Common use of Limitation on Issuance of Capital Stock Clause in Contracts

Limitation on Issuance of Capital Stock. Borrower will not, and will not permit any Subsidiary to, issue any Equity Interest (including by way of sales of treasury stock) or any options or warrants to purchase, or securities convertible into, Equity Interests, except (i) for stock splits, stock dividends and additional Equity Interest issuances which do not decrease the percentage ownership of Borrower or any Subsidiaries in any class of the Equity Interest of such Subsidiary; (ii) Subsidiaries of Borrower formed after the Closing Date pursuant to Section 6.11 may issue Equity Interests to Borrower or the Subsidiary of Borrower which is to own such stock; and (iii) Borrower may issue common stock that is Qualified Capital Stock to Parent. All Equity Interests issued in accordance with this Section 6.10 shall, to the extent required by Section 5.11 or the Security Agreement, be delivered to the Collateral Agent for pledge pursuant to the Security Agreement.

Appears in 6 contracts

Samples: Credit Agreement (Cpi International, Inc.), Credit Agreement (Cpi International, Inc.), Credit Agreement (Cpi International, Inc.)

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Limitation on Issuance of Capital Stock. With respect to Borrower will not, and will not permit or any Subsidiary toSubsidiary, issue any Equity Interest (including by way of sales of treasury stock) or any options or warrants to purchase, or securities convertible into, any Equity InterestsInterest, except (i) for stock splits, stock dividends and additional issuances of Equity Interest issuances Interests which do not decrease the percentage ownership of Borrower or any Subsidiaries in any class of the Equity Interest Interests of such Subsidiary; , (ii) Subsidiaries of Borrower formed or acquired after the Closing Date pursuant to in accordance with Section 6.11 6.14 may issue Equity Interests to Borrower or the Wholly Owned Subsidiary of Borrower which is to own such stock; Equity Interests, and (iii) Borrower may issue common stock that is Qualified Capital Stock to ParentHoldings. All Equity Interests issued in accordance with this Section 6.10 6.13(b) shall, to the extent required by Section Sections 5.11 and 5.12 or the any Security AgreementDocument, be delivered to the Collateral Agent for pledge pursuant to the applicable Security AgreementDocument.

Appears in 3 contracts

Samples: Credit Agreement (Biglari Holdings Inc.), Credit Agreement (Biglari Holdings Inc.), Credit Agreement (Biglari Holdings Inc.)

Limitation on Issuance of Capital Stock. Borrower will not, and will not permit any Subsidiary to, issue any Equity Interest (including by way of sales of treasury stock) or any options or warrants to purchase, or securities convertible into, Equity Interests, except (i) for stock splits, stock dividends and additional Equity Interest issuances which do not decrease the percentage ownership of Borrower or any Subsidiaries in any class of the Equity Interest of such Subsidiary; (ii) Subsidiaries of Borrower formed after the Closing Date pursuant to Section 6.11 may issue Equity Interests to Borrower or the Subsidiary of Borrower which is to own such stock; and (iii) Borrower may issue common stock that is Qualified Capital Stock to ParentHoldings. All Equity Interests issued in accordance with this Section 6.10 shall, to the extent required by Section 5.11 or the Security Agreement, be delivered to the Collateral Agent for pledge pursuant to the Security Agreement.

Appears in 3 contracts

Samples: Credit Agreement (Cpi International, Inc.), Credit Agreement (Cpi International, Inc.), Credit Agreement (Communications & Power Industries Inc)

Limitation on Issuance of Capital Stock. No Borrower will notwill, and will not permit any Subsidiary toSubsidiary, to issue any Equity Interest of any Subsidiary (including by way of sales of treasury stock) or any options or warrants to purchase, or securities convertible into, Equity InterestsInterest of any Subsidiary, except (i) for stock splits, stock dividends and additional Equity Interest issuances which do not decrease the percentage ownership of any Borrower or any Subsidiaries in any class of the Equity Interest of such Subsidiary; (ii) Subsidiaries of any Borrower formed after the Closing Restatement Date pursuant to Section 6.11 6.12 may issue Equity Interests to such Borrower or the Subsidiary of such Borrower which is to own such stock; and (iii) each Borrower may issue common stock that is Qualified Capital Stock to ParentHoldings. All Equity Interests issued in accordance with this Section 6.10 6.11 shall, to the extent required by Section 5.11 5.12 or the Security Agreement, be delivered to the Collateral Agent for pledge pursuant to the Security Agreement.

Appears in 1 contract

Samples: Credit Agreement (Massey Energy Co)

Limitation on Issuance of Capital Stock. Without the prior written consent of the Administrative Agent, Borrower will not, and will not permit any Subsidiary toSubsidiary, to issue any Equity Interest of any Subsidiary (including by way of sales of treasury stock) or any options or warrants to purchase, or securities convertible into, Equity InterestsInterest of any Subsidiary, except (i) for stock splits, stock dividends and additional Equity Interest Interests issuances which do not decrease the percentage ownership of Borrower or any Subsidiaries Subsidiary in any class of the Equity Interest of such Subsidiary; and (ii) Subsidiaries of Borrower formed after the Closing Date pursuant to Section 6.11 6.12 may issue Equity Interests to Borrower or the Subsidiary of Borrower which is to own such stock; and (iii) Borrower may issue common stock that is Qualified Capital Stock to Parent. All Equity Interests issued in accordance with this Section 6.10 6.11(b) shall, to the extent required by Section 5.11 5.12 or the Security Agreement, be delivered to the Collateral Agent for pledge pursuant to the Security Agreement.

Appears in 1 contract

Samples: Credit Agreement (Broder Bros Co)

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Limitation on Issuance of Capital Stock. With respect to Borrower will not, and will not permit or any Subsidiary toSubsidiary, issue any Equity Interest (including by way of sales of treasury stock) or any options or warrants to purchase, or securities convertible into, any Equity InterestsInterest, except (i) for stock splits, stock dividends and additional issuances of Equity Interest issuances Interests which do not decrease the percentage ownership of Borrower or any Subsidiaries in any class of the Equity Interest of such Subsidiary; (ii) Subsidiaries of Borrower formed after the Closing Fifth ARCA Effective Date pursuant to in accordance with Section 6.11 6.14 may issue Equity Interests to Borrower or the Subsidiary of Borrower Bor- rower which is to own such stockEquity Interests; and (iii) Borrower may issue common stock that is Qualified Capital Stock to ParentRegency MLP. All Equity Interests issued in accordance with this Section 6.10 6.13 shall, to the extent required by Section Sections 5.11 and 5.12 or the any Security Agreement, be delivered to the Collateral Agent for pledge pursuant to the applicable Security Agreement.

Appears in 1 contract

Samples: Credit Agreement (Regency Energy Partners LP)

Limitation on Issuance of Capital Stock. No Borrower will notwill, and will not permit any Subsidiary toSubsidiary, to issue any Equity Interest of any Subsidiary (including by way of sales of treasury stock) or any options or warrants to purchase, or securities convertible into, Equity InterestsInterest of any Subsidiary, 110 except (i) for stock splits, stock dividends and additional Equity Interest issuances which do not decrease the percentage ownership of any Borrower or any Subsidiaries in any class of the Equity Interest of such Subsidiary; (ii) Subsidiaries of any Borrower formed after the Closing Date pursuant to Section 6.11 6.12 may issue Equity Interests to such Borrower or the Subsidiary of such Borrower which is to own such stock; and (iii) each Borrower may issue common stock that is Qualified Capital Stock to ParentHoldings. All Equity Interests issued in accordance with this Section 6.10 6.11 shall, to the extent required by Section 5.11 5.12 or the Security Agreement, be delivered to the Collateral Agent for pledge pursuant to the Security Agreement.

Appears in 1 contract

Samples: Credit Agreement (Massey Energy Co)

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