Common use of Limitation on Issuances and Sales of Capital Stock of Restricted Subsidiaries Clause in Contracts

Limitation on Issuances and Sales of Capital Stock of Restricted Subsidiaries. The Issuer (i) shall not, and shall not permit any Restricted Subsidiary of the Issuer to, transfer, convey, sell, lease or otherwise dispose of any Capital Stock of any Restricted Subsidiary of the Issuer to any Person (other than the Issuer or a Restricted Subsidiary of the Issuer), unless (a) such transfer, conveyance, sale, lease or other disposition is of all the Capital Stock of such Restricted Subsidiary (provided that minority interests in any such Capital Stock may be retained if necessary, in the determination of the Board of Directors, to facilitate such transfer, conveyance, sale, lease or other disposition), and (b) the cash Net Proceeds from such transfer, conveyance, sale, lease or other disposition are applied in accordance with any applicable provisions of Section 3.09 or Section 4.10 hereof, and (ii) shall not permit any Restricted Subsidiary of the Issuer to issue any of its Equity Interests (other than, if necessary, shares of its Capital Stock constituting directors' qualifying shares) to any Person other than to the Issuer or a Restricted Subsidiary of the Issuer; provided, however, that the foregoing restrictions shall not apply to transfers, conveyances, sales, leases or other dispositions (collectively "dispositions") of any Capital Stock of any Restricted Subsidiary that have a fair market value at the time of such disposition of less than $5 million.

Limitation on Issuances and Sales of Capital Stock of Restricted Subsidiaries. The Issuer (i) shall not, and shall not permit any Restricted Subsidiary of the Issuer to, transfer, convey, sell, lease or otherwise dispose of any Capital Stock of any Restricted Subsidiary of the Issuer to any Person (other than the Issuer or a Restricted Subsidiary of the Issuer), unless (a) such transfer, conveyance, sale, lease or other disposition is of all the Capital Stock of such Restricted Subsidiary (provided that minority interests in any such Capital Stock may be retained if necessary, in the determination of the Board of Directors, to facilitate such transfer, conveyance, sale, lease or other disposition), and (b) the cash Net Proceeds from such transfer, conveyance, sale, lease or other disposition are applied in accordance with any applicable provisions of Section 3.09 or Section 4.10 hereof, and (ii) except as provided in an IPP Sale Agreement, shall not permit any Restricted Subsidiary of the Issuer to issue any of its Equity Interests (other than, if necessary, shares of its Capital Stock constituting directors' qualifying shares) to any Person other than to the Issuer or a Restricted Subsidiary of the Issuer; provided, however, that the foregoing restrictions shall not apply to transfers, conveyances, sales, leases or other dispositions (collectively "dispositions") of any Capital Stock of any Restricted Subsidiary that have a fair market value at the time of such disposition of less than $5 million.

Limitation on Issuances and Sales of Capital Stock of Restricted Subsidiaries. The Issuer (i) Company shall not, and shall not permit any Restricted Subsidiary of the Issuer to, issue, transfer, convey, sell, lease sell or otherwise dispose of any shares of Capital Stock of any a Restricted Subsidiary or securities convertible or exchangeable into, or options, warrants, rights or any other interest with respect to, Capital Stock of the Issuer a Restricted Subsidiary to any Person (other than the Issuer Company or a Restricted Subsidiary of the Issuer), unless except: (ai) such transfer, conveyance, sale, lease or other disposition is a sale of all of the Capital Stock of such Restricted Subsidiary owned by the Company and any Restricted Subsidiary that complies with the provisions of Section 1018 to the extent such provisions apply; (ii) in a transaction that results in such Restricted Subsidiary becoming a Permitted Joint Venture, provided that minority interests (x) such transaction complies with the provisions of Section 1018 to the extent such provisions apply and (y) the Company's remaining Investment in any such Capital Stock may be retained if necessary, in Permitted Joint Venture would have been permitted as a new Investment under the determination provisions of Section 1013; (iii) the Board of Directors, to facilitate such transfer, conveyance, sale, lease sale or other disposition)disposition of shares required by applicable law or regulation; (iv) if required, and (b) the cash Net Proceeds from such issuance, transfer, conveyance, sale, lease sale or other disposition are applied in accordance with any applicable provisions of Section 3.09 or Section 4.10 hereof, and (ii) shall not permit any Restricted Subsidiary of the Issuer to issue any of its Equity Interests (other than, if necessary, shares of its Capital Stock constituting directors' qualifying shares) to any Person other than to the Issuer or a Restricted Subsidiary of the Issuer; provided, however, that the foregoing restrictions shall not apply to transfers, conveyances, sales, leases or other dispositions (collectively "dispositions") of any Capital Stock of any Restricted Subsidiary that have a fair market value at the time of such disposition of less than $5 million.or

Limitation on Issuances and Sales of Capital Stock of Restricted Subsidiaries. The Issuer Company: (i) shall not, and shall not permit any of its Restricted Subsidiary of the Issuer Subsidiaries to, transfer, convey, sell, lease or otherwise dispose of any Capital Stock of any Restricted Subsidiary of the Issuer Company to any Person (other than the Issuer Company or a Restricted Subsidiary of the IssuerCompany), unless (a) such transfer, conveyance, sale, lease or other disposition is of all the Capital Stock of such Restricted Subsidiary (provided that minority interests in any such Capital Stock may be retained if necessary, in the determination or of the Board of Directors, to facilitate such transfer, conveyance, sale, lease or other disposition), Local Qualifying Securities and (b) the cash Net Cash Proceeds from such transfer, conveyance, sale, lease or other disposition are applied in accordance with any applicable provisions of Section 3.09 or Section 4.10 hereof4.16, and (ii) shall not permit any Restricted Subsidiary of the Issuer Company to issue any of its Equity Interests Capital Stock (other than, if necessary, shares of its Capital Stock constituting directors' qualifying sharesshares or Local Qualifying Securities) to any Person other than to the Issuer Company or a Restricted Subsidiary of the IssuerCompany; provided, however, that the foregoing restrictions shall not apply to transfers, conveyances, sales, leases or other dispositions (collectively "dispositions") of any Capital ------------ Stock of any Restricted Subsidiary that have a fair market value at the time of such disposition of less than $5 million250,000.