Common use of Clauses Restricting Subsidiary Distributions Clause in Contracts

Clauses Restricting Subsidiary Distributions. Except for the agreements listed on Schedule 6.8, enter into or suffer to exist or become effective any consensual encumbrance or restriction on the ability of any Restricted Subsidiary of the Guarantor to (a) make Restricted Payments in respect of any Capital Stock of such Restricted Subsidiary held by, or pay any Indebtedness owed to, the Guarantor or any other Restricted Subsidiary of the Guarantor, (b) make loans or advances to, or other Investments in, the Applicant or any other Restricted Subsidiary of the Guarantor or (c) transfer any of its assets to the Guarantor or any other Restricted Subsidiary of the Guarantor, except for such encumbrances or restrictions existing under or by reason of (i) any restrictions with respect to a Restricted Subsidiary imposed pursuant to an agreement permitted hereunder that has been entered into in connection with the Disposition of all or substantially all of the Capital Stock or Assets of such Restricted Subsidiary (in which case, any restriction shall only be effective against such Capital Stock or Assets), and (ii) any agreements with joint venture partners in connection with joint ventures permitted by this Agreement.

Clauses Restricting Subsidiary Distributions. Except for the agreements listed on Schedule 6.8, enter Enter into or suffer to exist or become effective any consensual encumbrance or restriction on the ability of any Restricted Subsidiary of the Guarantor to (a) make Restricted Payments in respect of any Capital Stock of such Restricted Subsidiary held by, or pay any Indebtedness owed to, the Guarantor or any other Restricted Subsidiary of the Guarantor, (b) make loans or advances to, or other Investments in, the Applicant Borrower or any other Restricted Subsidiary of the Guarantor or (c) transfer any of its assets to the Guarantor or any other Restricted Subsidiary of the Guarantor, except for such encumbrances or restrictions existing under or by reason of (i) any restrictions with respect to a Restricted Subsidiary imposed pursuant to an agreement permitted hereunder that has been entered into in connection with the Disposition of all or substantially all of the Capital Stock or Assets assets of such Restricted Subsidiary (in which case, any restriction shall only be effective against such Capital Stock or Assetsassets), and (ii) any agreements with joint venture partners in connection with joint ventures permitted by this Agreement.

Clauses Restricting Subsidiary Distributions. Except for the agreements listed on Schedule 6.8The Borrower shall not, and shall cause each of its Subsidiaries not to, enter into or suffer to exist or become effective any consensual encumbrance or restriction on the ability of any Restricted Subsidiary of the Guarantor Borrower to (ai) make Restricted Payments in respect of any Capital Stock of such Restricted Subsidiary held by, or pay any Indebtedness owed to, the Guarantor Borrower or any other Restricted Subsidiary of the GuarantorBorrower, (bii) make loans or advances to, or other Investments investments in, the Applicant Borrower or any other Restricted Subsidiary of the Guarantor Borrower or (ciii) transfer any of its assets to the Guarantor Borrower or any other Restricted Subsidiary of the GuarantorBorrower, except for such encumbrances or restrictions existing under or by reason of (iA) any restrictions existing under the Loan Documents, (B) any restrictions with respect to a Restricted Subsidiary imposed pursuant to an agreement permitted hereunder that has been entered into in connection with the Disposition of all or substantially all of the Capital Stock or Assets assets of such Restricted Subsidiary (in which case, any restriction shall only be effective against such Capital Stock or Assets), and (iiC) any agreements with joint venture partners contractual encumbrances or restrictions in connection with joint ventures permitted by this Agreementeffect on the Closing Date under Indebtedness existing on the Closing Date.

Clauses Restricting Subsidiary Distributions. Except for the agreements listed on Schedule 6.8, enter Enter into or suffer to exist or become effective any consensual encumbrance or restriction on the ability of any Restricted Subsidiary of the Guarantor Borrower (other than any such encumbrance or restriction in an agreement between or among Group Members) to (a) make Restricted Payments in respect of any Capital Stock of such Restricted Subsidiary held by, or pay any Indebtedness owed to, the Guarantor Borrower or any other Restricted Subsidiary of the GuarantorBorrower, (b) make loans or advances to, or other Investments in, the Applicant Borrower or any other Restricted Subsidiary of the Guarantor Borrower or (c) transfer any of its assets to the Guarantor Borrower or any other Restricted Subsidiary of the GuarantorBorrower, except for such encumbrances or restrictions existing under or by reason of (i) any restrictions existing under the Loan Documents, (ii) any restrictions with respect to a Restricted Subsidiary imposed pursuant to an agreement permitted hereunder that has been entered into in connection with the Disposition of all or substantially all of the Capital Stock or Assets assets of such Restricted Subsidiary (in which case, any restriction shall only be effective against such Capital Stock or Assets), and (iiiii) any agreements restrictions consistent with joint venture partners in connection with joint ventures permitted by this Agreementthe Management Agreements.

Clauses Restricting Subsidiary Distributions. Except for the agreements listed on Schedule 6.8The Company shall not, nor shall it permit any of its Subsidiaries to, enter into or suffer to exist or become effective any consensual encumbrance or restriction on the ability of any Restricted Subsidiary of the Guarantor Company to (a) make Restricted Payments in respect of any Capital Stock of such Restricted Subsidiary held by, or to pay any Indebtedness owed to, the Guarantor Company or any other Restricted Subsidiary of the Guarantor, (b) make loans or advances to, or other Investments in, the Applicant Company or any other Restricted Subsidiary of the Guarantor Guarantor, or (c) transfer any of its assets to the Guarantor Company or any other Restricted Subsidiary of the Guarantor, except for such encumbrances or restrictions existing under or by reason of (i) any restrictions existing under the Indenture Documents and First Lien Convertible Notes Indenture Documents, (ii) any restrictions with respect to a Restricted Subsidiary imposed pursuant to an agreement permitted hereunder that has been entered into in connection with the Disposition of all or substantially all a disposition permitted hereby of the Capital Stock or Assets assets of such Restricted Subsidiary or a disposition that is conditioned on the satisfaction and discharge of this Indenture, (in which caseiii) customary restrictions on the assignment of leases, any restriction shall only be effective against such Capital Stock licenses and other agreements or Assets), and (iiiv) any agreements with joint venture partners in connection with joint ventures permitted by this Agreementconsisting of restrictions existing under Requirements of Law.

Clauses Restricting Subsidiary Distributions. Except for the agreements listed on Schedule 6.87.8, enter into or suffer to exist or become effective any consensual encumbrance or restriction on the ability of any Restricted Subsidiary of the Guarantor Holdings to (a) make Restricted Payments in respect of any Capital Stock of such Restricted Subsidiary held by, or pay any Indebtedness owed to, the Guarantor Holdings or any other Restricted Subsidiary of the GuarantorHoldings, (b) make loans or advances to, or other Investments in, the Applicant Borrower or any other Restricted Subsidiary of the Guarantor Holdings or (c) transfer any of its assets to the Guarantor Holdings or any other Restricted Subsidiary of the GuarantorHoldings, except for such encumbrances or restrictions existing under or by reason of (i) any restrictions with respect to a Restricted Subsidiary imposed pursuant to an agreement permitted hereunder that has been entered into in connection with the Disposition of all or substantially all of the Capital Stock or Assets of such Restricted Subsidiary (in which case, any restriction shall only be effective against such Capital Stock or Assetsassets), and (ii) any agreements with joint venture partners in connection with joint ventures permitted by this Agreement.

Clauses Restricting Subsidiary Distributions. Except for the agreements listed on Schedule 6.87.8, enter into or suffer to exist or become effective any consensual encumbrance or restriction on the ability of any Restricted Subsidiary of the Guarantor Holdings to (a) make Restricted Payments in respect of any Capital Stock of such Restricted Subsidiary held by, or pay any Indebtedness owed to, the Guarantor Holdings or any other Restricted Subsidiary of the GuarantorHoldings, (b) make loans or advances to, or other Investments in, the Applicant Borrower or any other Restricted Subsidiary of the Guarantor Holdings or (c) transfer any of its assets to the Guarantor Holdings or any other Restricted Subsidiary of the GuarantorHoldings, except for such encumbrances or restrictions existing under or by reason of (i) any restrictions with respect to a Restricted Subsidiary imposed pursuant to an agreement permitted hereunder that has been entered into in connection with the Disposition of all or substantially all of the Capital Stock or Assets of such Restricted Subsidiary (in which case, any restriction shall only be effective against such Capital Stock or Assets), and (ii) any agreements with joint venture partners in connection with joint ventures permitted by this Agreement.