Subject to clause 52.6:
(a) (restrictions on Project Entities): Project Co must not and must ensure that each Group Member does not at any time:
(i) redeem, repurchase, defease, retire or repay any share capital or units in any Project Entity, or resolve to do so;
(ii) issue or agree to issue any share capital or units in any Project Entity other than in accordance with the Equity Subscription Agreement;
(iii) issue or agree to issue any warrants or options over any unissued share capital or units in any Project Entity; or
(iv) permit or suffer any change to (or transfer of) the issued share capital or units in a Project Entity, which results in that Project Entity ceasing to be directly and beneficially wholly owned and controlled as set out in the Ownership Schedule;
(b) (restrictions on Holding Entities): Project Co must not and must ensure that each Group Member does not allow a Holding Entity, at any time, to:
(i) redeem, repurchase, defease, retire or repay any share capital or units in that Holding Entity, or resolve to do so;
(ii) issue or agree to issue any share capital or units in that Holding Entity other than in accordance with the Equity Subscription Agreement;
(iii) issue or agree to issue any warrants or options over any unissued share capital or units in a Holding Entity;
(iv) permit or suffer any change to (or transfer of), the issued share capital or units in that Holding Entity which changes the percentage of issued share capital or units owned (legally and/or beneficially) by any Equity Investor; or
(v) permit the transfer of unitholder or shareholder loans (or other loans in the nature of Equity Funding) made to a Holding Entity from an Equity Investor to a party other than one wholly owned and controlled by that Equity Investor;
(c) (no Change in Control): Project Co must not at any time, permit or suffer any Change in Control and must ensure that any Consortium Member does not at any time, permit or suffer any Change in Control of that Consortium Member; or
(d) (no change in trustee): Project Co must not, and must procure that each Group Member does not, permit or suffer a change in the manager, trustee or responsible person of any Group Member that is a trust,
(each a Share Capital Dealing), without the State's prior consent, which must be requested by notice from Project Co to the State and which must be provided unless clause 52.5 applies .