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, the Borrower may (i) establish or create one or more Wholly Owned Subsidiaries of the 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 1 contract

Sources: Second Lien Credit Agreement (Ply Gem Holdings Inc)

Limitation on Creation of Subsidiaries. Establish, create or acquire quire any additional Subsidiaries without the prior written consent of the Required Lenders; provided that, without such consent, the Borrower may (i) establish or create one or more Wholly Owned Subsidiaries of the BorrowerBorrower or another Loan Party, (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(b5.11(b) shall be complied with.

Appears in 1 contract

Sources: Credit Agreement (AP Gaming Holdco, 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, the Borrower may (i) establish or create one or more Wholly Owned Subsidiaries of the 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) 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 with.

Appears in 1 contract

Sources: Credit Agreement (On Assignment Inc)

Limitation on Creation of Subsidiaries. EstablishOther than as permitted pursuant to Section 6.21, establish, create or acquire any additional Subsidiaries without the prior written consent of the Required Lenders; provided that, without such consent, the Borrower may (i) establish or create one or more Wholly Owned Subsidiaries of the 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, so long as, in each case, Section 5.10(b5.11(b) shall be complied with.

Appears in 1 contract

Sources: Credit Agreement (Cambium-Voyager 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, the Borrower Borrowers may (i) establish or create one or more Wholly Owned Subsidiaries of the BorrowerBorrowers, (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(b5.11(b) shall be complied with.

Appears in 1 contract

Sources: Credit Agreement (Sciele Pharma, 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, the US Borrower may (i) establish or create one or more Wholly Owned Subsidiaries of the US 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) 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 with.

Appears in 1 contract

Sources: Credit Agreement (SGS International, 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, the any Borrower may (i) establish or create one or more Wholly Owned Subsidiaries of the such 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 (MagnaChip Semiconductor LTD (United Kingdom))

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, the US Borrower may (i) establish or create one or more Wholly Owned Subsidiaries of the US 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) 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 with.

Appears in 1 contract

Sources: Credit Agreement (Southern Graphic Systems, 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, the Borrower may (i) establish or create one or more Wholly Owned Subsidiaries of the Borrower, (ii) establish, create or acquire one or more Subsidiaries in connection with an Investment made pursuant to Sections Section 6.04(f), (ki) or (mj) or (iii) 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 with.

Appears in 1 contract

Sources: Credit Agreement (Regency Energy Partners LP)