No Distributions. Make any Distribution except Permitted Distributions.
No Distributions. Seller shall not permit the Partnership to make any distributions of cash or other property to Seller.
No Distributions. Make any distributions or honor any requests for redemptions if such distributions or withdrawals, if made, would result in the occurrence of a Default or an Event of Default of the type specified in Sections 10.1(a)(i), 10.1(b), 10.1(h) or 10.1(i).
No Distributions. No SpinCo Group Employee shall be entitled to a right to a distribution of his or her benefit under the Parent 401(k) Plan as a result of his or her transfer of employment from the Parent Group to the SpinCo Group nor as a result of the completion of the Separation.
No Distributions. Each Trust severally and not jointly agrees that it will not make any cash or in-kind distributions to its equity holders unless both before and after each such distribution the representations and warranties contained in Section 3.01 above with respect to such Trust would be true and correct.
No Distributions. Any declaration, setting aside or payment of any dividend or other distribution in respect of the Company’s capital stock; any redemption, purchase or other acquisition by the Company of any capital stock or other securities of the Company; or any other payment of any kind to any of the Company’s shareholders, except for regular payments of base salary, benefits under Employee Plans/Agreements applicable to the Company employees generally and reimbursement of expenses in accordance with the Company’s expense reimbursement policy.
No Distributions. The Borrower will not make any cash or in-kind distributions to its equity holders unless both before and after each such distribution the representations and warranties contained in Section 3.1 above would be true and correct.
No Distributions. No Keysight Group Employee or Subsequently Transferred Keysight Employee shall be entitled to a right to a distribution of his or her benefit under the Agilent Retirement Plan as a result of the transfer of employment to the Keysight Group and no Returning Agilent Employee shall be entitled to a right to a distribution of his or her benefit under the Keysight Retirement Plan as a result of the transfer of employment from the Keysight Group to the Agilent Group.
No Distributions. The Parties acknowledge that none of the transactions contemplated by this Agreement or the Separation Agreement will trigger a payment or distribution of compensation under the Xxxxxx Defined Contribution SERP for any Cable Employee or Former Cable Employee and, consequently, the payment or distribution of any compensation to which any such Cable Employee or Former Cable Employee is entitled under the Xxxxxx Defined Contribution SERP will occur upon such Employee’s separation from service from Cable or its Subsidiaries or at such other time as provided pursuant to the Cable Defined Contribution SERP.
No Distributions. (i) No Borrower will retire, repurchase or redeem any of such Borrower’s capital stock or other ownership interest in such Borrower, nor declare or pay any dividend in cash or other property (other than additional shares of capital stock or additional ownership interests) to any owner or holder of such Borrower’s shares or other ownership interest; provided, that:
(A) any subsidiary of a Borrower may declare and pay dividends to such Borrower;
(B) Borrowers may repurchase equity interests consisting of common stock held by employees pursuant to any employee stock ownership plan thereof disclosed in Item 5 of the Schedule upon the termination, retirement or death of any such employee in accordance with the provisions of such plan; provided, that, as to any such repurchase, each of the following conditions is satisfied: (i) as of the date of the payment for such repurchase and after giving effect thereto, no Default shall exist or have occurred and be continuing, (ii) such repurchase shall be paid with funds legally available therefor, (iii) such repurchase shall not violate any law or regulation or the terms of any indenture, agreement or undertaking to which such Borrower is a party or by which such Borrower or its property is bound, and (iv) the aggregate amount of all payments for such repurchases in any calendar year shall not exceed $250,000;
(C) LSG may redeem, retire, defease, purchase or otherwise acquire any shares of any class of its equity interests for consideration in the form of shares of common stock or Qualified Equity Interests, or the proceeds therefrom, so long as, in each case after giving effect thereto no Change of Control or other Default shall exist or occur; and
(D) LSG may effect a redemption of its Series H Preferred Shares, Series I Preferred Shares, and Series J Preferred Shares, in each case pursuant to the terms of the applicable Certificates of Designation; provided, that, in all events Borrowers shall indefeasibly repay the Obligations in full and cause all Letters of Credit to be cancelled and returned (or cash collateralized pursuant to Section 17(c)) at least 1 Business Day prior to the date on which LSG effects such redemption as permitted by this Section 8(c).
(ii) No Borrower will enter into a management or advisory agreement with, or pay any Management Fees except as permitted by the Service Fees Subordination Agreement.
