Limitation on Issuances and Sales of Capital Stock of Wholly Owned Subsidiaries. The Company (i) shall not, and shall not permit any Wholly Owned Subsidiary of the Company to, transfer, convey, sell, lease or otherwise dispose of any Capital Stock of any Wholly Owned Subsidiary of the Company to any Person (other than the Company or a Wholly Owned Subsidiary of the Company that is a Guarantor), unless (a) such transfer, conveyance, sale, lease or other disposition is of all the Capital Stock of such Wholly Owned Subsidiary and (b) the cash Net Proceeds from such transfer, conveyance, sale, lease or other disposition are applied in accordance with Section 4.10 hereof and (ii) shall not permit any Wholly Owned Subsidiary of the Company 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 Company or a Wholly Owned Subsidiary of the Company that is a Guarantor.
Limitation on Issuances and Sales of Capital Stock of Wholly Owned Subsidiaries. The Company (a) shall not, and shall not permit any of Wholly Owned Restricted Subsidiaries of the Company to, transfer, convey, sell, lease or otherwise dispose of any Equity Interests in any Wholly Owned Restricted Subsidiary of the Company to any Person (other than the Company or a Wholly Owned Restricted Subsidiary of the Company), unless (i) such transfer, conveyance, sale, lease or other disposition is of all the Equity Interests in such Wholly Owned Restricted Subsidiary or immediately following such transfer, conveyance, sale, lease or other disposition, the Wholly Owned Restricted Subsidiary is a Restricted Subsidiary and (ii) the cash Net Proceeds from such transfer, conveyance, sale, lease or other disposition are applied in accordance with Section 4.10 hereof, and (b) shall not permit any Wholly Owned Restricted Subsidiary of the Company 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 Company or a Wholly Owned Restricted Subsidiary of the Company unless immediately following such issuance the Wholly Owned Restricted Subsidiary is a Restricted Subsidiary.
Limitation on Issuances and Sales of Capital Stock of Wholly Owned Subsidiaries. The Borrower will not, and will not permit any of its Subsidiaries to, transfer, convey, sell, lease or otherwise dispose of any Equity Interests in any Wholly Owned Subsidiary of the Borrower to any Person (other than the Borrower or a Wholly Owned Subsidiary of the Borrower), unless:
(i) such transfer, conveyance, sale, lease or other disposition is of all the Equity Interests in such Wholly Owned Subsidiary; and
(ii) the Net Proceeds from such transfer, conveyance, sale, lease or other disposition are applied in accordance with Section 7.6. In addition, the Borrower will not permit any Wholly Owned Subsidiary of the Borrower 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 Borrower or a Wholly Owned Subsidiary of the Borrower.
Limitation on Issuances and Sales of Capital Stock of Wholly Owned Subsidiaries. Subject to the requirements described in Article 8 (if applicable), the Company (i) shall not issue shares of its Capital Stock (other than Qualified Capital Stock), or securities convertible into, or warrants, rights or options to subscribe for or purchase shares of, its Capital Stock to any Person other than to the Guarantor or a Wholly-Owned Subsidiary of the Guarantor, (ii) the Company shall not, and will not permit any Wholly-Owned Subsidiary to, transfer, convey, sell, lease or otherwise dispose of any Capital Stock (other than Qualified Capital Stock) of such or any other Wholly-Owned Subsidiary to any Person (other than the Company or a Wholly-Owned Subsidiary) unless such transfer, conveyance, sale, lease or other disposition is of all the Capital Stock (other than Qualified Capital Stock) of such Wholly-Owned Subsidiary and the Net Available Proceeds from such sale, assignment, transfer or conveyance are applied in accordance with Section 1018 and (iii) the Company shall not permit any Wholly-Owned Subsidiary to issue shares of its Capital Stock (other than Qualified Capital Stock), or securities convertible into, or warrants, rights or options to subscribe for or purchase shares of, its Capital Stock to any Person other than to the Company or a Wholly-Owned Subsidiary.
Limitation on Issuances and Sales of Capital Stock of Wholly Owned Subsidiaries. The Company
(i) shall not, and shall not permit any Subsidiary of the Company to, transfer, convey, sell, lease or otherwise dispose of any Capital Stock of any Subsidiary of the Company to any Person (other than the Company or a Wholly-Owned Subsidiary of the Company (other than a Receivables Subsidiary)), unless (a) such transfer, conveyance, sale, lease or other disposition is of all the Capital Stock of such Subsidiary and (b) the aggregate cash portion of the Net Proceeds from such transfer, conveyance, sale, lease or other disposition is applied in accordance with Sections 3.09 and 4.10, and (ii) shall not permit any Subsidiary of the Company to issue any of its Equity Interests (other than (1), if necessary, shares of its Capital Stock constituting directors' qualifying shares or (2) shares of Capital Stock issued prior to the time such Person became a Subsidiary of the Company; provided that such Capital Stock was not issued in anticipation of such transaction) to any Person other than to the Company or a Wholly-Owned Subsidiary of the Company (other than a Receivables Subsidiary).
Limitation on Issuances and Sales of Capital Stock of Wholly Owned Subsidiaries. The Company will not, and will not permit any of its Subsidiaries to, transfer, convey, sell, lease or otherwise dispose of any Capital Stock in any Wholly Owned Subsidiary of the Company to any Person (other than the Company or a Wholly Owned Subsidiary of the Company), unless:
(a) such transfer, conveyance, sale, lease or other disposition is of all the Capital Stock in such Wholly Owned Subsidiary; and
(b) the Net Proceeds from such transfer, conveyance, sale, lease or other disposition are applied in accordance with Section 9.06. In addition, the Company will not permit any Wholly Owned Subsidiary of the Company to issue any of its Capital Stock (other than, if necessary, shares of its Equity Interests constituting directors’ qualifying shares) to any Person other than to the Company or a Wholly Owned Subsidiary of the Company.
Limitation on Issuances and Sales of Capital Stock of Wholly Owned Subsidiaries. The Company
(i) shall not and shall not permit any Wholly Owned Subsidiary to transfer, convey, sell or otherwise dispose of Capital Stock of such or any other Wholly Owned Subsidiary to any Person (other than the Company or a Wholly Owned Subsidiary) unless such transfer, conveyance, sale or other disposition is of all the Capital Stock of such Wholly Owned Subsidiary and the Net Available Proceeds from such transfer, conveyance, sale or other disposition are applied in accordance with Section 1013 and (ii) will not permit any Wholly Owned Subsidiary to issue shares of Capital Stock (other than directors' qualifying shares), or securities convertible into, or warrants, rights or options to subscribe for or purchase shares of, its Capital Stock to any Person other than to the Company or a Wholly Owned Subsidiary unless in the case of either Clause (i) or (ii) above (A) after giving effect to any such sale, disposition or issuance, the ratio of the aggregate principal amount of Debt of the Company and its Subsidiaries outstanding as of the most recent available balance sheet to Pro Forma Consolidated Cash Flow for the preceding four fiscal quarters, determined on a pro forma basis as if such sale, disposition or issuance had taken place and the Net Available Proceeds therefrom had been applied at the beginning of such four fiscal quarters, would be less than 6.5 to 1; (B) immediately after giving effect to such sale, disposition or issuance (including any acquisition of assets with Net Available Proceeds) no Event of Default or event that with the passing of time or the giving of notice, or both, will constitute an Event of Default shall have occurred or be continuing; (C) the assets acquired pursuant to such sale, disposition or issuance, are either (x) at least 85% cash or readily marketable cash equivalents and the Net Available Proceeds from such sale, disposition or issuance are applied in accordance with Section 1013 (including the provisions thereof relating to the application of Net Available Proceeds therefrom) or (y) all or substantially all of the assets or a majority of the Voting Stock of an existing television or radio broadcasting or cable television business or franchise (whether existing as a separate entity, subsidiary, division, unit or otherwise) (subject to the restrictions described in the last sentence of the second paragraph of Section 1013(a)); (D) after giving effect to any such sale, disposition or issuance, such Wholly Owned Subs...
Limitation on Issuances and Sales of Capital Stock of Wholly Owned Subsidiaries. The Company (i) shall not, and shall not permit any Wholly Owned Subsidiary of the Company to, transfer, convey, sell, lease or otherwise dispose of any Capital Stock of any Wholly Owned Subsidiary of the Company to any Person (other than the Company or a Wholly Owned Subsidiary of the Company), unless (a) such transfer, conveyance, sale, lease or other disposition is of all the Capital Stock of such Wholly Owned Subsidiary and (b) the Net Proceeds from such transfer, conveyance, sale, lease or other disposition are applied in accordance with
Limitation on Issuances and Sales of Capital Stock of Wholly Owned Subsidiaries. The Company
Limitation on Issuances and Sales of Capital Stock of Wholly Owned Subsidiaries. The Issuer (i) shall not, and shall not permit any Wholly Owned Subsidiary of the Issuer to, transfer, convey, sell, lease or otherwise dispose of any Capital Stock of any Wholly Owned Subsidiary of the Issuer to any Person (other than the Issuer or a Wholly Owned Subsidiary of the Issuer), unless (a) such transfer, conveyance, sale, lease or other disposition is of all the Equity Interests of such Wholly Owned Subsidiary and (b) the cash Net Proceeds from such transfer, conveyance, sale, lease or other disposition are applied in accordance with Section 4.10 hereof and (ii) shall not permit any Wholly Owned Subsidiary of the Issuer to issue any of its Equity Interests (other than, if necessary, Equity Interests constituting directors' qualifying interests) to any Person other than to the Issuer or a Wholly Owned Subsidiary of the Issuer.
