Restrictions Affecting Subsidiaries. Enter into, or suffer to exist, any Contractual Obligation with any Person, which prohibits or limits the ability of any Material Subsidiary (other than Asset Securitization Subsidiaries) to (a) pay dividends or make other distributions or pay any Indebtedness owed to the Borrower or any other Subsidiary, (b) make loans or advances to the Borrower or any other Subsidiary or (c) transfer any of its properties or assets to the Borrower or any other Subsidiary.
Restrictions Affecting Subsidiaries. Enter into, or suffer to exist, any Contractual Obligation with any Person, which prohibits or limits the ability of any Material Subsidiary or any Subsidiary Guarantor (other than Special Purpose Vehicle Subsidiaries and Asset Securitization Subsidiaries) to (a) pay dividends or make other distributions or pay any Indebtedness owed to the Borrower or any other Subsidiary, (b) make loans or advances to the Borrower or any other Subsidiary or (c) transfer any of its properties or assets to the Borrower or any other Subsidiary; provided, however, that this Section 6.9 shall not apply to (A) any restrictions applicable to PHH Home Loans, LLC, pursuant to the PHH Home Loans Mortgage Warehouse Facilities, (B) any restrictions imposed by Applicable Law, including, without limitation, any Applicable Law restricting payment of dividends or other distributions by Atrium Insurance Corporation and its successors and assigns, (C) (i) any restrictions imposed by the Specified Senior Notes or (ii) any Indebtedness that refinances or replaces such notes or any future indenture pursuant to which Indebtedness of the Borrower is issued, in each case, which, in the aggregate, is not materially more restrictive than the terms of the Specified Senior Notes or the 2016 Notes, in each case as in effect on the Closing Date (as determined in good faith by a financial officer of the Borrower), (D) any restriction with respect to a Subsidiary imposed pursuant to an agreement that has been entered into in connection with the disposition of all or substantially all of the Capital Stock or assets of such Subsidiary, to the extent permitted under this Agreement, (E) any agreement governing any purchase money Liens or Capital Lease otherwise permitted hereby if the applicable restriction applies only to the assets subject to such Liens or Capital Lease, (F) any agreement in effect at the time such Subsidiary becomes a Subsidiary of the Borrower, so long as such agreement was not entered into in contemplation of such Person becoming a Subsidiary and applies only to such Subsidiary and its property, (G) any instrument assumed in connection with any Acquisition permitted under Section 6.13, which restriction is not applicable to any Person, or the properties or assets of any Person, other than the Person or the properties or assets of the Person so acquired,(H) Contractual Obligations relating to secured Indebtedness permitted pursuant to Section 6.1 (including financing through repurchase ...
Restrictions Affecting Subsidiaries. The Borrower will not, and will not permit any of its Subsidiaries to, enter into, be bound by or suffer to exist any encumbrance or restriction on the ability of any Subsidiary to (a) pay dividends or make other distributions or pay any Debt or Indebtedness owed to the Borrower or any Subsidiary, (b) make loans or advances to the Borrower or any Subsidiary, (c) transfer any of its properties or assets to the Borrower or any Subsidiary, (d) create, incur, assume or suffer to exist any Lien upon any of its property, assets or revenues, whether now owned or hereafter acquired, (e) Guarantee any Debt or Indebtedness of the Borrower or another Subsidiary or (f) suffer to exist any Lien on capital stock or other equity interests issued by it; except for any such encumbrance or restriction existing under or by reason of (i) any agreement in effect on the Effective Date as any such agreement is in effect on such date, (ii) this Agreement, (iii) any agreement with respect to Indebtedness of any Subsidiary permitted to be incurred under Section 6.02(b) or secured by a Lien permitted to be incurred under Section 6.01(d) and provided such encumbrance or restriction shall not apply to any assets of the Borrower or its Subsidiaries other than the assets of such Subsidiary subject to such Lien, (iv) any agreement binding upon such Subsidiary prior to the date on which such Subsidiary was acquired by the Borrower and outstanding on such date and provided such encumbrance or restriction shall not apply to any assets of the Borrower or its Subsidiaries other than such Subsidiary, (v) customary provisions restricting subletting or assignment of any lease governing any leasehold interest of any Subsidiary, (vi) applicable law, (vii) licenses or other agreements, including with respect to property, in the ordinary course of business consistent with prior practice and (viii) any agreement binding upon such Subsidiary so long as such encumbrance or restriction is no more restrictive than those contained in this Agreement.
Restrictions Affecting Subsidiaries. The Borrower shall not, and shall not permit any of its Included Subsidiaries to, enter into, or suffer to exist, any agreement with any Person other than the Banks which prohibits or limits the ability of any Included Subsidiary to (a) pay dividends or make other distributions or pay any Indebtedness owed to the Borrower or any other Included Subsidiary, (b) make loans or advances to the Borrower or any other Included Subsidiary or (c) transfer any of its properties or assets to the Borrower or any other Included Subsidiary. Notwithstanding the foregoing, the provisions of this subsection shall not apply to the obligations of the Borrower and FTC under any Lease Financing Arrangement.
Restrictions Affecting Subsidiaries. Enter into, or suffer to exist, any Contractual Obligation with any Person, which prohibits or limits the ability of any Material Subsidiary (other than Special Purpose Vehicle Subsidiaries and Asset Securitization Subsidiaries) to (a) pay dividends or make other distributions or pay any Indebtedness owed to the Borrower or any other Subsidiary, (b) make loans or advances to the Borrower or any other Subsidiary or (c) transfer any of its properties or assets to the Borrower or any other Subsidiary; provided, however, that this Section 6.9 shall not apply to (A) any tangible net worth requirements and/or restrictions applicable to PHH Home Loans, LLC, pursuant to the PHH Home Loans Credit Agreement or (B) any restrictions imposed by Applicable Law, including, without limitation, any Applicable Law restricting payment of dividends or other distributions by Atrium Insurance Corporation.
Restrictions Affecting Subsidiaries. Enter into with any Person, or suffer to exist any agreement which prohibits or limits the ability of the Borrower or any of its Subsidiaries to (a) create, incur, assume or suffer to exist any Lien upon any of its property, assets or revenues, whether now owned or hereafter acquired, other than (i) this Agreement, (ii) any industrial revenue bonds, purchase money mortgages or Financing Leases or any other agreement or transaction permitted by this Agreement (in which cases, any prohibition or limitation shall only be effective against the assets financed thereby), (iii) as required pursuant to financing arrangements entered into by Triad Systems Ireland Limited with the Industrial Development Authority of Ireland as in effect on the date hereof or such other similar financing arrangements entered into in furtherance of the development of CCHC and its Subsidiaries' business outside of the United States provided that the aggregate amount of assets of CCHC or any Subsidiary of CCHC subject to such restrictions shall not exceed 5% of Consolidated Assets and (iv) restrictions with respect to maintaining the special purpose entity treatment of FinanceCo or (b) pay dividends or make other distributions or pay any Indebtedness owed to the Borrower or any of its Subsidiaries except as permitted by this Agreement and the other Loan Documents, as required pursuant to financing arrangements entered into by Triad Systems Ireland Limited with the Industrial Development Authority of Ireland as in effect on the date hereof or such other similar financing arrangements entered into in furtherance of the development of CCHC and its Subsidiaries' business outside of the United States provided that the aggregate amount of assets of CCHC or any Subsidiary of CCHC subject to such restrictions shall not exceed 5% of Consolidated Assets, and pursuant to restrictions imposed with respect to maintaining the special purpose entity treatment of FinanceCo.
Restrictions Affecting Subsidiaries. Enter into, or suffer to exist, any Contractual Obligation with any Person, which prohibits or limits the ability of any Material Subsidiary (other than Special Purpose Vehicle Subsidiaries and Asset Securitization Subsidiaries) to (a) pay dividends or make other distributions or pay any Indebtedness owed to the Borrower or any other Subsidiary, (b) make loans or advances to the Borrower or any other Subsidiary or (c) transfer any of its properties or assets to the Borrower or any other Subsidiary, except in each case any Contractual Obligation of Avis Fleet or any of its Subsidiaries (other than Asset Securitization Subsidiaries or Special Purpose Vehicle Subsidiaries) existing as of the date of the Avis Fleet Transaction and any renewals, extensions or modifications thereof so long as such renewals, extensions or modifications are effected on substantially the same terms or on terms which, in the aggregate, are not more adverse to the Lenders in any material respect.
Restrictions Affecting Subsidiaries. The Borrower shall not, and shall not permit any of its Subsidiaries to, enter into, or suffer to exist, any agreement (other than this Agreement and the Existing Credit Agreement) with any Person other than the Lenders which prohibits or limits the ability of any Subsidiary to (a) pay dividends or make other distributions or pay any Indebtedness owed to the Borrower or any other Subsidiary, (b) make loans or advances to the Borrower or any other Subsidiary or (c) transfer any of its properties or assets to the Borrower or any other Subsidiary.
Restrictions Affecting Subsidiaries. The Company will not, and will not permit any Subsidiary to, create or otherwise permit to exist any restriction on the ability of any Subsidiary to pay dividends or make any other distributions on its capital stock or any other interest in its profits owned by the Company or any other Subsidiary, or pay any Debt owed to the Company or any other Subsidiary, other than restrictions contained in the Credit Agreement as in effect on the date of this Agreement.
Restrictions Affecting Subsidiaries. Enter into, or ----------------------------------- suffer to exist, any indenture, agreement or other instrument with any Person other than the Parent, which prohibits or limits the ability of any Subsidiary to (a) pay dividends or make other distributions or pay any Indebtedness owed to the Parent or any other Subsidiary, (b) make loans or advances to the Parent or any other Subsidiary or (c) transfer any of its properties or assets to the Parent or any other Subsidiary.
