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 Company may not, and may not permit any Restricted Subsidiary to, issue, transfer, convey, sell or otherwise dispose of any shares of Capital Stock of a Restricted Subsidiary or securities convertible or exchangeable into, or options, warrants, rights or any other interest with respect to, Capital Stock of a Restricted Subsidiary to any person other than the Company or a Wholly-Owned Restricted Subsidiary except (i) in a transaction consisting of a sale of all the Capital Stock of such Restricted Subsidiary and that complies with the provisions of Section 4.7 to the extent such provisions apply; (ii) if required, the issuance, transfer, conveyance, sale or other disposition of directors, qualifying shares; (iii) in a transaction in which, or in connection with which, the Company or a Restricted Subsidiary acquires at the same time sufficient Capital Stock of such Restricted Subsidiary to at least maintain the same percentage ownership interest it had prior to such transaction; and (iv) Disqualified Stock of a Restricted Subsidiary Incurred to Refinance Disqualified Stock of such Restricted Subsidiary; PROVIDED, however, that the amounts of the redemption obligations of such Disqualified Stock shall not exceed the amounts of the redemption obligations of, and such Disqualified Stock shall have redemption obligations no earlier than those required by, the Disqualified Stock being Refinanced.

Appears in 1 contract

Samples: Planet Hollywood International Inc

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Limitation on Issuances and Sales of Capital Stock of Restricted Subsidiaries. The Company may (a) will not permit any Restricted Subsidiary to issue any Capital Stock unless after giving effect thereto the Company's percentage interest (direct and indirect) in the Capital Stock of such Restricted Subsidiary is at least equal to its percentage interest prior thereto, and (b) will not, and may will not permit any Restricted Subsidiary to, issue, transfer, convey, sell sell, lease or otherwise dispose of any shares Capital Stock of any Restricted Subsidiary to any Person (other than the Company or a Wholly Owned Restricted Subsidiary); provided, however, that this covenant will not prohibit (i) the sale or other disposition of all, but not less than all, of the issued and outstanding Capital Stock of a Restricted Subsidiary owned by the Company and its Restricted Subsidiaries in compliance with the other provisions of this Indenture, (ii) the sale or securities convertible or exchangeable into, or options, warrants, rights or any other interest with respect to, disposition of a portion of the issued and outstanding Capital Stock of a Restricted Subsidiary, whether or not as a result of such sale or disposition such Restricted Subsidiary continues or ceases to any person other than be a Restricted Subsidiary, if (A) such sale or disposition is of a portion of the issued and outstanding Capital Stock of a Guarantor, such Guarantor continues to guarantee the Notes, and (B) such sale or disposition is permitted under, and the Company or a Wholly-Owned such Restricted Subsidiary except applies the Net Cash Proceeds of any such sale in accordance with, Section 4.10 hereof, or (iiii) in a transaction consisting the ownership by directors of a sale director's qualifying shares or the ownership by foreign nationals of all the Capital Stock of such any Restricted Subsidiary and that complies with the provisions of Section 4.7 Subsidiary, to the extent such provisions apply; (ii) if required, the issuance, transfer, conveyance, sale or other disposition of directors, qualifying shares; (iii) in a transaction in which, or in connection with which, the Company or a Restricted Subsidiary acquires at the same time sufficient Capital Stock of such Restricted Subsidiary to at least maintain the same percentage ownership interest it had prior to such transaction; and (iv) Disqualified Stock of a Restricted Subsidiary Incurred to Refinance Disqualified Stock of such Restricted Subsidiary; PROVIDED, however, that the amounts of the redemption obligations of such Disqualified Stock shall not exceed the amounts of the redemption obligations of, and such Disqualified Stock shall have redemption obligations no earlier than those required by, the Disqualified Stock being Refinancedmandated by applicable law.

Appears in 1 contract

Samples: Renal Care Group Inc

Limitation on Issuances and Sales of Capital Stock of Restricted Subsidiaries. The Company Issuers may not, and may not permit any Restricted Subsidiary to, issue, transfer, convey, sell or otherwise dispose of any shares of Capital Stock of a Restricted Subsidiary or securities convertible or exchangeable into, or options, warrants, rights or any other interest with respect to, Capital Stock of a Restricted Subsidiary to any person other than the Company Globalstar, Globalstar Capital or a Wholly-Owned Restricted Subsidiary except (i) in a transaction consisting of a sale of all the Capital Stock of such Restricted Subsidiary and that complies with the provisions of Section 4.7 4.07 to the extent such provisions apply; (ii) if required, the issuance, transfer, conveyance, sale or other disposition of directors, ' qualifying shares; (iii) in a transaction in which, or in connection with which, the Company an Issuer or a Restricted Subsidiary acquires at the same time sufficient Capital Stock of such Restricted Subsidiary to at least maintain the same percentage ownership interest it had prior to such transaction; and (iv) Disqualified Stock of a Restricted Subsidiary Incurred to Refinance Disqualified Stock of such Restricted Subsidiary; PROVIDEDprovided, however, that the amounts of the redemption obligations of such Disqualified Stock shall not exceed the amounts of the redemption obligations of, and such Disqualified Stock shall have redemption obligations no earlier than those required by, the Disqualified Stock being Refinanced.. 48 42

Appears in 1 contract

Samples: Indenture (Globalstar Capital Corp)

Limitation on Issuances and Sales of Capital Stock of Restricted Subsidiaries. The Company may (a) will not permit any Restricted Subsidiary to issue any Capital Stock (other than to the Company or a Wholly Owned Restricted Subsidiary) and (b) will not, and may will not permit any Restricted Subsidiary to, issue, transfer, convey, sell sell, lease or otherwise dispose of any shares Capital Stock of any Restricted Subsidiary to any Person (other than the Company or a Wholly Owned Restricted Subsidiary); provided, however, that this covenant will not prohibit (i) the sale or other disposition of all, but not less than all, of the issued and outstanding Capital Stock of a Restricted Subsidiary or securities convertible or exchangeable intoowned by the Company and its Restricted Subsidiaries in compliance with the other provisions of this Indenture, or options(ii) subject to compliance by the Company with the provisions of Section 1009 and other provisions of the Indenture, warrants, rights or the issuance and sale by OCC of any of its Common Stock (other interest with respect to, Capital Stock of a Restricted Subsidiary than Disqualified Stock) to any person Person (other than to the Company or a Wholly-Wholly Owned Restricted Subsidiary except Subsidiary), (iiii) in a transaction consisting the ownership by directors of a sale director's qualifying shares or the ownership by foreign nationals of all the Capital Stock of such any Restricted Subsidiary, to the extent mandated by applicable law or (iv) issuances, sales, transfers or conveyances of Qualified Equity Interests in a Restricted Subsidiary and that so long as such sale complies with the provisions of Section 4.7 to the extent such provisions apply; (ii) if required, the issuance, transfer, conveyance, sale or other disposition of directors, qualifying shares; (iii) in a transaction in which, or in connection with which, 1016 and the Company or a applies the Net Cash Proceeds from such transaction, if any, in accordance with such covenant. The Company shall not permit any Restricted Subsidiary acquires at the same time sufficient Capital Stock of such Restricted Subsidiary (other than OCC) to at least maintain the same percentage ownership interest it had prior to such transaction; and (iv) Disqualified Stock of a Restricted Subsidiary Incurred to Refinance Disqualified Stock of such Restricted Subsidiary; PROVIDED, however, that the amounts of the redemption obligations of such Disqualified Stock shall not exceed the amounts of the redemption obligations of, and such Disqualified Stock shall have redemption obligations no earlier than those required by, the Disqualified Stock being Refinancedissue any Preferred Stock.

Appears in 1 contract

Samples: Indenture (Ascent Entertainment Group Inc)

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Limitation on Issuances and Sales of Capital Stock of Restricted Subsidiaries. The Company may (a) shall not permit any Restricted Subsidiary to issue any Capital Stock (other than to the Company or a Wholly Owned Restricted Subsidiary) and (b) shall not, and may shall not permit any Restricted Subsidiary to, issue, transfer, convey, sell sell, lease or otherwise dispose of any shares Capital Stock of any Restricted Subsidiary to any Person (other than the Company or a Wholly Owned Restricted Subsidiary); provided, however, that this covenant will not prohibit (i) the sale or other disposition of all, but not less than all, of the issued and outstanding Capital Stock of a Restricted Subsidiary or securities convertible or exchangeable into, or options, warrants, rights or any other interest with respect to, Capital Stock of a Restricted Subsidiary to any person other than owned by the Company or a Wholly-Owned and its Restricted Subsidiary except (i) Subsidiaries in a transaction consisting of a sale of all the Capital Stock of such Restricted Subsidiary and that complies compliance with the other provisions of Section 4.7 to the extent such provisions apply; this Indenture, (ii) if required, the issuance, transfer, conveyance, sale or other disposition of directors, qualifying shares; a portion of the issued and outstanding Capital Stock of an existing Wholly Owned Subsidiary if (iiiA) in as a transaction in which, result of such sale or in connection with whichdisposition such Wholly Owned Restricted Subsidiary becomes a Permitted Joint Venture and (B) at the time of such sale or disposition, the Company could make an Investment in the remaining Capital Stock held by it or a one of its Restricted Subsidiaries in an amount equal to the amount of its remaining Investment in such existing Restricted Subsidiary acquires at pursuant to Xxxxxxx 0000, xx (xxx) the same time sufficient ownership by directors of director's qualifying shares or the ownership by foreign nationals of Capital Stock of such any Restricted Subsidiary, to the extent mandated by applicable law. The Company shall not permit any Restricted Subsidiary to at least maintain the same percentage ownership interest it had prior to such transaction; and (iv) Disqualified Stock of a Restricted Subsidiary Incurred to Refinance Disqualified Stock of such Restricted Subsidiary; PROVIDED, however, that the amounts of the redemption obligations of such Disqualified Stock shall not exceed the amounts of the redemption obligations of, and such Disqualified Stock shall have redemption obligations no earlier than those required by, the Disqualified Stock being Refinancedissue any Preferred Stock.

Appears in 1 contract

Samples: Indenture (Insight Health Services Corp)

Limitation on Issuances and Sales of Capital Stock of Restricted Subsidiaries. The Company may not, and may not permit any Restricted Subsidiary to, issue, transfer, convey, sell or otherwise dispose of any shares of Capital Stock of a Restricted Subsidiary or securities convertible or exchangeable into, or options, warrants, rights or any other interest with respect to, Capital Stock of a Restricted Subsidiary to any person other than the Company or a Wholly-Owned Restricted Subsidiary except (i) in a transaction consisting of a sale of all the Capital Stock of such Restricted Subsidiary and that complies with the provisions of Section 4.7 to the extent such provisions apply; (ii) if required, the issuance, transfer, conveyance, sale or other disposition of directors, qualifying shares; (iii) in a transaction in which, or in connection with which, the Company or a Restricted Subsidiary acquires at the same time sufficient Capital Stock of such Restricted Subsidiary to at least maintain the same percentage ownership interest it had prior to such transaction; and (iv) Disqualified Stock of a Restricted Subsidiary Incurred to Refinance Disqualified Stock of such Restricted Subsidiary; PROVIDED, howeverHOWEVER, that the amounts of the redemption obligations of such Disqualified Stock shall not exceed the amounts of the redemption obligations of, and such Disqualified Stock shall have redemption obligations no earlier than those required by, the Disqualified Stock being Refinanced.

Appears in 1 contract

Samples: Planet Hollywood International Inc

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