Common use of Limitation on Creation of Subsidiaries Clause in Contracts

Limitation on Creation of Subsidiaries. Establish, create or acquire any additional Subsidiaries without the prior written consent of the Required Lenders; provided that, without such consent, U.S. Borrower may (i) establish or create one or more Wholly Owned Subsidiaries of U.S. Borrower, (ii) establish, create or acquire one or more Subsidiaries in connection with an Investment made pursuant to Sections 6.04(f), (k) or (m) or (iii) acquire one or more Subsidiaries in connection with a Permitted Acquisition, so long as, in each case, Section 5.10(b) shall be complied with.

Appears in 4 contracts

Sources: Credit Agreement (Ply Gem Holdings Inc), Credit Agreement (Ply Gem Holdings Inc), Credit Agreement (Ply Gem Holdings Inc)

Limitation on Creation of Subsidiaries. Establish, create or acquire any additional Subsidiaries without the prior written consent of the Required Lenders; provided that, without such consent, U.S. Borrower may (i) establish or create one or more Wholly Owned Restricted Subsidiaries of U.S. Borrower, (ii) establish, create or acquire one or more Restricted Subsidiaries in connection with an Investment made pursuant to Sections Section 6.04(f), (k) or (m) or (iii) acquire one or more Restricted Subsidiaries in connection with a Permitted Acquisition, so long as, in each case, Section 5.10(b5.11(b) shall be complied with.

Appears in 2 contracts

Sources: Second Amendment and Restatement Agreement (Jacobs Entertainment Inc), Amendment and Restatement Agreement (Jacobs Entertainment Inc)

Limitation on Creation of Subsidiaries. Establish, create or acquire any additional Subsidiaries without the prior written consent of the Required Lenders; provided that, without such consent, U.S. Borrower may (i) establish or create one or more Wholly Owned Subsidiaries of U.S. Borrower, (ii) establish, create or acquire one or more Subsidiaries in connection with an Investment made pursuant to Sections 6.04(f), (k) or (m) Section 6.04 or (iii) acquire one or more Subsidiaries in connection with a Permitted Acquisition including, without limitation, the netASPx Acquisition, so long as, in each case, Section 5.10(b5.11(b) shall be complied with.

Appears in 2 contracts

Sources: Credit Agreement (Navisite Inc), Credit Agreement (Navisite Inc)

Limitation on Creation of Subsidiaries. Establish, create or acquire any additional Subsidiaries without the prior written consent of the Required Lenders; provided PROVIDED that, without such consent, U.S. Borrower may (i) establish or create one or more Wholly Owned Subsidiaries of U.S. Borrower, (ii) establish, create or acquire one or more Subsidiaries in connection with an Investment made pursuant to Sections SECTIONS 6.04(f), (k) or (m) or (iii) acquire one or more Subsidiaries in connection with a Permitted Acquisition, so long as, in each case, Section SECTION 5.10(b) shall be complied with.

Appears in 2 contracts

Sources: Credit Agreement (Ply Gem Industries Inc), Credit Agreement (Ply Gem Industries Inc)

Limitation on Creation of Subsidiaries. Establish, create or acquire any additional Subsidiaries without the prior written consent of the Required Lenders; provided that, without such consent, U.S. Borrower or any Subsidiary Guarantor may (i) establish or create one or more Wholly Owned Subsidiaries of U.S. Borrowerthat are domestic Subsidiaries, (ii) establish, create or acquire one or more Subsidiaries in connection with an Investment made pursuant to Sections 6.04(f), (k) or (m6.04(i) or (iii) establish, create or acquire one or more Subsidiaries in connection with a Permitted Acquisition, so long as, in each case, Section 5.10(b5.11(b) shall be complied withwith to the extent applicable.

Appears in 1 contract

Sources: Second Lien Credit Agreement (Lifetime Brands, Inc)

Limitation on Creation of Subsidiaries. Establish, create or acquire any additional Subsidiaries without the prior written consent of the Required Lenders; provided that, without such consent, U.S. Borrower may (i) establish or create one or more Wholly Owned Subsidiaries of U.S. Borrower, (ii) establish, create or acquire one or more Subsidiaries in connection with an Investment made pursuant to Sections Section 6.04(f), (k) or (m) or (iii) acquire one or more Subsidiaries in connection with a Permitted Acquisition, so long as, in each case, Section 5.10(b) shall be complied with.

Appears in 1 contract

Sources: Credit Agreement (Ply Gem Holdings Inc)