Common use of Sales or Issuances of Capital Stock Clause in Contracts

Sales or Issuances of Capital Stock. The Parent Guarantors and ----------------------------------- the Borrower will not, and will not permit any of their respective Subsidiaries to, sell or issue any of their Capital Stock to any Person; provided that (a) -------- the Ultimate Parent may sell or issue (i) Permitted Parent Preferred Equity in accordance with Section 8.05(l) and (ii) other Capital Stock other than --------------- Disqualified Stock, in each case so long as the Net Issuance Proceeds therefrom are applied as may be required by Section 2.07, (b) any Subsidiary of the ------------ Borrower may sell or issue Capital Stock to the Borrower or a Wholly-Owned Subsidiary of the Borrower so long as relevant provisions of the Security Documents and Section 7.16 are complied with in full, (c) any Parent Guarantor ------------ may sell or issue Capital Stock to any Wholly-Owned Subsidiary of the Ultimate Parent so long as relevant provisions of the Security Documents and Section 7.16 ------------ are complied with in full, (d) Nexstar Finance Holdings or the New Holding Company may sell or issue Permitted Holdings Preferred Equity so long as the Net Issuance Proceeds therefrom are applied in accordance with Section 8.05(f), and --------------- (e) Nexstar Finance Holdings and the New Holding Company may sell or issue Permitted Permanent Holdings Preferred Equity, and/or the Borrower may sell or issue Permitted Borrower Preferred Equity, in each case as permitted by Section ------- 8.05

Sales or Issuances of Capital Stock. The Parent Guarantors and ----------------------------------- the Borrower will not, and will not permit any of their respective Subsidiaries to, sell or issue any of their Capital Stock to any Person; provided that (a) -------- the Ultimate Parent may sell or issue (i) Permitted Parent Preferred Equity in accordance with Section 8.05(l) and (ii) other Capital Stock other than --------------- Disqualified Stock, in each case so long as the Net Issuance Proceeds therefrom are applied as may be required by Section 2.07, (b) any Subsidiary of the ------------ Borrower may sell or issue Capital Stock to the Borrower or a Wholly-Owned Subsidiary of the Borrower so long as relevant provisions of the Security Documents and Section 7.16 are complied with in full, and (c) any Parent Guarantor ------------ may sell or issue Capital Stock to any Wholly-Owned Subsidiary of the Ultimate Parent so long as relevant provisions of the Security Documents and Section 7.16 ------------ are complied with in full, (d) Nexstar Finance Holdings or the New Holding Company may sell or issue Permitted Holdings Preferred Equity so long as the Net Issuance Proceeds therefrom are applied in accordance with Section 8.05(f), and --------------- (e) Nexstar Finance Holdings and the New Holding Company may sell or issue Permitted Permanent Holdings Preferred Equity, and/or the Borrower may sell or issue Permitted Borrower Preferred Equity, in each case as permitted by Section ------- 8.058.05(k), so long as the Net Issuance Proceeds thereof are applied as may be required by Section 2.07." (c) Effective as of the consummation of the Initial Public Offering, but subject in all cases to the satisfaction of the conditions set forth in the proviso to Section 2(b) below and in Section 4 below, the Credit Agreement is amended as follows: (i) the following definitions of "Beneficial Owner", "Continuing Directors", "Nexstar-Bastet/Mission Loan", "Principal", "Sook Loan" and "Voting Stock" are inserted in Section 1.01 in the appropriate alphabetical positions therein:

Sales or Issuances of Capital Stock. The Parent Guarantors and ----------------------------------- the Borrower will not, and will not permit any of their respective Subsidiaries to, sell or issue any of their Capital Stock to any Person; provided that (a) -------- the Ultimate Parent may sell or issue (i) Permitted Parent Preferred Equity in accordance with Section 8.05(l) and (ii) other Capital Stock other than --------------- Disqualified Stock, in each case so long as the Net Issuance Proceeds therefrom are applied as may be required by Section 2.07, (b) any Subsidiary of the ------------ Borrower may sell or issue Capital Stock to the Borrower or a Wholly-Owned Subsidiary of the Borrower so long as relevant provisions of the Security Documents and Section 7.16 are complied with in full, (c) any Parent Guarantor ------------ may sell or issue Capital Stock to any Wholly-Owned Subsidiary of the Ultimate Parent so long as relevant provisions of the Security Documents and Section 7.16 ------------ are complied with in full, (d) Nexstar Finance Holdings or the New Holding Company may sell or issue Permitted Holdings Preferred Equity so long as the Net Issuance Proceeds therefrom are applied in accordance with Section 8.05(f), and --------------- (e) Nexstar --------------- Finance Holdings and the New Holding Company may sell or issue Permitted Permanent Holdings Preferred Equity, and/or the Borrower may sell or issue Permitted Borrower Preferred Equity, in each case as permitted by Section ------- 8.058.05(k), so long as the Net --------------- Issuance Proceeds thereof are applied as may be required by Section 2.07. ------------

Sales or Issuances of Capital Stock. The Parent Guarantors and ----------------------------------- the Borrower will not, and will not permit any of their respective Subsidiaries to, sell or issue any of their Capital Stock to any Person; provided that that (a) -------- the Ultimate Parent may sell or issue Capital Stock (excluding Disqualified Stock and Capital Stock issued in connection with the Initial Public Offering) and (i) Permitted Parent Preferred Equity the Net Issuance Proceeds, minus permitted Restricted Payments therefrom in accordance with the terms of Section 8.05(l8.10 (if any) and (ii) other Capital Stock other than --------------- Disqualified Stock, in each case so long as the Net Issuance Proceeds therefrom are applied as may be required by Section 2.07, 2.07 and (ii) all remaining Net Issuance Proceeds are contributed to the Borrower as cash common equity on terms and conditions acceptable to the Administrative Agent, (b) any Subsidiary of the ------------ Borrower may sell or issue Capital Stock to the Borrower or a Wholly-Owned Subsidiary of the Borrower so long as relevant provisions of the Security Documents and Section 7.16 are complied with in full, , (c) prior to the effective date of the Mergers, any Parent Guarantor ------------ may sell or issue Capital Stock to any Wholly-Owned Subsidiary of the Ultimate Parent so long as relevant provisions of the Security Documents and Section 7.16 ------------ are complied with in full, and (d) Nexstar Finance Holdings or the New Holding Company Ultimate Parent may sell or issue Permitted Holdings Preferred Equity Capital Stock in connection with the Initial Public Offering, so long as (i) the Initial Public Offering is an underwritten public offering by the Ultimate Parent pursuant to an effective registration statement filed with the Securities and Exchange Commission and otherwise complies with the requirements of the Securities Act of 1933, as amended and all other applicable Requirements of Law, (ii) the Initial Public Offering occurs pursuant to documentation in form and substance satisfactory to the Xxxxxxxxxxxxxx Xxxxx, (xxx) the Initial Public Offering is consummated immediately after the Mergers are consummated, and (iv) upon the earlier of six months after the consummation of the Initial Public Offering or the occurrence of an Event of Default, all Net Issuance Proceeds from the Initial Public Offering not previously used to make Restricted Payments permitted by Section 8.10 or previously contributed to the common equity of the Borrower, shall be contributed to the Borrower as cash equity on terms and conditions acceptable to the Administrative Agent; and (e) so long as no Default or Event of Default exists after giving effect to any such transaction, the Ultimate Parent may sell or issue the Permitted Parent Preferred Equity; provided that upon the earlier of six months after such sale or issuance of such Permitted Parent Preferred Equity or the occurrence of an Event of Default, the Net Issuance Proceeds therefrom from such sale or issuance of such Permitted Parent Preferred Equity are applied in accordance with Section 8.05(f), and --------------- (e) Nexstar Finance Holdings and the New Holding Company may sell or issue Permitted Permanent Holdings Preferred Equity, and/or contributed to the Borrower may sell or issue Permitted Borrower Preferred Equity, in each case as permitted by Section ------- 8.05cash common equity on terms and conditions acceptable to the Administrative Agent.

Sales or Issuances of Capital Stock. The Parent Guarantors and ----------------------------------- the Borrower will not, and will not permit any of their respective Subsidiaries to, sell or issue any of their Capital Stock to any Person; provided that (a) -------- the Ultimate Parent may sell or issue (i) Permitted Parent Preferred Equity in accordance with Section 8.05(l) and (ii) other Capital Stock other than --------------- Disqualified Stock, in each case so long as the Net Issuance Proceeds therefrom are applied as may be required by Section 2.07, (b) any Subsidiary of the ------------ Borrower may sell or issue Capital Stock to the Borrower or a Wholly-Owned Subsidiary of the Borrower so long as relevant provisions of the Security Documents and Section 7.16 are complied with in full, (c) any Parent Guarantor ------------ may sell or issue Capital Stock to any Wholly-Owned Subsidiary of the Ultimate Parent so long as relevant provisions of the Security Documents and Section 7.16 ------------ are complied with in full, (d) Nexstar Finance Holdings or the New Holding Company may sell or issue Permitted Holdings Preferred Equity so long as the Net Issuance Proceeds therefrom are applied in accordance with Section 8.05(f), and --------------- (e) Nexstar Finance Holdings and the New Holding Company may sell or issue Permitted Permanent Holdings Preferred Equity, and/or the Borrower may sell or issue Permitted Borrower Preferred Equity, in each case as permitted by Section ------- 8.058.05(k), so long as the Net Issuance Proceeds thereof are applied as may be required by Section 2.07.