Common use of Restrictions on Subsidiary Dividends Clause in Contracts

Restrictions on Subsidiary Dividends. WIL shall not, nor shall it permit any of its consolidated Subsidiaries to, enter into any agreement or contract which limits or restricts in any way the payment of any dividends or distributions by any consolidated Subsidiary of such Obligor to WIL or to another consolidated Subsidiary of WIL, except that the foregoing restrictions set forth in this Section 8.08 shall not apply to limitations or restrictions existing under or by reason of (i) any agreement for the sale or other disposition of all or substantially all of the equity interests in or all or substantially all of the assets of a Subsidiary, which agreement restricts distributions or dividends by such Subsidiary pending such sale or other disposition, (ii) contracts and agreements outstanding on the date hereof and (iii) any agreement or instrument governing capital stock of a Person acquired by WIL or any of its consolidated Subsidiaries as in effect at the time of such acquisition, which restriction or limitation (x) is not applicable to any Person, or the properties or assets of any Person, other than the Person, or the property or assets of such Person, so acquired and (y) is not incurred in connection with, or in contemplation of, such acquisition.

Restrictions on Subsidiary Dividends. WIL shall not, nor shall it permit any of its consolidated Subsidiaries to, enter into any agreement or contract which limits or restricts in any way the payment of any dividends or distributions by any consolidated Subsidiary of such Obligor to WIL or to another consolidated Subsidiary of WIL, except that the foregoing restrictions set forth in this Section 8.08 7.08 shall not apply to limitations or restrictions existing under or by reason of (i) any agreement for the sale or other disposition of all or substantially all of the equity interests in or all or substantially all of the assets of a Subsidiary, which agreement restricts distributions or dividends by such Subsidiary pending such sale or other disposition, (ii) contracts and agreements outstanding on the date hereof and (iii) any agreement or instrument governing capital stock of a Person acquired by WIL or any of its consolidated Subsidiaries as in effect at the time of such acquisition, which restriction or limitation (x) is not applicable to any Person, or the properties or assets of any Person, other than the Person, or the property or assets of such Person, so acquired and (y) is not incurred in connection with, or in contemplation of, such acquisition.