Common use of Restrictive Agreements, etc Clause in Contracts

Restrictive Agreements, etc. None of Holdings, the Borrower or any of the Subsidiaries will enter into any agreement prohibiting (i) the creation or assumption of any Lien upon its properties, revenues or assets, whether now owned or hereafter acquired, (ii) the ability of Holdings, the Borrower or any of the Subsidiaries to amend or otherwise modify any Loan Document, or (iii) the ability of the Borrower or any Subsidiary to make any payments, directly or indirectly, to the Borrower or any Guarantor, 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 (x) in any Loan Document, or (y) in the case of clause (i), any agreement governing any Indebtedness permitted by Section 8.2(e) as to the assets financed with the proceeds of such Indebtedness.

Appears in 2 contracts

Sources: Credit Agreement (Unilife Corp), Credit Agreement (Unilife Corp)

Restrictive Agreements, etc. None of Holdings, the Borrower or any of the Subsidiaries will enter into any agreement prohibiting (i) the creation or assumption of any Lien upon its properties, revenues or assets, whether now owned or hereafter acquired, (ii) the ability of Holdings, the Borrower or any of the Subsidiaries to amend or otherwise modify any Loan Document, or (iii) the ability of the Borrower or any Subsidiary to make any payments, directly or indirectly, to the Borrower or any GuarantorHoldings, 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 (x) in any Loan Document, or (y) in the case of clause (i), any agreement governing any Indebtedness permitted by clause (e) of Section 8.2(e) 8.2 as to the assets financed with the proceeds of such Indebtedness.

Appears in 1 contract

Sources: Credit Agreement (Bacterin International Holdings, Inc.)

Restrictive Agreements, etc. None of HoldingsNeither Borrower will, the Borrower or and will not permit any of the Subsidiaries will their Consolidated Entities to, enter into any agreement prohibiting prohibiting (ia) the creation or assumption of any Lien upon its properties, revenues or assets, whether now owned or hereafter acquired, other than with respect to Restricted Entities; (iib) the ability of Holdings, the Borrower or any of the Subsidiaries Obligor to amend or otherwise modify any Loan Document, or ; or (iiic) the ability of the Borrower or any Subsidiary Consolidated Entity to make any payments, directly or indirectly, to the Borrower or any Guarantoreither 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 in (xi) in any Loan Document, (ii) the Holdings Notes Indenture or (yiii) in the case of clause CLAUSE (ia), any agreement governing any Indebtedness permitted by Section 8.2(eCLAUSE (i) of SECTION 7.2.2 as to the assets financed with the proceeds of such Indebtedness.

Appears in 1 contract

Sources: Credit Agreement (United Surgical Partners Holdings Inc)

Restrictive Agreements, etc. None of Holdings, the Borrower or any of the Subsidiaries will enter into any agreement prohibiting (i) the creation or assumption of any Lien upon its properties, revenues or assets, whether now owned or hereafter acquired, other than customary restrictions on assignment imposed by any licensing or sublicensing agreement or other similar agreement, in each case entered into in the ordinary course of business, (ii) the ability of Holdings, the Borrower or any of the Subsidiaries Guarantors to amend or otherwise modify any Loan Investment Document, or (iii) the ability of the Borrower or any Subsidiary to make any payments, directly or indirectly, to the Borrower or any GuarantorBorrower, 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 (x) in any Loan Investment Document, (y) on Schedule 8.11, or (yz) in the case of clause (i), in any agreement governing any Indebtedness permitted by clause (e) of Section 8.2(e) 8.2 as to the assets financed with the proceeds of such Indebtedness.

Appears in 1 contract

Sources: Credit Agreement (Verrica Pharmaceuticals Inc.)