Payments; Distributions. Except for payments of management fees otherwise permitted to be paid to Manager under this Agreement pursuant to a Management Agreement approved by Lender at a time when no Event of Default exists, Borrower shall not pay any distributions, dividends or other payments or return any capital to any of its respective partners, members, owners or shareholders or any other Affiliate or make any distribution of assets, rights, options, obligations or securities to any of its respective partners, members, shareholders or owners or any other Affiliate (individually, or collectively, a “Distribution”) unless (a) on the date of the proposed Distribution, and after giving effect to the subsequent Distribution, no Default or Event of Default exists; (b) funds are not then required to be deposited into any Reserves; (c) Borrower is not “insolvent” (as defined in the Bankruptcy Code) and will not be rendered insolvent by virtue of such Distribution;
Payments; Distributions. Borrower shall not pay any distributions, dividends or other payments or return any capital to any of its respective partners, members, owners or shareholders or any other Affiliate or make any distribution of assets, rights, options, obligations or securities to any of its respective partners, members, shareholders or owners or any other Affiliate (individually, or collectively, a “Distribution”) unless (a) on the date of the proposed Distribution, and after giving effect to such Distribution, no Default or Event of Default exists; (b) funds are not then required to be deposited into any Loan Account, including any amounts required to be deposited with Lender; and (c) Borrower is not “insolvent” (as defined in the Bankruptcy Code) and will not be rendered insolvent by virtue of such Distribution.
Payments; Distributions. Borrower shall not pay any distributions, dividends or other payments or return any capital to any of its respective partners, members, owners or shareholders or any other Affiliate or make any distribution of assets, rights, options, obligations or securities to any of its respective partners, members, shareholders or owners or any other Affiliate (individually, or collectively, a “Distribution”) unless (a) on the date of the proposed Distribution, and after giving effect to the subsequent Distribution, no monetary Default, material non-monetary Default, Event of Default, monetary Senior Loan Default, material non-monetary Senior Loan Default or Senior Loan Event of Default exists; and (b) Borrower is not “insolvent” (as defined in the Bankruptcy Code) and will not be rendered insolvent by virtue of such Distribution.
Payments; Distributions. Enforcement proceeds of Shared Security will be paid to and distributed by the Intercreditor Agent/Security Agent. • Enforcement proceeds of Non-Shared Security will be paid to and distributed by the relevant Facility Agent or paid to the relevant Secured Creditor. • An escrow arrangement will need to be established pending receipt of proceeds of enforcement of Shared Security to ensure that proceeds are not distributed prior to enforcement action(10) against Non-Shared Security/existing guarantees and to preserve Senior Secured Creditors net entitlement to any distribution such that Senior Secured Creditors benefiting from Non-Shared Security are not disadvantaged in relation to any other Secured Creditors.
Payments; Distributions. (a) All payments (including prepayments) to be made by the Borrower hereunder, under the Notes and under any other Basic Agreement, whether on account of principal, interest, fees or otherwise, shall be made without deduction (other than in respect of Taxes, which are governed by Section 2.9), set-off or counterclaim and shall be made prior to 11:00 a.m., New York time, on the due date therefor to the Security Trustee for the account of the Lenders to an account in the United States of the Security Trustee to be specified by the Security Trustee, in Dollars and by wire transfer of immediately available funds. Payments made by the Borrower to the Security Trustee for account of any Lender shall constitute payment by the Borrower to such Lender. If any payment hereunder becomes due and payable on a day other than a Business Day, such payment shall be due and payable on the immediately succeeding Business Day (unless such Business Day falls in the following calendar month, in which case such payment shall be due and payable on the immediately preceding Business Day). The Security Trustee shall, no later than 2:00 p.m. (New York time) on the same day, remit all such amounts so received by it to the applicable Lender or Lenders to such address and in such manner (by wire transfer of immediately available funds if not otherwise specified) to be specified by such Lender. Each such payment shall be made on the date such payment is due and without any presentment or surrender of any Note, except that at or promptly following any final payment with respect to any Note, such Note shall be surrendered to the Security Trustee for cancellation. If, as a result of the negligence of the Security Trustee, the Security Trustee fails to make any such payment as provided above after its receipt of funds at the place and by the time specified above, the Security Trustee shall compensate the Lenders for loss of use of funds at the Applicable Rate.
(b) Subject to Section 2.6(c), each payment received by a Lender on a Note shall be applied, first, to the payment of any amount (other than principal of or interest on such Note) then due in respect of such Note, including, without limitation, Breakage Costs, if any; second, to the payment of accrued interest on such Note (as well as any interest on overdue principal, or, to the extent permitted by applicable law, on Break Costs, if any, on interest and on other amounts due thereunder) due and payable to the date of such payment; and...
Payments; Distributions. On a monthly basis, NSC shall determine whether the Core Business has had a Monthly Net Profit or Monthly Net Loss. If NSC determines that the Core Business generated a Monthly Net Loss, then NSC shall invoice OPN Holdings for such Monthly Net Loss, with a reasonable accounting of the financial activity that led to such loss. If NSC determines that the Core Business generated a Monthly Net Profit, then NSC shall deliver to OPN Holdings, by check or wire transfer, an amount equal to such Monthly Net Profit, with a reasonable accounting of the financial activity that led to such profit. Invoices and/or payments shall be sent within 15 days of the end of the calendar month. Notwithstanding the foregoing, at the request of NSC, prior to the 10th calendar day of each month, OPN Holdings shall advance an amount to NSC equal to the payroll obligations attributable to the Core Business (the “Pre-Paid Salary Allowance”). This provision shall survive the termination of this Agreement until all open payments or distributions described above are settled between NSC and OPN Holdings.
Payments; Distributions. Except for payments of management fees otherwise permitted to be paid to Manager under this Agreement pursuant to a Management Agreement approved by Lender at a time when no Event of Default exists, Borrower shall not pay any distributions, dividends or other payments or return any capital to any of its respective partners, members, owners or shareholders or any other Affiliate or make any distribution of assets, rights, options, obligations or securities to any of its respective partners, members, shareholders or owners or any other Affiliate (individually, or collectively, a "DISTRIBUTION") unless (a) on the date of the proposed Distribution, and after giving effect to the subsequent Distribution, no Default or Event of Default exists; (b) funds are not then required to be deposited into any Reserves;
Payments; Distributions. Borrower shall not pay any distributions, dividends or other payments or return any capital to any of its shareholders or any other Affiliate or make any distribution of assets, rights, options, obligations or securities to any of its shareholders or owners or any other Affiliate, other than payments of interest to its shareholders on any Shareholder Subordinated Debt which may only be made by Borrower if there shall exist no uncured Event of Default nor shall any set of circumstances then exist which, with the passage of time and/or the giving of notice, or both, would constitute an Event of Default.
Payments; Distributions. (i) All payments and proceeds received by Agent (including any (A) payments made by Borrowers in connection with the release of any portion of the Mortgaged Property or other Collateral from the liens and security interests granted pursuant to the Loan Documents, (B) insurance and condemnation proceeds and (C) amounts received in connection with the liquidation or other realization by Agent upon any portion of the Collateral) shall be applied, prior to the occurrence of an Event of Default, first, to reimburse the Agent for any unpaid costs and expenses incurred by the Agent, second, to accrued and unpaid interest on the Senior Loan, third, to accrued and unpaid interest on the Second Secured Term Loan, fourth, to Agent and Banks pro rata in respect of any unpaid Agent's fee, late charges, default rate interest and other sums payable under the Credit Agreement and the other Loan Documents, fifth, to the principal amount of the Senior Loan as provided in the Credit Agreement until such principal amount of the Senior Loan has been repaid in full, and sixth, to the extent permitted by the Credit Agreement, to the principal balance of the Second Secured Term Loan until such principal balance of the Second Secured Term Loan has been repaid in full.
(ii) From and after the occurrence of an Event of Default and during the continuance thereof, all payments and proceeds received by Agent shall be applied, first, as provided in Section 12.4(a) of the Credit Agreement, whether or not such payments constitute administrative expenses under Section 503(b) of the Bankruptcy Code, second, to the Senior Loan (pro rata based on the respective Revolving Credit Commitments and the Secured Term Loan Commitments) until all amounts due and payable in connection with the Senior Loan (including protective or curative advances and expenses funded only by the Senior Banks) have been repaid in full in cash or cash equivalents, third, the balance, if any, to the Second Secured Term Loan until all amounts due and payable in connection with the Second Secured Term Loan (including principal and scheduled interest, default interest, late charges, protective or curative advances and expenses funded only by the Second Secured Term Loan Banks) have been repaid in full, fourth, to the Agent for the payment of the Agent's fee payable pursuant to Section 4.3 of the Credit Agreement and fifth, the balance, if any, shall be returned to the Borrowers or to such other Persons as are entitled theret...
Payments; Distributions. Pay any distributions, dividends or other payments with respect to any Borrower Entity, any partnership or other equity interest in any Borrower Entity, or return any capital to any Borrower Entity or any partner or shareholder thereof or make any distribution of assets, rights, options, obligations or securities to any partner or shareholder thereof, or pay any interest on or repay any principal of any loan made to any Borrower Entity by any of the foregoing (each of the foregoing, a "DISTRIBUTION") except as a Restricted Payment disbursement from the Facility Escrow Account in accordance with the conditions set forth in, and only to the extent permitted under, the Security Agreement.
