Common use of No Restrictions on Subsidiary Distributions to Borrower Clause in Contracts

No Restrictions on Subsidiary Distributions to Borrower. Except as provided herein and the Second Lien Loan Documents, the Credit Parties shall not and shall not cause or permit their Subsidiaries to directly or indirectly create or otherwise cause or suffer to exist or become effective any consensual encumbrance or restriction of any kind on the ability of any such Subsidiary to: (1) pay dividends or make any other distribution on any of such Subsidiary's Stock owned by Borrower or any other Subsidiary; (2) pay any Indebtedness owed to Borrower or any other Subsidiary; (3) make loans or advances to Borrower or any other Subsidiary; or (4) transfer any of its property or assets to Borrower or any other Subsidiary.

Appears in 3 contracts

Samples: Credit Agreement (RadNet, Inc.), Credit Agreement (Primedex Health Systems Inc), Credit Agreement (Primedex Health Systems Inc)

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No Restrictions on Subsidiary Distributions to Borrower. Except as provided herein and the Second First Lien Loan Documents, the Credit Parties shall not and shall not cause or permit their Subsidiaries to directly or indirectly create or otherwise cause or suffer to exist or become effective any consensual encumbrance or restriction of any kind on the ability of any such Subsidiary to: (1) pay dividends or make any other distribution on any of such Subsidiary's Stock owned by Borrower or any other Subsidiary; (2) pay any Indebtedness owed to Borrower or any other Subsidiary; (3) make loans or advances to Borrower or any other Subsidiary; or (4) transfer any of its property or assets to Borrower or any other Subsidiary.

Appears in 3 contracts

Samples: Credit Agreement (RadNet, Inc.), Second Lien Credit Agreement (Primedex Health Systems Inc), Credit Agreement (Primedex Health Systems Inc)

No Restrictions on Subsidiary Distributions to Borrower. Except as provided herein herein, in the Senior Term Loan Documents and in the Second Lien Subordinated Loan Documents, the Credit Parties shall Borrower will not and shall will not cause or permit their any of its Subsidiaries to directly or indirectly to create or otherwise cause or suffer to exist or become effective any consensual encumbrance or restriction of any kind on the ability of any such Subsidiary to: (1) pay dividends or make any other distribution on any of such Subsidiary's Stock capital stock owned by Borrower or any other SubsidiarySubsidiary of Borrower; (2) pay any Indebtedness owed to Borrower or any other Subsidiary; (3) make loans or advances to Borrower or any other Subsidiary; or (4) transfer any of its property or assets to Borrower or any other Subsidiary.

Appears in 3 contracts

Samples: Credit Agreement (Aki Inc), Credit Agreement (Aki Holding Corp), Credit Agreement (Aki Holding Corp)

No Restrictions on Subsidiary Distributions to Borrower. Except as provided herein and the Second Lien Loan Documentsherein, the Credit Parties shall not and shall not cause or permit their Subsidiaries to directly or indirectly create or otherwise cause or suffer to exist or become effective any consensual encumbrance or restriction of any kind on the ability of any such Subsidiary to: (1) pay dividends or make any other distribution on any of such Subsidiary's ’s Stock owned by Borrower or any other Subsidiary; (2) pay any Indebtedness owed to Borrower or any other Subsidiary; (3) make loans or advances to Borrower or any other Subsidiary; or (4) transfer any of its property or assets to Borrower or any other Subsidiary.

Appears in 2 contracts

Samples: Credit Agreement (Accuro Healthcare Solutions, Inc.), Credit Agreement (Accuro Healthcare Solutions, Inc.)

No Restrictions on Subsidiary Distributions to Borrower. Except as provided herein and the Second Lien Loan Documentsor as set forth on Schedule 5.2, the Credit Parties Borrower shall not and shall not cause or permit their its Subsidiaries to directly or indirectly create or otherwise cause or suffer to exist or become effective any consensual encumbrance or restriction of any kind on the ability of any such Subsidiary to: (1) pay dividends or make any other distribution on any of such Subsidiary's ’s Stock owned by Borrower or any other Subsidiary; (2) pay any Indebtedness owed to Borrower or any other Subsidiaryother; (3) make loans or advances to Borrower or any other Subsidiary; or (4) transfer any of its property or assets to Borrower or any other Subsidiary.

Appears in 2 contracts

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

No Restrictions on Subsidiary Distributions to Borrower. Except as provided herein and the Second Lien Loan Documentsherein, the Credit Parties shall Borrower will not and shall will not cause or permit their any of its Subsidiaries to directly or indirectly to create or otherwise cause or suffer to exist or become effective any consensual encumbrance or restriction of any kind on the ability of any such Subsidiary to: (1) pay dividends or make any other distribution on any of such Subsidiary's Stock capital stock owned by Borrower or any other SubsidiarySubsidiary of Borrower; (2) subject to subordination provisions for the benefit of Agent and Lenders, pay any Indebtedness owed to Borrower or any other Subsidiary; (3) make loans or advances to Borrower or any other Subsidiary; or (4) transfer any of its property or assets to Borrower or any other Subsidiary.

Appears in 2 contracts

Samples: Credit Agreement (Acorn Products Inc), Credit Agreement (Acorn Products Inc)

No Restrictions on Subsidiary Distributions to Borrower. Except as provided herein and in the Second Lien Loan DocumentsIndenture, the Credit Parties Borrower shall not not, and shall not cause or permit their any of its Subsidiaries to to, directly or indirectly indirectly, create or otherwise cause or suffer to exist or become effective any consensual encumbrance or restriction of any kind on the ability of any such Subsidiary to: (1) pay dividends or make any other distribution on any of such Subsidiary's Stock capital stock owned by Borrower or any other SubsidiarySubsidiary of Borrower; (2) subject to subordination provisions, pay any Indebtedness Debt owed to Borrower or any other Subsidiary; (3) make loans or advances to Borrower or any other Subsidiary; or (4) transfer any of its property or assets to Borrower or any other Subsidiary.

Appears in 1 contract

Samples: Servicing Agreement (Western Publishing Group Inc)

No Restrictions on Subsidiary Distributions to Borrower. Except as provided herein and in the Second First Lien Loan DocumentsCredit Agreement (and other Indebtedness of Borrower that is no more restrictive than the terms of this Agreement or the First Lien Credit Agreement), the Credit Parties Borrower shall not and shall not cause or permit their its Subsidiaries to directly or indirectly create or otherwise cause or suffer to exist or become effective any consensual encumbrance or restriction of any kind on the ability of any such Subsidiary to: to (1) pay dividends or make any other distribution on any of such Subsidiary's ’s Stock owned by Borrower or any other Subsidiary; (2) pay any Indebtedness owed to Borrower or any other Subsidiary; (3) make loans or advances to Borrower or any other Subsidiary; or (4) transfer any of its property or assets to Borrower or any other Subsidiary.

Appears in 1 contract

Samples: Second Lien Term Loan Agreement (Penhall International Corp)

No Restrictions on Subsidiary Distributions to Borrower. Except as provided herein and the Second Lien Loan Documentsherein, the Credit Loan Parties shall not and shall not cause or permit their Subsidiaries to directly or indirectly create or otherwise cause or suffer to exist or become effective any consensual encumbrance or restriction of any kind on the ability of any such Subsidiary to: (1) pay dividends or make any other distribution on any of such Subsidiary's ’s Stock owned by Borrower or any other Subsidiary; (2) pay any Indebtedness owed to Borrower or any other Subsidiary; (3) make loans or advances to Borrower or any other Subsidiary; or (4) transfer any of its property or assets to Borrower or any other Subsidiary.

Appears in 1 contract

Samples: Credit Agreement (Southwest Casino Corp)

No Restrictions on Subsidiary Distributions to Borrower. Except as provided herein and or the Second Lien Loan Documentsagreements with respect to the Senior Debt, the Credit Parties Borrower shall not and shall not cause or permit their its Subsidiaries to directly or indirectly create or otherwise cause or suffer to exist or become effective any consensual encumbrance or restriction of any kind on the ability of any such Subsidiary to: (1) pay dividends or make any other distribution on any of such Subsidiary's ’s Stock owned by Borrower or any other Subsidiary; (2) pay any Indebtedness owed to Borrower or any other Subsidiary; (3) make loans or advances to Borrower or any other Subsidiary; or (4) transfer any of its property or assets to Borrower or any other Subsidiary.

Appears in 1 contract

Samples: Loan and Security Agreement (Five9, Inc.)

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No Restrictions on Subsidiary Distributions to Borrower. Except as provided herein and the Second Lien Loan Documentsherein, the Credit Parties shall Borrower will not and shall will not cause or permit their any of its Subsidiaries to directly or indirectly to create or otherwise cause or suffer to exist or become effective any consensual encumbrance or restriction of any kind on the ability of any such Subsidiary to: (1) pay dividends or make any other distribution on any of such Subsidiary's Stock capital stock or other equity interest owned by Borrower or any other SubsidiarySubsidiary of Borrower; (2) subject to subordination provisions satisfactory to Lender, pay any Indebtedness indebtedness owed to Borrower or any other Subsidiary; (3) make loans or advances to Borrower or any other Subsidiary; or (4) transfer any of its property or assets to Borrower or any other Subsidiary.

Appears in 1 contract

Samples: Credit Agreement (First Wave Marine Inc)

No Restrictions on Subsidiary Distributions to Borrower. Except as provided herein and herein, each as in effect on the Second Lien Loan DocumentsClosing Date, the Credit Parties shall not and shall not cause or permit their Subsidiaries to directly or indirectly create or otherwise cause or suffer to exist or become effective any consensual encumbrance or restriction of any kind on the ability of any such Subsidiary to: (1) pay dividends or make any other distribution on any of such Subsidiary's ’s Stock owned by Borrower or any other Subsidiary; (2) pay any Indebtedness owed to Borrower or any other Subsidiary; (3) make loans or advances to Borrower or any other Subsidiary; or (4) transfer any of its property or assets to Borrower or any other Subsidiary.

Appears in 1 contract

Samples: Credit Agreement (Playtex Products Inc)

No Restrictions on Subsidiary Distributions to Borrower. Except as provided herein and the Second Lien Loan Documentsherein, the Credit Parties Borrower shall not and shall not cause or permit their its Subsidiaries to directly or indirectly create or otherwise cause or suffer to exist or become effective any consensual encumbrance or restriction of any kind on the ability of any such Subsidiary to: (1) pay dividends or make any other distribution on any of such Subsidiary's ’s Stock owned by Borrower or any other Subsidiary; (2) pay any Indebtedness owed to Borrower or any other Subsidiary; (3) make loans or advances to Borrower or any other Subsidiary; or (4) transfer any of its property or assets to Borrower or any other Subsidiary.

Appears in 1 contract

Samples: Credit Agreement (Pet DRx CORP)

No Restrictions on Subsidiary Distributions to Borrower. Except as provided herein and the Second Lien Loan Documentsin this Agreement, the Credit Parties shall Borrower will not and shall will not cause or permit their any of its Subsidiaries to directly or indirectly to create or otherwise cause or suffer to exist or become effective any consensual encumbrance or restriction of any kind on the ability of any such Subsidiary to: to (1a) pay dividends or make any other distribution on any of such Subsidiary's Stock owned by the Borrower or any other Subsidiary; , (2b) pay any Indebtedness owed to the Borrower or any other Subsidiary; , (3c) make loans or advances to the Borrower or any other Subsidiary; Subsidiary or (4d) transfer any of its property or assets to the Borrower or any other Subsidiary.

Appears in 1 contract

Samples: Credit Agreement (Castle Dental Centers Inc)

No Restrictions on Subsidiary Distributions to Borrower. Except as provided herein and the Second Lien Loan Documentsherein, the Credit Parties shall not and shall not cause or permit their Subsidiaries to directly or indirectly create or otherwise cause or suffer to exist or become effective any consensual encumbrance or restriction of any kind on the ability of any such Subsidiary to: (1) pay dividends or make any other distribution on any of such Subsidiary's Stock owned by Borrower or any other Subsidiary; (2) pay any Indebtedness owed to Borrower or any other Subsidiary; (3) make loans or advances to Borrower or any other Subsidiary; or (4) transfer any of its property or assets to Borrower or any other Subsidiary., except:

Appears in 1 contract

Samples: Credit Agreement (RathGibson Inc)

No Restrictions on Subsidiary Distributions to Borrower. Except as provided herein and the Second Lien Loan Documentsherein, the Credit Parties Borrower shall not and shall not cause or permit their Subsidiaries any Subsidiary to directly or indirectly create or otherwise cause or suffer to exist or become effective any consensual encumbrance or restriction of any kind on the ability of any such Subsidiary to: (1) pay dividends or make any other distribution on any of such Subsidiary's ’s Stock owned by Borrower or any other Subsidiary; (2) pay any Indebtedness owed to Borrower or any other Subsidiary; (3) make loans or advances to Borrower or any other Subsidiary; or (4) transfer any of its property or assets to Borrower or any other Subsidiary.

Appears in 1 contract

Samples: Credit Agreement (Patriot Capital Funding, Inc.)

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