22Restricted Payments Sample Clauses

22Restricted Payments. The Borrowers will not, nor will they permit any Subsidiary to, make any Restricted Payment, except that: (i) any Subsidiary of the Parent may declare and pay dividends or make distributions to a Borrower or to a Wholly-Owned Subsidiary (and, in the case of a dividend or distribution by a Designated Subsidiary, to a Borrower and any Subsidiary and to each owner of capital stock or other equity interest of a Designated Subsidiary on a pro rata basis based on their relative ownership interests); (ii) the Parent may declare and pay stock dividends to its equity holders; (iii) the Parent may repurchase shares issued to officers and other management employees; (iv) the Parent may make Restricted Payments in accordance with the Parent’s restricted unit award program; (v) the Parent may make Restricted Payments with respect to the deemed repurchase of its equity interests upon the exercise of any stock options or upon the vesting and resulting issuance of equity interests that arise from the grant of restricted stock units ​ and to the extent necessary to pay any applicable withholding Taxes; and (vi) the Parent may declare and pay cash dividends to its equity holders or make cash repurchases of its equity interests from its equity holders, provided, that in the case of any Restricted Payment pursuant to this clause (vi); provided, that no Default or Event of Default shall exist at the time such Restricted Payment is declared and (I) if the Restricted Payment is made within 120 days of being declared, the Parent shall be in pro forma compliance with the financial covenants contained in Section 6.23 and no Event of Default pursuant to Sections 7.2, 7.6 or 7.7 shall exist or (II) if the Restricted Payment is made 120 days or more after the date of being declared, no Event of Default shall exist, in each case, immediately before and after giving effect to such Restricted Payment, or be created as a result thereof.
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Related to 22Restricted Payments

  • Restricted Payments (a) The Borrower will not, and will not permit any of the Subsidiaries to, declare or make, or agree to pay or make, directly or indirectly, any Restricted Payment, except that (i) the Borrower may declare and pay dividends payable solely in additional shares of its common stock, (ii) so long as no Event of Default shall exist, the Borrower may declare and pay cash dividends and other regularly scheduled distributions on shares of its Permitted Preferred Stock, (iii) Subsidiaries may make Restricted Payments ratably with respect to any class of their respective Equity Interests, (iv) the Borrower may make Restricted Payments pursuant to and in accordance with stock option or rights plans or other benefit plans for management, employees, directors or consultants of the Borrower or any Subsidiary and (v) the Borrower and its Subsidiaries may make Investments expressly permitted under Section 6.05(j). (b) The Borrower will not, nor will it permit any of the Subsidiaries to, make or agree to make, directly or indirectly, any payment or other distribution (whether in cash, securities or other property), except payments or distributions made in common stock of the Borrower, to any Person other than the Borrower or a Subsidiary in respect of principal of or interest on any Indebtedness, or any payment or other distribution (whether in cash, securities or other property), including any sinking fund or similar deposit, on account of the purchase, redemption, retirement, defeasance, acquisition, cancelation or termination of any Indebtedness of the Borrower or any Subsidiary, except: (i) payments and prepayments under this Agreement (ratably in accordance with the Commitments of the Lenders) and the other New Facilities Credit Agreements; (ii) regularly scheduled and other mandatory interest and principal payments (including pursuant to sinking fund requirements) as and when due in respect of any Indebtedness; (iii) refinancings of Indebtedness to the extent permitted by Section 6.01(m), including the payment of customary fees, costs and expenses in connection therewith, and including additional cash payments in an aggregate amount for all such refinancings not to exceed, in the case of any refinancing, 5% of the principal amount being refinanced; and (iv) the payment of secured Indebtedness that becomes due as a result of the voluntary sale or transfer of the property or assets securing such Indebtedness.

  • Limitation on Restricted Payments (a) The Company will not, and will not permit any Restricted Subsidiary to, directly or indirectly (the payments and other actions described in the following clauses being collectively “Restricted Payments”): (i) declare or pay any dividend or make any distribution on its Equity Interests (other than dividends or distributions paid in the Company or any Parent Entity’s Qualified Equity Interests) held by Persons other than the Company or any of its Restricted Subsidiaries; (ii) purchase, redeem or otherwise acquire or retire for value any Equity Interests of the Company or any Parent Entity held by Persons other than the Company or any of its Restricted Subsidiaries; (iii) repay, redeem, repurchase, defease or otherwise acquire or retire for value, or make any payment on or with respect to, any Subordinated Debt (except (i) a payment of interest or principal at Stated Maturity, in each case, due within one year of the date of repayment, redemption, repurchase or defeasance or (ii) any Debt Incurred pursuant to Section 4.06(b)(2)); or (iv) make any Investment other than a Permitted Investment; unless, at the time of, and after giving effect to, the proposed Restricted Payment: (1) no Default has occurred and is continuing or would occur as a consequence thereof, (2) either of the Relevant Conditions are satisfied at the time thereof, or the Company could Incur at least $1.00 of Debt under Section 4.06(a), and (3) the aggregate amount expended for all Restricted Payments made on or after the Issue Date would not, subject to paragraph (c), exceed the sum of: (A) (i) in the event that either of the Relevant Conditions are not satisfied at the time thereof and after giving effect thereto, 50% of the aggregate amount of the Consolidated Net Income (or, if the Consolidated Net Income is a loss, minus 100% of the amount of the loss) accrued on a cumulative basis during the period, taken as one accounting period, beginning on October 1, 2020 and ending on the last day of the Company’s most recently completed fiscal quarter for which internal financial statements are available; or