Common use of Restrictions on Subsidiary Distributions; No New Negative Pledge Clause in Contracts

Restrictions on Subsidiary Distributions; No New Negative Pledge. Other than (x) pursuant to the Loan Documents, the Term Loan Documents, the U.S. Facility, the documents governing any Indebtedness permitted under Section 8.1(g), any agreements governing any purchase money Indebtedness or Capital Lease Obligations permitted by Section 8.1(e) or any renewal, extension, refinancing, exchange or refunding of any such Indebtedness or Capital Lease Obligations permitted under Section 8.1(f) (in which case, any prohibition or limitation shall only be effective against the assets financed thereby) or any agreement governing any renewal, extension, refinancing, exchange or refunding of the Term Loans permitted under Section 8.1(f), (y) any restrictions consisting of customary non-assignment provisions that are entered into in the ordinary course of business consistent with prior practice to the extent that such provisions restrict the transfer or assignment of such contract or (z) with respect to any asset that is subject to a contract of sale permitted by Section 8.4 or which contract acknowledges that a waiver under Section 8.4 is necessary, each of Group and the Borrower will not, and will not permit any of its respective Subsidiaries to:

Appears in 1 contract

Samples: Credit Agreement (Warnaco Group Inc /De/)

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Restrictions on Subsidiary Distributions; No New Negative Pledge. Other than (x) pursuant to the Loan Documents, the Term Loan Second Lien Note Documents, the U.S. Facility, the documents governing any Indebtedness permitted under Section 8.1(g8.1(h) (without limiting the approval rights of the Administrative Agent under Section 8.1(h)) and, solely with respect to clause (b) below, the Take-Out Security Documents, or any agreements governing any purchase money Indebtedness or Capital Lease Obligations permitted by Section 8.1(e8.1(f) or any renewal, extension, refinancing, exchange or refunding of any such Indebtedness or Capital Lease Obligations permitted under Section 8.1(f8.1(g) (in which case, any prohibition or limitation shall only be effective against the assets financed thereby) or any agreement governing any renewal, extension, refinancing, exchange or refunding of the Term Loans permitted under Section 8.1(f), (y) any restrictions consisting of customary non-assignment provisions that are entered into in the ordinary course of business consistent with prior practice to the extent that such provisions restrict the transfer or assignment of such contract or (z) with respect to any asset that is subject to a contract of sale permitted by Section 8.4 or which contract acknowledges that a waiver under Section 8.4 is necessary, each of Group and the Borrower will not, and will not permit any of its respective Subsidiaries to:

Appears in 1 contract

Samples: Secured Revolving Credit Agreement (Warnaco Group Inc /De/)

Restrictions on Subsidiary Distributions; No New Negative Pledge. Other than (x) pursuant to the Take-Out Securities, the Loan Documents and the Senior Loan Documents, the Term Loan Documents, the U.S. Facility, the documents governing any Indebtedness permitted under Section 8.1(g1101(h), agreements existing on the Effective Date and set forth on Schedule 1110 (Existing Restrictions), or any agreements governing any purchase money Indebtedness or Capital Lease Obligations permitted by Section 8.1(eSections 1101(f) or any renewal, extension, refinancing, exchange or refunding of any such Indebtedness or Capital Lease Obligations permitted under Section 8.1(f(g) (in which case, any prohibition or limitation shall only be effective against the assets financed thereby) or any agreement governing any renewal, extension, refinancing, exchange or refunding of the Term Loans permitted under Section 8.1(f), (y) any restrictions consisting of customary non-assignment provisions that are entered into in the ordinary course of business consistent with prior practice to the extent that such provisions restrict the transfer or assignment of such contract or (z) with respect to any asset that is subject to a contract of sale permitted by Section 8.4 1104 or which contract acknowledges that a waiver under Section 8.4 1104 is necessary, each of Group and neither the Borrower will notParent nor the Company shall, and will not nor shall they permit any of its their respective Subsidiaries to:

Appears in 1 contract

Samples: Indenture (Warnaco Group Inc /De/)

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Restrictions on Subsidiary Distributions; No New Negative Pledge. Other than (x) pursuant to the Loan Documents, the Term Loan Senior Note Documents, the U.S. Facility, the documents governing any Indebtedness permitted under, Section 8.1(g) (without limiting the approval rights of the Administrative Agents under Section 8.1(g)), or any agreements governing any purchase money Indebtedness or Capital Lease Obligations permitted by Section 8.1(e) or any renewal, extension, refinancing, exchange or refunding of any such Indebtedness or Capital Lease Obligations permitted under Section 8.1(f) (in which case, any prohibition or limitation shall only be effective against the assets financed thereby) or any agreement governing any renewal, extension, refinancing, exchange or refunding of the Term Loans permitted under Section 8.1(f), (y) any restrictions consisting of customary non-assignment provisions that are entered into in the ordinary course of business consistent with prior practice to the extent that such provisions restrict the transfer or assignment of such contract or (z) with respect to any asset that is subject to a contract of sale permitted by Section 8.4 or which contract acknowledges that a waiver under Section 8.4 is necessary, each of Group and the Borrower will not, and will not permit any of its respective Subsidiaries to:

Appears in 1 contract

Samples: Credit Agreement (Warnaco Group Inc /De/)

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