Common use of Limitation on Certain Restrictions on Subsidiaries Clause in Contracts

Limitation on Certain Restrictions on Subsidiaries. The Borrower will not, and will not permit any of its Subsidiaries to, directly or indirectly, create or otherwise cause or suffer to exist or become effective any encumbrance or restriction on the ability of any Subsidiary of the Borrower to (i) pay dividends or make any other distributions on its capital stock or any other interest or participation in its profits owned by the Borrower or any Subsidiary of the Borrower, or pay any Indebtedness owed to the Borrower or a Subsidiary of the Borrower, (ii) make loans or advances to the Borrower or any of the Borrower's Subsidiaries or (iii) transfer any of its properties or assets to the Borrower, except for such encumbrances or restrictions existing under or by reason of (w) applicable law, (x) this Agreement and the other Credit Documents and (y) customary provisions restricting subletting or assignments of any lease governing a leasehold interest of the Borrower or a Subsidiary of the Borrower.

Limitation on Certain Restrictions on Subsidiaries. The Borrower will not, and will not permit any of its Subsidiaries to, directly or indirectly, create or otherwise cause or suffer to exist or become effective any encumbrance or restriction on the ability of any Subsidiary of the Borrower such Person to (i) pay dividends or make any other distributions on its capital stock or any other interest or participation in its profits owned by the Borrower or any Subsidiary of the Borrower, or pay any Indebtedness owed to the Borrower or a Subsidiary of the Borrower, (ii) make loans or advances to the Borrower or any Subsidiary of the Borrower's Subsidiaries Borrower or (iii) transfer any of its properties or assets to the Borrower, except for such encumbrances or restrictions existing under or by reason of (w) applicable law, (x) this Agreement Agreement, the other Loan Documents and the other Credit Documents and Documents, (y) customary provisions restricting subletting or assignments of any lease governing a leasehold interest of the Borrower or a any other Subsidiary of the BorrowerBorrower and (z) the asset transfer restrictions imposed by purchase money financing permitted pursuant to Section 6.04(iii).

Limitation on Certain Restrictions on Subsidiaries. The Borrower will not, and will not permit any of its Subsidiaries to, directly Directly or indirectly, create or otherwise cause or suffer to exist or become effective any encumbrance or restriction on the ability of any Subsidiary of the Borrower to (ia) pay dividends or make any other distributions on its capital stock or any other interest or participation in its profits owned by the Borrower or any Subsidiary of the BorrowerSubsidiary, or pay any Indebtedness owed to the Borrower or a Subsidiary of the BorrowerSubsidiary, (iib) make loans or advances to the Borrower or any of the Borrower's Subsidiaries Subsidiary or (iiic) transfer any of its properties to Borrower or assets to the Borrowerany Subsidiary, except for such encumbrances or restrictions existing under or by reason of (wi) applicable law, Requirements of Law; (xii) this Agreement and the other Credit Documents and Loan Documents; (yiii) customary provisions restricting subletting or assignments assignment of any lease governing a leasehold interest of the Borrower or a Subsidiary; (iv) customary provisions restricting assignment of any agreement entered into by a Subsidiary in the ordinary course of the Borrower.business; (v) any holder of a Lien permitted by Section

Limitation on Certain Restrictions on Subsidiaries. The Borrower will not, and will not permit any of its Subsidiaries to, directly or indirectly, create or otherwise cause or suffer to exist or become effective any encumbrance or restriction on the ability of any Subsidiary of the Borrower to (i) pay dividends or make any other distributions on its capital stock or any other interest or participation in its profits owned by the Borrower or any Subsidiary of the Borrower, or pay any Indebtedness owed to the Borrower or a Subsidiary of the Borrower, (ii) make loans or advances to the Borrower or any of the Borrower's ' Subsidiaries or (iii) transfer any of its properties or assets to the Borrower, except for such encumbrances or restrictions existing under or by reason of (wx) applicable law, (xy) this Agreement and the other Credit Documents and (yz) customary provisions restricting subletting or assignments of any lease governing a leasehold interest of the Borrower or a Subsidiary of the Borrower.

Limitation on Certain Restrictions on Subsidiaries. The Borrower will not, and will not permit any of its Subsidiaries to, directly Directly or indirectly, create or otherwise cause or suffer to exist or become effective any encumbrance or restriction on the ability of any Subsidiary of the Borrower to (ia) pay dividends or make any other distributions on its capital stock or any other interest or participation in its profits owned by the Borrower or any Subsidiary of the BorrowerSubsidiary, or pay any Indebtedness owed to the Borrower or a Subsidiary of the BorrowerSubsidiary, (iib) make loans or advances to the Borrower or any of the Borrower's Subsidiaries Subsidiary or (iiic) transfer any of its properties to Borrower or assets to the Borrowerany Subsidiary, except for such encumbrances or restrictions existing under or by reason of (wi) applicable law, ; (xii) this Agreement and the other Credit Documents and Loan Documents; (yiii) the Senior Subordinated Note Documents; (iv) customary provisions restricting subletting or assignments assignment of any lease governing a leasehold interest of the Borrower or a Subsidiary; (v) customary provisions restricting assignment of any agreement entered into by a Subsidiary in the ordinary course of business; (vi) any holder of a Lien permitted by Section 6.02 restricting the transfer of the Borrower.asset or assets subject thereto;

Limitation on Certain Restrictions on Subsidiaries. The Lead Borrower will not, and will not permit any of its Restricted Subsidiaries to, directly or indirectly, create or otherwise cause or suffer to exist or become effective any consensual encumbrance or restriction on the ability of any such Restricted Subsidiary of the Borrower to (ia) pay dividends or make any other distributions on its capital stock or any other interest or participation in its profits owned by the Lead Borrower or any Subsidiary of the Borrowerits Restricted Subsidiaries, or pay any Indebtedness owed to the Lead Borrower or a Subsidiary any of the Borrowerits Restricted Subsidiaries, (iib) make loans or advances to the Lead Borrower or any of the Borrower's its Restricted Subsidiaries or (iiic) transfer any of its properties or assets to the BorrowerLead Borrower or any of its Restricted Subsidiaries, except for such encumbrances or restrictions existing under or by reason of of: (wi) applicable law, ; (xii) this Agreement and the other Credit Documents Documents, the ABL Credit Agreement, the First Lien Credit Agreement, and the other definitive documentation entered into in connection therewith; (yiii) customary provisions restricting subletting or assignments of any lease governing a leasehold interest of the Borrower or a Subsidiary of the Borrower.Refinancing Term Loans and Refinancing Note Documents;

Limitation on Certain Restrictions on Subsidiaries. The Borrower will not, and will not permit any of its Subsidiaries to, directly or indirectly, create or otherwise cause or suffer to exist or become effective any encumbrance or restriction on the ability of any Subsidiary of the Borrower such Person to (i) pay dividends or make any other distributions on its capital stock or any other interest or participation in its profits owned by the Borrower or any Subsidiary of the Borrower, or pay any Indebtedness owed to the Borrower or a Subsidiary of the Borrower, (ii) make loans or advances to the Borrower or any Subsidiary of the Borrower's Subsidiaries Borrower or (iii) transfer any of its properties or assets to the Borrower, except for such encumbrances or restrictions existing under or by reason of (wv) applicable law, (xw) this Agreement and the other Loan Documents, (x) the Credit Documents Agreement and the other Credit Documents, (y) customary provisions restricting subletting or assignments of any lease governing a leasehold interest of the Borrower or a any other Subsidiary of the BorrowerBorrower and (z) any asset transfer restrictions imposed by purchase money financing.

Limitation on Certain Restrictions on Subsidiaries. The Borrower Partnership will not, and will not permit any of its Subsidiaries to, directly or indirectly, create or otherwise cause or suffer to exist or become effective effective, any encumbrance or restriction on the ability of any such Subsidiary of the Borrower to (ix) pay dividends or make any other distributions on its capital stock or any other interest Equity Interest or participation in its profits owned by the Borrower or any Subsidiary of the Borrower, or pay any Indebtedness owed to the Borrower or a Subsidiary of the any Borrower, (iiy) make loans or advances to the any Borrower or any of the Borrower's Subsidiaries or (iiiz) transfer any of its properties or assets to the any Borrower, except for such encumbrances or restrictions existing under or by reason of (wi) applicable law, (xii) this Agreement and Agreement, the other Credit Documents Documents, and the Note Purchase Documents, (yiii) customary provisions restricting subletting or assignments assignment of any lease governing a leasehold interest of any Borrower, (iv) customary provisions restricting assignment of any contract entered into by any Borrower in the Borrower or a Subsidiary ordinary course of business, and (vi) the BorrowerPartnership Agreement as in effect on the Effective Date.

Limitation on Certain Restrictions on Subsidiaries. The Borrower Holdings will not, and will not permit any of its Subsidiaries (other than Residentclub) to, directly or indirectly, create or otherwise cause or suffer to exist or become effective any encumbrance or restriction on the ability of any Subsidiary of the Borrower Holdings to (i) pay dividends or make any other distributions on its capital stock to Holdings or any Subsidiary of Holdings or any other interest or participation in its profits owned by the Borrower Holdings or any Subsidiary of the BorrowerHoldings, or pay any Indebtedness owed to the Borrower Holdings or a Subsidiary of the BorrowerHoldings, (ii) make loans or advances to the Borrower Holdings or any of the Borrower's Holdings' Subsidiaries or (iii) transfer any of its properties or assets to the BorrowerHoldings, except for such encumbrances or restrictions existing on the Effective Date or under or by reason of (w) applicable law, (x) this Agreement and the other Credit Documents and (y) customary provisions restricting subletting or assignments of any lease governing a leasehold interest of the Borrower Holdings or a Subsidiary of Holdings or (z) the Borrowerasset transfer restrictions imposed by Indebtedness permitted pursuant to Section 8.05(iii) hereof.

Limitation on Certain Restrictions on Subsidiaries. The Borrower will Except as -------------------------------------------------- set forth on Schedule XVIII, Holdings shall not, and will shall not permit any of its Subsidiaries to, directly or indirectly, create or otherwise cause or suffer to exist or become effective any encumbrance or restriction on the ability of any Subsidiary of the Borrower such Person to (i) pay dividends or make any other distributions on its capital stock or any other interest or participation in its profits owned by the Borrower to Holdings or any other Subsidiary of the BorrowerHoldings, or pay any Indebtedness owed to the Borrower Holdings or a any other Subsidiary of the BorrowerHoldings, (ii) make loans or advances to the Borrower Holdings or any other Subsidiary of the Borrower's Subsidiaries Holdings or (iii) transfer any of its properties or assets to the BorrowerHoldings, except for such encumbrances or restrictions existing under or by reason of (wv) applicable law, (xw) this Agreement and the other Loan Documents, (x) the Senior Credit Documents and Agreement or (y) customary provisions restricting subletting or assignments of any lease governing a leasehold interest of the Borrower Holdings or a any other Subsidiary of the BorrowerHoldings.

Limitation on Certain Restrictions on Subsidiaries. The Borrower will not, and will not permit any of its Subsidiaries to, directly or indirectly, create or otherwise cause or suffer to exist or become effective any encumbrance or restriction on the ability of any Subsidiary of the Borrower to (i) pay dividends or make any other distributions on its capital stock or any other interest or participation in its profits owned by the Borrower or any Subsidiary of the Borrower, or pay any Indebtedness owed to the Borrower or a Subsidiary of the Borrower, (ii) make loans or advances to the Borrower or any of the Borrower's Subsidiaries or (iii) transfer any of its properties or assets to the Borrower, except for such encumbrances or restrictions existing under or by reason of (wx) applicable law, (xy) this Agreement and the other Credit Documents and (yz) customary provisions restricting subletting or assignments of any lease governing a leasehold interest of the Borrower or a Subsidiary of the Borrower.