No Restrictions on Subsidiary Dividends. No subsidiary of the Company is currently prohibited, directly or indirectly, from paying any dividends to the Company, from making any other distribution on such subsidiary’s capital stock, from repaying to the Company any loans or advances to such subsidiary from the Company or from transferring any of such subsidiary’s property or assets to the Company or any other subsidiary of the Company, except as described in the Registration Statement, the Time of Sale Information and the Prospectus.
No Restrictions on Subsidiary Dividends. Holdings shall not, and shall not suffer or permit any Subsidiary to, enter into or be bound by any Contractual Obligation which restricts, limits or prohibits the payment of dividends by any Subsidiary or the making of any other distribution in respect of such Subsidiary's capital stock.
No Restrictions on Subsidiary Dividends. The Company shall not, and shall not suffer or permit any Subsidiary (other than the Excluded Subsidiary) to, enter into or be bound by any Contractual Obligation which restricts, limits or prohibits the payment of dividends by any Subsidiary (other than the Excluded Subsidiary) or the making of any other distribution in respect of such Subsidiary's capital stock.
No Restrictions on Subsidiary Dividends. Except to the extent that any such agreement may be contained in the Loan Documents or the Permitted Term B Loan Documents, no Borrower will agree, or permit any Borrower Subsidiary to agree, to create or otherwise permit to exist any consensual encumbrance or restriction of any kind on the ability of any Borrower Subsidiary to pay dividends or make any other distribution or transfer of funds or assets or make loans or advances to or other Investments in, or pay any Indebtedness owing to, any Borrower or any other Borrower Subsidiary.
No Restrictions on Subsidiary Dividends. Each Loan Party shall not, and shall not suffer or permit any of its Subsidiaries to, enter into or be bound by any Contractual Obligation which restricts, limits or prohibits the payment of dividends by any of Parent’s Subsidiaries or the making of any other distribution in respect of such Subsidiary’s capital stock or other equity interests, except for the following:
(a) agreements for the sale of a Subsidiary or assets or that would otherwise result in a Change of Control; provided, that (i) any such restriction, limitation or prohibition on the payment of dividends or other distributions applies only to the Subsidiary to be sold or to the Subsidiary that owns the assets to be sold, in each case, while such sale is pending, and (ii) such sale is permitted under Section 8.02;
(b) agreements in respect of Indebtedness permitted under Section 8.05 of any Subsidiary acquired after the Effective Date that was incurred by such Subsidiary prior to the date on which such Subsidiary was acquired (other than Indebtedness incurred as consideration for, in contemplation of, or to provide all or any portion of the funds or credit support utilized to consummate the transaction or series of related transactions pursuant to which such Subsidiary becomes a Subsidiary or was otherwise acquired); and
(c) any encumbrances or restrictions existing under or by reason of (i) the Loan Documents, (ii) the Senior Note Documents, or (iii) the definitive documents governing Indebtedness permitted to be incurred under Section 8.05(i), (A) so long as such prohibitions and conditions are not materially more burdensome (taken as a whole) than the prohibitions and conditions governing the Loan Documents, the Senior Note Documents, or any documents giving effect to any Permitted Refinancing Indebtedness thereof, and (B) in addition, in the case of Indebtedness of a Subsidiary that is not a Loan Party, so long as such prohibitions and conditions are imposed solely on such non-Loan Party and its Subsidiaries.
No Restrictions on Subsidiary Dividends. Except to the extent that any such agreement may be contained in the Loan Documents or the Existing ABL Credit Agreement Documents, no Credit Party will agree, nor shall permit any Credit Party Entity to agree, to create or otherwise permit to exist any consensual encumbrance or restriction of any kind on the ability of any Credit Party Entity to pay dividends or make any other distribution or transfer of funds or assets or make loans or advances to or other Investments in, or pay any Indebtedness owing to, any Credit Party or any other any Credit Party Entity.
No Restrictions on Subsidiary Dividends. The Company shall not, and shall not suffer or permit any Subsidiary to, enter into or be bound by any Contractual Obligation which expressly restricts, limits or prohibits the payment of dividends by any Subsidiary or the making of any other distribution in respect of such Subsidiary's capital stock; provided, however, that the foregoing shall not prohibit any restrictions, limitations or prohibitions: (a) existing on the Closing Date; (b) contained in any debt instrument relating to a Person which becomes a Subsidiary after the Closing Date, provided that (i) such encumbrances and restrictions are not applicable to any Person other than such Subsidiary or the property or assets of such Subsidiary, and (ii) such instrument was in existence at the time of such acquisition and not created in contemplation of or in connection with such acquisition; (c) imposed on a Subsidiary formed for the purpose of implementing a Permitted Receivables Purchase Facility; or (d) existing under, or by reason of, applicable law or as required by or pursuant to agreements with any Governmental Authorities. ARTICLE IX
No Restrictions on Subsidiary Dividends. No Borrower nor any Subsidiary shall agree to, enter into, consent to, become subject to or permit to exist any contractual restriction or other binding obligation (including its charter) that directly or indirectly limits the amount of, or otherwise restricts (i) the payment to such Borrower by any Subsidiary of dividends or other redemptions or distributions with respect to such Subsidiary’s capital stock, (ii) the repayment to such Borrower by any Subsidiary of intercompany loans or advances, (iii) the making of loans or advances by any Subsidiary to such Borrower or any Wholly-Owned Subsidiary (other than a Significant Subsidiary) or (iv) other intercompany transfers to such Borrower of property or other assets by Subsidiaries.
No Restrictions on Subsidiary Dividends. No subsidiary of the Company is currently prohibited, directly or indirectly, from paying any dividends to the Company, from making any other distribution on such subsidiary’s capital stock, from repaying to the Company any loans or advances to such subsidiary from the Company or from transferring any of such subsidiary’s property or assets to the Company or any other subsidiary of the Company, except under each of (i) the Revolving Credit Facility, (ii) the Secured Term Loan Agreement dated December 30, 2014, among the Company, as borrower, Bank of Montreal, as administrative agent, and the other parties party thereto and (iii) the indenture governing the Company’s 8.50% Senior Notes due 2020, as described in the Disclosure Package and the Final Memorandum (in each case, exclusive of any amendment or supplement thereto).
No Restrictions on Subsidiary Dividends. No subsidiary of the Company is currently prohibited, directly or indirectly, from paying any dividends to the Company, from making any other distribution on such subsidiary’s capital stock, from repaying to the Company any loans or advances to such subsidiary from the Company or from transferring any of such subsidiary’s property or assets to the Company or any other subsidiary of the Company, except under each of the Company’s Third Amended and Restated Credit Agreement, dated February 17, 2017, among the Company, as borrower, the guarantors party thereto, Bank of Montreal, as administrative agent, and other agents and lenders from time to time party thereto (as amended, restated, supplemented and otherwise modified to the date hereof) and the Indenture and except as described in or contemplated in the Disclosure Package and the Final Memorandum (in each case, exclusive of any amendment or supplement thereto).
