Common use of No Restrictions on Subsidiary Distributions to Company or Other Subsidiaries Clause in Contracts

No Restrictions on Subsidiary Distributions to Company or Other Subsidiaries. Company will not, and will not permit any of its Subsidiaries 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 (i) pay dividends or make any other distributions on any of such Subsidiary's capital stock owned by Company or any other Subsidiary of Company, (ii) repay or prepay any Indebtedness owed by such Subsidiary to Company or any other Subsidiary of Company, (iii) make loans or advances to Company or any other Subsidiary of Company, or (iv) transfer any of its property or assets to Company or any other Subsidiary of Company, except (a) customary nonassignment provisions in contracts or leases entered into in the ordinary course of business, (b) encumbrances or restrictions contained in agreements relating to Indebtedness incurred by Company or a Subsidiary of Company; provided (1) such -------- Indebtedness is permitted to be incurred pursuant to subsection 7.1, (2) the encumbrances or restrictions relate solely to the property or assets of such Subsidiary, (3) are customary for the type of Indebtedness being incurred and (4) are no more restrictive in any material respect than the existing restrictions.

No Restrictions on Subsidiary Distributions to Company or Other Subsidiaries. Except as provided herein, neither Holdings nor Company will notshall, and will not nor shall it permit any of its Subsidiaries 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 (i) pay dividends or make any other distributions on any of such Subsidiary's capital stock owned by Company or any other Subsidiary of Company, (ii) repay or prepay any Indebtedness owed by 108 such Subsidiary to Company or any other Subsidiary of Company, (iii) make loans or advances to Company or any other Subsidiary of Company, or (iv) transfer any of its property or assets to Company or any other Subsidiary of Company, except for such encumbrances or restrictions existing under or by reason of (a) applicable law, (b) this Agreement and the other Loan Documents, (c) customary nonassignment provisions in contracts restricting subletting or leases assignment of any lease governing a leasehold interest of Company or any of its Subsidiaries, (d) customary provisions restricting assignment of any licensing agreement entered into by Company or any of its Subsidiaries in the ordinary course of business, or (be) encumbrances or restrictions contained as set forth in agreements relating to Indebtedness incurred by Company or a Subsidiary of Company; provided (1) such -------- Indebtedness is permitted to be incurred pursuant to subsection 7.1, (2) the encumbrances or restrictions relate solely to the property or assets of such Subsidiary, (3) are customary for the type of Indebtedness being incurred and (4) are no more restrictive in any material respect than the existing restrictionsSenior Notes Indenture.

No Restrictions on Subsidiary Distributions to Company or Other Subsidiaries. Company Except as provided herein, each Borrower will not, and will not permit any of its Restricted Subsidiaries 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 Restricted Subsidiary to (i) pay dividends or make any other distributions on any of such Restricted Subsidiary's capital stock Capital Stock owned by Company or any other Restricted Subsidiary of Company, (ii) repay or prepay any Indebtedness owed by such Restricted Subsidiary to Company or any other Restricted Subsidiary of Company, (iii) make loans or advances to Company or any other Restricted Subsidiary of Company, or (iv) transfer any of its property or assets to Company or any other Restricted Subsidiary of Company, except for such encumbrances or restrictions existing under or by reason of (a) customary nonassignment provisions in contracts or leases any restrictions existing under the Loan Documents and (b) any restriction with respect to a Restricted Subsidiary imposed pursuant to an agreement that has been entered into in connection with the ordinary course disposition of business, (b) encumbrances all or restrictions contained in agreements relating to Indebtedness incurred by Company or a Subsidiary substantially all of Company; provided (1) such -------- Indebtedness is permitted to be incurred pursuant to subsection 7.1, (2) the encumbrances or restrictions relate solely to the property Capital Stock or assets of such Restricted Subsidiary, (3) are customary for the type of Indebtedness being incurred and (4) are no more restrictive in any material respect than the existing restrictions.

No Restrictions on Subsidiary Distributions to Company or Other Subsidiaries. Company will notNo Credit Party will, and will not permit any of its Subsidiaries 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 (i) pay dividends or make any other distributions on any of such Subsidiary's capital stock ’s Capital Stock owned by Company or any other Subsidiary of Company, (ii) repay or prepay any Indebtedness owed by such Subsidiary to Company or any other Subsidiary of Company, (iii) make loans or advances to Company or any other Subsidiary of Company, or (iv) transfer any of its property or assets to Company or any other Subsidiary of Company, except (aA) as provided in this Agreement, (B) as to transfers of assets as may be provided in an agreement with respect to a sale of such assets, (C) in respect of Indebtedness permitted pursuant to Sections 6.1(f), (g), (h) and (i); (D) customary nonassignment provisions in contracts or leases entered into in the ordinary course of business, (b) encumbrances or restrictions and conditions contained in agreements relating to Indebtedness incurred by Company or the sale of a Subsidiary of Company; pending such sale, provided (1) that such -------- Indebtedness restrictions and conditions apply only to the Subsidiary that is to be sold and such sale is permitted hereunder; (E) restrictions and conditions existing on the date hereof identified on Schedule 6.2 (but shall not apply to be incurred pursuant to subsection 7.1any extension or renewal of, (2) or any amendment or modification, expanding the encumbrances scope of any such restriction or restrictions relate solely to the property or assets of such Subsidiary, (3) are customary for the type of Indebtedness being incurred condition); and (4F) are no more restrictive customary provisions in any material respect than leases restricting the existing restrictionsassignment thereof.