or Section 9 Clause Samples

or Section 9. 07(a) without the consent of each Lender directly and adversely affected thereby; or

or Section 9. 11). The execution, delivery, performance, or observance of the Loan Papers will not require or result in the creation of any Lien (other than Lender Liens) on any Company’s property, and no Lien exists on any property of any Company except for Permitted Liens.

or Section 9. 7 shall prohibit the Borrower or any Subsidiary of the Borrower from dissolving any Subsidiary that is not an Unencumbered Property Owner Subsidiary at the time of such dissolution.

or Section 9. 8 is other than Borrower, then all amounts due under the Loan Documents shall become immediately due and payable at Lender’s election, in ▇▇▇▇▇▇’s sole discretion.

or Section 9. 5 or subject to any similar restriction contained in any agreement or instrument between Borrower and any Lender or any Affiliate of any Lender related to Debt and within the scope of Section 10.1(e) will be margin stock.

or Section 9. 15 shall be construed or deemed to constitute a waiver of (i) any rights or remedies that any Secured Party may have under this Agreement or any other Loan Document or under applicable Law, or (ii) the Loan Parties’ obligation to comply fully with, or the Administrative Agent’s right to strictly enforce, all duties, terms, conditions, obligations and covenants of the Loan Parties contained in the Loan Documents.

or Section 9. 3. If any taxes, levies, imposts, duties, fees, deductions, withholdings, assessments or other charges are required by Applicable Law to be deducted or withheld by Purchaser from any amounts owed to Owner by Purchaser under Section 3.3 or Section 9.3, then (i) Purchaser shall make such deductions or withholdings, and (ii) Purchaser shall timely pay the full amount deducted or withheld to the relevant Governmental Authority in accordance with Applicable Law. Notwithstanding anything herein to the contrary, the computation of the adjustments required pursuant to this clause (c) shall be made without duplication of any Federal Income Taxes, State Income Taxes or any other Taxes included in the definition of Owner’s Costs or Decommissioning Costs, as applicable. The reconciliation process provided in clause (b) above shall apply mutatis mutandis to the actual adjustments required pursuant to this clause (c).

or Section 9. 13. The Borrower shall not, and shall not permit any other Restricted Subsidiary to, have any Foreign Subsidiaries.

or Section 9. 11). Except for Permitted Liens, no Lien exists on any property of any Company (including, without limitation, the Forest Service Permits and the Water Rights), and the execution, delivery, performance or observance of the Loan Papers will not require or result in the creation of any Lien on any Company's property. As of the date hereof, the Forest Service Permits constitute all of the material licenses, permits or leases from the U.S. held by the Companies for use in connection with their respective skiing businesses. Each of the Water Rights is, to the knowledge of the Companies, in full force and effect and, to the knowledge of the Companies, there is no material default or existing condition which with the giving of notice or the passage of time or both would cause a material default under any Water Right that is material to the operation of the Companies. Subject to the available supply and to the terms and conditions of the applicable decrees, the Companies' Water Rights provide a dependable, legal and physical snowmaking, irrigation and domestic water supply for the operation of the Companies' businesses. Each Closing Date Critical Asset owned by any Company is owned by a Wholly Owned Restricted Subsidiary of Borrower (other than Closing Date Critical Assets owned by Heavenly Valley). Government Regulations. No Company or Controlling Person (a) is a "holding company," or a "subsidiary company" of a "holding company," or an "affiliate" of a "holding company" or of a "subsidiary company" of a "holding company," within the meaning of the Public Utility Holding Company Act of 1935, or (b) is or is required to be registered as an "investment company" under the Investment Company Act of 1940. Transactions with Affiliates. Except as set forth in Schedule 7.13 and except for other transactions which do not, in the aggregate, cost the Restricted Companies more than $2,000,000 in any fiscal year, no Restricted Company is a party to any transaction with any Affiliate (other than another Restricted Company), except upon fair and reasonable terms not materially less favorable than it could obtain or could become entitled to in an arm's-length transaction with a Person that was not its Affiliate.