Distributions and Restricted Payments. The Borrower shall not, and shall not permit the Parents or any Restricted Subsidiary to, make any Restricted Payments, other than any Restricted Payment in the form of a Distribution made by any Restricted Subsidiary to any other Restricted Subsidiary or to the Borrower, and other than (a) so long as (i) there exists no Default or Event of Default both before and after giving effect to any such Restricted Payment, (ii) the Total Leverage Ratio is less than 5.00 to 1.00 both before and after giving effect to any such Restricted Payment and (iii) the date of such Restricted Payment is after September 30, 2000, Restricted Payments made exclusively out of Excess Cash Flow up to a maximum amount of the difference between $15,000,000 in the aggregate over the term of this Agreement, minus the aggregate amount of Investments made in accordance with the terms of Section 7.10(e) hereof over the term of this Agreement, (b) so long as there exists no Default or Event of Default both before and after giving effect to any such Restricted Payment, the Borrower may make Restricted Payments in the form of Distributions to GCII in an amount not in excess of cash income Taxes attributable to income from the Borrower and its Restricted Subsidiaries (and GCII may make Restricted Payments in such amounts in the form of Distributions to GCI), and scheduled cash interest payments required to be paid by GCII under the Senior Notes, and GCII may make Restricted Payments in the form of (and not in excess of) scheduled cash interest payments required to be paid by GCII under the Senior Notes, provided that, the Lenders agree that in no event shall the opening phrase of this subsection (b) prohibit the payment of any such Distribution by the Borrower or payment of interest by GCII on the Senior Notes for more than 180 consecutive days in any consecutive 360-day period, unless there exists an Event of Default under Section 8.01(a) hereof (whether by acceleration or otherwise), (c) so long as there exists no Default or Event of Default both before and after giving effect to the payment thereof, payment of Management Fees and amounts due under the Transponder Purchase Agreement for Galaxy X referred to in Section 7.18 hereof, (d) so long as there exists no Default or Event of Default both before and after giving effect to any such Restricted Payment, the Borrower or any other GCI Entity (i) may make Restricted Payments on Funded Debt incurred in accordance with the terms of Sections 7....
Distributions and Restricted Payments. Company shall not, and shall not permit any Subsidiary to, make any Restricted Payments, except that, notwithstanding the immediately preceding subsection, Company may (a) pay Permitted Distributions unless a Default or Event of Default shall exist or would be caused thereby, in which case Company may only pay such Distributions as may be required to maintain the status of Company as a Real Estate Investment Trust under the Code and (b) establish a stock option plan for employees and directors of Company and, provided no Default or Event of Default shall exist or would be caused thereby, Company may repurchase Capital Stock of Company for the purpose of matching employee stock purchases in connection with Company's retirement plans.
Distributions and Restricted Payments. Borrower shall not, and shall not permit any Subsidiary to, make any Restricted Payments; provided that, so long as there exists no Default or Event of Default, and none shall result from such payment, (a) Borrower and the Subsidiaries may make payments of Management Fees, subject to the Subordination Agreement required by Section 4.01(e) hereof and (b) Borrower may make Distributions to Parent for the purpose of making payments pursuant to the NCC Note.
Distributions and Restricted Payments. The Company and its Subsidiaries will not make any Distributions or Restricted Payments, other than dividends or payments:
(a) so long as no Event of Default under ss.13.1(c) as it relates to ss.10 or under ss.13.1(a) or (b) has occurred and is continuing or would result therefrom, by the Company to Berkshire Partners consisting of quarterly management services fees pursuant to the Management Agreement in an aggregate amount not to exceed (i) $100,000 in any fiscal quarter plus (ii) the amount of management services fees, if any, which are in arrears under the Management Agreement, provided, however, that the aggregate amount of all fees to be paid in any fiscal quarter under this ss.9.4
(a) (i) and (ii) shall not exceed 150% of the amount otherwise required to be paid by ss.9.4(a)(i), and provided,. further, that such payments shall not be made earlier than ten (10) days prior to the date such payments are due and payable pursuant to the terms of the Management Agreement;
(b) by any Subsidiary of the Company to such Subsidiary's parent.
(c) expressly permitted to be made pursuant to the Transaction Documents;
(d) so long as no Event or Default under ss.13.1(c) as it relates to ss.10 or under ss.13.1(a) or (b) has occurred and is continuing or would result therefrom, by the Company in the form of redemptions of Equity Interests of the Company held by any member of the Company's or any Subsidiary's management or Board of Directors, provided that the aggregate sum paid therefor shall not exceed the sum of (i) $500,000 in any twelve (12) month period, plus (ii) the aggregate Net Cash Proceeds received by the Company from the issuance after the Closing Date of Equity Interests to members of management or the Company's Board of Directors; and
(e) by the Company as a Distribution in the form of promissory notes issued by the Company to repurchase or redeem shares of its capital stock pursuant to certain buy-back arrangements with certain members of the Company's management, provided that (i) no Event of Default then exists or would result after the making of such Distribution; (ii) the terms of such notes are acceptable to the Agent in all respects; and (iii) such notes contain subordination provisions acceptable to the Agent.
Distributions and Restricted Payments. 61 9.5. Merger, Acquisitions and Disposition of Assets.................... 61 9.5.1. Mergers and Acquisitions................................... 61 9.5.2. Disposition of Assets...................................... 61 9.6. Sale and Leaseback................................................ 62 9.7.
Distributions and Restricted Payments. 59 6.8 Business...............................................................59 6.9 Transactions with Affiliates...........................................59 6.10
Distributions and Restricted Payments. The Company shall not make any Distributions or Restricted Payments except that it may make payments of principal and interest on the Note as provided in Section 3 hereof, and that the Company may make payments on dividends with respect to its Series A Preferred Stock and Series B Preferred Stock if such payments are required by the Certificates of Designation with respect thereto.
Distributions and Restricted Payments. Each Borrower will not, and will not permit any of its Restricted Subsidiaries to, declare or make any Restricted Payments, provided, however, that (a) the Restricted Subsidiaries may make Distributions to a Borrower or other Restricted Subsidiaries, (b) the Borrowers may make the Investments permitted by §10.3(h), (i) and (k), (c) [Reserved], (d) so long as no Default or Event of Default shall have occurred and be continuing, and so long as none would result after giving effect thereto, GWI may pay dividends on the Permitted Preferred Stock, (e) GWI may make other Restricted Payments (i) if at the time of the making of such Restricted Payment the Total Leverage Ratio on a pro forma basis calculated as of the end of the most recently ended fiscal quarter for which financial statements have been delivered pursuant to §9.4(a) or 9.4(b) hereof after giving effect to such Restricted Payments and any borrowings incurred to make such redemptions and payments is less than or equal to 3.25 to 1.00 so long as no Default or Event of Default shall have occurred and be continuing, and so long as none would result after giving effect thereto (provided that if such Total Leverage Ratio is greater than 3.25 to 1.00, the amount of such Restricted Payments occurring during the period commencing on the Restatement Effective Date and ending on the Maturity Date shall (x) not exceed $500,000,000 plus Restricted Payments pursuant to the September 2015 Share Repurchase Program (as in effect on the date hereof) and (y) only be permitted if, after giving pro forma effect to any such Restricted Payment the aggregate amount of cash and Cash Equivalents of GWI and its Restricted Subsidiaries (in each case, free and clear of all liens, other than (i) Liens securing the Obligations and (ii) Liens permitted by §10.2(k), (m), (p), (u) or (v) if such cash and Cash Equivalents subject to such Liens is otherwise available), excluding cash and Cash Equivalents that are listed as “restricted” on the consolidated balance sheet of GWI and its Restricted Subsidiaries, plus the aggregate amount of unused Revolving Loan Commitments is at least $100,000,000 (other than Revolving Loan Commitments that, if drawn, would result in the Total Leverage Ratio or Senior Secured Leverage Ratio exceeding the then-applicable levels of such ratios required under §11.1 and §11.3), and (ii) in respect of Permitted Preferred Stock in an amount not to exceed 100% of the net cash proceeds of any issuance of equity ...
Distributions and Restricted Payments of the Credit Agreement is amended and restated in its entirety to read as follows:
Distributions and Restricted Payments. No Company or Guarantor may directly or indirectly declare, make, or pay any Restricted Payment, other than:
(a) Distributions declared, made, or paid by Borrower wholly in the form of its capital stock;
(b) Distributions by any Company or Guarantor to Borrower or any other Company;
(c) So long as no Default or Potential Default exists, regularly scheduled payments (but not prepayments) of principal and interest on Subordinated Debt at the contract rate; and
(d) The repurchase of up to 47,081 shares of the common capital stock of Borrower currently held by Xxxxxxx Orthopaedics, Inc. for an aggregate consideration not to exceed $250,000.00. Notwithstanding the foregoing, Restricted Payments and Distributions are permitted hereunder only to the extent such Restricted Payment or Distribution is made in accordance with applicable Law.
