Restrictive Agreements TC Clause Samples
Restrictive Agreements TC. “SECTION 6.08. Restrictive Agreements.” \f c \l “2” \* MERGEFORMAT AUTONF D3_TC. No Borrower will, and will not permit any other Loan Party to, directly or indirectly, enter into, incur or permit to exist any agreement or other arrangement that prohibits, restricts or imposes any condition upon (a) the ability of any Loan Party to create, incur or permit to exist any Lien upon any of its property or assets, or (b) the ability of any Subsidiary to pay dividends or other distributions with respect to any shares of its Equity Interests or to make or repay loans or advances to a Borrower or any other Subsidiary or to Guarantee Indebtedness of the Borrowers or any other Subsidiary; provided that (i) the foregoing shall not apply to restrictions and conditions imposed by law or by this Agreement, (ii) the foregoing shall not apply to restrictions and conditions imposed by the ABL Credit Agreement as of the Effective Date, subject to the Intercreditor Agreements, (iii) the foregoing shall not apply to restrictions and conditions imposed by the Second Lien Indenture as of the Effective Date, subject to the Second Lien Intercreditor Agreement, (iv) the foregoing shall not apply to customary restrictions and conditions contained in agreements relating to the sale of a Subsidiary pending such sale, provided such restrictions and conditions apply only to the Subsidiary that is to be sold and such sale is permitted hereunder, (v) clause (a) above shall not apply to restrictions or conditions imposed by any agreement relating to secured Indebtedness permitted by this Agreement if such restrictions or conditions apply only to the property or assets securing such Indebtedness and (vi) clause (a) above shall not apply to customary provisions in leases restricting the assignment thereof.
Restrictive Agreements TC. Section 10.12. Restrictive Agreements" \f C \l "2" . The Issuer and the REIT Guarantor will not, and will not permit any other Note Party to, enter into, or permit to exist, any contractual obligation (except for this Agreement and the other Note Documents) that encumbers or restricts the ability of any such Person to (a) to act as a Note Party; (b) make dividends or distribution to any Note Party, (c) pay any Indebtedness or other obligation owed to any Note Party or (d) make loans or advances to any Note Party, except for, in each case, (1) restrictions that are assumed in connection with any acquisition of the Equity Interests of any Person, so long as the relevant encumbrance or restriction relates solely to the Person and its Subsidiaries (including the Equity Interests of the relevant Person or Persons) so acquired and was not created in connection with or in anticipation of such acquisition, (2) restrictions set forth in provisions in agreements or instruments that prohibit the payment of dividends or the making of other distributions with respect to any class of Equity Interests of a Person other than on a pro rata basis, (3) restrictions set forth in any agreement for any disposition of any Note Party (or all or substantially all of the assets thereof) that restricts the payment of dividends or other distributions or the making of cash loans or advances by such Note Party pending such disposition, (4) restrictions existing by reason of applicable law and (5) restrictions set forth in agreements or instruments governing Indebtedness that are not, in any material respect, more restrictive than the corresponding restrictions set forth herein.