DIVIDEND COVENANT. Section 3 of the Third Supplemental Indenture, as heretofore amended, is hereby further amended by inserting the words “or One Hundred Twenty-Third Series” immediately before the words “remain Outstanding”.
DIVIDEND COVENANT. SECTION 2. The Company covenants that, so long as any of the bonds of the Sixty-fourth Series are Outstanding, it will not declare any dividends on its Common Stock (other than (a) a dividend payable solely in shares of its Common Stock, or (b) a dividend payable in cash in cases where, concurrently with the payment of such dividend, an amount in cash equal to such dividend is received by the Company as a capital contribution or as the proceeds of the issue and sale of shares of its Common Stock) or make any distribution on outstanding shares of its Common Stock or purchase or otherwise acquire for value any outstanding shares of its Common Stock (otherwise than in exchange for or out of the proceeds from the sale of other shares of its Common Stock) if, after such dividend, distribution, purchase or acquisition, the aggregate amount of such dividends, distributions, purchases and acquisitions paid or made subsequent to February 28, 2002 (other than any dividend declared by the Company on or before February 28, 2002) exceeds (without giving effect to (i) any of such dividends, distributions, purchases or acquisitions, or (ii) any net transfers from retained earnings to stated capital accounts) the sum of (a) the aggregate amount credited subsequent to February 28, 2002 to retained earnings, (b) $350,000,000 and (c) such additional amount as shall be authorized or approved, upon application by the Company, by the Securities and Exchange Commission, or by any successor commission thereto, under the Public Utility Holding Company Act of 1935. For the purposes of this Section 2 the aggregate amount credited subsequent to February 28, 2002 to retained earnings shall be determined in accordance with generally accepted accounting principles and practices after making provision for dividends upon any preferred stock of the Company, accumulated subsequent to such date, but in such determination there shall not be considered charges to retained earnings applicable to the period prior to February 28, 2002, including, but not limited to, charges to retained earnings for write-offs or write-downs of book values of assets owned by the Company on February 28, 2002.
DIVIDEND COVENANT. Section 2. Section 3 of the Third Supplemental Indenture, as heretofore amended, is hereby further amended by inserting the words "or One Hundred Third Series" immediately before the words "remain Outstanding".
DIVIDEND COVENANT. Section 3 of the Third Supplemental Indenture, as heretofore amended, is hereby further amended by inserting the words "or __________ Series" immediately before the words "remain Outstanding". -------------------- ***** THESE OR OTHER REDEMPTION PROVISIONS OR OTHER TERMS AND CONDITIONS RELATING TO THE SERIES OF FIRST MORTGAGE BONDS MAY BE INSERTED HERE.
DIVIDEND COVENANT. Section 2.01 The Company hereby covenants and agrees with the Trustee and with the respective bearers and owners of Series B Bonds that so long as any of the Series B Bonds shall be outstanding, the Company will not on or after October 1, 1954, declare or pay a dividend upon its capital stock (other than a dividend payable in shares of its capital stock) or make any other distribution on any shares of its capital stock, or purchase any shares of its capital stock in an amount or amounts exceeding the Dividend Fund hereinafter described, as constituted at the time of the declaration or payment of such dividend or distribution or at the time of such purchase. The Dividend Fund shall be computed by adding to
(a) the sum of $2,639,760.58
(b) the net earnings of the Company, determined as hereinafter defined, for the period, considered as a unit, from January 1, 1954, to the close of that quarter which last precedes the date of the declaration of any such proposed dividend or distribution, or date of such purchase; and by subtracting from the total thereof
(c) the aggregate amounts theretofore paid out or declared or agreed to be paid out during said period in respect of such dividends, distributions, or purchases. For the purposes of this Covenant, the net earnings of the Company for any such period shall be computed on an accrual basis in accordance with sound accounting practice then current by deducting from the total revenues for such period the total operating expenses and other proper charges to income for such period, including (without in any respect limiting the generality of the foregoing) all taxes, interest on all outstanding indebtedness, amortization of debt discount and expense amortization of all other deferred charges properly subject to amortization, all charges on the Company's books to expense or income to provide for depreciation and all charges for maintenance, but excluding any provision for any Improvement Fund or any Sinking or similar fund for the retirement of debt and any profits and losses from the sale or other disposition of capital assets made in said period; provided however that
(1) the charge to earnings and credit to depreciation reserve for said period shall comply with the provisions of Section 4.12 of the Original Indenture, except that for any period less than a year the charge for such period shall be apportioned, at a rate which shall not be less than the annual rate required by Section 4.12 of the Original Indenture, ...
DIVIDEND COVENANT. SECTION 2. The Company covenants and agrees that the provisions of subdivision (III) of Section 39 of the Mortgage, which are to remain in effect so long as any of the bonds of the First Series shall remain Outstanding, shall remain in full force and effect so long as any bonds of the First through Twenty-sixth Series shall remain Outstanding.
DIVIDEND COVENANT. SECTION 3. The Company covenants that, so long as any of the bonds of the Thirteenth Series are Outstanding, it will not declare any dividends on its Common Stock (other than (a) a dividend payable solely in shares of its Common Stock, or (b) a dividend payable in cash in cases where, concurrently with the payment of such dividend, an amount in cash equal to such dividend is received by the Company as a capital contribution or as the proceeds of the issue and sale of shares of its Common Stock) or make any distribution on outstanding shares of its Common Stock or purchase or otherwise acquire for value any outstanding shares of its Common Stock (otherwise than in exchange for or out of the proceeds from the sale of other shares of its Common Stock) if, after such dividend, distribution, purchase or acquisition, the aggregate amount of such dividends, distributions, purchases and acquisitions paid or made subsequent to November 30, 1969 (other than any dividend declared by the Company on or before November 30, 1969 for payment on or before December 31, 1969) exceeds (without giving effect to (i) any of such dividends, distributions, purchases or acquisitions, or (ii) any net transfers from earned surplus to stated capital accounts) the sum of (a) the aggregate amount credited subsequent to November 30, 1969 to earned surplus, (b) $14,500,000, and (c) such additional amounts as shall be authorized or approved, upon application by the Company, by the Securities and Exchange Commission, or by any successor commission thereto, under the Public Utility Holding Company Act of 1935. For the purpose of this Section 3 the aggregate amount credited subsequent to November 30, 1969 to earned surplus shall be determined in accordance with generally accepted accounting principles and practices after making provision for dividends upon any preferred stock of the Company, accumulated subsequent to such date, but in such determination there shall not be considered charges to earned surplus applicable to the period prior to December 1, 1969, including, but not limited to, charges to earned surplus for write-offs or write-downs of book values of assets owned by the Company on November 30, 1969. There shall be included as a deduction, however, in determining the net balance to be transferred from the income account for any period subsequent to November 30, 1969, amounts equal to the sum of (1) amounts, not otherwise deducted, which would be required to be included in operating...
DIVIDEND COVENANT. The Purchaser hereby agrees that it shall not declare or pay or set aside for payment a dividend on the outstanding shares of Dividend Junior Stock without the prior consent or agreement of the holders of at least a majority of the shares of Series B Preferred Stock then outstanding.”
DIVIDEND COVENANT. The Company covenants and agrees that, so long as any of the bonds of the __________ Series remain Outstanding, the Company will not declare or pay any dividends upon its common stock (other than dividends in common stock) or make any other distributions on its common stock or purchase or otherwise retire any shares of its common stock, unless immediately after such declaration, payment, purchase, retirement or distribution (hereinafter in this Section referred to as "Restricted Payments"), and giving effect thereto, the amount arrived at by adding
DIVIDEND COVENANT. Prior to the Closing, the Company shall take all of the actions set forth on Schedule 6.24.
