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 shall not, and shall 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 or any other Restricted Subsidiary (other than to the Company or a wholly-owned Restricted Subsidiary or in respect of any director's qualifying shares or sales of shares of Capital Stock to foreign nationals mandated by applicable law) to any Person unless (a) the Net Cash Proceeds from such issuance, transfer, conveyance, sale, lease or other disposition are applied in accordance with Section 6.6, (b) immediately after giving effect to such issuance, transfer, conveyance, sale, lease or other disposition, such Restricted Subsidiary would no longer constitute a Restricted Subsidiary of the Company and (c) 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 5.1 if made on the date of such issuance, transfer, conveyance, sale, lease or other disposition (valued as provided in the definition of "Investment"); PROVIDED, HOWEVER, that notwithstanding the foregoing, the Company may, and may permit its Restricted Subsidiaries to, issue, transfer, convey, sell or otherwise dispose of Capital Stock (other than Redeemable Stock) (including options, warrants or other rights to purchase shares of such Capital Stock) of such or any Restricted Cable Subsidiary so long as (x) immediately after such transaction, the Company and/or its Restricted Subsidiaries continue to beneficially own at least a majority of the Voting Stock of such Restricted Cable Subsidiary and (y) the Net Cash Proceeds from such transaction are applied in accordance with the provisions of Section 6.6. For purposes of the foregoing, a "Restricted Cable Subsidiary" shall mean any Restricted Subsidiary of the Company organized after the May 28, 1998 for the purpose of designing, developing, constructing, acquiring, licensing, owning and/or operating fiber optic cable or similar transmission systems used in the telecommunications business.

Limitation on the Issuance and Sale of Capital Stock of Restricted Subsidiaries. The Company shall not, and shall will not (a) permit any Restricted Subsidiary, directly or indirectly, Subsidiary to issue, transfer, convey, sell, lease or otherwise dispose of issue any shares of Capital Stock or Redeemable Stock other than to the Company or one of its Wholly Owned Subsidiaries or (including options, warrants b) permit any Person other than the Company or other rights a Wholly Owned Subsidiary to purchase shares own any Capital Stock or Redeemable Stock of such Capital Stock) of such or any other Restricted Subsidiary (other than directors' qualifying shares), except, in each case, for (i) the sale of the Capital Stock or Redeemable Stock of a Restricted Subsidiary owned by the Company or any other Restricted Subsidiary effected in accordance with Section 4.06; (ii) the issuance of Capital Stock or Redeemable Stock by a Restricted Subsidiary to a Person other than the Company or a wholly-Restricted Subsidiary and (iii) the Capital Stock or Redeemable Stock of a Restricted Subsidiary owned by a Person at the time such Restricted Subsidiary became a Restricted Subsidiary or acquired by such Person in respect connection with the formation of the Restricted Subsidiary, or transfers thereof; PROVIDED that any director's qualifying shares sale or sales of shares issuance of Capital Stock to foreign nationals mandated by applicable law) to any Person unless (a) the Net Cash Proceeds from such issuance, transfer, conveyance, sale, lease or other disposition are applied in accordance with Section 6.6, (b) immediately after giving effect to such issuance, transfer, conveyance, sale, lease or other disposition, such Restricted Subsidiary would no longer constitute of a Restricted Subsidiary shall be deemed to be an Asset Sale to the extent the percentage of the Company and (c) 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 5.1 if made on the date of such issuance, transfer, conveyance, sale, lease or other disposition (valued as provided in the definition of "Investment"); PROVIDED, HOWEVER, that notwithstanding the foregoing, the Company may, and may permit its Restricted Subsidiaries to, issue, transfer, convey, sell or otherwise dispose of Capital Stock (other than Redeemable Stock) (including options, warrants or other rights to purchase shares of such Capital Stock) of such or any Restricted Cable Subsidiary so long as (x) immediately after such transaction, the Company and/or its Restricted Subsidiaries continue to beneficially own at least a majority of the total outstanding Voting Stock of such Restricted Cable Subsidiary owned directly and (y) indirectly by the Net Cash Proceeds from Company is reduced as a result of such sale or issuance; PROVIDED FURTHER that if a Person whose Capital Stock was issued or sold in a transaction are applied described in accordance with this paragraph is, as a result of such transaction, no longer a Restricted Subsidiary, then the provisions Fair Market Value of Capital Stock of such Person retained by the Company and the other Restricted Subsidiaries shall be treated as an Investment for purposes of Section 6.64.04. For purposes In the event of the foregoing, consummation of a "Restricted Cable Subsidiary" shall mean any sale of all the Capital Stock of a Restricted Subsidiary pursuant to the foregoing clause (i) and the execution and delivery of a supplemental indenture in form satisfactory to the Company organized after the May 28Trustee, 1998 for the purpose of designing, developing, constructing, acquiring, licensing, owning and/or operating fiber optic cable or similar transmission systems used in the telecommunications businessany such Restricted Subsidiary that is also a Subsidiary Guarantor shall be released from all its obligations under its Subsidiary Guarantee.

Limitation on the Issuance and Sale of Capital Stock of Restricted Subsidiaries. The Company shall not, and shall 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 or any other Restricted Subsidiary (other than to the Company or a wholly-owned Restricted Subsidiary or in respect of any director's qualifying shares or sales of shares of Capital Stock to foreign nationals mandated by applicable law) to any Person unless (a) the Net Cash Proceeds from such issuance, transfer, conveyance, sale, lease or other disposition are applied in accordance with Section 6.65.6, (b) immediately after giving effect to such issuance, transfer, conveyance, sale, lease or other disposition, such Restricted Subsidiary would no longer constitute a Restricted Subsidiary of the Company and (c) 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 5.1 4.1 if made on the date of such issuance, transfer, conveyance, sale, lease or other disposition (valued as provided in the definition of "Investment"); PROVIDED, HOWEVER, that notwithstanding the foregoing, the Company may, and may permit its Restricted Subsidiaries to, issue, transfer, convey, sell or otherwise dispose of Capital Stock (other than Redeemable Stock) (including options, warrants or other rights to purchase shares of such Capital Stock) of such or any Restricted Cable Subsidiary so long as (x) immediately after such transaction, the Company and/or its Restricted Subsidiaries continue to beneficially own at least a majority of the Voting Stock of such Restricted Cable Subsidiary and (y) the Net Cash Proceeds from such transaction are applied in accordance with the provisions of Section 6.6. For purposes of the foregoing, a "Restricted Cable Subsidiary" shall mean any Restricted Subsidiary of the Company organized after the May 28, 1998 for the purpose of designing, developing, constructing, acquiring, licensing, owning and/or operating fiber optic cable or similar transmission systems used in the telecommunications business.Company

Limitation on the Issuance and Sale of Capital Stock of Restricted Subsidiaries. The Company shall not, and shall not (a) permit any Restricted Subsidiary, directly or indirectly, Subsidiary to issue, transfer, convey, sell, lease or otherwise dispose of issue any shares of Capital Stock or Redeemable Stock other than to the Company or one of its Wholly Owned Subsidiaries or (including options, warrants b) permit any Person other than the Company or other rights a Wholly Owned Subsidiary to purchase shares own any Capital Stock or Redeemable Stock of such Capital Stock) of such or any other Restricted Subsidiary (other than directors' qualifying shares), except, in each case, for (i) the sale of the Capital Stock or Redeemable Stock of a Restricted Subsidiary owned by the Company or any other Restricted Subsidiary effected in accordance with Section 4.06; (ii) the issuance of Capital Stock or Redeemable Stock by a Restricted Subsidiary to a Person other than the Company or a wholly-Restricted Subsidiary and (iii) the Capital Stock or Redeemable Stock of a Restricted Subsidiary owned by a Person at the time such Restricted Subsidiary became a Restricted Subsidiary or acquired by such Person in respect connection with the formation of the Restricted Subsidiary, or transfers thereof; PROVIDED that the Issuer shall at all times remain a Restricted Subsidiary; PROVIDED FURTHER that any director's qualifying shares sale or sales of shares issuance of Capital Stock to foreign nationals mandated by applicable law) to any Person unless (a) the Net Cash Proceeds from such issuance, transfer, conveyance, sale, lease or other disposition are applied in accordance with Section 6.6, (b) immediately after giving effect to such issuance, transfer, conveyance, sale, lease or other disposition, such Restricted Subsidiary would no longer constitute of a Restricted Subsidiary shall be deemed to be an Asset Sale to the extent the percentage of the Company and (c) 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 5.1 if made on the date of such issuance, transfer, conveyance, sale, lease or other disposition (valued as provided in the definition of "Investment"); PROVIDED, HOWEVER, that notwithstanding the foregoing, the Company may, and may permit its Restricted Subsidiaries to, issue, transfer, convey, sell or otherwise dispose of Capital Stock (other than Redeemable Stock) (including options, warrants or other rights to purchase shares of such Capital Stock) of such or any Restricted Cable Subsidiary so long as (x) immediately after such transaction, the Company and/or its Restricted Subsidiaries continue to beneficially own at least a majority of the total outstanding Voting Stock of such Restricted Cable Subsidiary owned directly and (y) indirectly by the Net Cash Proceeds from Company is reduced as a result of such sale or issuance; PROVIDED FURTHER that if a Person whose Capital Stock was issued or sold in a transaction are applied described in accordance with this paragraph is, as a result of such transaction, no longer a Restricted Subsidiary, then the provisions Fair Market Value of Capital Stock of such Person retained by the Company and the other Restricted Subsidiaries shall be treated as an Investment for purposes of Section 6.64.04. For purposes In the event of the foregoing, consummation of a "Restricted Cable Subsidiary" shall mean any sale of all the Capital Stock of a Restricted Subsidiary pursuant to the foregoing clause (i) and the execution and delivery of a supplemental indenture in form satisfactory to the Company organized after the May 28Trustee, 1998 for the purpose of designing, developing, constructing, acquiring, licensing, owning and/or operating fiber optic cable or similar transmission systems used in the telecommunications businessany such Restricted Subsidiary that is also a Subsidiary Guarantor shall be released from all its obligations under its Subsidiary Guaranty.