Prohibited Distributions and Payments, Etc. Borrower shall not, directly or indirectly, declare or make any Restricted Payment.
Prohibited Distributions and Payments, Etc. Borrower shall not, directly or indirectly, declare or make any Prohibited Distribution or Prohibited Payment, except, (i) dividends or distributions declared, paid or made in favor of another Borrower or its subsidiaries, (ii) any purchase, redemption or retirement of equity interests of Borrower so long as the amount of such purchases, redemptions or retirements does not exceed $750,000 in the aggregate in any calendar year, (iii) payments with respect to any Permitted Acquisitions, (iv) payments for any earnout obligations incurred in connection with Permitted Acquisitions, and (v) Borrow may make any Prohibited Distribution or Prohibited Payment pursuant to and in accordance with equity incentive plans or other benefit plans for directors, management or employees.
Prohibited Distributions and Payments, Etc. Borrower shall not, directly or indirectly, declare or make any Prohibited Distribution or Prohibited Payment, except, on the express condition that if there is no Default or Event of Default that has occurred or that would result therefrom, Borrower may make the following payments:
(a) Borrower may pay to ScripsAmerica, Inc. that portion of documented operational expenses incurred by ScripsAmerica, Inc. that are reasonably allocable to Borrower using sound accounting principles;
(b) Borrower may pay to ScripsAmerica, Inc. that portion of consolidated income tax allocable to Borrower each period, provided that such payments shall be included in the minimum Debt Service Coverage Ratio as “cash taxes paid” in the period in which such payment is made; and
(c) In addition to the distributions set forth in Section 9.2(a) above, Borrower may make Owner Distributions of operating profits only with the prior written consent of Lender.
Prohibited Distributions and Payments, Etc. Declare or make any Prohibited Distributions or Prohibited Payment.
Prohibited Distributions and Payments, Etc. Declare or make any Prohibited Distribution or Prohibited Payment; provided, however, so long as no Event of Default has occurred and is continuing or would result therefrom, Borrower may pay dividends to its preferred shareholders that do not exceed $360,000 in the aggregate in any fiscal year.
Prohibited Distributions and Payments, Etc. No Borrower shall, directly or indirectly, declare or make any Prohibited Distribution or Prohibited Payment without the prior written consent of Lender, which consent shall not be unreasonably withheld, provided, that so long as (i) a Borrower is a limited liability company and has elected to be taxed as a partnership for Federal income tax purposes or has a valid election to be taxed as an “S corporation” for Federal income tax purposes and (ii) no Default or Event of Default has occurred or would result therefrom, such Borrower may pay dividends or make distributions to its shareholders or members (as applicable) in an aggregate amount not greater than the amount necessary for such shareholders or members to pay their actual state and United States federal income tax liabilities in respect of taxable income earned by such Borrower.
Prohibited Distributions and Payments, Etc. Borrower shall not, directly or indirectly, declare or make any Prohibited Distribution or Prohibited Payment, except as follows: on the express condition that no Default or Event of Default has occurred or would result therefrom,
(a) Zynex, Inc. may make regularly scheduled payments of principal and interest on the Shareholder’s Loans, including demand payments on the Shareholder’s Loan evidenced by a demand promissory note; and
(b) Borrower may pre-pay purchase money Capitalized Lease Obligations.
Prohibited Distributions and Payments, Etc. Borrowers shall not, directly or indirectly, declare or make any Restricted Payment, other than:
(a) regularly scheduled payments of interest (at the non-default rate) on the Subordinated Debt in accordance with the terms thereof, so long as no Default or Event of Default has occurred or would result therefrom;
(b) payments of the Earn-Out in accordance with the terms of the Closing Date Acquisition Agreement as in effect on the Closing Date, so long as (or, if applicable, to the extent that) (i) no Event of Default exists or would be created by the making of such payment or partial payment and (ii) after giving effect to such payment or partial payment, the Borrower are in compliance on a pro form basis with the covenants set forth in Section 8.1, recomputed for the most recent fiscal quarter for which financial statements have been delivered to Lender; and
(c) payment to Xxxx X. Xxxxxx of an annual salary not to exceed $700,000.
Prohibited Distributions and Payments, Etc. Declare or make any Prohibited Distribution or Prohibited Payment; provided, that Borrower may declare and pay dividends to TBM Holdings, Inc. ("HOLDINGS"), in an aggregate amount equal to the income tax liability of Holdings attributable to the separate taxable income of Borrower and its Subsidiaries.
Prohibited Distributions and Payments, Etc. Borrower shall not, directly or indirectly, declare or make any Prohibited Distribution or Prohibited Payment, except, on the express condition that if there is no Default or Event of Default that has occurred or that would result therefrom, Borrower may make the following payments: (i) dividends or distributions declared, paid or made in favor of another Borrower or its subsidiaries, (ii) any purchase, redemption or retirement of equity interests of Borrower so long as the amount of such purchases, redemptions or retirements does not exceed $750,000 in the aggregate in any calendar year, (iii) payments with respect to any Permitted Acquisitions, (iv) payments for any earnout obligations incurred in connection with Permitted Acquisitions, (v) Borrower may make any Prohibited Distribution or Prohibited Payment pursuant to and in accordance with equity incentive plans or other benefit plans for directors, management or employees, and (vi) Borrower may transfer up to $100,000 in the aggregate in any calendar year to Zynex Europe, ApS.”
e. Section 9.5 is amended and modified to read as follows:
