Restricted Payments and Purchases. No Borrower Party shall, or shall permit any Subsidiary of a Borrower Party to, directly or indirectly declare or make any Restricted Payment or Restricted Purchase, or set aside any funds for any such purpose, other than Dividends on common stock which accrue (but are not paid in cash) or are paid in kind or Dividends on preferred stock which accrue (but are not paid in cash) or are paid in kind; provided, however, that (a) any Borrower’s Subsidiaries may make Restricted Payments to any Borrower or a wholly owned Domestic Subsidiary of any Borrower that is a Borrower Party, (b) Parent may make Restricted Payments to the holders of the Equity Interests of Parent for and in the amount of Federal and state taxes payable by such holders which are attributable to the operations or assets of Parent and, to the extent Parent has received a distribution in such amount from the Subsidiaries of Parent, the Subsidiaries of Parent and (c) Parent may make Restricted Payments and Restricted Purchases after the Agreement Date if, before and after giving effect to such Restricted Payment, no Default has occurred and is continuing or would result from the making of such Restricted Payment, so long as (i) there are no outstanding Advances and aggregate face amount of all outstanding Letters of Credit are less than $5,000,000 or (ii) if there are outstanding Advances or aggregate face amount of all outstanding Letters of Credit are equal to or greater than $5,000,000, Parent, on behalf of the Borrower Parties, delivers to the Administrative Agent a certificate, together with supporting documents in form and substance reasonably satisfactory to the Administrative Agent, executed by an Authorized Signatory certifying that as of such date of such proposed Restricted Payment or Restricted Purchase: (A) Availability is not less than the greater of (1) thirty percent (30%) of the amount of the Revolving Loan Commitment then in effect or (2) $20,000,000 and (B)(1) Availability is not projected to be less than the greater of (x) twenty percent (20%) of the amount of the Revolving Loan Commitment then in effect or (y) $15,000,000, at all times during the twelve (12) month period immediately following such Restricted Payment or Restricted Purchase and (2) Borrower Parties and their Subsidiaries have, on a consolidated bases, a Fixed Charge Coverage Ratio of at least 1.10:1.00 as of such date of determination.
Restricted Payments and Purchases. The Borrower shall not, and shall cause each of the Designated Subsidiaries not to, directly or indirectly declare or make any Restricted Payment or Restricted Purchase, except that, so long as no Default or Event of Default then exists or would result therefrom, any of the Designated Subsidiaries may make pro rata distributions to holders of Equity Interests in such Designated Subsidiaries, and the Borrower may (a) subject to the consent of the Majority Lenders, transfer to Holdco all or a portion of the Equity Interests held directly or indirectly by the Borrower in each of the Persons comprising SpectraSite Mexico pursuant to Section 6.17(c) hereof; provided, however, that so long as the investments by the Borrower and the Designated Subsidiaries (other than the Domestic SpectraSite Mexico Subsidiaries and the Foreign SpectraSite Mexico Subsidiaries) in the Domestic SpectraSite Mexico Subsidiaries and the Foreign SpectraSite Mexico Subsidiaries to be transferred have been less than $25,000,000 in the aggregate since the Agreement Date, the consent of the Majority Lenders or any other Credit Parties shall not be required for any such transfer, (b) transfer to Holdco all or a portion of the Equity Interests (or dividend payments made in respect of the Equity Interests) held directly or indirectly by the Borrower in each of the Unrestricted Subsidiaries or the Unrestricted Investments, (c) make Restricted Payments to Holdco to enable Holdco to make the following payments when due: (i) interest payments on the Holdco Notes; (ii) at any time after the Borrower Leverage Ratio shall have been less than 4.50 to 1.00 for two (2) consecutive fiscal quarters before and after giving effect to such payment, dividend or interest payments, as applicable, on Permitted High-Yield Securities issued after the Agreement Date in connection with an Eligible Debt Offering or an Eligible Equity Offering, in each case following expiration of any required payment-in-kind period applicable thereto; (iii) to the extent that such payments are required in the ordinary course of business and relate directly to the Borrower or any of the Designated Subsidiaries, or to services provided for or on behalf of the Borrower or any of the Designated Subsidiaries, payments, in each case that are required to be paid in cash, when due of (A) corporate franchise fees and taxes actually owed by Holdco, (B) legal and accounting fees and expenses actually incurred by Holdco, (C) costs incurred to c...
Restricted Payments and Purchases. The Borrower shall not, and shall not permit any of the Borrower's Subsidiaries to, directly or indirectly declare or make any Restricted Payment or Restricted Purchase; provided, however, that the Borrower may make payments required under the Management and Services Agreement and the Employment Agreement.
Restricted Payments and Purchases. The Borrower shall not, and shall not permit any of its Subsidiaries to, directly or indirectly declare or make any Restricted Payment or Restricted Purchase, except that (a) so long as no Default then exists or would be caused thereby and the stated Leverage Ratio under Section 7.10 hereof is equal to or less than 5.50:1, up to fifty percent (50%) of Excess Cash Flow for the preceding fiscal year of the Borrower may be used by the Borrower to pay dividends to its shareholders, provided that the Borrower shall provide the Lenders with a certificate, signed by the chief financial officer of the Borrower, demonstrating pro forma compliance with the terms of this Section 7.7, after giving effect to such dividend payments; (b) so long as no Default then exists or would be caused thereby, the Borrower may make distributions to Vanguard (other than distributions permitted in clause (d) of this Section 7.7) in an aggregate amount not to exceed, together with Acquisitions and Investments permitted pursuant to 7.6(b)(ii) hereof, $100,000,000.00 during the term of this Agreement, provided that such distributions shall be used by Vanguard for the purpose of repurchasing its Capital Stock; (c) so long as no Default then exists or would be caused thereby, the Borrower may make loans to employees, so long as (i) the outstanding amount of such payments or loans does not exceed $15,000,000.00 in the aggregate at any time, (ii) no such loans to an employee are permitted to remain unreimbursed or unpaid by any such employee for more than five (5) years, and (iii) the proceeds of such loans shall be used to pay withholding taxes incurred in connection with the exercise of options to purchase Capital Stock of Vanguard by such employees; (d) so long as no Default then exists or would be caused thereby, the Borrower may make distributions to Vanguard, or distributions to a third party financial intermediary appointed by Vanguard, in an aggregate amount not to exceed $250,000,000.00 during the term of this Agreement to be used solely to pay (i) an amount sufficient to tender for, repurchase, defease or otherwise retire the Vanguard Debentures, (ii) current scheduled payments of accrued interest with respect to the Vanguard Debentures and payments by Vanguard pursuant to any Vanguard Interest Rate Hedge Agreements, and (iii) any fees and expenses incurred in connection with the tender for, repurchase, defeasance or other retirement of the Vanguard Debentures) and (e) the Borrower...
Restricted Payments and Purchases. The Borrower shall not, and shall not permit any of its Subsidiaries to, directly or indirectly declare or make any Restricted Payment or Restricted Purchase, except that so long as no Default hereunder then exists or would be caused thereby, the Borrower may make (a) scheduled payments of accrued interest in respect of Subordinated Debt incurred in accordance with Section 7.1 hereof, and (b) dividend payments in respect of any preferred stock or convertible preferred securities of the Borrower in an aggregate amount not to exceed $10,000,000 in any calendar year.
Restricted Payments and Purchases. No Loan Party shall, or shall permit any Subsidiary of a Loan Party to, directly or indirectly declare or make any Restricted Payment or Restricted Purchase, or set aside any funds for any such purpose, other than Dividends on common stock which accrue (but are not paid in cash) or are paid in kind or Dividends on preferred stock which accrue (but are not paid in cash) or are paid in kind; provided, that:
Restricted Payments and Purchases. The Borrower shall not, and shall cause each of its Subsidiaries not to, directly or indirectly declare or make any Restricted Payment or Restricted Purchase (other than to the extent permitted in Section 7.6(b) hereof) except that so long as no Default hereunder then exists or would be caused thereby:
Restricted Payments and Purchases. The Borrower shall --------------------------------- not, and shall not permit any of the Restricted Subsidiaries to, directly or indirectly declare or make any Restricted Payment or Restricted Purchase, except that so long as no Default hereunder then exists or would be caused thereby:
Restricted Payments and Purchases. No Credit Party shall, or shall permit any Subsidiary of a Credit Party to, directly or indirectly declare or make any Restricted Payment or Restricted Purchase, or set aside any funds for any such purpose, other than Dividends on common stock which accrue (but are not paid in cash) or are paid in kind or which entitle the holder to obtain additional common stock or preferred stock convertible into common stock or Dividends on preferred stock which accrue (but are not paid in cash) or are paid in kind; provided, however, that (a) the Administrative Borrower’s Subsidiaries may make Restricted Payments to any Credit Party, (b) the Administrative Borrower may pay Dividends so long as it is in compliance with the Exception Conditions both before and after giving effect to the payment of such Dividends; provided however that if the Administrative Borrower can meet all Exception Conditions other than the condition set forth in clause (iv) of the definition of Exception Conditions, the Administrative Borrower may pay up to $6,000,000 of Dividends in any trailing twelve month period, and (c) the Administrative Borrower may make Restricted Purchases in an aggregate amount not to exceed (x) $5,000,000 during any trailing twelve month period and (y) $15,000,000 during the term of this Agreement, so long as it is in compliance with the Exception Conditions both before and after giving effect to such Restricted Purchase.
Restricted Payments and Purchases. 65 SECTION 7.8 TOTAL LEVERAGE RATIO.......................................65 SECTION 7.9 SENIOR LEVERAGE RATIO......................................66 SECTION 7.10 ANNUALIZED OPERATING CASH FLOW TO PRO FORMA DEBT...........66 SECTION 7.11 ANNUALIZED OPERATING CASH FLOW TO INTEREST EXPENSE.........67 SECTION 7.12
