Distributions; Changes in Share Capital. Except as required under the KSL LLC Agreement, KSL shall not, and shall not permit any of its Subsidiaries to, and shall not propose to, (i) declare or pay any distributions or in respect of any of its equity securities, except (x) the declaration and payment of regular quarterly cash distributions not in excess of $0.495 per KSL Common Share with usual record and payment dates for such distributions in accordance with past distribution practice and (y) the declaration and payment of regular distributions from a wholly owned Subsidiary of any of the KSL Entities to its parent KSL Entity or to another wholly owned Subsidiary of such parent KSL Entity in accordance with past distribution practice, (ii) split, combine or reclassify any of its equity securities or issue or authorize or propose the issuance of any other securities in respect of, in lieu of or in substitution for, its equity securities, except for any such transaction by a wholly owned Subsidiary of any KSL Entity which remains a wholly owned Subsidiary of such KSL Entity after consummation of such transaction, or (iii) repurchase, redeem or otherwise acquire any of its equity securities or any securities convertible into or exercisable for any equity securities.
Appears in 2 contracts
Samples: Merger Agreement (Kaneb Services LLC), Merger Agreement (Valero L P)
Distributions; Changes in Share Capital. Except as required under the KSL LLC KPP Partnership Agreement, KSL KPP shall not, and shall not permit any of its Subsidiaries to, and shall not propose to, (i) declare or pay any distributions or in respect of any of its equity securitiessecurities or partnership units, except (xy) subject to Section 6.11, the declaration and payment of regular quarterly cash distributions not in excess of $0.495 0.855 per KSL Common Share KPP Unit with usual record and payment dates for such distributions in accordance with past distribution practice practice, and (yz) the declaration and payment of regular distributions from a wholly owned Subsidiary of any of the KSL Kaneb Entities to its parent KSL Kaneb Entity or to another wholly owned Subsidiary of such parent KSL Kaneb Entity in accordance with past distribution practice, (ii) split, combine or reclassify any of its equity securities or partnership units or issue or authorize or propose the issuance of any other securities in respect of, in lieu of or in substitution for, its equity securitiessecurities or partnership units, except for any such transaction by a wholly owned Subsidiary of any KSL Kaneb Entity which remains a wholly owned Subsidiary of such KSL Kaneb Entity after consummation of such transaction, or (iii) repurchase, redeem or otherwise acquire any of its equity securities or partnership units or any securities convertible into or exercisable for any equity securitiessecurities or partnership units.
Appears in 2 contracts
Samples: Merger Agreement (Kaneb Pipe Line Partners L P), Merger Agreement (Valero L P)