Limitation on Issuance of Equity. Borrower will not, directly or indirectly, at any time issue, sell, assign, or otherwise dispose of (a) any of its equity interests, (b) any securities exchangeable for or convertible into or carrying any rights to acquire any of its equity interests, or (c) any option, warrant, or other right to acquire any of its equity interests.
Limitation on Issuance of Equity. Borrower shall not, and shall not permit any of its Subsidiaries to, directly or indirectly, issue, sell, assign, or otherwise dispose of (a) any of its stock or other equity interests, (b) any securities exchangeable for or convertible into or carrying any rights to acquire any of its stock or other equity interests, or (c) any option, warrant, or other right to acquire any of its stock or other equity interests, to the extent such transaction would result in a breach of any of the financial covenants set forth in Article 9.
Limitation on Issuance of Equity. (a) Holdings will not permit any of its Subsidiaries to issue any capital stock or other equity interests (including by way of sales of treasury stock) or any options or warrants to purchase, or securities convertible into, capital stock or other equity interests, except (i) for transfers and replacements of then outstanding shares of capital stock or other equity interests, (ii) for stock splits, stock dividends and similar issuances which do not decrease the percentage ownership of Holdings or any of its Subsidiaries in any class of the capital stock or other equity interests of such Subsidiary, (iii) for issuances by newly created or acquired Subsidiaries in accordance with the terms of this Agreement, (iv) to qualify directors to the extent required by applicable law or (v) with respect to Foreign Subsidiaries, any options to purchase shares of capital stock or other equity interests of such Foreign Subsidiaries to the extent required by the laws of the foreign jurisdiction in which such Foreign Subsidiary is organized.
(b) Holdings will not, and will not permit any of its Subsidiaries to, issue (i) any class of preferred equity (provided that Holdings may issue (x) Qualified Preferred Equity so long as the aggregate amount thereof shall not exceed $50,000,000, (y) Permitted Earn-Out Preferred Equity and (z) in addition to clauses (x) and (y) above, PIK Preferred Equity so long as the aggregate liquidation preference thereof shall not exceed (A) $45,000,000 plus (B) the amount of all Dividends in respect of such PIK Preferred Equity which are paid in kind or by accrual or accretion plus (C) an additional liquidation preference resulting from the exchange of series B PIK Preferred Equity for series C PIK Preferred Equity in accordance with the terms of the documentation governing the PIK Preferred Equity) or (ii) any class of redeemable (except at the sole option of Holdings or such Subsidiary) common equity.
Limitation on Issuance of Equity. Borrower shall not, and shall not permit any of its Subsidiaries to, directly or indirectly, issue or Dispose of any of its Equity Interests other than to Borrower or another Subsidiary.
Limitation on Issuance of Equity. The Company will not, and will not permit any of its Subsidiaries to, issue (i) any class of Disqualified Stock; notwithstanding the foregoing and for the avoidance of doubt, the Company and its Subsidiaries may issue Qualified Stock and/or options and warrants for the same in an unlimited amount so long as such Qualified Stock and/or options and warrants are not Disqualified Stock.
Limitation on Issuance of Equity. Each Loan Party (except with respect to clause (d) below, other than Holdings) shall not, and shall not permit any of its Subsidiaries to, directly or indirectly, issue, sell, assign, or otherwise Dispose of (a) any of its stock or other Equity Interests, (b) any securities exchangeable for or convertible into or carrying any rights to acquire any of its stock or other Equity Interests, (c) any option, warrant, or other right to acquire any of its stock or other Equity Interests or (d) any Disqualified Equity Interests, in each case, other than to any Loan Party or another Subsidiary.
Limitation on Issuance of Equity. No Loan Party shall, nor shall it permit any of its Restricted Subsidiaries to, directly or indirectly, issue, sell, assign, or otherwise Dispose of (a) (i) any Equity Interests in the Borrower or DBRI, (ii) any securities exchangeable for or convertible into or carrying any rights to acquire any Equity Interests in the Borrower or DBRI, or (iii) any option, warrant, or other right to acquire any Equity Interests in the Borrower or DBRI, to the extent that any such action under this clause (a) would (A) cause or result in a Change in Control or (B) reduce the relative economic interest or voting power with respect to an entity from that pledged as Collateral to the Administrative Agent on the Closing Date (or if later, the first date on which the relevant Equity Interests are pledged to the Administrative Agent), or (b) any Disqualified Equity Interests; provided that, substantially contemporaneously with any permitted issuance or Disposition of Equity Interests by any Loan Party, the Borrower shall satisfy any mandatory prepayment obligation resulting therefrom in accordance with Section 2.8(d)(i) or (ii), as applicable.
Limitation on Issuance of Equity. Each Borrower shall not, and shall not permit any of its Subsidiaries that are Guarantors to, directly or indirectly, issue, sell, assign, or otherwise Dispose of (a) any of its stock or other Equity Interests, (b) any securities exchangeable for or convertible into or carrying any rights to acquire any of its stock or other Equity Interests, or (c) any option, warrant, or other right to acquire any of its stock or other Equity Interests, in each case, other than to a Borrower or another Subsidiary that is a Guarantor.
Limitation on Issuance of Equity. No Borrower will, nor will it permit any Subsidiary to, at any time issue, sell, assign, or otherwise dispose of Disqualified Equity Interests.
Limitation on Issuance of Equity. Borrower will not, and will not permit any other Credit Party to, at any time issue, sell, assign, or otherwise dispose of (a) any of its equity interests, (b) any securities exchangeable for or convertible into or carrying any rights to acquire any of its equity interests, or (c) any option, warrant, or other right to acquire any of its equity interests, that would cause more than ten percent (10%) of the record or beneficial ownership of a Credit Party to be transferred, assigned or hypothecated to any Person, when compared to such ownership as of the Closing Date.
