Prohibition on Certain Actions. Notwithstanding anything to the contrary in this Agreement, the Administrator will not (a) make any payments to the Noteholders under the Transaction Documents, (b) sell the Collateral pursuant to Section 5.6 of the Indenture or (c) take any other action that the Owner Trustee or the Indenture Trustee directs the Administrator not to take on its behalf.
Prohibition on Certain Actions. The Owner Trustee will not take any action (a) that is inconsistent with the purposes of the Issuer set forth in Section 2.3 or (b) that, to the knowledge of the Owner Trustee, would (i) cause any Class of Notes not to be treated as indebtedness for U.S. federal income or Applicable Tax State income or franchise tax purposes, (ii) be deemed to cause a sale or exchange of the Notes for purposes of Section 1001 of the Code (unless no gain or loss would be recognized on such deemed sale or exchange for U.S. federal income tax purposes) or (iii) cause the Issuer or any portion thereof to be taxable as an association (or publicly traded partnership) taxable as a corporation for U.S. federal income or Applicable Tax State income or franchise tax purposes. The Administrator will not direct the Owner Trustee to take action that would violate this Section 5.9.
Prohibition on Certain Actions. From the date hereof through the Closing Date, the Company shall not and shall cause the Subsidiaries not to, without the prior written consent of the Purchasers, (i) amend its Articles of Incorporation, bylaws or other charter documents so as to adversely affect any rights of the Purchasers; (ii) split, combine or reclassify its outstanding capital stock; (iii) declare, authorize, set aside or pay any dividend or other distribution with respect to the Common Stock; (iv) redeem, repurchase or offer to repurchase or otherwise acquire shares of its Common Stock; or (v) enter into any agreement with respect to any of the foregoing.
Prohibition on Certain Actions. The Owner Trustee will not take any action (a) that is inconsistent with the purposes of the Issuer set forth in Section 2.3 or (b) that, to the knowledge of the Owner Trustee, would (i) cause any Class of Notes not to be treated as indebtedness for U.S. federal or State income or franchise tax purposes, (ii) be deemed to cause a sale or exchange of the Notes for purposes of Section 1001 of the Code (unless no gain or loss would be recognized on the deemed sale or exchange for U.S. federal or Applicable Tax State income or franchise tax purposes) or (iii) cause the Issuer, the Titling Companies or any portion of any of them to be taxable as an association (or publicly traded partnership) taxable as a corporation for U.S. federal income tax purposes (except, in the case of any Titling Company, to the extent of any part of the Titling Company that is intended to be characterized as an association of U.S. federal income tax purposes). The Indenture Administrator will not direct the Owner Trustee to take action that would violate this Section 5.9.
Prohibition on Certain Actions. The Company shall not, between the date hereof and the Closing Date (both dates inclusive), take any action or decision which (had the Note already been issued) would result in an adjustment of the Conversion Price.
Prohibition on Certain Actions. The Company shall not file any additional registration statements unless and until the registration statement contemplated by the Registration Rights Agreement has become effective.
Prohibition on Certain Actions. The Company shall not (i) file any additional registration statements unless and until the registration statement contemplated herein has become effective; and (ii) between the date hereof and the Closing Date (both dates inclusive), take any action or decision which (had the Note already been issued) would result in an adjustment of the Conversion Price.
Prohibition on Certain Actions. (a) In addition to the restrictions contained in Section 26 hereof, no amendment, change, modification or waiver of any term of a Transaction Document shall be effective without the consent of the Trustee acting at the direction of the Majority Noteholders.
Prohibition on Certain Actions. Until the earlier of (a) the full redemption, payment or conversion of the Debenture and the full exercise of the Warrant and (b) the Maturity Date of the Debenture, the Company shall not and shall cause the Subsidiaries not to, without the prior written consent of the Purchaser, (i) amend its certificate or articles of incorporation, by-laws or other charter documents so as to adversely affect any rights of the Purchaser; (ii) split, combine or reclassify its outstanding capital stock; (iii) declare, authorize, set aside or pay any dividend or other distribution with respect to the Common Stock; (iv) redeem, repurchase or offer to repurchase or other-wise acquire shares of its Common Stock; or (v) enter into any agreement with respect to any of the foregoing.
Prohibition on Certain Actions. Notwithstanding anything to the contrary in this Agreement, the Collateral Agent Administrator will not (a) make any payments to the Lender or any Exchange Noteholder under the Credit and Security Agreement, (b) sell the Collateral except as permitted by the Basic Documents, (c) release the Collateral except as permitted by the Basic Documents or (d) take any action prohibited by the Basic Documents.
