Common use of Transfer, Other Liens, and Additional Shares Clause in Contracts

Transfer, Other Liens, and Additional Shares. Pledgor agrees that it will not (i) sell or otherwise dispose of, or grant any option with respect to, any of the Pledged Collateral or (ii) create or permit to exist any Lien upon or with respect to any of the Pledged Collateral, except for (A) the Liens and security interest under this Pledge Agreement and (B) other Permitted Liens. Pledgor agrees that it will (1) cause each issuer of the Pledged Collateral not to issue any other membership interests, partnership interests, capital stock or other securities in addition to or in substitution for the Pledged Collateral issued by such issuer, except to Pledgor and (2) pledge hereunder, immediately upon its acquisition (directly or indirectly) thereof, any additional membership interests, partnership interests, capital stock or other securities of an issuer of the Pledged Collateral. Pledgor shall not approve any amendment or modification of any of the Pledged Collateral unless it shall have given at least ten Business Days' prior written notice (or such lesser period as may be agreed by Secured Party in writing) to, and such amendment or modification would not be materially adverse to the interests of the Lenders.

Appears in 1 contract

Samples: Subordinated Credit Agreement (Brigham Exploration Co)

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Transfer, Other Liens, and Additional Shares. Such Pledgor agrees that it will not (i) sell or otherwise dispose of, or grant any option with respect to, any of the Pledged Collateral Collateral, or (ii) create or permit to exist any Lien upon or with respect to any of the Pledged Collateral, except for (A) the Liens and security interest under this Pledge Agreement and (B) other Permitted Liens. Such Pledgor further agrees that it will (1A) cause each issuer of the Pledged Collateral not to issue any other membership interests, partnership interests, capital stock stock, or other securities in addition to or in substitution for the Pledged Collateral issued by such issuer, except to such Pledgor or another Loan Party; and (2B) pledge hereunder, immediately upon its acquisition (directly or indirectly) thereof, any additional membership interests, partnership interests, capital stock stock, joint venture interests or other securities of an issuer of the Pledged Collateral. Such Pledgor shall not approve any amendment or modification of any of the Pledged Collateral unless it shall have given at least ten Business Days' prior written notice (or such lesser period as may be agreed by Secured Party in writing) to, and such amendment or modification would not be materially adverse to violate the interests provisions of the LendersCredit Agreement or the other Loan Documents.

Appears in 1 contract

Samples: Pledge Agreement (Cinedigm Corp.)

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Transfer, Other Liens, and Additional Shares. Each Pledgor agrees that it will not (i) sell or otherwise dispose of, or grant any option with respect to, any of the Pledged Collateral Collateral, except as permitted under the Credit Agreement or (ii) create or permit to exist any Lien upon or with respect to any of the Pledged Collateral, except for (A) the Liens and security interest under this Pledge Agreement any Loan Document and (B) other Permitted Excepted Liens. Each Pledgor further agrees that it will (1) cause each issuer of the Pledged Collateral not to issue any other membership interests, partnership interests, shares, capital stock stock, joint venture interests or other securities in addition to or in substitution for the Pledged Collateral issued by such issuer, except to Pledgor and (2) pledge hereunder, immediately upon its acquisition (directly or indirectly) thereof, any additional membership interests, partnership interests, shares, capital stock stock, joint venture interests or other securities of an issuer of the Pledged Collateral. No Pledgor shall not approve any amendment or modification of any of the Pledged Collateral unless it shall have given at least ten Business Days' prior written notice (or such lesser period as may be agreed by Secured Party the Collateral Agent in writing) to, to the Collateral Agent and such amendment or modification would not be materially adverse to the interests of the LendersSecured Parties.

Appears in 1 contract

Samples: Credit Agreement (Willbros Group Inc)

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