Capital Stock of Borrower. The original limited liability company certificates evidencing 100% of the Capital Stock of each Borrower together with appropriate transfer and assignment documents in blank duly executed or endorsed by the applicable Pledgor;
Capital Stock of Borrower. Neither the Borrower nor any Subsidiary will: (a) issue, redeem, purchase, retire or otherwise acquire for value any of its capital stock or grant, issue, purchase, retire or otherwise acquire for value any warrant, right, or option pertaining thereto or other security convertible into any of the foregoing, or (b) permit any transfer, sale, redemption, retirement, or other change in the ownership of the outstanding capital stock of the Borrower or any Subsidiary, without the prior written consent of the Required Banks, acting in their discretion; except for the issuance or transfer of the Borrower's or any of its Subsidiaries' capital stock which does not result in a Change of Control or otherwise constitute or result in an Event of Default or an Unmatured Event of Default under any other provisions of this Agreement.
Capital Stock of Borrower. The Pledged Collateral represents 100% of the issued and outstanding Capital Securities of the Borrower.
Capital Stock of Borrower. Neither the Borrower nor any Subsidiary will: (a) issue, redeem, purchase, or retire any of its capital stock or grant or issue or purchase or retire for any consideration any warrant, right, or option pertaining thereto or other security convertible into any of the foregoing, or (b) permit any transfer, sale, redemption, retirement, or other change in the ownership of the outstanding capital stock of the Borrower or any Subsidiary, without the prior written consent of the Required Banks, acting in their discretion; except for: (x) the issuance or transfer of the Borrower's capital stock which does not result in a Change of Control, and (y) any transfer, sale, redemption, retirement, conversion or other change in the ownership of the Series A Preferred Stock, the Series B Preferred Stock and the Series C Preferred Stock as required or permitted by the terms of that certain Stockholder Agreement referred to in clause (vi) of the definition of Evercore Transaction Documents.
Capital Stock of Borrower. The Guarantor will not permit any of the capital stock of the Borrower to be owned or controlled (other than through stock ownership of the Guarantor) by any Person other than the Guarantor.
Capital Stock of Borrower. All outstanding shares of capital stock of Borrower have been duly authorized and issued as required by law and are fully paid and non-assessable, and the issuance and sale thereof have been made in compliance with, in all respects, applicable federal and state securities laws.
Capital Stock of Borrower. Section 4.1.2 of the Disclosure Schedule correctly sets forth (a) the state or states in which Borrower conducts its businesses, (b) a list of all subsidiaries of Borrower, all of which are directly or indirectly wholly owned by Borrower, and (c) a list of each class of stock of Borrower, the number of authorized and issued and outstanding shares of each class of stock of Borrower. All of the outstanding capital stock of Borrower has been duly authorized, legally and validly issued, fully paid and nonassessable.”
Capital Stock of Borrower. Without the prior written consent of the Required Banks, acting in their reasonable discretion, (a) issue, redeem, purchase, retire or otherwise acquire for value any of its capital stock or grant, issue, purchase, retire or otherwise acquire for value any warrant, right, or option pertaining thereto or other security convertible into any of the foregoing, or (b) permit any transfer, sale, redemption, retirement, or other change in the ownership of the outstanding capital stock of the Borrower; except for the issuance or transfer of the Borrower's capital stock which does not result in a Change of Control or otherwise constitute or result in an Event of Default under any other provisions of this Agreement; provided that, notwithstanding the foregoing, so long as no Event of Default shall have occurred and shall then be continuing, the Borrower shall be permitted to redeem, purchase, retire or otherwise acquire for value any of its capital stock for an amount paid by Borrower that, together with any amounts paid by Borrower under clause (b) of Section 6.05, shall not exceed $15,000,000 in the aggregate for any calendar year.
Capital Stock of Borrower. All outstanding shares of capital stock of Borrower have been duly authorized and issued as required by law and are fully paid and non-assessable, and the issuance and sale thereof have been made in compliance with, in all respects, applicable federal and state securities laws. To the knowledge of Borrower, there are no outstanding proxies with respect to shares of capital stock or other securities of Borrower except as described in Exhibit M. There are no outstanding warrants, options or other rights issued or granted by Borrower or any shareholder agreements with respect to shares of capital stock or other securities of Borrower except as described on Exhibit M.
Capital Stock of Borrower. Section 4.1.2 of the Disclosure Schedule correctly sets forth (a) the state or states in which Borrower conducts its businesses, (b) a list of all subsidiaries of Borrower, all of which are directly or indirectly wholly owned by Borrower, and (c) a list of each class of stock of Borrower, the number of authorized and issued and outstanding shares of each class of stock of Borrower, and the number of shares of each class of stock of Borrower beneficially owned (within the meaning of Section 13d-3 promulgated under the Exchange Act) by members of the Xxxxxx Family, and, except as otherwise stated in Section 4.1.2 of the Disclosure Schedule, there is no plan, agreement or understanding providing for, or contemplating, the issuance of any additional shares of capital stock of Borrower. All of the outstanding capital stock of Borrower has been duly authorized, legally and validly issued, fully paid and nonassessable. Except as otherwise stated in Section 4.1.2 of the Disclosure Schedule, there are, as of the date hereof, no outstanding options, rights, warrants or other agreements or instruments obligating Borrower to issue, deliver or sell, or cause to be issued, delivered or sold, additional shares of the capital stock of Borrower or obligating Borrower to grant, extend or enter into any such agreement or commitment.
