Issuance or Disposition of Capital Securities. The Borrower shall not --------------------------------------------- permit any Subsidiary to issue any Capital Securities, and the Borrower shall not and shall not permit any Subsidiary to sell, transfer or otherwise dispose of any Capital Securities of any Subsidiary, except (a) any issuance by a Subsidiary of Capital Securities to the Borrower or a Wholly-Owned Subsidiary and (b) any disposition by the Borrower or any Subsidiary of any Capital Securities of a Wholly-Owned Subsidiary to the Borrower or another Wholly-Owned Subsidiary.
Issuance or Disposition of Capital Securities. Issue any of its Capital Securities or sell, transfer or otherwise dispose of any Capital Securities of any
Issuance or Disposition of Capital Securities. Issue any of its Capital Securities or sell, transfer or otherwise dispose of any Capital Securities of any Subsidiary, except that this Section 4.19 shall not apply to (a) any issuance by the Borrower of any of its Capital Securities, (b) any issuance by a Subsidiary of any of its Capital Securities to the Borrower or a Wholly Owned Subsidiary, (c) any issuance by a Subsidiary of any of its Capital Securities to the holders of the common stock of such Subsidiary made pro rata to the relative amounts of such common stock held by such holders, (d) any disposition by the Borrower or any Subsidiary of any Capital Securities of a Subsidiary to the Borrower or a Wholly Owned Subsidiary, (e) any issuance by a Subsidiary that is not a Material Subsidiary of less than 50% of its Capital Securities, and (f) any issuance by an RGA Trust of Trust Preferred Securities.
Issuance or Disposition of Capital Securities. Issue any of its Capital Securities or sell, transfer or otherwise dispose of any Capital Securities of any Restricted Subsidiary, except for (a) any issuance of Capital Securities that are subjected to the Security Interest in a manner satisfactory to the Administrative Agent and (b) any disposition of Capital Securities of any Restricted Subsidiary so long as all of the assets of such Restricted Subsidiary could have been disposed of in compliance with Section 4.11(c) or (e).
Issuance or Disposition of Capital Securities. Issue any of its Capital Securities or sell, transfer or otherwise dispose of any Capital Securities of any Guarantor, except that this Section 4.14 shall not apply to (a) any issuance by a Guarantor of any of its Capital Securities to the Borrower or a Guarantor, (b) any disposition by the Borrower or any Guarantor of any Capital Securities of a Guarantor to the Borrower or a Guarantor, (c) the issuance by the Borrower or any Guarantor of any of its Capital Securities pursuant to, or upon exercise of any Capital Security issued pursuant to, a Permitted Stock Option Plan and (d) a transfer by the Borrower of Capital Securities of ZD COMDEX and Forums, Inc., Xxxx-Xxxxx Inc. and ZD Holdings (UK) to ZD Inc. in connection with, and substantially simultaneously with, a contemplated public offering of shares of the common stock of ZD Inc.
Issuance or Disposition of Capital Securities. Issue any of its Capital Securities or sell, transfer or otherwise dispose of any Capital Securities of any Borrower or any other Subsidiary, except that this Section 5.10 shall not apply to the issuance of common stock of the Parent in connection with any public offering or private sale or the issuance of Capital Securities of the Parent to employees, officers or directors under incentive stock arrangements, provided that the Parent and the Borrowers shall, prior to a public offering or private sale, renegotiate the financial covenants contained herein to reflect the effects of such issuance in a manner satisfactory to the Agent and the Banks.
Issuance or Disposition of Capital Securities. Issue any of its Capital Securities or sell, transfer or otherwise dispose of any Capital Securities of any of its Subsidiaries, except that this Section 5.11 shall not apply to (i) any issuance by the Borrower of any of its Capital Securities in the IPO and (ii) any issuance by a Subsidiary of its Capital Securities to the Borrower provided that such shares are promptly delivered to the Agent in pledge pursuant to terms of the Pledge and Security Agreement.
Issuance or Disposition of Capital Securities. No Loan Party shall issue any of its Equity Interests or sell, transfer or otherwise dispose of any Equity Interests of any Subsidiary of such Person, except that this Section shall not apply to (a) any issuance by any Loan Party of any of its Equity Interests to all of the holders of its Equity Interests made pro rata to the relative amounts of such Equity Interests held by such holders, (b) any issuance by a Subsidiary of a Loan Party of any of its Equity Interests to the Borrower or any other Loan Party, and (c) any other issuance of Equity Interests by the Borrower.
Issuance or Disposition of Capital Securities. Issue any of its Capital Securities or sell, transfer or otherwise dispose of any Capital Securities of any Significant Subsidiary, except that this Section 4.12 shall not apply to (a) any issuance of Capital Securities of a Significant Subsidiary (i) that are subjected to the Security Interest in a manner reasonably satisfactory to the Managing Agents or (ii) for the purpose of effecting a disposition contemplated or permitted by Section 4.09(d), (b) any issuance by Premiere of its capital stock to any present or former employee of Premiere or other Persons pursuant to any stock plan of Premiere in effect on the Restated Agreement Date or (c) any issuance, sale, transfer or other disposition of such Capital Securities as consideration for an acquisition permitted by Section 4.08(c).
Issuance or Disposition of Capital Securities. Issue any of its Capital Securities or sell, transfer or otherwise dispose of any Capital Securities issued by any Subsidiary, except that this Section 4.13 shall not apply to (a) any issuance by a Restricted Subsidiary of any of its Capital Securities to the Borrower or a Restricted Subsidiary, (b) any issuance by a Restricted Subsidiary of any of its Capital Securities to the holders of the common stock or other ownership interests of such Restricted Subsidiary made pro rata to the relative amounts of such common stock or other ownership interests, respectively, held by such holders, (c) any disposition by the Borrower or any Restricted Subsidiary of any Capital Securities issued by a Subsidiary (i) to the Borrower or a Restricted Subsidiary or (ii) pursuant to any disposition permitted under Section 4.08 and (d) so long as no Default under Section 6.01(l) would result therefrom, any issuance by the Borrower of its Capital Securities.
