Common use of Maintenance of Ownership of Subsidiaries Clause in Contracts

Maintenance of Ownership of Subsidiaries. Sell, transfer, assign or otherwise dispose of any shares of capital stock of any of the Loan Parties or Consumers (other than preferred or preference stock of Consumers) or any warrants, rights or options to acquire such capital stock, or permit any other Loan Party or Consumers to issue, sell, transfer, assign or otherwise dispose of any shares of its capital stock (other than preferred or preference stock of Consumers) or the capital stock of any other Loan Party or any warrants, rights or options to acquire such capital stock, except to give effect to a transaction permitted by subsection (h) above and in connection with the foreclosure of any Liens permitted under Section 8.02(a)(iv); provided, however, that subject to the requirements of Section 2.03(c) (i) the Borrower may sell, transfer, assign or otherwise dispose of not more than 20% of the common stock of Consumers, provided that after giving effect to each such transaction the Borrower shall be in compliance with Section 8.01(i), (ii) the Borrower may sell, transfer, assign or otherwise dispose of not more than 20% of the common stock of Enterprises; provided, that after giving effect to each such transaction the Borrower shall be in compliance with Section 8.01(i), (iii) Enterprises may, and the Borrower may permit Enterprises to, sell, transfer, assign or otherwise dispose of not more than 49% of the common stock of any Enterprises Significant Subsidiary other than CMS Oil and Gas Company, provided that after giving effect to each such transaction the Borrower shall be in compliance with Section 8.01(i), and (iv) Enterprises and its Subsidiaries may, and the Borrower may permit Enterprises and its Subsidiaries to, sell, transfer, assign or otherwise dispose of all of the capital stock (or other equity interests) of CMS Oil and Gas Company and CMS Electric and Gas Company owned by Enterprises or any of its Subsidiaries, provided that after giving effect to such transaction the Borrower shall be in compliance with Section 8.01(i).

Maintenance of Ownership of Subsidiaries. Sell, transfer, assign or otherwise dispose of any shares of capital stock of any of the Loan Parties its Restricted Subsidiaries or Consumers (other than preferred or preference stock of Consumers) or any warrants, rights or options to acquire such capital stock, or permit any other Loan Party Restricted Subsidiary or Consumers to issue, sell, transfer, assign or otherwise dispose of any shares of its capital stock (other than preferred or preference stock of Consumers) or the capital stock of any other Loan Party Restricted Subsidiary or any warrants, rights or options to acquire such capital stock, except to give effect to a transaction permitted by subsection (h) above and in connection with the foreclosure of any Liens permitted under Section 8.02(a)(iv)above; provided, however, that subject to the requirements of Section 2.03(c) (i) the Borrower may sell, transfer, assign or otherwise dispose of not more than 20% of the common stock of Consumers, provided that after giving effect to each such transaction the Borrower shall be in compliance with Section 8.01(i), (ii) the Borrower may sell, transfer, assign or otherwise dispose of not more than 20% of the common stock of Enterprises; provided, that any proceeds in the form of cash from such sale, transfer, assignment or other disposal shall be applied to prepay (A) the principal amount outstanding hereunder (it being understood that any prepayment required by this clause (ii) shall be applied first to outstanding Swingline Loans up to the full amount thereof before they are applied second to any outstanding ABR Loans and third to any outstanding Eurodollar Loans, together in each case with (1) accrued interest to the date of such prepayment on the principal amount repaid and (2) in the case of prepayments of Swingline Loans and Eurodollar Rate Loans, any amount payable to the Swingline Lender or the Lenders, as applicable, pursuant to Section 5.04(b), or (B) the principal amount outstanding under the 364 Day Facility, in accordance with Section 8.02(j)(ii) of the 364 Day Facility; and provided, further, that after giving effect to each such transaction the Borrower shall be in compliance with Section 8.01(i), (iii) Enterprises may, and the Borrower may permit Enterprises to, sell, transfer, assign or otherwise dispose of not more than 49% of the common stock of any Enterprises Significant Subsidiary other than CMS Oil and & Gas CompanyCo., provided that after giving effect to each such transaction the Borrower shall be in compliance with Section 8.01(i), and (iv) Enterprises and its Subsidiaries may, and the Borrower may permit Enterprises and its Subsidiaries to, sell, transfer, assign or otherwise dispose of all not more than 60% of the capital common stock (or other equity interests) of CMS Oil and & Gas Company and CMS Electric and Gas Company owned by Enterprises or any of its SubsidiariesCo., provided that after giving effect to such transaction the Borrower shall be in compliance with Section 8.01(i).

Maintenance of Ownership of Subsidiaries. Sell, transfer, assign or otherwise dispose of any shares of capital stock of any of the Loan Parties or Consumers (other than preferred or preference stock of Consumers) or any warrants, rights or options to acquire such capital stock, or permit any other Loan Party or Consumers to issue, sell, transfer, assign or otherwise dispose of any shares of its capital stock (other than preferred or preference stock of Consumers) or the capital stock of any other Loan Party or any warrants, rights or options to acquire such capital stock, except to give effect to a transaction permitted by subsection (h) above and in connection with the foreclosure of any Liens permitted under Section 8.02(a)(iv); provided, however, that subject to the requirements of Section 2.03(c) 2.03, (i) the Borrower CMS Energy may sell, transfer, assign or otherwise dispose of not more than 20% of the common stock of Consumers, provided that after giving effect to each such transaction the Borrower CMS Energy shall be in compliance with Section 8.01(i), (ii) the Borrower CMS Energy may sell, transfer, assign or otherwise dispose of not more than 20% of the common stock of Enterprisesthe Borrower; provided, that after giving effect to each such transaction the Borrower CMS Energy shall be in compliance with Section 8.01(i), (iii) Enterprises the Borrower may, and CMS Energy may permit the Borrower may permit Enterprises to, sell, transfer, assign or otherwise dispose of not more than 49% of the common stock of any Enterprises Significant Subsidiary other than CMS Oil and Gas Company, provided that after giving effect to each such transaction the Borrower CMS Energy shall be in compliance with Section 8.01(i), and (iv) Enterprises the Borrower and its Subsidiaries may, and CMS Energy may permit the Borrower may permit Enterprises and its Subsidiaries to, sell, transfer, assign or otherwise dispose of all of the capital stock (or other equity interests) of CMS Oil and Gas Company and CMS Electric and Gas Company owned by Enterprises the Borrower or any of its Subsidiaries, provided that after giving effect to such transaction the Borrower shall be in compliance with Section 8.01(i).

Maintenance of Ownership of Subsidiaries. Sell, transfer, assign or otherwise dispose of any shares of capital stock of any of the Loan Parties its Restricted Subsidiaries or Consumers (other than preferred or preference stock of Consumers) or any warrants, rights or options to acquire such capital stock, or permit any other Loan Party Restricted Subsidiary or Consumers to issue, sell, transfer, assign or otherwise dispose of any shares of its capital stock (other than preferred or preference stock of Consumers) or the capital stock of any other Loan Party Restricted Subsidiary or any warrants, rights or options to acquire such capital stock, except to give effect to a transaction permitted by subsection (h) above and in connection with the foreclosure of any Liens permitted under Section 8.02(a)(iv)above; provided, however, that subject to the requirements of Section 2.03(c) (i) the Borrower may sell, transfer, assign or otherwise dispose of not more than 20% of the common stock of Consumers, provided that after giving effect to each such transaction the Borrower shall be in compliance with Section 8.01(i), (ii) the Borrower may sell, transfer, assign or otherwise dispose of not more than 20% of the common stock of Enterprises; , provided that any proceeds in the form of cash from such sale, transfer, assignment or other disposal of the common stock of Enterprises shall be applied to prepay the principal amount outstanding hereunder (it being understood that any prepayment required by this clause (ii) shall be applied to outstanding ABR Loans up to the full amount thereof before they are applied to outstanding Eurodollar Rate Loans) together with (A) accrued interest to the date of such prepayment on the principal amount repaid and (B) in the case of prepayments of Eurodollar Rate Loans, any amount payable to the Lenders pursuant to Section 5.04(b), and provided, further that after giving effect to each such transaction the Borrower shall be in compliance with Section 8.01(i), and (iii) Enterprises may, and the Borrower may permit Enterprises to, sell, transfer, assign or otherwise dispose of not more than 49% of the common stock of any Enterprises Significant Subsidiary other than CMS Oil and Gas CompanySubsidiary, provided that after giving effect to each such transaction the Borrower shall be in compliance with Section 8.01(i), and (iv) Enterprises and its Subsidiaries may, and the Borrower may permit Enterprises and its Subsidiaries to, sell, transfer, assign or otherwise dispose of all of the capital stock (or other equity interests) of CMS Oil and Gas Company and CMS Electric and Gas Company owned by Enterprises or any of its Subsidiaries, provided that after giving effect to such transaction the Borrower shall be in compliance with Section 8.01(i).