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

No Restrictions on Subsidiary Distributions to Borrower. Except as provided herein, the 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 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, other than restrictions contained in this Agreement and restrictions contained in any agreement existing on the Closing Date, or any agreement entered into as permitted by paragraph (f) of Section 6.1 (in respect of the refinancing of an agreement that contained such a encumbrance or restriction as of the Closing Date) or in the Contingent Payment Agreement as in effect on the Closing Date, so long as such restriction is no less favorable to the Loan Parties than those contained in this Agreement as of the Closing Date.

No Restrictions on Subsidiary Distributions to Borrower. Except as provided hereinherein or except pursuant to agreements relating to Indebtedness incurred under Section 3.1(j), the Loan Parties Section 3.1(k) or Section 3.1(l), Holdings and Borrower shall not and shall not cause or permit their Borrower’s 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 SubsidiaryPerson’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) except in respect of transfers of property or assets financed or licensed pursuant to agreements governing Purchase Money Indebtedness or Licenses permitted hereby, transfer any of its property or assets to Borrower or any other Subsidiary; provided, other however, that agreements relating to Indebtedness incurred under Section 3.1(j) or Section 3.1(l) must, to the extent applicable, expressly permit the execution, delivery and performance of the Loan Documents and such consensual encumbrance or restriction contained therein shall not in any way be more restrictive than restrictions such provisions contained in this Agreement and restrictions contained in any agreement existing on the Closing Date, or any agreement entered into as permitted by paragraph Agreement. (f) of Section 6.1 (in respect 3.5(e) of the refinancing of an agreement that contained such a encumbrance or restriction as of Credit Agreement is hereby deleted in its entirety and replaced with the Closing Date) or in the Contingent Payment Agreement as in effect on the Closing Date, so long as such restriction is no less favorable to the Loan Parties than those contained in this Agreement as of the Closing Date.following:

No Restrictions on Subsidiary Distributions to Borrower. Except as provided hereinherein or except pursuant to agreements relating to Indebtedness incurred under Section 3.1(j), the Loan Parties Section 3.1(k) or Section 3.1(l), Holdings and Borrower shall not and shall not cause or permit their Borrower’s 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 SubsidiaryPerson’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) except in respect of transfers of property or assets financed or licensed pursuant to agreements governing Purchase Money Indebtedness or Licenses permitted hereby, transfer any of its property or assets to Borrower or any other Subsidiary; provided, other however, that agreements relating to Indebtedness incurred under Section 3.1(j) or Section 3.1(l) must, to the extent applicable, expressly permit the execution, delivery and performance of the Loan Documents and such consensual encumbrance or restriction contained therein shall not in any way be more restrictive than restrictions such provisions contained in this Agreement and restrictions contained in any agreement existing on the Closing Date, or any agreement entered into as permitted by paragraph (f) of Section 6.1 (in respect of the refinancing of an agreement that contained such a encumbrance or restriction as of the Closing Date) or in the Contingent Payment Agreement as in effect on the Closing Date, so long as such restriction is no less favorable to the Loan Parties than those contained in this Agreement as of the Closing DateAgreement.