Common use of Restrictive Agreements, etc Clause in Contracts

Restrictive Agreements, etc. None of the Borrower or any of the Subsidiaries will enter into any agreement prohibiting (a) the creation or assumption of any Lien upon its properties, revenues or assets, whether now owned or hereafter acquired, (b) the ability of the Borrower or any Subsidiary to amend or otherwise modify any Loan Document, or (c) the ability of the Borrower or any Subsidiary to make any payments, directly or indirectly, to the Borrower, including by way of dividends, advances, repayments of loans, reimbursements of management and other intercompany charges, expenses and accruals or other returns on investments. The foregoing prohibitions shall not apply to restrictions contained: (i) in any Loan Document; or (ii) in the case of clause (a), (1) in any agreement governing any Indebtedness permitted by Section 8.2(d) as to the assets financed with the proceeds of such Indebtedness, (2) this Agreement and the other Loan Documents, (3) customary restrictions on the assignment of leases, licenses and other agreements, (4) covenants with such restrictions in merger or acquisition agreements, provided that such covenants do not prohibit Borrower or a Subsidiary from granting a security interest in ▇▇▇▇▇▇▇▇’s or any Subsidiary’s property in favor of the Administrative Agent or the Lenders and provided further that the counter-parties to such covenants are not permitted to receive a security interest in ▇▇▇▇▇▇▇▇’s or a Subsidiary’s property; or (iii) in the case of clause (c), except for restrictions existing under or by reason of (1) any restrictions existing under the Loan Documents, or (2) applicable Law.

Restrictive Agreements, etc. None of the Borrower or any of the Subsidiaries will enter into any agreement prohibiting (a) the creation or assumption of any Lien in favor of the Secured Parties to secure the Obligations upon its properties, revenues or assets, whether now owned or hereafter acquired, (b) the ability of the Borrower or any Subsidiary of the Guarantors to amend or otherwise modify any Loan Document, or (c) the ability of the Borrower or any Subsidiary to make any paymentspayments of the Obligations, or (d) the ability of any Subsidiary to make payments directly or indirectly, to the Borrower, including by way of dividends, advances, repayments of loans, reimbursements of management and other intercompany charges, expenses and accruals or other returns on investments. The foregoing prohibitions shall not apply to restrictions contained: contained in (i) in any Loan Document; or , (ii) in the case of clause (a), (1) in any agreement governing any Indebtedness permitted by Section 8.2(d8.2(e) as to the assets financed with the proceeds of such Indebtedness, (2iii) this Agreement and the other Loan Documents, (3iv) customary restrictions on the assignment of leasesdefinitive documentation governing any Permitted Revolving Credit Facility Indebtedness, licenses and other agreements, (4) covenants with such restrictions in merger or acquisition agreements, provided that such covenants do not prohibit Borrower or a Subsidiary from granting a security interest in ▇▇▇▇▇▇▇▇’s or any Subsidiary’s property in favor of the Administrative Agent or the Lenders and provided further that the counter-parties to such covenants are not permitted to receive a security interest in ▇▇▇▇▇▇▇▇’s or a Subsidiary’s property; or (iii) in the case of clause (c), except for restrictions existing under or by reason of (1) any restrictions existing under the Loan Documents, or (2v) applicable Law.

Restrictive Agreements, etc. None of the Borrower or The Borrowers will not, and will not permit any of the their Restricted Subsidiaries will to, enter into any contract, agreement or understanding prohibiting or in any way restricting: (a) the creation granting, conveying, creation, imposition or assumption of any Lien upon its properties, revenues or assetssecurity interest on or in any Properties (including revenues) of any Borrower or any Restricted Subsidiary, whether now owned or hereafter acquired, acquired or which requires the consent of or notice to other Persons in connection therewith; . (b) the ability of the any Borrower or any Restricted Subsidiary of any Borrower to amend or otherwise modify any Loan Document, or ; or (c) the ability of the Borrower or any Restricted Subsidiary to make any sales or transfers or payments, directly or indirectly, to the BorrowerBorrowers, or the ability of the Borrowers to make any sales or transactions or payments, directly or indirectly, to other Borrowers, including by way of dividends, distributions, advances, repayments of loans, reimbursements of management and other intercompany charges, expenses and accruals or other returns on investments. The foregoing prohibitions shall not apply to restrictions contained: contained (i) in any Loan Document; or , (ii) in the case Existing Indenture, any document granting a Lien to secure the payment of clause (a)the Existing Senior Secured Notes, (1) in any agreement governing any Indebtedness permitted by Section 8.2(d) as to the assets financed with the proceeds of such Indebtedness, (2) this Agreement and the Indenture or other Loan Senior Secured Note Documents, (3) customary restrictions on the assignment of leases, licenses and other agreements, (4) covenants with such restrictions in merger or acquisition agreements, provided that such covenants do not prohibit Borrower or a Subsidiary from granting a security interest in ▇▇▇▇▇▇▇▇’s or any Subsidiary’s property in favor of the Administrative Agent or the Lenders and provided further that the counter-parties to such covenants are not permitted to receive a security interest in ▇▇▇▇▇▇▇▇’s or a Subsidiary’s property; or (iii) in the case of clause (c)a) of this Section 7.2.13, except for restrictions existing under or any agreement governing any Indebtedness permitted by reason clause (d) of (1) any restrictions existing under Section 7.2.2 as to the Loan Documents, or (2) applicable LawProperties permitted to be financed with the proceeds of such Indebtedness.

Restrictive Agreements, etc. None of the Borrower or any of the Subsidiaries will willshall enter into any agreement prohibiting (a) the creation or assumption of any Lien upon its properties, revenues or assets, whether now owned or hereafter acquired, (b) the ability of the Borrower or any Subsidiary to amend or otherwise modify any Loan Document, or (c) the ability of the Borrower or any Subsidiary to make any payments, directly or indirectly, to the Borrower, including by way of dividends, advances, repayments of loans, reimbursements of management and other intercompany charges, expenses and accruals or other returns on investments. The foregoing prohibitions shall not apply to restrictions contained: (i) in any Loan Document; or (ii) in the case of clause (a), (1) in any agreement governing any Indebtedness permitted by Section 8.2(d) as to the assets financed with the proceeds of such Indebtedness, (2) this Agreement and the other Loan Documents, (3) customary restrictions on the assignment of leases, licenses and other agreements, (4) covenants with such restrictions in merger or acquisition agreements, provided that such covenants do not prohibit Borrower or a Subsidiary from granting a security interest in ▇▇▇▇▇▇▇▇’s or any Subsidiary’s property in favor of the Administrative Agent or the Lenders and provided further that the counter-parties to such covenants are not permitted to receive a security interest in ▇▇▇▇▇▇▇▇’s or a Subsidiary’s property; or (iii) in the case of clause (c), except for restrictions existing under or by reason of (1) any restrictions existing under the Loan Documents, or (2) applicable Law.

Restrictive Agreements, etc. None of the Borrower or any of the Subsidiaries will enter into any agreement prohibiting (a) the creation or assumption of any Lien upon its properties, revenues or assets, whether now owned or hereafter acquired, (b) the ability of the Borrower or any Subsidiary to amend or otherwise modify any Loan Document, or (c) the ability of the Borrower or any Subsidiary to make any payments, directly or indirectly, to the Borrower, including by way of dividends, advances, repayments of loans, reimbursements of management and other intercompany charges, expenses and accruals or other returns on investments. The foregoing prohibitions shall not apply to restrictions contained: (i) in any Loan Document; or (ii) in the case of clause (a), (1) in any agreement governing any Indebtedness permitted by Section 8.2(d) as to the assets financed with the proceeds of such Indebtedness, (2) this Agreement and the other Loan Documents, (3) customary restrictions on the assignment of leases, licenses and other agreements, (4) covenants with such restrictions in merger or acquisition agreements, provided that such covenants do not prohibit Borrower or a Subsidiary from granting a security interest in ▇▇▇▇▇▇▇▇Borrower’s or any Subsidiary’s property in favor of the Administrative Agent or the Lenders and provided further that the counter-parties to such covenants are not permitted to receive a security interest in ▇▇▇▇▇▇▇▇Borrower’s or a Subsidiary’s property; or (iii) in the case of clause (c), except for restrictions existing under or by reason of (1) any restrictions existing under the Loan Documents, or (2) applicable Law.

Restrictive Agreements, etc. None of the Borrower or any of the Subsidiaries will enter into any agreement prohibiting (a) the creation or assumption of any Lien upon its properties, revenues or assets, whether now owned or hereafter acquired, (b) the ability of the Borrower or any Subsidiary to amend or otherwise modify any Loan Investment Document, or (c) the ability of the Borrower or any Subsidiary to make any payments, directly or indirectly, to the Borrower, including by way of dividends, advances, repayments of loans, reimbursements of management and other intercompany charges, expenses and accruals or other returns on investments. The foregoing prohibitions shall not apply to restrictions contained: (i) in any Loan Investment Document; or (ii) in the case of clause (a), (1) in any agreement governing any Indebtedness permitted by Section 8.2(d8.2(e) as to the assets financed with the proceeds of such Indebtedness, (2) this Agreement and the other Loan Documents, (3) customary restrictions on the assignment of leases, licenses and other agreements, (4) covenants with such restrictions in merger or acquisition agreements, provided that such covenants do not prohibit Borrower or a Subsidiary from granting a security interest in ▇▇▇▇▇▇▇▇Borrower’s or any Subsidiary’s property in favor of the Administrative Agent or the Lenders and provided further that the counter-parties to such covenants are not permitted to receive a security interest in ▇▇▇▇▇▇▇▇Borrower’s or a Subsidiary’s property; or (iii) in the case of clause (c), except for restrictions existing under or by reason of (1) any restrictions existing under the Loan Documents, or (2) applicable Lawlaw.