Restricted Distributions and other Payments Sample Clauses

Restricted Distributions and other Payments. Borrower shall not declare or make any distributions, dividend, payment or other distribution of assets to any holder of any Equity Interest in Borrower, whether or not such a distribution is permitted under the terms of Borrower’s Organizational Documents, including repayment of any loans made by any holder of any Equity Interest in Borrower to Borrower, return of capital contributions, distributions upon termination, liquidation or dissolution of Borrower or any development, property management, accounting or other fees payable to any holder of any Equity Interest in Borrower. All capital contributed to the Mortgaged Property or internally generated by the Mortgaged Property shall remain in the Mortgaged Property until (a) repayment of the Construction Loan in full, or (b) the conversion of the Construction Loan to the Permanent Loan, upon which the negative covenant set forth in the prior sentence shall no longer apply. Without limiting the foregoing, Borrower shall not at any time make a distribution of assets that would cause the Construction Loan to constitute a high volatility commercial real estate (“HVCRE”) exposure pursuant to Part 217 of Chapter II of title 12 of the Code of Federal Regulations. If, at any time, for any reason, the Construction Loan constitutes an HVCRE exposure pursuant to Part 217 of Chapter II of title 12 of the Code of Federal Regulations and the result of the foregoing is to increase the cost to Lender of making or maintaining the Construction Loan or to reduce the return received by Lender in connection with the Construction Loan, to a level below that which Lender (or its controlling corporation) could have achieved but for such circumstances (taking into consideration its policies with respect to capital adequacy) by an amount deemed by Lender to be material (collectively, “HVCRE Related Costs”) then Lender shall notify Borrower, and thereafter Borrower shall pay to Lender, within ten (10) Business Days of written demand therefor from Lender, additional amounts sufficient to compensate Lender (or its controlling corporation) for any such HVCRE Related Costs and that shall cause Lender to receive the same return Lender would have received had the Construction Loan not constituted an HVCRE exposure. Any such written notice will include reasonable backup documentation evidencing the HVCRE Related Costs. ARTICLE VI
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Restricted Distributions and other Payments. Except for the Initial SPOC Payments, all capital contributed to the Mortgaged Property shall remain in the Mortgaged Property until the Loan is paid off in full. Notwithstanding anything to the contrary contained herein or in the other Loan Documents, Xxxxxxxx's Equity (Initial) and Borrower's Equity (Subsequent) shall remain in the Mortgaged Property until the Loan is paid off in full. Except for the Initial SPOC Payments, during the term of the Loan Borrower shall not make any distribution of assets to any holder of a partnership interest or other ownership interest in Borrower, whether or not such a distribution is permitted under the terms of the JV Agreement, including without limit return of capital contributions, repayment of any loans made to Borrower by any holder of a partnership interest or other ownership interest in Borrower, distributions upon termination, liquidation or dissolution of Borrower or any development, property management, accounting or other fees payable to any holder of a partnership interest or other ownership interest in Borrower that would constitute a return of capital contributed to the Borrower by a holder of a partnership interest or other ownership interest in Borrower. Without limiting the foregoing, Borrower shall not at any time make a distribution of assets that would cause the Loan to constitute a high volatility commercial real estate ("HVCRE") exposure as
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Restricted Distributions and other Payments. All capital contributed to the Mortgaged Property, including, without limitation, Borrower's Equity, shall remain in the Mortgaged Property until the Loan is paid off in full. During the term of the Loan, Borrower shall not make any distribution of assets to any holder of a partnership interest or other ownership interest in Borrower, whether or not such a distribution is permitted under the terms of Borrower's Amended and Restated Limited Partnership Agreement dated effective as of December 16, 2021, including without limit return of capital contributions, repayment of any
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Restricted Distributions and other Payments. All capital contributed to the Mortgaged Property shall remain in the Mortgaged Property until the Loan is paid off in full. During the term of the Loan, Borrower shall not make any distribution of assets to any holder of a partnership interest or other ownership interest in Borrower, whether or not such a distribution is permitted under the terms of Borrower's limited partnership agreement, including without limit return of capital contributions, repayment of any loans made to Borrower by any holder of a partnership interest or other ownership interest in Borrower, distributions upon termination, liquidation or dissolution of Borrower or any development, property management, accounting or other fees payable to any holder of a partnership interest or other ownership interest in Borrower that would constitute a return of capital contributed to the Borrower by a holder of a partnership interest or other ownership interest in Borrower. Without limiting the foregoing, Borrower shall not at any time make a distribution of assets that would cause the Loan to constitute a high volatility commercial real estate ("HVCRE") exposure pursuant to Part 217 of Chapter II of title 12 of the Code of Federal Regulations as modified by Section 214 of the Economic Growth, Regulatory Relief, and Consumer Protection Act, Pub. L. No. 115-174, 132 Stat. 1296 (2018). If, at any time, for any reason, the Loan constitutes an HVCRE exposure pursuant to Part 217 of Chapter II of title 12 of the Code of Federal Regulations as so modified, and the result of the foregoing is to increase the cost to Lender of making or maintaining the Loan or to reduce the return received by Lender in connection with the Loan, then, Lender, at its option, may immediately increase the Applicable Margin (as defined in the Note) to a rate determined CONSTRUCTION LOAN AGREEMENT – Page 33 by Lender, in its sole discretion, that shall cause the Lender to receive the same return it would have received had the Loan not constituted an HVCRE exposure.
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Related to Restricted Distributions and other Payments

  • Royalties and Other Payments A. For the rights, privileges and exclusive license granted hereunder, Licensee shall pay to CMCC the following amounts in the manner hereinafter provided. Unless expressly stated otherwise in this Agreement, periodic payment obligations listed below shall endure through the Term of this Agreement, unless this Agreement shall be sooner terminated as hereinafter provided:

  • Cash Dividends and Other Distributions In the event that at any time or from time to time after the date hereof, the Company shall distribute to all holders of Common Stock (i) any dividend or other distribution of cash, evidences of its indebtedness, shares of its capital stock or any other properties or securities, or (ii) any options, warrants or other rights to subscribe for or purchase any of the foregoing (other than, in each case set forth in (i) and (ii), (x) any dividend or distribution described in Section 3(a) or Section 3(e), (y) any rights, options, warrants or other Convertible Securities described in Section 3(c) or (z) in connection with any transaction resulting in the issuance of additional warrants pursuant to Section 3(m)), then (1) the number of shares of Common Stock purchasable upon the exercise of this Warrant shall be increased to a number determined by multiplying the number of shares of Common Stock purchasable upon the exercise of this Warrant immediately prior to the record date for any such dividend or distribution by a fraction, (A) the numerator of which shall be the Fair Market Value per share of Common Stock on the record date for such distribution, and (B) the denominator of which shall be such Fair Market Value per share of Common Stock less the sum of (x) any cash distributed per share of Common Stock and (y) the Fair Market Value of the portion, if any, of the distribution applicable to one share of Common Stock consisting of evidences of indebtedness, shares of stock, securities, other property, options, warrants or subscription or purchase rights and (2) the Exercise Price shall be adjusted to a number determined by dividing the Exercise Price immediately prior to such record date by the above fraction. Such adjustments shall be made whenever any distribution is made and shall become effective as of the date of distribution, retroactive to the record date for any such distribution. No adjustment shall be made pursuant to this Section 3(b) which shall have the effect of decreasing the number of shares of Common Stock purchasable upon exercise of each Warrant or increasing the Exercise Price.

  • Dividends and Other Distributions in Respect of the Escrow Shares During the Escrow Period, all dividends payable in cash with respect to the Escrow Shares shall be paid to the Initial Stockholders, but all dividends payable in stock or other non-cash property (“Non-Cash Dividends”) shall be delivered to the Escrow Agent to hold in accordance with the terms hereof. As used herein, the term “Escrow Shares” shall be deemed to include the Non-Cash Dividends distributed thereon, if any.

  • Taxes and Other Payments 7.1. Unless otherwise specifically provided for in this Agreement, the Company shall not be liable for the payment of taxes or other payments for which the Employee is responsible as result of this Agreement or any other legal provision, and the Employee shall be personally liable for such taxes and other payments.

  • Expenses and Other Payments (a) Except as otherwise provided in this Section 8.3, each party shall pay its own expenses incident to preparing for, entering into and carrying out this Agreement and the consummation of the Transactions, whether or not the Merger shall be consummated.

  • Stock Dividends and Other Distributions If the Company at any time while this Warrant is outstanding and unexpired shall (i) pay a dividend with respect to Series Preferred payable in Series Preferred, then the Warrant Price shall be adjusted, from and after the date of determination of shareholders entitled to receive such dividend or distribution, to that price determined by multiplying the Warrant Price in effect immediately prior to such date of determination by a fraction (A) the numerator of which shall be the total number of shares of Series Preferred outstanding immediately prior to such dividend or distribution, and (B) the denominator of which shall be the total number of shares of Series Preferred outstanding immediately after such dividend or distribution; or (ii) make any other distribution with respect to Series Preferred (except any distribution specifically provided for in Sections 4(a) and 4(b)), then, in each such case, provision shall be made by the Company such that the holder of this Warrant shall receive upon exercise of this Warrant a proportionate share of any such dividend or distribution as though it were the holder of the Series Preferred (or Common Stock issuable upon conversion thereof) as of the record date fixed for the determination of the shareholders of the Company entitled to receive such dividend or distribution.

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