Common use of Distributions/Dividends Clause in Contracts

Distributions/Dividends. Borrowers will not declare, pay or become obligated to declare or pay any capital, cash or other distributions or dividends on any class of their membership units or capital stock now or hereafter outstanding, make any distribution of capital, cash or property to holders of any membership units or shares of either Borrowers or shares of such stock or membership units, or redeem, retire, purchase or otherwise acquire, directly or indirectly, any shares of any class of their capital stock or membership units now, or hereafter outstanding; provided, however; (a) if and to the extent neither (i) any Default or Event of Default exists hereunder or under any of the other Loan Documents nor (ii) any Default or Event of Default would be caused by or result from such cash tax distribution ("Permitted Tax Distributions") after providing notice to Bank and providing Bank reasonably detailed calculations of the distribution amount thereof, and (b) further provided that Borrowers may make distributions from their Free Cash Flow to their respective Equity Interest owners during any fiscal quarter, so long as, both immediately before and after giving effect to such distribution and any borrowings through the date thereof, (i) no Default, Event of Default or Borrowing Base Deficiency exists or would result therefrom, (ii) the Leverage Ratio for the trailing twelve (12) month period ending on the date of such distribution would not exceed 2.0 to 1.0, (iii) the Current Ratio would not be less than 1.0 to 1.0, and (iv) there would be at least twenty percent (20%) available capacity for borrowing after any such distribution, based upon Bank's most recent redetermination of the Collateral Borrowing Base.

Distributions/Dividends. Borrowers will not declare, pay or become obligated to declare or pay any capital, cash or other distributions or dividends on any class of their membership units or capital stock now or hereafter outstanding, make any distribution of capital, cash or property to holders of any membership units or shares of either Borrowers or shares of such stock or membership units, or redeem, retire, purchase or otherwise acquire, directly or indirectly, any shares of any class of their capital stock or membership units now, or hereafter outstanding; provided, however; (a) if and to the extent neither (i) any Default or Event of Default exists hereunder or under any of the other Loan Documents nor (ii) any Default or Event of Default would be caused by or result from such cash tax distribution ("Permitted Tax Distributions") after providing notice to Bank distribution, each Borrower may make distributions as are necessary for the payment by its members or shareholders of pass through federal and providing Bank state income taxes due therefrom that are generated by Borrowers' taxable income, which such reasonably detailed calculations of the distribution amount thereofthereof shall be timely furnished to the Agent. Beginning with the fiscal quarter period ending March 31, 2019, and thereafter, additional distributions (b) further provided that Borrowers may make distributions other than as are necessary for payment of pass through federal and state income taxes due from their Free Cash Flow its members due to their respective Equity Interest owners during any fiscal quarterBorrowers' taxable income, so long as, both immediately before and after giving effect to such distribution and any borrowings through the date thereof, shall be allowed only if (i) no Default, Default or Event of Default exists hereunder or Borrowing Base Deficiency exists or would result therefromunder any of the other Loan Documents, (ii) the Leverage Ratio for the trailing twelve (12) month period ending on the date no Default or Event of Default would be caused by or result from such distribution would not exceed 2.0 to 1.0cash distribution, and (iii) the Current Leverage Ratio would not be is less than 1.0 2.50 to 1.0, 1.00 and (iv) there would be at least following such additional distributions the availability under the then applicable Revolver Commitment Amount is not less than twenty percent (20%); provided, however, in no event shall distributions exceed fifty percent (50%) available capacity for borrowing after any such distribution, based upon Bank's most recent redetermination of the Collateral Borrowing Baseprior twelve (12) months ETIBDAX.

Distributions/Dividends. Borrowers will not declare, pay or become obligated to declare or pay any capital, cash or other distributions or dividends on any class of their membership units or capital stock now or hereafter outstanding, make any distribution of capital, cash or property to holders of any membership units or shares of either Borrowers or shares of such stock or membership units, or redeem, retire, purchase or otherwise acquire, directly or indirectly, any shares of any class of their capital stock or membership units now, or hereafter outstanding; provided, however; (a) if and to the extent neither (i) any Default or Event of Default exists hereunder or under any of the other Loan Documents nor (ii) any Default or Event of Default would be caused by or result from such cash tax distribution ("Permitted Tax Distributions") after providing notice to Bank distribution, each Borrower may make only such distributions as are necessary for the payment by its members or shareholders of pass through federal and providing Bank state income taxes due therefrom that are generated by Borrowers’ taxable income, which such reasonably detailed calculations of the distribution amount thereof, and (b) further provided that Borrowers may make thereof shall be timely furnished to the Bank. Additional distributions from their Free Cash Flow to their respective Equity Interest owners during any fiscal quarter, so long as, both immediately before and after giving effect to such distribution and any borrowings through the date thereof, shall be allowed only if (i) no Default, Default or Event of Default exists hereunder or Borrowing Base Deficiency exists or would result therefromunder any of the other Loan Documents, (ii) the Leverage Ratio for the trailing twelve (12) month period ending on the date no Default or Event of Default would be caused by or result from such distribution would not exceed 2.0 to 1.0cash distribution, and (iii) the Current Leverage Ratio would not be is less than 1.0 1.25 to 1.0, 1.00 and (iv) there would be at least twenty percent (20%) available capacity for borrowing after any such distribution, based upon Bank's most recent redetermination of the Collateral Borrowing Baseadditional distributions .

Distributions/Dividends. Borrowers will not declare, pay or become obligated to declare or pay any capital, cash or other distributions or dividends on any class of their membership units or capital stock now or hereafter outstanding, make any distribution of capital, cash or property to holders of any membership units or shares of either Borrowers or shares of such stock or membership units, or redeem, retire, purchase or otherwise acquire, directly or indirectly, any shares of any class of their capital stock or membership units now, or hereafter outstanding; provided, however; (a) if and to the extent neither (i) any Default or Event of Default exists hereunder or under any of the other Loan Documents nor (ii) any Default or Event of Default would be caused by or result from such cash tax distribution ("Permitted Tax Distributions") after providing notice to Bank distribution, each Borrower may make only such distributions as are necessary for the payment by its members or shareholders of pass through federal and providing Bank state income taxes due therefrom that are generated by Borrowers’ taxable income, which such reasonably detailed calculations of the distribution amount thereof, and (b) further provided that Borrowers may make thereof shall be timely furnished to the Bank. Additional distributions from their Free Cash Flow to their respective Equity Interest owners during any fiscal quarter, so long as, both immediately before and after giving effect to such distribution and any borrowings through the date thereof, shall be allowed only if (i) no Default, Default or Event of 34 Default exists hereunder or Borrowing Base Deficiency exists or would result therefromunder any of the other Loan Documents, (ii) the Leverage Ratio for the trailing twelve (12) month period ending on the date no Default or Event of Default would be caused by or result from such distribution would not exceed 2.0 to 1.0cash distribution, and (iii) the Current Leverage Ratio would not be is less than 1.0 1.25 to 1.0, 1.00 and (iv) there would be at least twenty percent (20%) available capacity for borrowing after any such distribution, based upon Bank's most recent redetermination of the Collateral Borrowing Base.additional distributions . 6.22