreement and the other Loan Documents and agreements governing Indebtedness permitted hereby, (b) contained in agreements relating to the sale of a Loan Party or a Restricted Subsidiary or any other asset pending such sale; provided that (i) such restrictions and conditions apply only to the Restricted Subsidiary that is, or the assets that are, to be sold and (ii) such sale is permitted hereunder or a condition to the closing of such sale is the payment in full of the Obligations (other than contingent indemnification obligations to the extent no claims giving rise thereto have been asserted) or obtaining a consent in accordance with Section 12.2 of this Agreement, (c) pursuant to agreements or obligations to which a Person was subject at the time such Person becomes a Loan Party or a Restricted Subsidiary so long as such agreements or obligations were not entered into in contemplation of such Person becoming a Loan Party or a Restricted Subsidiary and (d) contained in joint venture or similar agreements so long as such agreements or obligations were not entered into in contemplation of such Person becoming a Loan Party or a Restricted Subsidiary.
No Impairment of Intercompany Transfers. No Credit Party shall directly or indirectly enter into or become contractually bound by any agreement, instrument, indenture or other obligation (other than this Agreement, the other Loan Documents and the Post-Petition Skymiles Facility Documents) that could directly or indirectly restrict, prohibit or require the consent of any Person with respect to the payment of dividends or distributions by a Credit Party or the making or repayment of intercompany loans by a Subsidiary of Borrower to Borrower; other than (a) prohibitions or restrictions existing on the Closing Date and listed on Disclosure Schedule 6.15, and any extension or renewal thereof on terms no less favorable to such Credit Party and (b) prohibitions or restrictions set forth in the Loan Documents or the Post-Petition Skymiles Facility Documents (to the extent consistent with such provisions in the Loan Documents).
No Impairment of Intercompany Transfers. The Company shall not, and shall not permit any Subsidiary to, directly or indirectly enter into or become bound by any agreement, instrument, indenture or other obligation (other than this Agreement and the other Loan Documents) that could directly or indirectly restrict, prohibit or require the consent of any Person with respect to the payment of dividends or distributions or the making or repayment of intercompany loans or the transfer of assets by a Subsidiary of the Company to the Company or such Subsidiaries' shareholders, except for (1) restrictions with respect to a Subsidiary imposed pursuant to an agreement entered into for the disposition of all or substantially all of the equity or Property of such Subsidiary (or the Property subject to such disposition) permitted under Section 8.02 pending the closing of such disposition, (2) restrictions on the transfer of assets that are subject to Liens permitted by Section 8.01 and (3) restrictions on the transfer of software licenses or similar contracts imposed by the applicable licensor or similar party.
No Impairment of Intercompany Transfers. No Credit Party shall, nor shall it permit any of its Subsidiaries to, directly or indirectly enter into or become bound by any agreement, instrument, indenture or other obligation (other than this Agreement and the other Loan Documents) that would (currently or upon the occurrence of any contingency or otherwise) directly or indirectly restrict, prohibit or require the consent of any Person with respect to the payment of dividends or distributions or the making or repayment of intercompany loans by a Subsidiary of Borrower to Borrower or by Holdings to Borrower or any Subsidiary of Borrower, other than customary restrictions and conditions contained in agreements relating to the sale of all or a substantial part of the capital Stock or assets of any Subsidiary pending such sale, provided such restrictions and conditions apply only to the Subsidiary which is to be (or whose assets are to be) sold and such sale is otherwise permitted hereunder.
