CAPITAL STRUCTURE AND DIVIDENDS. Neither the Borrower nor any subsidiary shall purchase or redeem, or obligate itself to purchase or redeem, any shares of the Borrower's capital stock, of any class, issued and outstanding from time to time, provided, however, that the Borrower may purchase an amount of shares of the Borrower's capital stock in a total amount not to exceed $1,000,000 in the aggregate (as determined for the period beginning on the date hereof and ending on the Termination Date); or declare or pay any dividend (other than dividends payable in its own common stock or to the Borrower) or make any other distribution in respect of such shares other than to the Borrower. The Borrower shall continue to own, directly or indirectly, the same (or greater) percentage of the stock of each subsidiary that it held on the date of this Agreement, and no subsidiary shall issue any additional securities other than to the Borrower.
CAPITAL STRUCTURE AND DIVIDENDS. The Borrowers shall not purchase or redeem, or obligate themselves to purchase or redeem, or issue additional shares, of the Borrowers' capital stock, of any class, issued and outstanding from time to time; or declare or pay any dividend (other than dividends payable in its own common stock or to the Borrowers) or make any other distribution in respect of such shares without the written consent of the Lender; provided, however, that this Section 5.6 shall not apply to (i) any action taken in accordance with the Agreements to Reorganize or Sections 9 and 10 of this Agreement or (ii) the Permitted Stock Issuance. Specifically, but without in any manner whatsoever limiting the generality of the foregoing, the Borrowers shall make no dividends or other distributions (including, without limitation, any cash stock dividends or other cash distributions on any type of equity interest) so long as any of the Obligations shall remain unpaid without the express written consent of the Lender.
CAPITAL STRUCTURE AND DIVIDENDS. Section 6.7 of the Credit Agreement is hereby amended by deleting Section 6.7 in its entirety and substituting therefor the following:
CAPITAL STRUCTURE AND DIVIDENDS. Borrower shall not, and shall not permit any Subsidiary to, (i) purchase or redeem, or obligate itself to purchase or redeem, any shares of Borrower’s capital stock, of any class, issued and outstanding from time to time, or any partnership, joint venture or other equity interest in Borrower or any Subsidiary; or (ii) declare or pay any dividend (other than dividends payable in its own common stock or to Borrower) or make any other distribution in respect of such shares or interest other than to Borrower; provided, however, so long as no Event of Default or Unmatured Event of Default shall have occurred and be continuing before or after giving effect thereto, Borrower may purchase or redeem shares of Borrower’s capital stock and or declare and pay cash dividends to holders of the capital stock of Borrower in any fiscal quarter in an aggregate amount that, when added together with any purchase or redemptions of Borrower’s capital stock and any cash dividends declared and paid during the immediately preceding four quarter period (including the quarter in which the determination is being made so that the Calculation Period is a “rolling four quarter”) (such period being referred to as the “Calculation Period”), does not exceed fifty percent (50%) of the consolidated net income of Borrower, determined in accordance with generally accepted accounting principles, calculated for such Calculation Period. Except as provided in Section 5.1, Borrower shall continue to own, directly or indirectly, the same (or greater) percentage of the stock and partnership, joint venture, or other equity interest in each Subsidiary that it held on the date of this Agreement, and no Subsidiary shall issue any additional stock or partnership, joint venture or other equity interests, options or warrants in respect thereof, or securities convertible into such securities or interests, other than to Borrower.
CAPITAL STRUCTURE AND DIVIDENDS. Neither the Borrower nor any Subsidiary will purchase or redeem, or obligate itself to purchase or redeem, any shares of the Borrower's capital stock, of any class, issued and outstanding from time to time, or any partnership, joint venture or other equity interest in the Borrower or any Subsidiary, except such purchases of the Borrower’s capital stock as may be made from time to time pursuant to the Borrower’s stock repurchase program in existence as of the date hereof and in accordance with any resolutions passed from time to time by the Borrower’s Board of Directors; or declare or pay any dividend (other than dividends payable in its own common stock or to the Borrower) or make any other distribution in respect of such shares or interest other than to the Borrower, except that the Borrower may declare or pay cash dividends to holders of the stock of the Borrower in any fiscal year in an amount not to exceed 40% of the Borrower's consolidated net income for the immediately preceding fiscal year; provided that no Event of Default or Unmatured Event of Default exists as of the date of such declaration or payment or would result therefrom. The Borrower will continue to own, directly or indirectly, the same (or greater) percentage of the stock and partnership, joint venture, or other equity interest in each Subsidiary that it held on the date of this Agreement, and no Subsidiary will issue any additional stock or partnership, joint venture or other equity interests, options or warrants in respect thereof, or securities convertible into such securities or interests, other than to the Borrower or any wholly-owned subsidiaries of the Borrower.
CAPITAL STRUCTURE AND DIVIDENDS. Neither the Borrower nor any Subsidiary shall purchase or redeem, or obligate itself to purchase or redeem, any shares of its capital stock, of any class, issued and outstanding from time to time if at the time of such purchase or redemption a Default has occurred and is continuing or would result therefrom. Neither the Borrower nor any Subsidiary shall declare or pay any dividend (other than dividends payable in its own common stock or dividends paid to the Borrower) or make any other distribution in respect of such shares or interest other than to the Borrower, except that (i) the Borrower may declare or pay cash dividends to holders of the stock of the Borrower in any fiscal year in an amount not to exceed 50% of the Borrower’s consolidated net income for the immediately preceding fiscal year; (ii) Arizona Bank & Trust may pay the same dividend per share that it pays the Borrower to its minority shareholders; and (iii) a Trust Issuer may pay distributions on its Trust Preferred Securities and dividends on its common securities in accordance with their terms; provided , that with respect to all of the foregoing, no Default exists as of the date of such declaration or payment of such dividends or distributions or would result therefrom. Except as expressly provided herein, the Borrower shall continue to own, directly or indirectly, the same (or greater) percentage of the stock and partnership, joint venture, or other equity interest in each Subsidiary that it held on the date of this Agreement, and no Subsidiary shall issue any additional stock or partnership, joint venture or other equity interests, options or warrants in respect thereof, or securities convertible into such securities or interests, other than to the Borrower.
CAPITAL STRUCTURE AND DIVIDENDS. Except as provided in Section 5.1, Borrower shall continue to own, directly or indirectly, the same (or greater) percentage of the stock and partnership, joint venture, or other equity interest in each Subsidiary that it held on the date of this Agreement, and no Subsidiary shall issue any additional stock or partnership, joint venture or other equity interests, options or warrants in respect thereof, or securities convertible into such securities or interests, other than to Borrower or to a Subsidiary wholly owned by Borrower.
CAPITAL STRUCTURE AND DIVIDENDS. Neither Borrower nor any Subsidiary shall (a) purchase or redeem, or obligate itself to purchase or redeem, any shares of Borrower’s capital stock, of any class, issued and outstanding from time to time, provided, however, that Borrower may, (i) purchase an amount of Borrower’s capital stock in a total amount not to exceed $3,500,000 in the aggregate pursuant to a tender offer financed by the proceeds of the Term Loan, as determined for the period beginning April 14, 2005 and ending on June 28, 2005, and (ii) purchase an additional amount of Borrower’s capital stock in a total amount not to exceed $1,438,000 in the aggregate, as determined from the period beginning June 28, 2005 and ending on the Termination Date, or (b) declare or pay any dividend (other than dividends payable in its own common stock or to Borrower) or make any other distribution in respect of such shares other than to Borrower. Borrower shall continue to own, directly or indirectly, the same (or greater) percentage of the stock of each Subsidiary that it held on the date of this Agreement, and no Subsidiary shall issue any additional securities other than to Borrower.”
CAPITAL STRUCTURE AND DIVIDENDS. Borrower shall not, and shall not permit any Subsidiary to, (i) purchase or redeem, or obligate itself to purchase or redeem, any shares of Borrower's capital stock, of any class, issued and outstanding from time to time, or any partnership, joint venture or other equity interest in Borrower or any Subsidiary; or (ii) declare or pay any dividend (other than dividends payable in its own common stock or to Borrower) or make any other distribution in respect of such shares or interest other than to Borrower. Except as provided in SECTION 5.1, Borrower shall continue to own, directly or indirectly, the same (or greater) percentage of the stock and partnership, joint venture, or other equity interest in each Subsidiary that it held on the date of this Agreement, and no Subsidiary shall issue any additional stock or partnership, joint venture or other equity interests, options or warrants in respect thereof, or securities convertible into such securities or interests, other than to Borrower.
CAPITAL STRUCTURE AND DIVIDENDS. Neither Borrower nor any Subsidiary shall (a) purchase or redeem, or obligate itself to purchase or redeem, any shares of Borrower’s capital stock, of any class, issued and outstanding from time to time, provided, however, (i) Borrower was permitted to purchase up to $3,500,000 of Borrower’s capital stock for the period beginning April 14, 2005, through June 30, 2005; (ii) from the date of this Agreement through January 3, 2009, Borrower may purchase an additional amount of Borrower’s capital stock from the Borrower’s Employees Profit Sharing Retirement Plan provided (A) no Event of Default exists as of the date of any proposed capital stock purchase, and (B) the total of all such purchases does not exceed $200,000, and (iii) from and after the date of this Agreement, Borrower may purchase an additional amount of Borrower’s capital stock, provided (A) no Event of Default exists as of the date of any proposed capital stock purchase, (B) for any proposed stock purchase from the date of this Agreement through the date Agent receives Borrower’s September 27, 2008 financial statements, Borrower’s consolidated Fixed Charge Coverage Ratio, calculated on a cumulative basis for the period beginning December 30, 2007 through the last day of the month immediately before such proposed stock purchase, is greater than 1.0 to 1.0, and (C) the total of all such purchases from June 30, 2005, through March 31, 2011 (including all purchases permitted under Section 6.7(a)(ii) above) shall not exceed $1,438,000 in the aggregate, or (b) declare or pay any dividend (other than dividends payable in its own common stock or to Borrower) or make any other distribution in respect of such shares other than to Borrower. Borrower shall continue to own, directly or indirectly, the same (or greater) percentage of the stock of each Subsidiary that it held on the date of this Agreement, and no Subsidiary shall issue any additional securities other than to Borrower.
