Common use of Limitation on the Issuance and Sale of Capital Stock of Restricted Subsidiaries Clause in Contracts

Limitation on the Issuance and Sale of Capital Stock of Restricted Subsidiaries. The Company will not, and will not permit any Restricted Subsidiary, directly or indirectly, to issue, transfer, convey, sell, lease or otherwise dispose of any shares of Capital Stock (including options, warrants or other rights to purchase shares of such Capital Stock) of such Restricted Subsidiary or any other Restricted Subsidiary to any Person (other than (i) to the Company or a Wholly Owned Restricted Subsidiary, (ii) issuances of director's qualifying shares or sales to foreign nationals of shares of Capital Stock of foreign Restricted Subsidiaries, in each case, to the extent required by applicable law and (iii) Strategic Minority Capital Stock Issues), unless (A) immediately after giving effect to such issuance, transfer, conveyance, sale, lease or other disposition, such Restricted Subsidiary would no longer constitute a Restricted Subsidiary and (B) any Investment in such Person remaining after giving effect to such issuance, transfer, conveyance, sale, lease or other disposition would have been permitted to be made under Section 4.3 if made on the date of such issuance, transfer, conveyance, sale, lease or other disposition (valued as provided in the definition of "Investment" in Section 1.1).

Appears in 4 contracts

Samples: Indenture (Versatel Telecom International N V), Indenture (Versatel Telecom International N V), Indenture (Versatel Telecom Bv)

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Limitation on the Issuance and Sale of Capital Stock of Restricted Subsidiaries. The Company will notBorrower and TWTC jointly and severally agree that the Borrower and TWTC shall not sell, and will shall not permit any Restricted SubsidiarySubsidiary of either the Borrower or TWTC, directly or indirectly, to issue, transfer, convey, issue or sell, lease or otherwise dispose of any shares of Capital Stock of a Restricted Subsidiary (including options, warrants or other rights to purchase shares of such Capital Stock) of such Restricted Subsidiary or any other Restricted Subsidiary to any Person (other than except: (i) to the Company Borrower, TWTC or a Wholly Owned Restricted Subsidiary, ; (ii) issuances of director's ’s qualifying shares or sales to foreign nationals of shares of Capital Stock of foreign Restricted Subsidiaries, in each case, to the extent required by applicable law and law; (iii) Strategic Minority Capital Stock Issues)if, unless (A) immediately after giving effect to such issuance, transfer, conveyance, issuance or sale, lease or other disposition, such Restricted Subsidiary would no longer constitute a Restricted Subsidiary and (B) any Investment in such Person remaining after giving effect to such issuance, transfer, conveyance, sale, lease issuance or other disposition sale would have been permitted to be made under Section 4.3 9.3 if made on the date of such issuance, transfer, conveyance, issuance or sale, lease ; or (iv) issuances or other disposition (valued as provided in the definition sales of "Investment" in Section 1.1)Common Stock of a Restricted Subsidiary.

Appears in 2 contracts

Samples: Credit Agreement (Time Warner Telecom Inc), Credit Agreement (Time Warner Telecom Inc)

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Limitation on the Issuance and Sale of Capital Stock of Restricted Subsidiaries. The Company will notParent shall at all times own 100% of the Voting Stock of each Issuer. Subject to the immediately preceding sentence, the Parent shall not sell, and will shall not permit any Restricted Subsidiary, directly or indirectly, to issue, transfer, convey, issue or sell, lease or otherwise dispose of any shares of Capital Stock of a Restricted Subsidiary (including options, warrants or other rights to purchase shares of such Capital Stock) of such Restricted Subsidiary or any other Restricted Subsidiary to any Person except: (other than (i1) to the Company Parent or a Wholly Owned Restricted Subsidiary, ; (ii2) issuances of director's ’s qualifying shares or sales to foreign nationals of shares of Capital Stock of foreign Restricted Subsidiaries that are Foreign Subsidiaries, in each case, to the extent required by applicable law and law; (iii3) Strategic Minority Capital Stock Issues)if, unless (A) immediately after giving effect to such issuance, transfer, conveyance, issuance or sale, lease or other disposition, such Restricted Subsidiary would no longer constitute a Restricted Subsidiary and (B) any Investment in such Person remaining after giving effect to such issuance, transfer, conveyance, sale, lease issuance or other disposition sale would have been permitted to be made under Section 4.3 if made on the date of such issuanceissuance or sale; or (4) sales of common stock (including options, transfer, conveyance, sale, lease warrants or other disposition (valued as rights to purchase shares of such common stock) of a Restricted Subsidiary, provided that the Parent or such Restricted Subsidiary applies the Net Cash Proceeds of any such sale in the definition of "Investment" in accordance with Section 1.1)4.18.

Appears in 1 contract

Samples: Indenture (Progress Rail Services, Inc.)

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