Prohibition on Payments. Notwithstanding the provisions of SUBSECTION 4(A) above, (i) upon the occurrence and during the continuation of any Event of Default, or (ii) if, after giving effect to such Subordinated Debt Payment, Debtor shall have Excess Availability of less than $3,000,000 then, in either case, no Subordinated Debt Payment shall be made or agreed to be made by Debtor or accepted by Holdings on account of the principal of, premium or interest on, or any other amounts in respect of the Subordinated Debt, and Debtor shall not segregate or hold in trust money for any such payment or distribution
Prohibition on Payments. (a) If either
Prohibition on Payments. Notwithstanding anything in this Agreement to the contrary, the Employer will not be required to pay any benefit under this Agreement if, upon the advice of counsel, the Employer determines that the payment of such benefit would be prohibited by 12 C.F.R. Part 359 or any successor regulations regarding employee compensation promulgated by any regulatory agency having jurisdiction over the Employer or any of its affiliates.
Prohibition on Payments. No payments shall be made to Partners pursuant to this Article 7 if the payment would reduce the assets of the Partnership to an amount insufficient to discharge the liabilities of the Partnership to Persons who are not Partners.
Prohibition on Payments. (A) The foregoing provisions of Section 5 to the contrary notwithstanding, upon the happening of any Event of Default (or if the making of any payment otherwise permitted pursuant to Section 5 above would result in an Event of Default) under and as defined in the Senior Credit Agreement (or, if the Senior Loan has been paid in full, under the documents evidencing the Most Senior Loan) and upon receipt by Borrowers or any of the other Loan Parties of written notice (the "Default Notice") from the Most Senior Lender (or from Agent) concerning such Event of Default or resulting Event of Default:
Prohibition on Payments. (A) The foregoing provisions of Section 5 to the contrary notwithstanding, upon the happening of any Event of Default or any Incipient Default under Section 8.1.6 of the Loan Agreement under and as defined in the Loan Agreement and upon receipt by Subordinated Lender of written notice (the "Default Notice") from the Senior Lender, no direct or indirect payment in cash, property or securities, by setoff or otherwise, shall be made or agreed to be made by the Borrower or accepted by the Subordinated Lender on account of the principal of, premium or interest on or any other amounts due under the Subordinated Loan Documents or in respect of any redemption, retirement or acquisition of any of the indebtedness evidencing or due under the Subordinated Loan Documents and the Borrower shall not segregate or hold in trust money for any such payment or distribution, unless and until the earliest of the following to occur has occurred: (i) Subordinated Lender has received a written notice from the Senior Lender that the default referred to in such Default Notice has been cured or waived by Senior Lender, or (ii) the expiration of 180 days following the giving of the Default Notice (the period from the date the Default Notice is given to the earlier to occur of the events described in clauses (i) and (ii) of this sentence shall be referred to as the "Standstill Period"). Senior Lender shall not be entitled to give a Default Notice more than one time in any 360 day period. Upon the expiration of the Standstill Period, the Subordinated Lender shall be entitled, notwithstanding anything herein to the contrary, to the immediate payment in full of all suspended payments of the Subordinated Indebtedness to the fullest extent permitted by Section 5, and the Subordinated Lender shall further be entitled to seek enforcement, collection, or realization on such suspended payments of the Subordinated Indebtedness if said suspended payments are not immediately so paid by Borrower.
Prohibition on Payments. Notwithstanding the provisions of ----------------------- subsection 4(a) above, upon the happening of any Event of Default under and --------------- defined in the Loan Agreement, and upon receipt by Junior Lender of written notice thereof (the "Default Notice") from Foothill, no Subordinated Debt -------------- Payment shall be made or agreed to be made by Debtor or accepted by Junior Lender on account of the principal of, premium or interest on, or any other amounts in respect of the Subordinated Debt, and Debtor shall not segregate or hold in trust money for any such payment or distribution, unless and until Junior Lender has received a written notice from Foothill that the default referred to in such Default Notice has been cured or waived by Foothill, and thereafter Junior Lender shall be entitled to the payment or suspended payments of the Subordinated Debt from Debtor, to the extent permitted as an Allowed Payment under subsection 4(a) hereof, and provided that no Event of Default will --------------- result from the making of any such payments by Debtor.
Prohibition on Payments. (a) Notwithstanding the provisions of Section 5 above, upon the happening of any Event of Default under and as defined in the Loan Agreement, no direct or indirect payment or prepayment in cash, property or securities, by set-off or otherwise, shall be made or agreed to be made by the Borrower or accepted by the Subordinated Lender on account of the principal of, premium or interest on, or any other amounts in respect of the Subordinated Indebtedness, and the Borrower shall not segregate or hold in trust money for any such payment or distribution, unless and until Subordinated Lender has received a written notice from the Senior Lender that the Event of Default has been cured or waived by Senior Lender, and thereafter Subordinated Lender shall be entitled to the payment of suspended payments of the Subordinated Indebtedness from Borrower, to the extent permitted as an Allowed Payment under Section 5 hereof, provided that no Event of Default will result from the making of such payments by Borrower.
Prohibition on Payments. (A) Notwithstanding the provisions of Section 5 above, upon the happening of any Event of Default under and as defined in the Loan Agreement, and upon receipt by Subordinated Lender of written notice thereof (the "Default Notice") from the Senior Lender, no direct or indirect payment or prepayment in cash, property or securities, by set-off or otherwise, shall be made or agreed to be made by the Borrower or accepted by the Subordinated Lender on account of the principal of. premium or interest on, or any other amounts in respect of the Subordinated Indebtedness, and the Borrower shall not segregate or hold in trust money for any such payment or distribution, unless and until the Subordinated Lender has received a written notice from the Senior Lender that the default referred to in such Default Notice has been cured or waived by Senior Lender, and thereafter Subordinated Lender shall be entitled to the payment of suspended payments of the Subordinated Indebtedness from Borrower, to the extent permitted as an Allowed Payment under Section 5 hereof, provided that no Event of Default will result from the making of such payments by Borrower.
Prohibition on Payments. (A) The foregoing provisions of Section 5 to the contrary notwithstanding, upon the failure of Borrower to satisfy any Required Condition applicable to any Allowed Payment(s), and upon receipt by Subordinated Lender of written notice thereof (a "Blockage Notice") from Senior Lender, no direct or indirect payment in cash, property, securities or anything of value, by set off or otherwise with respect to such Allowed Payment(s), shall be made or agreed to be made by Borrower or accepted by Subordinated Lender subsequent to the issuance of a Blockage Notice on account of any amounts due under the Subordinated Loan Documents or in respect of any redemption, retirement or acquisition of any of the Subordinated Indebtedness evidencing or due under the Subordinated Loan Documents and Borrower shall not segregate or hold in trust money for any such payment or distribution. Upon notice from Senior Lender rescinding the Blockage Notice, Subordinated Lender shall be entitled to the immediate payment in full of all suspended payments of the Subordinated Indebtedness but only to the extent permitted by Section 5 (including satisfaction of the applicable Required Conditions).
