Common use of Transfer or Encumbrance Clause in Contracts

Transfer or Encumbrance. Pledgor will not sell, assign (by operation of law or otherwise), transfer, exchange, lease or otherwise dispose of any of the Collateral, nor will Pledgor xxxxx x Xxxx upon or execute, file or record any financing statement or other registration with respect to the Collateral (other than the security interests created by this Agreement), nor will Pledgor allow any such Lien, financing statement, or other registration to exist or deliver actual or constructive possession of the Collateral to any other Person other than Liens in favor of Pledgee and those provided in Section 3.1(d)(iv). Notwithstanding the foregoing, so long as no Default or Event of Default exists, Pledgor may transfer, exchange or otherwise dispose of Pledged Equity in connection with a merger or consolidation permitted by Section 9.11 of the Credit Agreement or a sale or other transfer permitted by Section 9.12 of the Credit Agreement. Upon any such merger, consolidation, sale or transfer, Pledgee will, upon Pledgor's request and at Pledgor's expense, promptly (i) release its security interest in the Collateral that is being transferred, exchanged or disposed of in connection with such merger or consolidation or otherwise sold or transferred, (ii) return to Pledgor such of the Collateral that is being transferred, exchanged or disposed of in connection with such merger or consolidation or otherwise sold or transferred, and (iii) execute and deliver to Pledgor such documents as Pledgor may reasonably request to evidence Pledgee's release of its security interest in such Collateral.

Transfer or Encumbrance. Pledgor will not sell, assign (by operation of law or otherwise), transfer, exchange, lease or otherwise dispose of any of the Collateral, nor will Pledgor xxxxx x Xxxx upon or execute, file or record any financing statement or other registration with respect to the Collateral (other than the security interests created by this AgreementAgreement or in connection with Permitted Liens), nor will Pledgor allow any such Lien, financing statement, or other registration to exist or deliver actual or constructive possession of the Collateral to any other Person other than Liens in favor of Pledgee and those provided in Section 3.1(d)(iv). Notwithstanding the foregoing, so long as no Default or Event of Default exists, Pledgor may transfer, exchange or otherwise dispose of Pledged Equity in connection with a merger or consolidation permitted by Section 9.11 9.4 of the Credit Agreement or a sale or other transfer permitted by Section 9.12 of the JV Credit Agreement. Upon any such merger, merger or consolidation, sale or transfer, Pledgee will, upon Pledgor's ’s request and at Pledgor's ’s expense, promptly (i) release its security interest in the Collateral that is being transferred, exchanged or disposed of in connection with such merger or consolidation or otherwise sold or transferredconsolidation, (ii) return to Pledgor such of the Collateral that is being transferred, exchanged or disposed of in connection with such merger or consolidation or otherwise sold or transferredconsolidation, and (iii) execute and deliver to Pledgor such documents as Pledgor may reasonably request to evidence Pledgee's ’s release of its security interest in such Collateral.

Transfer or Encumbrance. Pledgor will not sell, assign (by operation of law or otherwise), transfer, exchange, lease or otherwise dispose of any of the Collateral, nor will Pledgor xxxxx x Xxxx upon or execute, file or record any financing statement or other registration with respect to the Collateral (other than the security interests created by this Agreement), nor will Pledgor allow any such Lien, financing statement, or other registration to exist or deliver actual or constructive possession of the Collateral to any other Person other than Liens in favor of Pledgee and those provided in Section 3.1(d)(iv). Notwithstanding the foregoing, so long as no Default or Event of Default exists, Pledgor may transfer, exchange or otherwise dispose of Pledged Equity in connection with a merger or consolidation permitted by Section 9.11 of the Credit Agreement or a sale or other transfer permitted by Section 9.12 of the Credit Agreement. Upon any such merger, merger or consolidation, sale or transfer, Pledgee will, upon Pledgor's request and at Pledgor's expense, promptly (ia) release its security interest in the Collateral that is being transferred, exchanged or disposed of in connection with such merger or consolidation or otherwise sold or transferredconsolidation, (iib) return to Pledgor such of the Collateral that is being transferred, exchanged or disposed of in connection with such merger or consolidation or otherwise sold or transferredconsolidation, and (iiic) execute and deliver to Pledgor such documents as Pledgor may reasonably request to evidence Pledgee's release of its security interest in such Collateral.

Transfer or Encumbrance. Pledgor will not sell, assign (by operation of law or otherwise), transfer, exchange, lease or otherwise dispose of any of the Collateral, nor will Pledgor xxxxx x Xxxx upon or execute, file or record any financing statement or other registration with respect to the Collateral (other than the security interests created by this Agreement), nor will Pledgor allow any such Lien, financing statement, or other registration to exist or deliver actual or constructive possession of the Collateral to any other Person other than Liens in favor of Pledgee and those provided in Section 3.1(d)(iv). Notwithstanding the foregoing, so long as CHAPARRAL ENERGY, L.L.C. CREDIT AGREEMENT no Default or Event of Default exists, Pledgor may transfer, exchange or otherwise dispose of Pledged Equity in connection with a merger or consolidation permitted by Section 9.11 of the Credit Agreement or a sale or other transfer permitted by Section 9.12 of the Credit Agreement. Upon any such merger, merger or consolidation, sale or transfer, Pledgee will, upon Pledgor's ’s request and at Pledgor's ’s expense, promptly (ia) release its security interest in the Collateral that is being transferred, exchanged or disposed of in connection with such merger or consolidation or otherwise sold or transferredconsolidation, (iib) return to Pledgor such of the Collateral that is being transferred, exchanged or disposed of in connection with such merger or consolidation or otherwise sold or transferredconsolidation, and (iiic) execute and deliver to Pledgor such documents as Pledgor may reasonably request to evidence Pledgee's ’s release of its security interest in such Collateral.

Transfer or Encumbrance. Pledgor will not sell, assign (by operation of law or otherwise), transfer, exchange, lease or otherwise dispose of any of the Collateral, nor will Pledgor xxxxx x Xxxx upon or execute, file or record any financing statement or other registration with respect to the Collateral (other than the security interests created by this Agreement), nor will Pledgor allow any such Lien, financing statement, or other registration to exist or deliver actual or constructive possession of the Collateral to any other Person other than Liens in favor CHAPARRAL ENERGY, L.L.C. SEVENTH RESTATED CREDIT AGREEMENT of Pledgee and those provided in Section 3.1(d)(iv). Notwithstanding the foregoing, so long as no Default or Event of Default exists, Pledgor may transfer, exchange or otherwise dispose of Pledged Equity in connection with a merger or consolidation permitted by Section 9.11 of the Credit Agreement or a sale or other transfer permitted by Section 9.12 of the Credit Agreement. Upon any such merger, merger or consolidation, sale or transfer, Pledgee will, upon Pledgor's ’s request and at Pledgor's ’s expense, promptly (i) release its security interest in the Collateral that is being transferred, exchanged or disposed of in connection with such merger or consolidation or otherwise sold or transferredconsolidation, (ii) return to Pledgor such of the Collateral that is being transferred, exchanged or disposed of in connection with such merger or consolidation or otherwise sold or transferredconsolidation, and (iii) execute and deliver to Pledgor such documents as Pledgor may reasonably request to evidence Pledgee's ’s release of its security interest in such Collateral.

Transfer or Encumbrance. Pledgor will not sell, assign (by operation of law or otherwise), transfer, exchange, lease or otherwise dispose of any of the Collateral, nor will Pledgor xxxxx x Xxxx upon or execute, file or record any financing statement or other registration with respect to the Collateral (other than the security interests created by this Agreement), nor will Pledgor allow any such Lien, financing statement, or other registration to exist or deliver actual or constructive possession of the Collateral to any other Person other than Liens in favor of Pledgee and those provided in Section 3.1(d)(iv). Notwithstanding the foregoing, so long as CHAPARRAL ENERGY, L.L.C. SEVENTH RESTATED CREDIT AGREEMENT no Default or Event of Default exists, Pledgor may transfer, exchange or otherwise dispose of Pledged Equity in connection with a merger or consolidation permitted by Section 9.11 of the Credit Agreement or a sale or other transfer permitted by Section 9.12 of the Credit Agreement. Upon any such merger, merger or consolidation, sale or transfer, Pledgee will, upon Pledgor's ’s request and at Pledgor's ’s expense, promptly (i) release its security interest in the Collateral that is being transferred, exchanged or disposed of in connection with such merger or consolidation or otherwise sold or transferredconsolidation, (ii) return to Pledgor such of the Collateral that is being transferred, exchanged or disposed of in connection with such merger or consolidation or otherwise sold or transferredconsolidation, and (iii) execute and deliver to Pledgor such documents as Pledgor may reasonably request to evidence Pledgee's ’s release of its security interest in such Collateral.

Transfer or Encumbrance. Pledgor will not sell, assign (by operation of law or otherwise), transfer, exchange, lease or otherwise dispose of any of the Collateral, nor will Pledgor xxxxx x Xxxx upon or execute, file or record any financing statement or other registration with respect to the Collateral (other than the security interests created by this Agreement), nor will Pledgor allow any such Lien, financing statement, or other registration to exist or deliver actual or constructive possession of the Collateral to any other Person other than Liens in favor of Pledgee and those provided in Section 3.1(d)(iv). Notwithstanding the foregoing, so long as no Default or Event of Default exists, Pledgor may transfer, exchange or otherwise dispose of CHAPARRAL ENERGY, L.L.C. CREDIT AGREEMENT Pledged Equity in connection with a merger or consolidation permitted by Section 9.11 of the Credit Agreement or a sale or other transfer permitted by Section 9.12 of the Credit Agreement. Upon any such merger, merger or consolidation, sale or transfer, Pledgee will, upon Pledgor's ’s request and at Pledgor's ’s expense, promptly (ia) release its security interest in the Collateral that is being transferred, exchanged or disposed of in connection with such merger or consolidation or otherwise sold or transferredconsolidation, (iib) return to Pledgor such of the Collateral that is being transferred, exchanged or disposed of in connection with such merger or consolidation or otherwise sold or transferredconsolidation, and (iiic) execute and deliver to Pledgor such documents as Pledgor may reasonably request to evidence Pledgee's ’s release of its security interest in such Collateral.

Transfer or Encumbrance. Pledgor will not sell, assign (by operation of law or otherwise), transfer, exchange, lease or otherwise dispose of any of the Collateral, nor will Pledgor xxxxx x Xxxx upon or execute, file or record any financing statement or other registration with respect to the Collateral (other than the security interests created by this Agreement), nor will Pledgor allow any such Lien, financing statement, or other registration to exist or deliver actual or constructive possession of the Collateral to any other Person other than Liens in favor of Pledgee and those provided in Section 3.1(d)(iv). Notwithstanding the foregoing, so long as no Default or Event of Default exists, Pledgor may transfer, exchange or otherwise dispose of Pledged Equity in connection with a merger or consolidation permitted by Section 9.11 of the Credit Agreement or a sale or other transfer permitted by Section 9.12 of the Credit Agreement. Upon any such merger, merger or consolidation, sale or transfer, Pledgee will, upon Pledgor's ’s request and at Pledgor's ’s expense, promptly (i) release its security interest in the Collateral that is being CHAPARRAL ENERGY, L.L.C. SEVENTH RESTATED CREDIT AGREEMENT transferred, exchanged or disposed of in connection with such merger or consolidation or otherwise sold or transferredconsolidation, (ii) return to Pledgor such of the Collateral that is being transferred, exchanged or disposed of in connection with such merger or consolidation or otherwise sold or transferredconsolidation, and (iii) execute and deliver to Pledgor such documents as Pledgor may reasonably request to evidence Pledgee's ’s release of its security interest in such Collateral.