Common use of Transfers and Other Liens; Additional Shares Clause in Contracts

Transfers and Other Liens; Additional Shares. (a) The Pledgor agrees that it will not, without the prior written consent of MLCS, (i) sell, assign or otherwise dispose of, or grant any option with respect to, any of the Collateral, other than sales, assignments and other dispositions of Collateral, and options relating to Collateral, permitted under the terms of the Swap Documents, or (ii) create or suffer to exist any lien upon or with respect to any of the Collateral of the Pledgor except for the pledge, assignment and security interest created under this Agreement. (b) The Pledgor agrees that, except as otherwise agreed to by MLCS, it will (i) cause each issuer of the Pledged Equity pledged by the Pledgor not to issue any equity interests or other securities in addition to or in substitution for the Pledged Equity issued by such issuer, except to the Pledgor to be pledged hereunder (except that MuniMae XX Xxxx Subsidiary, LLC shall be permitted to issue preferred shares in substitution for or in addition to the preferred shares issued and outstanding on the date hereof to holders other than the Pledgor), and (ii) pledge hereunder, immediately upon its acquisition (directly or indirectly) thereof, any and all additional stock and other equity interests of each issuer of the Pledged Equity.

Transfers and Other Liens; Additional Shares. Principal ------------------------------------------------------- Office. ------ (a) The Pledgor agrees that it will not, without the prior written consent of MLCS, shall not (i) sell, convey, assign or otherwise dispose of, or grant any option option, right or warrant with respect to, any of the CollateralPledged Collateral except as permitted by the Indenture or the Prior Liens, other than sales, assignments and other dispositions of Collateral, and options relating to Collateral, permitted under the terms of the Swap Documents, or (ii) create or suffer permit to exist any lien Lien upon or with respect to any of Pledged Collateral other than the Collateral of the Pledgor except for the pledge, assignment Lien and security interest created under granted to the Trustee pursuant to this AgreementAgreement and Prior Liens or (iii) permit the issuer of the Pledged Shares to merge, consolidate or change its legal form, unless (a) such transaction is permitted by the Indenture and (b) all of the outstanding equity interests of the surviving or resulting entity issued in respect of the Pledged Collateral is, upon such merger or consolidation, pledged hereunder. (b) The Pledgor agrees that, except as otherwise agreed to by MLCS, it will shall (i) cause each issuer of the Pledged Equity pledged by the Pledgor Shares not to issue any equity interests stock or other securities in addition to or in substitution for the Pledged Equity Shares issued by such issuer, except to the Pledgor to be pledged hereunder (except that MuniMae XX Xxxx Subsidiary, LLC shall be permitted to issue preferred shares in substitution for or in addition to the preferred shares issued and outstanding on the date hereof to holders other than the Pledgor), and (ii) pledge hereunder, immediately upon its acquisition (directly or indirectly) thereof, any and all additional shares of capital stock and or other equity interests securities of each the issuer of the Pledged EquityShares which are required to be pledged hereunder.

Transfers and Other Liens; Additional Shares. Principal ------------------------------------------------------- Office. ------ (a) The Pledgor agrees that it will not, without the prior written consent of MLCS, shall not (i) sell, convey, assign or otherwise dispose of, or grant any option option, right or warrant with respect to, any of the CollateralPledged Collateral except as permitted by the LLC Mirror Note or the Prior Liens, other than sales, assignments and other dispositions of Collateral, and options relating to Collateral, permitted under the terms of the Swap Documents, or (ii) create or suffer permit to exist any lien Lien upon or with respect to any of Pledged Collateral other than the Collateral of the Pledgor except for the pledge, assignment Lien and security interest created under granted to the Secured Party pursuant to this AgreementAgreement and Prior Liens, or (iii) permit the issuer of the Pledged Shares to merge, consolidate or change its legal form, unless (a) such transaction is permitted by the Indenture and (b) all of the outstanding capital stock of the surviving or resulting corporation issued in respect of the Pledged Collateral is, upon such merger or consolidation, pledged hereunder. (b) The Pledgor agrees that, except as otherwise agreed to by MLCS, it will shall (i) cause each issuer of the Pledged Equity pledged by the Pledgor Shares not to issue any equity interests stock or other securities in addition to or in substitution for the Pledged Equity Shares issued by such issuer, except to the Pledgor to be pledged hereunder (except that MuniMae XX Xxxx Subsidiary, LLC shall be permitted to issue preferred shares in substitution for or in addition to the preferred shares issued and outstanding on the date hereof to holders other than the Pledgor), and (ii) pledge hereunder, immediately upon its acquisition (directly or indirectly) thereof, any and all additional shares of capital stock and or other equity interests securities of each the issuer of the Pledged EquityShares which are required to be pledged hereunder.

Transfers and Other Liens; Additional Shares. (a) The Each Pledgor agrees that it will not, without the prior written consent of MLCS, not (i) sell, assign or otherwise dispose of, or grant any option with respect to, any of the Collateral, other than sales, assignments and other dispositions of Collateral, and options relating to Collateral, permitted under the terms of the Swap DocumentsIndentures and documents governing other Junior Lien Debt, or (ii) create or suffer to exist any lien Lien upon or with respect to any of the Collateral of the such Pledgor except for (A) the pledge, assignment and security interest created under this Agreement, (B) the pledge, assignment and security interest created in favor of the holders of Parity Lien Obligations and (C) Liens permitted under Section 4.12(b) of each of the Indentures. (b) The Initial Pledgor agrees that, except as otherwise agreed to by MLCS, that it will (i) cause each issuer of the Pledged Equity pledged by the Pledgor not to issue any equity interests or other securities in addition to or in substitution for the Pledged Equity issued by such issuer, except to the Pledgor to be pledged hereunder (except that MuniMae XX Xxxx Subsidiary, LLC shall be permitted to issue preferred shares in substitution for or in addition to the preferred shares issued and outstanding on the date hereof to holders other than the Pledgor), and (ii) pledge hereunder, immediately promptly upon its acquisition receipt thereof (directly or indirectly) thereofbut in no event later than five Business Days after such receipt), any and all additional stock Equity Interests or other securities of any Oncor Subsidiary. (c) Each Pledgor agrees that it will not enter into any agreement that requires the proceeds received from any sale of Collateral to be applied to repay, redeem, defease or otherwise acquire or retire any Indebtedness of any Person other than as permitted by the Indentures, the Notes and other equity interests of each issuer of the Pledged EquityCollateral Trust Agreement.

Transfers and Other Liens; Additional Shares. (a) The No Pledgor agrees that it will not, without the prior written consent of MLCS, shall (i) sell, convey, assign or otherwise dispose of, or grant any option option, right or warrant with respect to, any of the CollateralPledged Collateral except as permitted by the Indenture, other than sales, assignments and other dispositions of Collateral, and options relating to Collateral, permitted under the terms of the Swap Documents, or (ii) create or suffer permit to exist any lien Lien upon or with respect to any of Pledged Collateral other than the Collateral of the Pledgor except for the pledge, assignment Lien and security interest created granted to Trustee under this Agreement, or (iii) permit any issuer of the Pledged Shares to merge, consolidate or change its legal form, unless all of the outstanding capital stock or partnership interests of the surviving or resulting corporation or partnership as the case may be is, upon such merger or consolidation, pledged hereunder and no cash, securities or other property is distributed in respect of the outstanding shares or partnership interests of any other constituent corporation or partnership. (b) The Each Pledgor agrees that, except as otherwise agreed to by MLCS, it will shall (i) cause each issuer of the Pledged Equity pledged by the Pledgor Shares not to issue any equity interests stock or other securities in addition to or in substitution for the Pledged Equity Shares issued by such issuer, except to the such Pledgor to be pledged hereunder (except that MuniMae XX Xxxx Subsidiary, LLC shall be permitted to issue preferred shares in substitution for or in addition to the preferred shares issued and outstanding on the date hereof to holders other than the Pledgor), and (ii) pledge hereunder, immediately upon its acquisition (directly or indirectly) thereof, any and all additional stock and shares of Capital Stock or other equity interests securities of each the issuer of the Pledged EquityShares which are required to be pledged hereunder.

Transfers and Other Liens; Additional Shares. (a7(a) The Except as may be permitted by the Credit Agreement, the Pledgor agrees that it will not, without the prior written consent of MLCS, not (i) sell, assign (by operation of law or otherwise) or otherwise dispose of, or grant any option with respect to, any of the Collateral, other than sales, assignments and other dispositions of Collateral, and options relating to Collateral, permitted under the terms of the Swap Documents, or (ii) create or suffer permit to exist any lien Lien, upon or with respect to any of the Collateral. Upon any sale, assignment or other disposition of any of the Collateral permitted by the Amended and Restated Credit Agreement, such Collateral shall be considered, automatically and without any further action on the part of the Pledgor except for or the pledgeSecured Party, assignment to be released from the Security Interest, the Secured Party shall return to the Pledgor such Collateral if then in its possession (together with all related instruments of transfer and security interest created under this Agreementassignments in blank), and the Secured Party shall, upon the request and at the expense of the Pledgor, thereafter promptly execute and deliver to the Pledgor such documents as the Pledgor shall reasonably request evidencing such release, including complete or partial (as appropriate) releases of relevant financing statements. (b7(b) The Pledgor agrees that, except as otherwise agreed to by MLCS, that it will (i) cause each issuer of the Pledged Equity pledged by the Pledgor Shares that it controls not to issue any equity interests stock or other securities in addition to or in substitution for the Pledged Equity Shares issued by such issuer, except to the Pledgor to be pledged hereunder (except that MuniMae XX Xxxx Subsidiary, LLC shall be permitted to issue preferred shares in substitution for or in addition to the preferred shares issued and outstanding on the date hereof to holders other than the Pledgor), and (ii) pledge hereunder, immediately upon its acquisition (directly or indirectly) thereof, any and all additional shares of stock and or other equity interests securities of each issuer of the Pledged EquityShares.

Transfers and Other Liens; Additional Shares. (a) The Pledgor agrees that it will Pledgors shall not, without the prior written consent of MLCS, : (i) sell, assign (by agreement, operation of law or otherwise) or otherwise dispose of, or grant any option with respect to, any of the Collateral, Pledged Collateral except for transfers to other than sales, assignments and Pledgors or other dispositions wholly owned Subsidiaries of Collateral, and options relating Pledgors which agree to Collateral, permitted under be bound by the terms of the Swap Documents, hereof or (ii) create or suffer permit to exist any lien Lien upon or with respect to any of the Collateral of the Pledgor Pledged Collateral, except for the pledge, assignment Permitted Liens and security interest created other liens permitted under this the Credit Agreement. (b) The Pledgor agrees that, except as otherwise agreed to by MLCS, it Pledgors agree that they will (i) cause each issuer of the companies that issued the shares that constitute the Pledged Equity pledged by the Pledgor Collateral not to issue any equity interests stock or other securities in addition to to, or in substitution for for, the Pledged Equity issued by such issuerCollateral, except to the Pledgor to be pledged hereunder (except that MuniMae XX Xxxx Subsidiary, LLC shall be permitted to issue preferred shares in substitution for or in addition to the preferred shares issued and outstanding on the date hereof to holders other than the Pledgor), and (ii) pledge to the Secured Party hereunder, immediately upon its such acquisition (directly or indirectly) thereof, any and all additional shares of stock and or other equity interests securities of each issuer of such companies. (c) Notwithstanding the Pledged Equityforegoing or any other provision hereof, any Subsidiary may be merged with any other Subsidiary whose shares have been pledged pursuant hereto or pursuant to any Adoption Agreement or other Security Document or with the Company.

Transfers and Other Liens; Additional Shares. (a) The Pledgor agrees that it will not, without the prior written consent of MLCSthe Pledgee, (i) sell, assign or otherwise dispose of, or grant any option with respect to, any of the Collateral, other than sales, assignments and other dispositions of Collateral, and options relating to Collateral, permitted under the terms of the Swap 2005 Pledge Agreement Documents, or (ii) create or suffer to exist any lien upon or with respect to any of the Collateral of the Pledgor except for the pledge, assignment and security interest created under this Agreement. (b) The Pledgor agrees that, except as otherwise agreed to by MLCSthe Pledgee, it will (i) cause each issuer of the Pledged Equity pledged by the Pledgor not to issue any equity interests or other securities in addition to or in substitution for the Pledged Equity issued by such issuer, except to the Pledgor to be pledged hereunder (except that MuniMae XX Xxxx Subsidiary, LLC shall be permitted to issue preferred shares in substitution for or in addition to the preferred shares issued and outstanding on the date hereof to holders other than the Pledgor), and (ii) pledge hereunder, immediately upon its acquisition (directly or indirectly) thereof, any and all additional stock and other equity interests of each issuer of the Pledged Equity.

Transfers and Other Liens; Additional Shares. (a) The Pledgor agrees that it the Pledgor will not, without the prior written consent of MLCS, not (i) sell, assign sell or otherwise dispose of, or grant any option with respect to, any of the Pledged Collateral, other than sales, assignments and other dispositions of Collateral, and options relating to Collateral, permitted under the terms of the Swap Documents, or (ii) create or suffer permit to exist any lien lien, security interest, or other charge or encumbrance upon or with respect to any of the Collateral of the Pledgor Pledged Collateral, except for the pledge, assignment and security interest created granted under this Agreement.; (b) The Pledgor agrees that, except as otherwise agreed to by MLCS, it will that the Pledgor will: (i) cause each issuer of the Pledged Equity pledged by the Pledgor Issuer not to issue any equity interests, debt interests or other securities in addition to or in substitution for the Pledged Equity Interests issued by such issuerthe Issuer, except to the Pledgor to be Pledgor, provided that all such equity interests, debt interests or other securities are pledged hereunder (except that MuniMae XX Xxxx Subsidiary, LLC shall be permitted to issue preferred shares in substitution for or in addition to the preferred shares issued and outstanding on the date hereof Lender pursuant to holders other than the Pledgor), and subpart (ii) below; and (ii) pledge hereunder, immediately upon its the Pledgor’s acquisition (directly or indirectly) thereof, any and all additional stock and equity interests, debt interests or other equity interests securities of each issuer the Issuer; and (c) The Pledgor agrees that it will engage in no business other than its ownership of the Pledged EquityEquity Interests.

Transfers and Other Liens; Additional Shares. (a) The No Pledgor agrees that it will not, without the prior written consent of MLCS, shall (i) sell, convey, assign or otherwise dispose of, or grant any option option, right or warrant with respect to, any of the CollateralPledged Collateral pledged by it except as permitted by the Credit Agreement, other than sales, assignments and other dispositions of Collateral, and options relating to Collateral, permitted under the terms of the Swap Documents, or (ii) create or suffer permit to exist any lien Lien upon or with respect to any of Pledged Collateral pledged by it other than the Collateral of the Pledgor except for the pledge, assignment Lien and security interest created granted to Collateral Agent under this Agreement, or (iii) except as permitted by the Credit Agreement, permit the issuer of any Pledged Securities pledged by it to merge, consolidate or change its legal form, unless all of the outstanding capital stock or membership interests of the surviving or resulting entity is, upon such merger or consolidation, pledged hereunder and no cash, securities or other property is distributed in respect of the outstanding shares or membership interests of any other constituent entity. (b) The Each Pledgor agrees that, except as otherwise agreed to by MLCS, it will shall (i) cause each issuer of the Pledged Equity Securities pledged by the Pledgor it not to issue any equity interests stock or other securities or equity interests in addition to or in substitution for the Pledged Equity Securities issued by such issuer, except to the such Pledgor to be pledged hereunder (except that MuniMae XX Xxxx Subsidiary, LLC shall be permitted to issue preferred shares in substitution for or in addition to the preferred shares issued and outstanding on the date hereof to holders other than the Pledgor), and (ii) pledge hereunder, immediately upon its acquisition (directly or indirectly) thereof, any and all additional shares of capital stock and or other equity securities or equity interests of each the issuer of the Pledged EquitySecurities which are required to be pledged hereunder.