Common use of Disposal of Ownership of a CanArgo Group Member Clause in Contracts

Disposal of Ownership of a CanArgo Group Member. CanArgo Energy Corporation will not, and will not permit any CanArgo Group Members to, sell or otherwise dispose of any shares of Subsidiary Stock, nor will CanArgo Energy Corporation permit any such CanArgo Group Member to issue, sell or otherwise dispose of any shares of its own Subsidiary Stock, provided that the foregoing restrictions do not apply to: (a) the issue of directors' qualifying shares by any such Material Subsidiary; (b) any such Transfer of Material Subsidiary Stock constituting an Intergroup Transfer; (c) any such Transfer of Material Subsidiary Stock by a nominee holder as required pursuant to the terms of a Pledge Agreement; (d) any issuance of shares of Subsidiary Stock by a Material Subsidiary that qualifies as a Permitted Farmout Arrangement; and (e) the disposition or dissolution of any Subsidiary that is not a Material Subsidiary; provided that the proceeds of such disposition or assets of the Subsidiary are transferred to another CanArgo Group Member and immediately before and immediately after the consummation of such transaction, and after giving effect thereto, no Default or Event of Default exists or would exist.

Appears in 3 contracts

Samples: Security Interest Agreement (Canargo Energy Corp), Security Interest Agreement (Canargo Energy Corp), Senior Secured Notes Agreement (Canargo Energy Corp)

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Disposal of Ownership of a CanArgo Group Member. CanArgo Energy Corporation will not, and will not permit any CanArgo Group Members to, sell or otherwise dispose of any shares of Subsidiary Stock, nor will CanArgo Energy Corporation permit any such CanArgo Group Member to issue, sell or otherwise dispose of any shares of its own Subsidiary Stock, provided that the foregoing restrictions do not apply to: (a) the issue of directors' ’ qualifying shares by any such Material Subsidiary; (b) any such Transfer of Material Subsidiary Stock constituting an Intergroup Transfer; (c) any such Transfer of Material Subsidiary Stock by a nominee holder as required pursuant to the terms of a Pledge Agreement; (d) any issuance of shares of Subsidiary Stock by a Material Subsidiary that qualifies as a Permitted Farmout Arrangement; and (e) the disposition or dissolution of any Subsidiary that is not a Material Subsidiary; provided that the proceeds of such disposition or assets of the Subsidiary are transferred to another CanArgo Group Member and immediately before and immediately after the consummation of such transaction, and after giving effect thereto, no Default or Event of Default exists or would exist.

Appears in 1 contract

Samples: Security Interest Agreement (Canargo Energy Corp)

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Disposal of Ownership of a CanArgo Group Member. CanArgo Energy Corporation The Company will not, and will not permit any CanArgo Group Members to, sell or otherwise dispose of any shares of Subsidiary Stock (other than upon conversion of the Notes into Tethys Common Stock), nor will CanArgo Energy Corporation the Company permit any such CanArgo Group Member to issue, sell or otherwise dispose of any shares of its own Subsidiary Stock (other than upon conversion of the Notes into Tethys Common Stock), provided that the foregoing restrictions do not apply to: (a) the issue of directors' ’ qualifying shares by any such Material Subsidiary; (b) any such Transfer of Material Subsidiary Stock constituting an Intergroup Transfer; (c) any such Transfer of Material Subsidiary Stock by a nominee holder as required pursuant to the terms of a Pledge Agreement; (d) any issuance of shares of Subsidiary Stock by a Material Subsidiary that qualifies as a Permitted Farmout Arrangement; and (ed) the disposition or dissolution of any Subsidiary that is not a Material Subsidiary; provided that the proceeds of such disposition or assets of the Subsidiary are transferred to another CanArgo Group Member and immediately before and immediately after the consummation of such transaction, and after giving effect thereto, no Default or Event of Default exists or would exist.

Appears in 1 contract

Samples: Note and Warrant Purchase Agreement (Canargo Energy Corp)

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