Restriction on Sale and Transfer of Pledged Interest. The Pledgor shall not without the prior written consent of the Lenders (i) sell, transfer, convey or otherwise dispose of, or grant any option with respect to or pledge any interest in, any ownership interest in the Company, except if such sale, transfer, conveyance or other disposition is not prohibited by, and would not result in a breach of, any Principal Document and the recipient agrees in writing to be bound by the terms of, and become a party to, this Agreement (or a separate Share Pledge Agreement in respect of the Pledged Collateral of such recipient), (ii) consent to or approve (A) the cancellation of any of the Pledged Shares or other Pledged Collateral or (B) the creation or authorization of any ownership interest in the Company other than the interests in existence on the date hereof, except in accordance with or as contemplated by the Subscription Agreements, the Share Retention and Project Funds Agreement, the Shareholders' Agreement and the Investment Agreement, or (iii) create any Lien upon or with respect to any of the Pledged Collateral owned by the Pledgor, other than the Lien created pursuant to this Agreement.
Appears in 4 contracts
Samples: Share Pledge Agreement (Panda Global Holdings Inc), Share Pledge Agreement (Panda Global Holdings Inc), Share Pledge Agreement (Panda Global Holdings Inc)