Investment Restriction. Neither the Borrower nor any Subsidiary (other than a Project Finance Subsidiary) will make or suffer to exist investments in Project Finance Subsidiaries, in the aggregate at any one time outstanding, in excess of the sum of (i) the amount of investments existing as of the Effective Date in Project Finance Subsidiaries, (ii) $150,000,000, and (iii) the amount of any portion of the investments permitted by this Section 6.04 repaid to the Borrower or any Subsidiary as a dividend, repayment of a loan or advance, release or discharge of a guarantee or other obligation or other transfer of property or return of capital, as the case may be, occurring after the Effective Date. Computation of the amount of any investment shall be made without any adjustment for increases or decreases in value, or write-ups, write-downs or write-offs with respect to such investment or interest or other earnings on such investment.
Investment Restriction. Each Partner recognizes that (a) the limited partner interests in the Partnership have not been registered under the Securities Act of 1933, as amended (the “Securities Act”), in reliance upon an exemption from such registration, and agrees that it will not sell, offer for sale, transfer, pledge or hypothecate its limited partner interest in the Partnership (i) in the absence of an effective registration statement covering such limited partner interest under the Securities Act, unless such sale, offer of sale, transfer, pledge or hypothecation is exempt from registration for any proposed sale, and (ii) except in compliance with all applicable provisions of this Agreement, and (b) the restrictions on transfer imposed by this Agreement may severely affect the liquidity of an investment in limited partner interests in the Partnership.
Investment Restriction. Neither the Borrower nor any Subsidiary (other than a Project Finance Subsidiary) will make investments in Project Finance Subsidiaries in excess of $50,000,000 in the aggregate at any one time outstanding.
Investment Restriction. The Holder of a Warrant Certificate, by its acceptance thereof, covenants and agrees that the Warrants are being acquired as an investment and not with a view to the distribution thereof.
Investment Restriction. Each Partner recognizes that (a) the limited partner interests in the Partnership have not been registered under the Securities Act in reliance upon an exemption from such registration, and agrees that it will not Transfer its limited partner interest in the Partnership (i) in the absence of an effective registration statement covering such limited partner interest under the Securities Act, unless such offer or Transfer is exempt from registration for any proposed sale, and (ii) except in compliance with all applicable provisions of this Agreement, and (b) the restrictions on transfer imposed by this Agreement may severely affect the liquidity of an investment in limited partner interests in the Partnership.
Investment Restriction. Each Member recognizes that: (a) its Units have not been registered under the Securities Act of 1933, as amended, in reliance upon an exemption from such registration, (b) a Member may not sell, offer for sale, transfer, pledge or hypothecate all or any part of its interest in the Company in the absence of an effective registration statement covering such interest under the Securities Act of 1933, as amended, unless such sale, offer of sale, transfer, pledge or hypothecation is exempt from registration under the Securities Act of 1933, as amended, (c) the Company has no obligation to register any Member's interest for sale, or to assist in establishing an exemption from registration for any proposed sale, and (d) the restrictions on transfer may severely affect the liquidity of a Member's investment.
Investment Restriction. The issuance of this Note and the Conversion Shares issuable upon conversion of this Note (collectively, the "Securities") have not been registered under any federal or state securities laws in reliance upon an exemption from registration. The Holder may not sell, offer for sale, transfer, pledge or hypothecate the Securities in the absence of an effective registration statement covering such transaction under all applicable federal and state securities laws, unless the sale, offer of sale, transfer, pledge or hypothecation is exempt from registration under all applicable federal and state securities laws or unless the contemplated transaction otherwise complies with all such laws. In acquiring the Note and the Conversion Shares, if any, the Holder represents and warrants to the Company that the Holder is acquiring the Note and the Conversion Shares for his own account for investment purposes only and not with a view to its sale or distribution. This Note and any certificate representing Conversion Shares issued upon the conversion of this Note shall be stamped or imprinted with a restrictive legend in accordance with this paragraph.
Investment Restriction. Each Member recognizes that: (a) the membership interest in the Company have not been registered under the Securities Act of 1933, as amended (the “Securities Act”) and Montana securities laws, in reliance upon exemptions from such registration, (b) a Member may not sell, offer for sale, or transfer all or any part of his or her membership interest in the Company in the absence of an effective registration statement covering such membership interest under the Securities Act and Montana securities laws unless such sale, offer for sale, or transfer is exempt from registration under the Securities Act and Montana securities laws, (c) the Company has no obligation to register any Member’s interest for sale, or to assist in establishing an exemption from registration for any proposed sale, offer for sale or transfer and (d) the restrictions on transfer under this Agreement may severely effect the liquidity of a Member’s investment.
Investment Restriction. Each Member recognizes that (a) the Member Interests in the Company have not been registered under the Securities Act in reliance upon an exemption from such registration, and agrees that it will not Transfer its Member Interest in the Company (i) in the absence of an effective registration statement covering such Member Interest under the Securities Act, unless such Transfer is exempt from registration for any proposed sale, and (ii) except in compliance with all applicable provisions of this Agreement, and (b) the restrictions on Transfer imposed by this Agreement may severely affect the liquidity of the Member Interests in the Company.
Investment Restriction. Neither the Borrower nor any Subsidiary (other than a Project Finance Subsidiary) will make or suffer to exist investments in Project Finance Subsidiaries, in the aggregate at any one time outstanding, in excess of the sum of (i) the amount of investments existing as of the Effective Date in Project Finance Subsidiaries plus investments as of the EOP/GulfTerra Restructuring in Persons that become Project Finance Subsidiaries as a result of such EOP/GulfTerra Restructuring, (ii) $150,000,000, and (iii) the amount of any portion of the investments permitted by this Section 6.04 repaid to the Borrower or any Subsidiary as a dividend, repayment of a loan or advance, release or discharge of a guarantee or other obligation or other transfer of property or return of capital, as the case may be, occurring after the Effective Date. Computation of the amount of any investment shall be made without any adjustment for increases or decreases in value, or write-ups, write-downs or write-offs with respect to such investment or interest or other earnings on such investment.
