Common use of Capital Structure and Business Clause in Contracts

Capital Structure and Business. No Credit Party shall (a) make any changes in any of its business objectives, purposes or operations that could in any way adversely affect the repayment of the Loans or any of the other Obligations or could reasonably be expected to have or result in a Material Adverse Effect, (b) other than with respect to H&E Holdings, make any change in its capital structure as described in Disclosure Schedule (3.8), including the issuance or sale of any shares of Stock, warrants or other securities convertible into Stock or any revision of the terms of its outstanding Stock, provided, that any Borrower may issue or sell shares of its Stock for cash so long as (i) the proceeds thereof are applied in prepayment of the Obligations as required by Section 1.3(b)(iii), (ii) no Change of Control occurs after giving effect thereto and (iii) such shares are pledged to the Agent for the benefit of the Lenders pursuant to a Pledge Agreement, or (c) amend its charter, bylaws, certificate of formation or operating agreement, each as applicable, in a manner that would adversely affect Agent or Lenders or Credit Parry’s duty or ability to repay the Obligations. No Credit Party shall engage in any business other than the businesses currently engaged in by it or reasonably related thereto or a logical extension thereof.

Capital Structure and Business. No Credit Party shall, or shall permit any Subsidiary of any Credit Party to, (a) make any changes in any of its business objectives, purposes or operations that could in any way adversely affect the repayment of the Loans or any of the other Obligations or could reasonably be expected to have or result in a Material Adverse Effect, (b) other than with respect to H&E Holdingsexcept for mergers or amalgamations among Credit Parties or such Subsidiaries, as applicable, specifically permitted under Section 6.1, make any change in its capital structure as described in Disclosure Schedule (3.8), including the issuance or sale of any shares of StockStock (except Excluded Stock Issuances), warrants or other securities convertible into Stock or any revision of the terms of its outstanding Stock, provided, ; provided that any Borrower Holdings may issue or sell shares of its Stock for cash so long as (i) the proceeds thereof are applied in prepayment of the Obligations as required by Section 1.3(b)(iii), and (ii) no Change of Control occurs after giving effect thereto and (iii) such shares are pledged to the Agent for the benefit of the Lenders pursuant to a Pledge Agreementthereto, or (c) amend its charter, bylaws, certificate of formation charter or operating agreement, each as applicable, bylaws in a manner that would adversely affect Agent or Lenders or such Credit ParryParty’s duty or ability to repay the Obligations. No Credit Party shall, or shall permit any Subsidiary of any Credit Party to, engage in any business other than the businesses currently engaged in by it or businesses reasonably related thereto or a logical extension thereofthereto.

Capital Structure and Business. No Credit Party shall, or shall permit any of its Subsidiaries to, (a) make any changes in any of its business objectives, purposes or operations that which could in any way adversely affect the repayment of the Loans or any of the other Obligations or could reasonably be expected to have or result in a Material Adverse Effect, (b) other than with respect to H&E Holdings, make any change in its capital structure as described in on Disclosure Schedule (3.8), including the issuance or sale of any shares of Stock, warrants or other securities convertible into Stock or any revision of the terms of its outstanding Stock, provided, except that any Borrower may issue or sell shares of its common Stock for cash so long as (i) the proceeds thereof (net of underwriting discounts and commissions and other reasonable costs paid to non-Affiliates in connection therewith) are immediately deposited into the Concentration Account to be applied in prepayment of to the Obligations as required by Section 1.3(b)(iii)in accordance with Annex C, and (ii) no Change of Control occurs after giving effect thereto and (iii) such shares are pledged to the Agent for the benefit of the Lenders pursuant to a Pledge Agreementthereto, or (c) amend its charter, bylaws, certificate of formation charter or operating agreement, each as applicable, bylaws in a manner that which would adversely affect Agent or Lenders or such Credit Parry’s Party's duty or ability to repay the Obligations. No Credit Party shall, or shall permit any of its Subsidiaries to, engage in any business other than the businesses currently engaged in by it or reasonably related thereto or a logical extension thereofit.

Capital Structure and Business. No Credit Party shall (a) make any changes in any of its business objectives, purposes or operations that could in any way adversely affect the repayment of the Loans or any of the other Obligations or could reasonably be expected to have or result in a Material Adverse Effect, (b) other than with respect to H&E Holdings, make any change in its capital structure as described in Disclosure Schedule (3.8), including the issuance or sale of any shares of Stock, warrants or other securities convertible into Stock or any revision of the terms of its outstanding Stock, providedPROVIDED, that any Borrower may issue or sell shares of its Stock for cash so long as (i) the proceeds thereof are applied in prepayment of the Obligations as required by Section 1.3(b)(iii), (ii) no Change of Control occurs after giving effect thereto and (iii) such shares are pledged to the Agent for the benefit of the Lenders pursuant to a Pledge Agreement, or (c) amend its charter, bylaws, certificate of formation or operating agreement, each as applicable, in a manner that would adversely affect Agent or Lenders or Credit Parry’s Party's duty or ability to repay the Obligations. No Credit Party shall engage in any business other than the businesses currently engaged in by it or reasonably related thereto or a logical extension thereof.

Capital Structure and Business. No Credit Party shall (a) make any changes in any of its business objectives, purposes or operations that could in any way adversely affect the repayment of the Loans or any of the other Obligations or could reasonably be expected to have or result in a Material Adverse Effect, (b) other than with respect to H&E Holdings, make any change in its capital structure as described in Disclosure Schedule (3.8), including the issuance or sale of any shares of Stock, warrants or other securities convertible into Stock or any revision of the terms of its outstanding Stock, provided, that any Borrower may issue or sell shares of its Stock for cash so long as (i) the proceeds thereof are applied in prepayment of the Obligations as required by Section 1.3(b)(iii), and (ii) no Change of Control occurs after giving effect thereto thereto, and (iii) other than with respect to H&E Delaware, such shares are pledged to the Agent for the benefit of the Lenders pursuant to a Pledge Agreement, or (c) amend its charter, bylaws, certificate of formation or operating agreement, each as applicable, in a manner that would adversely affect Agent or Lenders or Credit ParryParty’s duty or ability to repay the Obligations. No Credit Party shall engage in any business other than the businesses currently engaged in by it (giving effect to the consummation of the Bxxxxxx Acquisition) or reasonably related thereto or a logical extension thereof.

Capital Structure and Business. No Credit Party shall (a) make any changes in any of its business objectives, purposes or operations that could in any way adversely affect the repayment of the Loans or any of the other Obligations or which could reasonably be expected to have or result in a Material Adverse Effect, (b) other than with respect to H&E Holdings, make any change in its capital structure as described in on Disclosure Schedule (3.8), including the issuance or sale of any shares of Stock, warrants or other securities convertible into Stock or any revision of the terms of its outstanding Stock, provided, except that any Borrower Holdings may issue or sell additional shares of its Stock for cash so long as if (i) the proceeds thereof are applied in prepayment of the Obligations as to the extent required by Section 1.3(b)(iii), and (ii) no Change of Control occurs after giving effect thereto and (iii) such shares are pledged to the Agent for the benefit of the Lenders pursuant to a Pledge Agreementthereto, or (c) amend its charter, bylaws, certificate of formation charter or operating agreement, each as applicable, bylaws in a manner that which would adversely affect Administrative Agent, Documentation Agent or Lenders or such Credit Parry’s Party's duty or ability to repay the Obligations; other than in each instance (1) director's qualifying shares, (2) sales of Holdings Stock to acquire assets, businesses or entities that become Subsidiaries to the extent such acquisition is permitted hereunder, (3) pro rata issuances of Stock to minority stockholders, and (4) issuance of Stock pursuant to Stock incentives, purchase and similar plans and employee arrangements. No Credit Party shall engage in any business other than the businesses currently engaged in by it or reasonably related thereto businesses which are complementary or a logical extension thereofreasonable extensions thereto.

Capital Structure and Business. No Credit Party shall (a) make any changes in any of its business objectives, purposes or operations that could in any way adversely affect the repayment of the Loans or any of the other Obligations or could reasonably be expected to have or result in a Material Adverse Effect, (b) other than with respect to H&E Holdings, make any change in its capital structure as described in Disclosure Schedule (3.8), including the issuance or sale of any shares of Stock, warrants or other securities convertible into Stock or any revision of the terms of its outstanding Stock, provided, that any Borrower may issue or sell shares of its Stock for cash so long as (i) the proceeds thereof are applied in prepayment of the Obligations as required by Section 1.3(b)(iii), and (ii) no Change of Control occurs after giving effect thereto thereto, and (iii) other than with respect to H&E Delaware, such shares are pledged to the Agent for the benefit of the Lenders pursuant to a Pledge Agreement, or (c) amend its charter, bylaws, certificate of formation or operating agreement, each as applicable, in a manner that would adversely affect Agent or Lenders or Credit ParryParty’s duty or ability to repay the Obligations. No Credit Party shall engage in any business other than the businesses currently engaged in by it or reasonably related thereto or a logical extension thereof.

Capital Structure and Business. No Credit Party shall (a) make any changes in any of its business objectives, purposes or operations that which could in any way adversely affect the repayment of the Loans or any of the other Obligations or could reasonably be expected to have or result in a Material Adverse Effect, (b) other than with respect to H&E Holdings, make any change in its capital structure as described in Disclosure Schedule on DISCLOSURE SCHEDULE (3.8), including the issuance or sale of any shares of Stock, warrants or other securities convertible into Stock or any revision of the terms of its outstanding Stock, providedexcept that RII may make (i) the RII Equity Issuances, that any Borrower may issue or sell shares (ii) the Settlement Issuances, (iii) issuances of Stock in connection with Permitted Acquisitions and (iv) other Public Offerings of its common Stock for cash so long as (i1) the proceeds thereof are applied in prepayment of the Obligations as to the extent required by Section SECTION 1.3(b)(iii), and (ii2) no Change of Control occurs after giving effect thereto and (iii) such shares are pledged to the Agent for the benefit of the Lenders pursuant to a Pledge Agreementthereto, or (c) amend its charter, bylaws, certificate of formation charter or operating agreement, each as applicable, bylaws in a manner that which would adversely affect Agent or Lenders or such Credit Parry’s Party's duty or ability to repay the Obligations. No Credit Party shall engage in any business other than the businesses currently engaged in by it or businesses reasonably related thereto or a logical extension thereofthereto.