Distributions in Respect of Equity, Prepayment of Debt. Borrower shall not directly or indirectly: (a) pay any dividends or make any distributions in respect of or redeem any of Borrower’s equity interests, except that Borrower may, provided that no Matured Default has occurred and is continuing or would result therefrom, make such distributions as are necessary to reflect the amount of income tax liability passed through to Borrower’s Owners; or (b) prepay any principal, interest or other payments on or in connection with any indebtedness of Borrower other than the Liabilities.
Distributions in Respect of Equity, Prepayment of Debt. Section 8.9 of the Loan Agreement is hereby amended to read as follows:
Distributions in Respect of Equity, Prepayment of Debt. The Borrower shall not directly or indirectly: (a) make any distributions in respect of or redeem any of the Borrower’s equity interests, except that the Borrower may, provided that no Default or Matured Default has occurred and is continuing or would result therefrom, make such distributions not exceeding the greater of (i) sixty percent (60%) of net income, or (ii) amounts as are necessary to reflect the amount of income tax liability passed through to the Borrower’s Owners; or (b) prepay any principal, interest or other payments on or in connection with any indebtedness of the Borrower other than the Liabilities and any subordinated debt permitted under Section 8.4(c) above.”
Distributions in Respect of Equity, Prepayment of Debt. Borrower shall not directly or indirectly: (a) redeem any of Borrower’s shares of capital stock; (b) declare any dividends in any year on any class of Borrower’s capital stock, provided however, that a Borrower may pay dividends to another Borrower in any amount and Premium may pay dividends to Parent in any one Fiscal Year of not more than $500,000 in the aggregate; or (c) prepay any principal, interest or other payments on or in connection with any Interest Bearing Debt of Borrower other than the Liabilities.
Distributions in Respect of Equity, Prepayment of Debt. The Lenders hereby consent to the Note Refinancing and waive their rights powers and remedies with respect to the violations of Section 2.4, Section 7.9, Section 8.3, Section 8.4 and Section 8.9 of the Loan Agreement that either might or would occur as a result of the Note Refinancing. Absent consent of the Lenders, the Collateral Release would not be permitted. The Lenders hereby consent to the Collateral Release. By execution of this Amendment, the Lenders hereby empower and direct the Agent, on behalf of the Lenders, to execute, deliver, file and record any and all documents reasonably required to complete the IPO, the PSF Merger, the Reorganization Amendments, the Note Refinancing and the Collateral Release, including but not limited to the release of the Guaranty of Parent dated May 13, 1998 and releases of the liens and security interests held by the Agent for the ratable benefit of the Lenders upon and in the real property and equipment located in Texas and North Carolina. Notwithstanding the foregoing waivers and consents, it is expressly understood and agreed that the Lenders shall have the right at all times hereafter to require strict performance by Borrower of all terms of the Loan Agreement or any other Financing Agreement, including without limitation, the terms of the aforementioned Sections of the Loan Agreement, that the Lenders do not waive, affect or diminish any right, power or remedy of the Lenders under the Loan Agreement or any other Financing Agreement except as expressly set forth herein and that except as expressly set forth herein, the Loan Agreement and each other Financing Agreement shall continue in full force and effect in accordance with their respective terms.
Distributions in Respect of Equity, Prepayment of Debt. Borrower shall not directly or indirectly: (a) redeem any of Borrower’s shares of capital stock or pay dividends on any class of Borrower’s capital stock, provided however, that a Borrower may pay dividends to another Borrower in any amount, Premium may issue stock dividends and, provided that no Default or Matured Default has occurred and is continuing or would be caused thereby, Premium may pay dividends or redeem stock in any one Fiscal Year of not more than $15,000,000 in the aggregate; or (b) prepay any principal, interest or other payments on or in connection with any Interest Bearing Debt of Borrower other than the Liabilities.
Distributions in Respect of Equity, Prepayment of Debt. The Borrower shall not directly or indirectly (a) make any payments or distributions in respect of or redeem any of the Borrower’s equity interests, whether characterized as return of principal, dividends, interest, investment return or otherwise, except that after September 30, 2009 and provided that no Default or Matured Default has occurred and is continuing or would result therefrom, the Borrower may make such payments, distributions or redemptions if each of the following additional conditions are met: (i) the Borrower’s Working Capital will exceed $20,000,000 after payment of any such distributions and the required principal prepayment described in clause (iii) below; (ii) all such payments, distributions and redemptions shall first be applied to the payment and redemption of the Borrower’s Class D Preferred Units until they are satisfied and paid in full; and (iii) the first $11,360,000 of such payments, distributions and redemptions are matched with concurrent prepayment in an equivalent amount of Liabilities owed by the Borrower to the Lenders, to be applied in accordance with Section 2.2 above; or (b) prepay any principal, interest or other payments on or in connection with any indebtedness of the Borrower other than the Liabilities and any subordinated debt permitted under Section 8.4(c) above.”
Distributions in Respect of Equity, Prepayment of Debt. Borrower shall not directly or indirectly: (a) redeem any of Borrower’s shares of capital stock; (b) declare any cash dividends in any year on any class of Borrower’s capital stock, except that during each fiscal year, the Borrower may make, declare and pay cash dividends to its shareholders in amounts up to the lesser of (i) 25% of Borrower’s consolidated net income during the previous fiscal year, or (ii) $5,000,000; or (c) prepay any principal, interest or other payments on or in connection with any indebtedness of Borrower other than (i) prepayments of the Liabilities or the notes outstanding from time to time under the Note Purchase Agreement and (ii) prepayments of debt as described as part of the Project.
Distributions in Respect of Equity, Prepayment of Debt. The Company shall not directly or indirectly: (a) redeem any of the Company’s shares of capital stock; (b) declare any cash dividends in any year on any class of the Company’s capital stock, except that during each Fiscal Year, the Company may make, declare and pay cash dividends to its shareholders in amounts up to the lesser of (i) 25% of the Company’s consolidated net income during the previous Fiscal Year, or (ii) $5,000,000; or (c) prepay any principal, interest or other payments on or in connection with any indebtedness of the Company other than (i) prepayments of the Notes and indebtedness under the Credit Agreement and (ii) prepayments of debt as described as part of the Project.
Distributions in Respect of Equity, Prepayment of Debt. Borrower shall not directly or indirectly: (a) redeem any of Borrower’s shares of capital stock or pay dividends on any class of Borrower’s capital stock, provided however, that a Borrower may pay dividends to another Borrower in any amount, Premium may issue stock dividends and, provided that no Default or Matured Default has occurred and is continuing or would be caused thereby, Premium may pay dividends or redeem stock in any one Fiscal Year of not more than $15,000,000 in the aggregate; or (b) prepay any principal, interest or other payments on or in connection with any Interest Bearing Debt of Borrower other than the Liabilities, provided however, Premium may purchase or repay, in whole or in part, the remaining approximately $2,000,000 of its previously existing 9 1/4% Senior Notes due 2011 that were not purchased as part of the Note Refinancing, and pay any premiums associated therewith.
