Common use of Distributions; Upstream Payments Clause in Contracts

Distributions; Upstream Payments. (a) Declare or make any Distributions, except (i) Permitted Distributions and (ii) Upstream Payments; or (b) Create or suffer to exist any encumbrance or restriction on the ability of a Domestic Subsidiary to make any Upstream Payment, except for restrictions under the Loan Documents, the Revolver Loan Documents and the Second Lien Debt Documents and under Applicable Law or restrictions in effect on the Closing Date as shown on Schedule 8.1.15.

Appears in 6 contracts

Samples: Term Loan Agreement (Apparel Holding Corp.), Term Loan Agreement (Apparel Holding Corp.), Term Loan Agreement (Apparel Holding Corp.)

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Distributions; Upstream Payments. (a) Declare or make any Distributions, except (i) Permitted Distributions Upstream Payments and (ii) Upstream Paymentsother Distributions made when the Payment Conditions are met; or (b) Create or suffer to exist any encumbrance or restriction on the ability of a Domestic Subsidiary to make any an Upstream Payment, except for restrictions under the Loan Documents, the Revolver Loan Documents and the Second Lien Debt Documents and under Applicable Law Law, as permitted by Section 10.2.14 or restrictions in effect on the Closing Date as shown on Schedule 8.1.159.1.15.

Appears in 3 contracts

Samples: Loan and Security Agreement (Orion Energy Systems, Inc.), Loan and Security Agreement (Orion Energy Systems, Inc.), Loan and Security Agreement (Orion Energy Systems, Inc.)

Distributions; Upstream Payments. (a) Declare or make any Distributions, except (i) Permitted Distributions and (ii) Upstream Payments; or (b) Create or suffer to exist any encumbrance or restriction on the ability of a Domestic Subsidiary to make any Upstream Payment, except for restrictions under the Loan Documents, the Revolver Loan Documents and Documents, the Second Lien Debt Documents Sun Loan Documents, and under Applicable Law or restrictions in effect on the Closing Date as shown on Schedule 8.1.15.

Appears in 3 contracts

Samples: Term Loan Agreement (Apparel Holding Corp.), Term Loan Agreement (Apparel Holding Corp.), Term Loan Agreement (Apparel Holding Corp.)

Distributions; Upstream Payments. (a) Declare or make any Distributions, except (i) Permitted Distributions and (ii) Upstream Payments; or (b) Create or suffer to exist any encumbrance or restriction on the ability of a Domestic Subsidiary to make any Upstream Payment, except for restrictions under the Loan Documents, the Revolver Loan Second Lien Debt Documents and the Second Lien Debt Last-Out Term Loan Documents and under Applicable Law or restrictions in effect on the Closing Date as shown on Schedule 8.1.159.1.16.

Appears in 2 contracts

Samples: Credit Agreement (Apparel Holding Corp.), Credit Agreement (Apparel Holding Corp.)

Distributions; Upstream Payments. (a) Declare or make any Distributions, except (i) Permitted Distributions and Upstream Payments or (ii) Upstream PaymentsPermitted Distributions; or (b) Create or create or suffer to exist any encumbrance or restriction on the ability of a Domestic Subsidiary to make any Upstream Payment, except for restrictions (a) under the Loan Documents, the Revolver Loan Documents and the Second Lien Debt Documents and (b) under Applicable Law or restrictions Law, (c) in effect on the Closing Date as shown on Schedule 8.1.159.1.16, and (d) as set forth in documents evidencing Refinancing Debt with respect to the documents described on Schedule 9.1.16.

Appears in 2 contracts

Samples: Loan and Security Agreement (Bon Ton Stores Inc), Loan and Security Agreement (Bon Ton Stores Inc)

Distributions; Upstream Payments. (a) Declare or make any Distributions, except (i) Permitted Distributions and (ii) Upstream Payments; or (b) Create or suffer to exist any encumbrance or restriction on the ability of a Domestic Subsidiary to make any Upstream Payment, except for restrictions under the Loan Documents, the Revolver Loan Documents and the Second Lien Debt Documents and under Applicable Law or restrictions in effect on the Closing Date as shown on Schedule 8.1.159.1.16.

Appears in 1 contract

Samples: Loan and Security Agreement (Kellwood Co)

Distributions; Upstream Payments. (a) Declare or make any Distributions, except (i) Permitted Distributions and Upstream Payments or (ii) Upstream PaymentsPermitted Distributions; or (b) Create or create or suffer to exist any encumbrance or restriction on the ability of a Domestic Subsidiary to make any Upstream Payment, except for restrictions (a) under the Loan Documents, the Revolver Loan Documents and the Second Lien Debt Documents and Loan Documents, (b) under Applicable Law or restrictions Law, (c) in effect on the Closing Date as shown on Schedule 8.1.159.1.16 and (d) as set forth in documents evidencing Refinancing Debt with respect to the documents described on Schedule 9.1.16.

Appears in 1 contract

Samples: Loan and Security Agreement (Bon Ton Stores Inc)

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Distributions; Upstream Payments. (a) Declare or make any Distributions, except except: (i) Permitted Distributions and Upstream Payments, (ii) Upstream Payments; orPermitted Tax Distributions, and (iii) Permitted Non-Tax Distributions. (b) Create or suffer to exist any encumbrance or restriction on the ability of a Domestic Subsidiary to make any Upstream Payment, except for restrictions under the Loan Documents, the Revolver Loan Documents and the Second Lien Debt Documents and under Applicable Law or restrictions in effect on the Closing Date as shown on Schedule 8.1.159.1.15.

Appears in 1 contract

Samples: Loan and Security Agreement (LIVE VENTURES Inc)

Distributions; Upstream Payments. (a) Declare or make any Distributions, except (i) Permitted Distributions and Upstream Payments or (ii) Upstream PaymentsPermitted Distributions; or (b) Create or create or suffer to exist any encumbrance or restriction on the ability of a Domestic Subsidiary to make any Upstream Payment, except for restrictions (a) under the Loan Documents and First Lien Debt Documents, the Revolver Loan Documents and the Second Lien Debt Documents and (b) under Applicable Law or restrictions Law, (c) in effect on the Closing Date as shown on Schedule 8.1.159.1.16 and (d) as set forth in documents evidencing Refinancing Debt with respect to the documents described on Schedule 9.1.16.

Appears in 1 contract

Samples: Second Lien Loan and Security Agreement (Bon Ton Stores Inc)

Distributions; Upstream Payments. (a) Declare or make any Distributions, except (i) Permitted Distributions and Upstream Payments or (ii) Upstream PaymentsPermitted Distributions; or (b) Create or create or suffer to exist any encumbrance or restriction on the ability of a Domestic Subsidiary to make any Upstream Payment, except for restrictions (a) under the Loan Documents, the Revolver Loan Documents and the Second Lien Debt Documents and (b) under Applicable Law or restrictions Law, (c) in effect on the Closing Date as shown on Schedule 8.1.159.1.16 and (d) as set forth in documents evidencing Refinancing Debt with respect to the documents described on Schedule 9.1.16.

Appears in 1 contract

Samples: Loan and Security Agreement (Bon Ton Stores Inc)

Distributions; Upstream Payments. (a) Declare or make any Distributions, except except: (i) Permitted Distributions and Upstream Payments, (ii) Upstream Payments; orPermitted Tax Distributions, and (iii) Permitted Non-Tax Distributions. (b) Create or suffer to exist any encumbrance or restriction on the ability of a Domestic Subsidiary to make any Upstream Payment, except for restrictions under the Loan Documents, the Revolver Loan Documents and the Second Lien Debt Documents and under Applicable Law or restrictions in effect on the Closing Date as shown on Schedule 8.1.159.1.14.

Appears in 1 contract

Samples: Loan and Security Agreement (LIVE VENTURES Inc)

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