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

Limitation on Issuance of Capital Stock. (a) With respect to the Administrative Borrower, issue any Equity Interest that is Disqualified Capital Stock. (b) With respect to any Restricted Subsidiary of the Administrative Borrower, 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 Interest, except (i) for stock splits, stock dividends and additional issuances of Equity Interests which do not decrease the percentage ownership of the Administrative Borrower or any Restricted Subsidiaries in any class of the Equity Interests of such Restricted Subsidiary, (ii) Restricted Subsidiaries of the Administrative Borrower formed or acquired after the Closing Date in accordance with Section 6.14 may issue Equity Interests to the Administrative Borrower or a Wholly Owned Subsidiary of the Administrative Borrower which is a Restricted Subsidiary to own such Equity Interests and, in the case of a Restricted Subsidiary of the Administrative Borrower that is not a Loan Party, to other persons which are to own such Equity Interests to the extent otherwise permitted hereunder and (iii) for directors’ qualifying shares and other nominal shares required to be held by local nationals, in each case to the extent required under applicable Legal Requirements. All Equity Interests issued to a Loan Party in accordance with this Section 6.13(b) shall, to the extent required by Sections 5.10 and 5.11 or any Security Document, be delivered to the Agent for pledge pursuant to the applicable Security Document.

Appears in 3 contracts

Samples: Credit Agreement (Layne Christensen Co), Credit Agreement (Layne Christensen Co), Credit Agreement (Layne Christensen Co)

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Limitation on Issuance of Capital Stock. (a) With respect to the Administrative Borrower, issue any Equity Interest that is Disqualified Capital Stock. (b) With respect to any Restricted Subsidiary of the Administrative Borrower, 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 Interest, except (i) for stock splits, stock dividends and additional issuances of Equity Interests which do not decrease the percentage ownership of the Administrative Borrower or any Restricted Subsidiaries in any class of the Equity Interests of such Restricted Subsidiary, Subsidiary and (ii) Restricted Subsidiaries of the Administrative Borrower formed or acquired after the Closing Date in accordance with Section 6.14 (or Subsidiaries that have been designated or redesignated as Restricted Subsidiaries in compliance with the definition of “Unrestricted Subsidiary”) may issue Equity Interests to the Administrative Borrower or a Wholly Owned Subsidiary of the Administrative Borrower which that is a Restricted Subsidiary to own such Equity Interests and, in the case of a Restricted Subsidiary of the Administrative Borrower that is not a Loan Party, to other persons which are to own such Equity Interests to the extent otherwise permitted hereunder and (iii) for directors’ qualifying shares and other nominal shares required to be held by local nationals, in each case to the extent required under applicable Legal RequirementsInterests. All Equity Interests issued to a Loan Party in accordance with this Section 6.13(b) shall, to the extent required by Sections 5.10 5.11 and 5.11 5.12 or any Security Document, be delivered to the Collateral Agent for pledge pursuant to the applicable Security Document.

Appears in 2 contracts

Samples: Credit Agreement (Internap Corp), Credit Agreement (Internap Corp)

Limitation on Issuance of Capital Stock. (a) With respect to the Administrative Borrower, issue any Equity Interest that is Disqualified Capital Stock. (b) With respect to any Restricted Subsidiary of the Administrative Borrower, 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 Interest, except (i) for stock splits, stock dividends and additional issuances of Equity Interests which do not decrease the percentage ownership of the Administrative Borrower or any of its Restricted Subsidiaries in any class of the Equity Interests of such Restricted Subsidiary, Subsidiary and (ii) Restricted Subsidiaries of the Administrative Borrower formed or acquired after the Closing Date in accordance with Section 6.14 this Agreement may issue Equity Interests to the Administrative Borrower or Borrower, a Wholly Owned Restricted Subsidiary of the Administrative Borrower which is a Restricted Subsidiary to own such Equity Interests and, in the case of a Restricted Subsidiary of the Administrative Borrower that is not a Loan Party, to other persons which are to own such Equity Interests to the extent otherwise permitted hereunder and (iii) for directors’ qualifying shares and other nominal shares required to be held by local nationals, in each case to the extent required under applicable Legal Requirementshereunder. All Equity Interests issued to a Loan Party in accordance with this Section 6.13(b) shall, to the extent required by Sections Section 5.10 and Section 5.11 or any Security Document, be delivered to the Collateral Agent for pledge pursuant to the applicable Security Document.

Appears in 2 contracts

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

Limitation on Issuance of Capital Stock. (a) With respect to the Administrative Borrower, issue any Equity Interest that is Disqualified Capital Stock.; (b) With respect to any Restricted Subsidiary of the Administrative Borrower, 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 Interest, except (i) for stock splits, stock dividends and additional issuances of Equity Interests which do not decrease the percentage ownership of the Administrative Borrower or any Restricted of its Subsidiaries in any class of the Equity Interests of such Restricted Subsidiary, Subsidiary and (ii) Restricted Subsidiaries of the Administrative Borrower formed or acquired after the Closing Restatement Date in accordance with Section 6.14 this Agreement may issue Equity Interests to the Administrative Borrower or Borrower, a Wholly Wholly-Owned Subsidiary of the Administrative Borrower which is a Restricted Subsidiary to own such Equity Interests and, in the case of a Restricted Subsidiary of the Administrative Borrower that is not a Loan Credit Party, to other persons which are to own such Equity Interests to the extent otherwise permitted hereunder and (iii) for directors’ qualifying shares and other nominal shares required to be held by local nationals, in each case to the extent required under applicable Legal Requirementshereunder. All Equity Interests issued to a Loan Credit Party in accordance with this Section 6.13(b8.13(b) shall, to the extent required by Sections 5.10 Section 7.10 and 5.11 Section 7.11 or any Security Document, be delivered to the Collateral Agent for pledge pursuant to the applicable Security Document; and (c) Notwithstanding clause (a) and (b) above, the Borrower and its Subsidiaries may issue (i) Equity Interests in connecting with and to the extent required in order to implement any Redomiciliation; provided that, the Administrative Agent shall have received notice of each such issuance from the Borrower at least ten days (or such shorter period as the Administrative Agent may reasonably agree) prior to such issuance.

Appears in 2 contracts

Samples: Credit Agreement (Diamond S Shipping Inc.), Credit Agreement (Diamond S Shipping Inc.)

Limitation on Issuance of Capital Stock. (a) With respect to the Administrative Borrower, issue any Equity Interest that is Disqualified Capital Stock. (b) With respect to any Restricted Subsidiary of the Administrative Borrower, 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 Interest, except (i) for stock splits, stock dividends and additional issuances of Equity Interests which do not decrease the percentage ownership of the Administrative Borrower or any of its Restricted Subsidiaries in any class of the Equity Interests of such Restricted Subsidiary, Subsidiary and (ii) Restricted Subsidiaries of the Administrative Borrower formed or acquired after the Closing Date in accordance with Section 6.14 this Agreement may issue Equity Interests to the Administrative Borrower or Borrower, a Wholly Owned Domestic Restricted Subsidiary of the Administrative Borrower which is a Restricted Subsidiary to own such Equity Interests and, in the case of a Restricted Subsidiary of the Administrative Borrower that is not a Loan Party, to other persons which are to own such Equity Interests to the extent otherwise permitted hereunder and (iii) for directors’ qualifying shares and other nominal shares required to be held by local nationals, in each case to the extent required under applicable Legal Requirementshereunder. All Equity Interests issued to a Loan Party in accordance with this Section 6.13(b) shall, to the extent required by Sections 5.10 and 5.11 or any Security Document, be delivered to the Collateral Agent for pledge pursuant to the applicable Security Document.

Appears in 1 contract

Samples: Term Loan Credit Agreement (Overseas Shipholding Group Inc)

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Limitation on Issuance of Capital Stock. (a) With respect to the Administrative Borrower, issue any Equity Interest that is Disqualified Capital Stock. (b) With respect to any Restricted Subsidiary of the Administrative Borrower, 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 Interest, except (i) for stock splits, stock dividends and additional issuances of Equity Interests which do not decrease the percentage ownership of the Administrative Borrower or any of its Restricted Subsidiaries in any class of the Equity Interests of such Restricted Subsidiary, Subsidiary and (ii) Restricted Subsidiaries of the Administrative Borrower formed or acquired after the Closing Date in accordance with Section 6.14 this Agreement may issue Equity Interests to the Administrative Borrower or Borrower, a Wholly Owned Domestic Restricted Subsidiary of the Administrative Borrower which is a Restricted Subsidiary to own such Equity Interests and, in the case of a Restricted Subsidiary of the Administrative Borrower that is not a Loan Party, to other persons which are to own such Equity Interests to the extent otherwise permitted hereunder and (iii) for directors’ qualifying shares and other nominal shares required to be held by local nationals, in each case to the extent required under applicable Legal Requirementshereunder. All Equity Interests issued to a Loan Party in accordance with this Section 6.13(b) shall, to the extent required by Sections 5.10 and 5.11 or any Security Document, be delivered to the Collateral Agent for pledge pursuant to the applicable Security Document.

Appears in 1 contract

Samples: Abl Credit Agreement (Overseas Shipholding Group Inc)

Limitation on Issuance of Capital Stock. (a) With respect to the Administrative Borrower, issue any Equity Interest that is Disqualified Capital Stock. (b) With respect to any Restricted Subsidiary of the Administrative Borrower, 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 Interest, except (i) for stock splits, stock dividends and additional issuances of Equity Interests which do not decrease the percentage ownership of the Administrative Borrower or any of its Restricted Subsidiaries in any class of the Equity Interests of such Restricted Subsidiary, Subsidiary and (ii) Restricted Subsidiaries of the Administrative Borrower formed or acquired after the Closing Date in accordance with Section 6.14 this Agreement may issue Equity Interests to the Administrative Borrower or Borrower, a Wholly Owned Restricted Subsidiary of the Administrative Borrower which is a Restricted Subsidiary to own such Equity Interests and, in the case of a Restricted Subsidiary of the Administrative Borrower that is not a Loan Party, to other persons which are to own such Equity Interests to the extent otherwise permitted hereunder and (iii) for directors’ qualifying shares and other nominal shares required to be held by local nationals, in each case to the extent required under applicable Legal Requirementshereunder. All Equity Interests issued to a Loan Party in accordance with this Section 6.13(b) shall, to the extent required by Sections 5.10 and 5.11 or any Security Document, be delivered to the Collateral Agent for pledge pursuant to the applicable Security Document.

Appears in 1 contract

Samples: Credit Agreement (Overseas Shipholding Group Inc)

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