Issue of Shares. (a) No Obligor (other than the Company) shall (and the Company shall ensure that no other member of the Group will): (i) issue any share to any person; or (ii) grant to any person any conditional or unconditional option, warrant or other right to call for the issue or allotment of, subscribe for, purchase or otherwise acquire any share of any member of the Group (including any right of pre-emption, conversion or exchange), or alter any right attaching to any share capital of any member of the Group. (b) Paragraph (a) above does not apply to: (i) any issue of shares by a member of the Group to its immediate holding company; and (ii) any issue of shares by a member of the Group which is not wholly-owned, if such shares are issued pro rata to its shareholders.
Appears in 5 contracts
Samples: Facility Agreement (Rockwood Specialties Group Inc), Amendment and Restatement Agreement (Rockwood Holdings, Inc.), Amendment and Restatement Agreement (Rockwood Holdings, Inc.)
Issue of Shares. (a) No Obligor (other than the Company) shall (and the Company shall ensure that no other member of the Group will):
(i) issue any share to any personshare; or
(ii) grant to any person any conditional or unconditional option, warrant or other right to call for the issue or allotment of, subscribe for, purchase or otherwise acquire any share capital of any member of the Group (including any right of pre-emption, conversion or exchange), or alter any right attaching to any share capital of any member of the Group.
(b) Paragraph (a) above does not apply to:
(i) any issue of shares by to a member of the Group to its immediate holding company; and
(ii) any issue of shares by a member of the Group which is not wholly-owned, if such shares are issued pro rata to its shareholdersPermitted Share Issue.
Appears in 2 contracts
Samples: Senior Facility Agreement (Inmarsat Holdings LTD), Senior Facility Agreement (Inmarsat Launch CO LTD)
Issue of Shares. (a) No Obligor (other than the CompanyParent) shall (and the Company Parent shall ensure that no other member of the Group will):
(i) issue any share to any person; or
(ii) grant to any person any conditional or unconditional option, warrant or other right to call for the issue or allotment of, subscribe for, purchase or otherwise acquire any share of any member of the Group (including any right of pre-emption, conversion or exchange), or alter any right attaching to any share capital of any member of the Group.
(b) Paragraph (a) above does not apply to:
(i) to any issue of shares by a member of the Group Group:
(i) to its immediate holding company; and;
(ii) any issue of shares by a member of the Group which is not wholly-owned, if such shares are issued pro rata to its shareholders; or
(iii) for the avoidance of doubt, the issue by the Parent of shares for the purposes of a Listing.
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