Common use of Limitation on Subsidiary Distributions Clause in Contracts

Limitation on Subsidiary Distributions. Enter into or suffer to exist or become effective any consensual encumbrance or restriction on the ability of any Subsidiary to (i) pay dividends or make any other distributions in respect of any Capital Stock of such Subsidiary held by, or pay any Indebtedness owed to, the Borrower or any other Subsidiary of the Borrower, (ii) make loans or advances to the Borrower or any other Subsidiary of the Borrower or (iii) transfer any of its assets to the Borrower or any other Subsidiary of the Borrower; except for (A) in the case of clause (i) above, Liens on the Capital Stock of Subsidiaries permitted hereunder, (B) such encumbrances or restrictions existing under or by reason of any restrictions existing under the Loan Documents or the Existing Senior Subordinated Note Indenture and any other notes, agreements, guaranties and documents executed and delivered in connection with the foregoing, (C) restrictions in Indebtedness incurred by Foreign Subsidiaries permitted to be incurred hereunder, which shall be applicable only to such Foreign Subsidiary and its Subsidiaries, and (D) in the case of clause (iii) above, customary provisions in leases, sales agreements, joint venture agreements and other contracts restricting the assignment thereof.

Limitation on Subsidiary Distributions. Enter into or suffer to exist or become effective any consensual encumbrance or restriction on the ability of any Subsidiary to (ia) pay dividends or make any other distributions in respect of any Capital Stock of such Subsidiary held by, or pay any Indebtedness owed to, the Borrower Company or any other Subsidiary of the BorrowerCompany, (iib) make loans or advances to the Borrower Company or any other Subsidiary of the Borrower Company or (iiic) transfer any of its assets to the Borrower Company or any other Subsidiary of the BorrowerCompany; except for (Ai) in the case of clause (ia) above, Liens on the Capital Stock of Subsidiaries permitted hereunder, (Bii) such encumbrances or restrictions existing under or by reason of any restrictions existing under the Loan Documents, the Senior Subordinated Note Indenture Documents or the Existing Senior Subordinated Note Indenture and any other notes, agreements, guaranties and documents executed and delivered in connection with the foregoingDocuments, (Ciii) restrictions in Indebtedness incurred by Foreign Subsidiaries permitted to be incurred hereunder, which shall be applicable only to such Foreign Subsidiary and its Subsidiaries, and (Div) in the case of clause (iiic) above, customary provisions in leases, sales agreements, joint venture agreements and other contracts restricting the assignment thereof.