Common use of Transfer, Other Liens, and Additional Shares Clause in Contracts

Transfer, Other Liens, and Additional Shares. Each Pledgor will not (i) sell or otherwise dispose of, or grant any option with respect to, any of the Pledged Collateral, except as permitted under the Credit Agreement or (ii) create or permit to exist any Lien upon or with respect to any of the Pledged Collateral, except for (A) the Liens and security interest under any Loan Document and (B) other Excepted Liens. Each Pledgor further agrees that it will (1) cause each issuer of the Pledged Collateral not to issue any other membership interests, partnership interests, shares, capital stock, joint venture interests or other securities in addition to or in substitution for the Pledged Collateral issued by such issuer, except to Pledgor and (2) pledge hereunder, immediately upon its acquisition (directly or indirectly) thereof, any additional membership interests, partnership interests, shares, capital stock, joint venture interests or other securities of an issuer of the Pledged Collateral. No Pledgor shall approve any amendment or modification of any of the Pledged Collateral unless it shall have given at least ten Business Days’ prior written notice (or such lesser period as may be agreed by the Collateral Agent in writing) to the Collateral Agent and such amendment or modification would not be materially adverse to the interests of the Secured Parties.

Appears in 1 contract

Samples: Credit Agreement (Willbros Group Inc)

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Transfer, Other Liens, and Additional Shares. Each Pledgor agrees that it will not (i) sell or otherwise dispose of, or grant any option with respect to, any of the Pledged Collateral, except as permitted under the Credit Agreement Collateral or (ii) create or permit to exist any Lien upon or with respect to any of the Pledged Collateral, except for (A) the Liens and security interest under any Loan Document this Pledge Agreement and (B) other Excepted Permitted Liens. Each Pledgor further agrees that it will (1) cause each issuer of the Pledged Collateral not to issue any other membership interests, partnership interests, shares, capital stock, joint venture interests stock or other securities in addition to or in substitution for the Pledged Collateral issued by such issuer, except to Pledgor and (2) pledge hereunder, immediately upon its acquisition (directly or indirectly) thereof, any additional membership interests, partnership interests, shares, capital stock, joint venture interests stock or other securities of an issuer of the Pledged Collateral. No Pledgor shall not approve any amendment or modification of any of the Pledged Collateral unless it shall have given at least ten Business Days' prior written notice (or such lesser period as may be agreed by the Collateral Agent Secured Party in writing) to the Collateral Agent to, and such amendment or modification would not be materially adverse to the interests of the Secured PartiesLenders.

Appears in 1 contract

Samples: Subordinated Credit Agreement (Brigham Exploration Co)

Transfer, Other Liens, and Additional Shares. Each Pledgor will not (i) sell or otherwise dispose of, or grant any option with respect to, any of the Pledged Collateral, except as permitted under the Credit Agreement or (ii) create or permit to exist any Lien upon or with respect to any of the Pledged Collateral, except for (A) the Liens and security interest under any Loan Document and (B) other Liens permitted under clause (a) of the definition of “Excepted Liens” in the Credit Agreement. Each Pledgor further agrees that it will (1) cause each issuer of the Pledged Collateral not to issue any other membership interests, partnership interests, shares, capital stock, joint venture interests or other securities in addition to or in substitution for the Pledged Collateral issued by such issuer, except to Pledgor and (2) pledge hereunder, immediately upon its acquisition (directly or indirectly) thereof, any additional membership interests, partnership interests, shares, capital stock, joint venture interests or other securities of an issuer of the Pledged Collateral. No Pledgor shall approve any amendment or modification of any of the Pledged Collateral unless it shall have given at least ten Business Days’ prior written notice (or such lesser period as may be agreed by the Collateral Agent in writing) to the Collateral Agent and such amendment or modification would not be materially adverse to the interests of the Secured Parties.

Appears in 1 contract

Samples: Credit Agreement (Willbros Group Inc)

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Transfer, Other Liens, and Additional Shares. Each Pledgor agrees that it will not (i) sell or otherwise dispose of, or grant any option with respect to, any of the Pledged Collateral, except as permitted under the Credit Agreement Collateral or (ii) create or permit to exist any Lien upon or with respect to any of the Pledged Collateral, except for (A) the Liens and security interest under any Loan Document this Pledge Agreement and (B) other Excepted Permitted Liens. Each Pledgor further agrees that it will (1) cause each issuer of the Pledged Collateral not to issue any other membership interests, partnership interests, shares, capital stock, joint venture interests stock or other securities in addition to or in substitution for the Pledged Collateral issued by such issuer, except to Pledgor and (2) pledge hereunder, immediately upon its acquisition (directly or indirectly) thereof, any additional membership interests, partnership interests, shares, capital stock, joint venture interests stock or other securities of an issuer of the Pledged Collateral. No Pledgor shall not approve any amendment or modification of any of the Pledged Collateral unless it shall have given at least ten Business Days’ prior written notice (or such lesser period as may be agreed by the Collateral Agent Secured Party in writing) to the Collateral Agent Secured Party, and such amendment or modification would not be materially adverse to the interests of the Secured PartiesLenders.

Appears in 1 contract

Samples: Credit Agreement (Brigham Exploration Co)

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