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

No Restrictions on Subsidiary Distributions to Borrowers. Except as provided herein, 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 any Borrower or any other Subsidiary; (2) pay any Indebtedness owed to any Borrower or any other Subsidiary; (3) make loans or advances to any Borrower or any other Subsidiary; or (4) transfer any of its property or assets to any Borrower or any other Subsidiary.

Appears in 3 contracts

Samples: Credit Agreement (Atlantis Plastics Inc), Credit Agreement (Atlantis Plastics Inc), Credit Agreement (Atlantis Plastics Inc)

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No Restrictions on Subsidiary Distributions to Borrowers. Except as provided herein, the Credit Parties shall not and shall not no Borrower shall, or cause or permit their 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 owned by any Borrower or any other Subsidiary; (2) pay any Indebtedness owed to any Borrower or any other Subsidiary; (3) make loans or advances to any Borrower or any other Subsidiary; or (4) transfer any of its property or assets to any Borrower or any other Subsidiary.

Appears in 2 contracts

Samples: Credit Agreement (MTM Technologies, Inc.), Credit Agreement (MTM Technologies, Inc.)

No Restrictions on Subsidiary Distributions to Borrowers. Except as provided herein, 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 capital stock owned by any a Borrower or any other SubsidiarySubsidiary of a Borrower; (2) subject to subordination provisions, pay any Indebtedness indebtedness owed to any a Borrower or any other Subsidiary; (3) make loans or advances to any a Borrower or any other Subsidiary; or (4) transfer any of its property or assets to any a Borrower or any other Subsidiary.

Appears in 2 contracts

Samples: Loan and Security Agreement (Intensiva Healthcare Corp), Loan and Security Agreement (Editek Inc)

No Restrictions on Subsidiary Distributions to Borrowers. Except as provided herein, 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 (other than the Loan Documents, the Indenture and the Xxxxx Debt Agreement) 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 any Borrower or any other Subsidiary; (2) pay any Indebtedness owed to any Borrower or any other Subsidiary; (3) make loans or advances to any Borrower or any other Subsidiary; or (4) transfer any of its property or assets to any Borrower or any other Subsidiary.

Appears in 1 contract

Samples: Credit Agreement (Exopack Holding Corp)

No Restrictions on Subsidiary Distributions to Borrowers. Except as provided hereinherein and in the Second Lien Credit Agreement, 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 any Borrower or any other Subsidiary; (2) pay any Indebtedness owed to any Borrower or any other Subsidiary; (3) make loans or advances to any Borrower or any other Subsidiary; or (4) transfer any of its property or assets to any Borrower or any other Subsidiary.

Appears in 1 contract

Samples: Credit Agreement (Penhall International Corp)

No Restrictions on Subsidiary Distributions to Borrowers. Except as provided hereinin this Agreement, the Credit Parties shall Borrowers will not and shall will not cause or permit any of their 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 ’s Stock owned by any Borrower or any other Subsidiary; , (2b) pay any Indebtedness owed to any Borrower the Borrowers or any other Subsidiary; , (3c) make loans or advances to any Borrower or any other Subsidiary; Subsidiary or (4d) transfer any of its property or assets to any Borrower or any other Subsidiary.

Appears in 1 contract

Samples: Credit Agreement (Curative Health Services Inc)

No Restrictions on Subsidiary Distributions to Borrowers. Except as provided hereinherein (or in the Subordinated Credit Agreement or the Senior Subordinated Notes), 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 capital stock or other equity interest owned by any a Borrower or any other SubsidiarySubsidiary of a Borrower; (2) pay any Indebtedness indebtedness owed to any a Borrower or any other Subsidiary; (3) make loans or advances to any a Borrower or any other Subsidiary; or (4) transfer any of its property or assets to any a Borrower or any other Subsidiary.

Appears in 1 contract

Samples: Loan Agreement (Recoton Corp)

No Restrictions on Subsidiary Distributions to Borrowers. Except as provided hereinherein and as provided in the Subordinated Notes 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: (1i) pay dividends or make any other distribution on any of such Subsidiary's ’s Stock owned by any Borrower or any other Subsidiary; (2ii) pay any Indebtedness owed to any Borrower or any other Subsidiary; (3iii) make loans or advances to any Borrower or any other Subsidiary; or (4iv) except for restrictions on the transfers of specific assets subject to Capital Leases or other leases or purchase money obligations, transfer any of its property or assets to any Borrower or any other Subsidiary.

Appears in 1 contract

Samples: Credit Agreement (Tempur Pedic International Inc)

No Restrictions on Subsidiary Distributions to Borrowers. Except as provided herein, the Credit Parties shall OSG 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 owned capital stock owed by any Borrower or any other SubsidiarySubsidiary of any Borrower; (2) subject to subordination provisions for the benefit of Agent and Lenders, pay any Indebtedness owed owned to any Borrower or any other Subsidiary; (3) make loans or advances to any Borrower or any other Subsidiary; or (4) transfer any of its property or assets to any Borrower or any other Subsidiary.

Appears in 1 contract

Samples: Credit Agreement (Aerosol Services Co Inc)

No Restrictions on Subsidiary Distributions to Borrowers. Except as provided herein, 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 (other than the Loan Documents and the Indenture) 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 any Borrower or any other Subsidiary; (2) pay any Indebtedness owed to any Borrower or any other Subsidiary; (3) make loans or advances to any Borrower or any other Subsidiary; or (4) transfer any of its property or assets to any Borrower or any other Subsidiary.

Appears in 1 contract

Samples: Credit Agreement (Exopack Holding Corp)

No Restrictions on Subsidiary Distributions to Borrowers. Except as provided hereinherein and in (each as of the Closing Date) the Senior Unsecured Notes Indenture, 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 any Borrower or any other Subsidiary; (2) pay any Indebtedness owed to any Borrower or any other Subsidiary; (3) make loans or advances to any Borrower or any other Subsidiary; or (4) transfer any of its property or assets to any Borrower or any other Subsidiary.

Appears in 1 contract

Samples: Credit Agreement (Penhall International Corp)

No Restrictions on Subsidiary Distributions to Borrowers. Except as provided hereinherein and as provided in the Subordinated Notes 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: (1i) pay dividends or make any other distribution on any of such Subsidiary's Stock owned by any Borrower or any other Subsidiary; (2ii) pay any Indebtedness owed to any Borrower or any other Subsidiary; (3iii) make loans or advances to any Borrower or any other Subsidiary; or (4iv) except for restrictions on the transfers of specific assets subject to Capital Leases or other leases or purchase money obligations, transfer any of its property or assets to any Borrower or any other Subsidiary.

Appears in 1 contract

Samples: Credit Agreement (Twi Holdings Inc)

No Restrictions on Subsidiary Distributions to Borrowers. Except as provided hereinin this Agreement, the Credit Parties shall Borrowers will not and shall will not cause or permit any of their 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 any Borrower or any other Subsidiary; , (2b) pay any Indebtedness owed to any Borrower the Borrowers or any other Subsidiary; , (3c) make loans or advances to any Borrower or any other Subsidiary; Subsidiary or (4d) transfer any of its property or assets to any Borrower or any other Subsidiary.

Appears in 1 contract

Samples: Credit Agreement (Curative Health Services Inc)

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No Restrictions on Subsidiary Distributions to Borrowers. Except as provided herein, the Credit Parties shall Borrowers will not and shall will not cause or permit their Subsidiaries to any Subsidiary 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 a Subsidiary's Capital Stock owned by any a Borrower or any other SubsidiarySubsidiary of a Borrower; (2) subject to subordination provisions, pay any Indebtedness indebtedness owed to any a Borrower or any other Subsidiary; (3) make loans or advances to any a Borrower or any other Subsidiary; or (4) transfer any of its property or assets to any a Borrower or any other Subsidiary.

Appears in 1 contract

Samples: Credit Agreement (Roma Fort Worth Inc)

No Restrictions on Subsidiary Distributions to Borrowers. Except as provided hereinherein (or in the Senior Loan Documents or the 1999 Securities Purchase Agreement), 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 capital stock or other equity interest owned by any a Borrower or any other SubsidiarySubsidiary of a Borrower; (2) pay any Indebtedness indebtedness owed to any a Borrower or any other Subsidiary; (3) make loans or advances to any a Borrower or any other Subsidiary; or (4) transfer any of its property or assets to any a Borrower or any other Subsidiary.

Appears in 1 contract

Samples: Credit Agreement (Recoton Corp)

No Restrictions on Subsidiary Distributions to Borrowers. Except as provided herein, the Credit Parties shall Borrowers will not and shall will not cause or permit any of their 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 Subsidiaries to: (1) pay dividends or make any other distribution on any of such Subsidiary's Capital Stock owned by any Borrower Borrowers or any other SubsidiarySubsidiaries of Borrowers; (2) subject to subordination provisions, pay any Indebtedness indebtedness owed to any Borrower Borrowers or any other Subsidiary; (3) make loans or advances to any Borrower Borrowers or any other Subsidiary; or (4) transfer any of its property their properties or assets to any Borrower Borrowers or any other Subsidiary.

Appears in 1 contract

Samples: Credit Agreement (Eco Soil Systems Inc)

No Restrictions on Subsidiary Distributions to Borrowers. Except as provided herein, the Credit Parties shall Borrowers will not and shall will not cause or permit any of their 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 Capital Stock owned by a Borrower or any Subsidiary of a Borrower; subject to subordination provisions, pay any indebtedness owed to a Borrower or any other Subsidiary; (2) pay any Indebtedness owed to any Borrower or any other Subsidiary; (3) make loans or advances to any Borrower or any other Subsidiary; or (4) transfer any of its property or assets to any a Borrower or any other Subsidiary.

Appears in 1 contract

Samples: Credit Agreement (Clearview Cinema Group Inc)

No Restrictions on Subsidiary Distributions to Borrowers. Except -------------------------------------------------------- as provided herein, the Credit Parties shall each 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 any such Borrower or any other SubsidiarySubsidiary of such Borrower; (2) pay any Indebtedness owed to any such Borrower or any other Subsidiary; (3) make loans or advances to any such Borrower or any other Subsidiary; or (4) transfer any of its property or assets to any such Borrower or any other Subsidiary.

Appears in 1 contract

Samples: Credit Agreement (Opinion Research Corp)

No Restrictions on Subsidiary Distributions to Borrowers. Except as provided herein, 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: (1i) pay dividends or make any other distribution on any of such Subsidiary's ’s Stock owned by any Borrower or any other Subsidiary; (2iii) pay any Indebtedness owed to any Borrower or any other Subsidiary; (3iii) make loans or advances to any Borrower or any other Subsidiary; or (4iv) transfer any of its property or assets to any Borrower or any other Subsidiary.

Appears in 1 contract

Samples: Credit and Security Agreement (Osullivan Industries Inc)

No Restrictions on Subsidiary Distributions to Borrowers. Except -------------------------------------------------------- as provided herein, 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 of any Borrower to: (1) pay dividends or make any other distribution on any of such Subsidiary's Stock capital stock or other equity interests owned by any such Borrower or any other SubsidiarySubsidiary of such Borrower; (2) pay any Indebtedness indebtedness owed to any Borrower Borrowers or any other Subsidiary; (3) make loans or advances to any Borrower Borrowers or any other Subsidiary; or (4) transfer any of its property or assets to any Borrower or any other Subsidiary.

Appears in 1 contract

Samples: Loan and Security Agreement (Hawker Pacific Aerospace)

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