Common use of Restrictions on Encumbrances Clause in Contracts

Restrictions on Encumbrances. (a) None of the Obligors will create or incur or suffer to be created or incurred or to exist any Encumbrance of any kind upon any property or assets of any character, whether now owned or hereafter acquired, or upon the income or profits therefrom; or transfer any of such property or assets or the income or profits therefrom for the purpose of subjecting the same to the payment of Debt or performance of any other obligation in priority to payment of its general creditors; or acquire, or agree or have an option to acquire, any property or assets upon conditional sale or other title retention or purchase money security agreement, device or arrangement; or suffer to exist for a period of more than 30 days after the same shall have been incurred any Debt or claim or demand against it which if unpaid might by law or upon bankruptcy or insolvency, or otherwise, be given any priority whatsoever over its general creditors; or sell, assign, pledge or otherwise transfer any accounts, contract rights, general intangibles or chattel paper, with or without recourse, except for Permitted Encumbrances. (b) Each Obligor covenants and agrees that if any of them shall create or incur any Encumbrance upon any of their respective property or assets, whether now owned or hereafter acquired, other than Permitted Encumbrances (unless prior written consent shall have been obtained from the Lenders), the Obligors will make or cause to be made effective provision whereby the Obligations will be secured by such Encumbrance equally and ratably with any and all other Debt thereby secured so long as such other Debt shall be so secured; provided that the covenants of the Obligors contained in this sentence shall only be in effect for so long as the Obligors shall be similarly obligated under any other Debt; provided, further, that an Event of Default shall occur for so long as such other Debt becomes secured notwithstanding any actions taken by the Obligor to ratably secure the Obligations hereunder.

Restrictions on Encumbrances. (a) None The Company will not, and will not permit any of the Obligors will its Subsidiaries to, create or incur incur, or suffer to be created or incurred or to exist exist, any Encumbrance of any kind upon any mortgage, lien, charge, security interest, Capitalized Lease or other encumbrance on its or their property or assets of any characterassets, whether now owned or hereafter acquired, or upon the any income or profits therefrom; , or transfer any of such property or assets or the income or profits therefrom for the purpose of subjecting the same to the payment of Debt or performance of any other obligation obligations in priority to the payment of its or their general creditors; , or acquire or agree to acquire, or agree or have an option permit any of its Subsidiaries to acquire, any property or assets upon conditional sale sales agreements or other title retention or purchase money security agreementdevices, device or arrangement; or suffer to exist for a period of more than 30 days after the same shall have been incurred any Debt or claim or demand against it which if unpaid might by law or upon bankruptcy or insolvency, or otherwise, be given any priority whatsoever over its general creditors; or sell, assign, pledge or otherwise transfer any accounts, contract rights, general intangibles or chattel paper, with or without recourse, except for except: (a) Permitted Encumbrances.; (b) Each Obligor covenants the lien of this Indenture on the Collateral; (c) liens created or incurred by the Company on Expansion Project Transportation Contracts not constituting Collateral Security Transportation Contracts, in each such case created by the Company to secure Debt incurred within the limitations of Section 5.07(b) or (c) hereof, PROVIDED that no such lien: (1) shall be created or incurred unless the Trustee shall have first received an Officer's Certificate which shall state that such lien (and agrees that if the foreclosure of the lien granted pursuant to the instrument creating such lien and the sale of all or any portion of them such Expansion Project Transportation Contracts subject to such lien) would not, individually or in the aggregate, have a Material Adverse Effect, and (2) shall create attach to any Collateral Security Transportation Contract; and (d) liens created or incur incurred by the Company on Expansion Project Transportation Contracts to secure Debt of the Company incurred within the limitations of Section 5.07(b) or (c) hereof, PROVIDED that: (1) each of the holders of the Debt to which any Encumbrance such lien relates shall have entered into and be parties to the Intercreditor Agreement, (2) each such lien shall equally and ratably secure the Notes and such related Debt upon any the terms and provisions contained in the Intercreditor Agreement, (3) at the time of their respective property the creation or assetsincurrence of each such lien and after giving effect thereto, whether now owned no Default or hereafter acquiredEvent of Default would exist, other than Permitted Encumbrances and (unless prior written consent 4) each such Expansion Project Transportation Contract shall have been obtained from executed and delivered by an Acceptable Shipper to the Lenders), the Obligors will make or cause to be made effective provision whereby the Obligations will be secured by such Encumbrance equally and ratably with any and all other Debt thereby secured so long as such other Debt shall be so secured; provided that the covenants of the Obligors contained in this sentence shall only be in effect for so long as the Obligors shall be similarly obligated under any other Debt; provided, further, that an Event of Default shall occur for so long as such other Debt becomes secured notwithstanding any actions taken by the Obligor to ratably secure the Obligations hereunderCompany.