Dividends, Prepayments, Etc. Declare or pay any dividends, purchase or otherwise acquire for value any of its capital stock now or hereafter outstanding, return any capital to its stockholders as such, or make any other payment or distribution of assets to its stockholders as such, or permit any of its Subsidiaries to do any of the foregoing or to purchase or otherwise acquire for value any stock of the Borrower or make any payment or prepayment of principal of, premium, if any, or interest on, or redeem, defease or otherwise retire, any other Indebtedness of the Borrower before its scheduled due date.
Dividends, Prepayments, Etc. Declare or pay any dividends, purchase or otherwise acquire for value any of its Capital Stock now or hereafter outstanding, return any capital to its stockholders as such, or make any other payment or distribution of assets to its stockholders as such, or permit any of its Subsidiaries to do any of the foregoing or to purchase or otherwise acquire for value any stock of any Loan Party, make any payment or prepayment of principal of, premium, if any, or interest on, or redeem, defease or otherwise retire, any Indebtedness of any Loan Party before its scheduled due date (other than prepayments of Indebtedness under the Loan Documents or the Term Loan Documents) (in each case, a “Restricted Payment”), other than, (i) so long as no Event of Default has occurred or is continuing or will result from any such Restricted Payment, Restricted Payments in an amount not to exceed $25,000,000 in the aggregate, and (ii) so long as no Event of Default has occurred or is continuing or will result from any such Restricted Payment, any Restricted Payment that exceeds $25,000,000 in the aggregate, provided that prior to making any such Restricted Payment, the Borrowers deliver to the Agent a certificate of a Responsible Officer of the Administrative Borrower, certifying that (A) immediately before and after giving effect to any such Restricted Payment, no Event of Default has occurred or is continuing or will result from the Restricted Payment and (B) as of the last Fiscal Quarter for which financial statements were delivered pursuant to Section 7.01(a)(i), on a pro forma basis after giving effect to any such Restricted Payment as if it had occurred at the beginning of the most recent fiscal period of four Fiscal Quarters for which such financial statements were delivered, Alon USA and its Consolidated Subsidiaries would be in compliance with the covenants contained in Section 7.02(i) hereof (which certification shall set forth in reasonable detail the Borrowers’ calculations, shall be prepared both on a reasonable basis and in good faith and based on assumptions believed by the Borrowers to be reasonable at the time made).
Dividends, Prepayments, Etc. 20 (e) Issuance of Capital Stock............................................................20 (f) Merger, Consolidation, Sale or Purchase of Assets....................................20 (g) Limitation on Payment Restrictions Affecting Subsidiaries............................20 (h) Liens................................................................................20 (i) Transactions with Affiliates and Officers............................................20
Dividends, Prepayments, Etc. Declare or make any dividend or other distribution on any shares of capital stock of the Company or any class of capital stock of any direct or indirect Subsidiary of the Company if less than a majority of the stock of such class is owned by the Company or another Subsidiary of the Company; purchase, redeem, or otherwise acquire for value (or permit any of its Subsidiaries to do so) any shares or right to acquire shares of any capital stock of the Company (other than the purchase of Warrants pursuant to the Tender Offer); make any voluntary prepayment in respect of Indebtedness of the Company or any of its Subsidiaries; or make any payment in respect of Indebtedness to an Affiliate, including loans to the Company by Xxxxxx X. Xxxxxxxxx.
Dividends, Prepayments, Etc. Declare or pay any dividends, purchase or otherwise acquire, or purchase or otherwise acquire, for value any of their respective capital stock now or hereafter outstanding, return any capital to their respective stockholders as such, or make any other payment or distribution of assets to their respective stockholders as such, or permit any of their respective Subsidiaries to do any of the foregoing or to purchase or otherwise acquire for value any stock of the Borrowers or make any payment or prepayment of principal or, premium, if any, or interest on, or redeem, defease or otherwise retire, any other Indebtedness of the Borrowers other than (i) dividends or other distributions by any Guarantor to any Borrower or by any Borrower to any other Borrower, (ii) so long as no Potential Default or Event of Default has occurred or is continuing, the Borrowers may make payments pursuant to the CIT Agreement, the Permitted BH Note Payments and the Permitted PIK Note Payments, (iii) dividends or distributions payable in capital stock or other equity interests, warrants to purchase capital stock or other equity interests, or split-ups or reclassifications of its capital stock or other equity interests into additional shares of its capital stock or other equity interests, (iv) prepayments of Indebtedness not in excess of $500,000 in the aggregate, (v) payments to the Note Holders but only at the times and in the amounts permitted to be paid under the Intercreditor Agreement, and (vi) payments with respect to Indebtedness permitted under Section 9.02 hereof.
Dividends, Prepayments, Etc. Section 7.02(f) of the Credit Agreement is hereby amended to revise the first parenthetical set forth therein to read in its entirety as follows: "(other than payments or prepayments of, or any redemption, defeasance or other retirement of, Indebtedness under the Loan Documents or the Term Loan Documents)".
Dividends, Prepayments, Etc. Declare or pay any dividends, purchase or otherwise acquire for value any of its Capital Stock now or hereafter outstanding, return any capital to its stockholders as such, or make any other payment or distribution of assets to its stockholders as such, or permit any of its Subsidiaries to do any of the foregoing or to purchase or otherwise acquire for value any stock of any Loan Party, make any payment or prepayment of principal of, premium, if any, or interest on, or redeem, defease or otherwise retire, any Indebtedness of any Loan Party before its scheduled due date (other than prepayments of Indebtedness under the Loan Documents or the Term Loan Documents) (in each case, a “Restricted Payment”), other than:
Dividends, Prepayments, Etc. Declare or pay any dividends, purchase or otherwise acquire for value any of its Capital Stock now or hereafter outstanding, return any capital to its stockholders as such, or make any other payment or distribution of assets to its stockholders as such, or permit any of its Subsidiaries to do any of the foregoing or to purchase or otherwise acquire for value any stock of any Loan Party, make any payment or prepayment of principal of, premium, if any, or interest on, or redeem, defease or otherwise retire, any Indebtedness of any Loan Party before its scheduled due date (other than prepayments of Indebtedness under the Loan Documents) (in each case, a “Restricted Payment”), other than, (i) so long as no Event of Default has occurred or is continuing or will result from any such Restricted Payment, Restricted Payments in an amount not to exceed $25,000,000 in the aggregate, and (ii) so long as no Event of Default has occurred or is continuing or will result from any such Restricted Payment, any Restricted Payment that exceeds $25,000,000 in the aggregate, provided that prior to making any such Restricted Payment, the Borrower delivers to the Agent a certificate of a Responsible Officer of the Borrower, certifying that (A) immediately before and after giving effect to any such Restricted Payment, no Event of Default has occurred or is continuing or will result from the Restricted Payment and (B) as of the last Fiscal Quarter for which financial statements were delivered pursuant to Section 7.01(a)(i), on a pro forma basis after giving effect to any such Restricted Payment as if it had occurred at the beginning of the most recent fiscal period of four Fiscal Quarters for which such financial statements were delivered, Alon USA and its Consolidated Subsidiaries would be in compliance with the covenants contained in Section 7.02(i) hereof (which certification shall set forth in reasonable detail the Borrower’s calculations, shall be prepared both on a reasonable basis and in good faith and based on assumptions believed by the Borrower to be reasonable at the time made).
Dividends, Prepayments, Etc. 57 8.10. Federal Reserve Regulations...............................57 8.11. Transactions with Affiliates..............................57 8.12. Cumulative FIFO EBITDA....................................58 8.13. Markup and Markdown Policies..............................58 8.14. Environmental.............................................58 8.15. ERISA.....................................................59 8.16. Maintenance of Inventory..................................59 8.17.
Dividends, Prepayments, Etc. 65 9.10. Transactions with Affiliates......................................................................65 9.11.
