Common use of Restricted Payments and Restricted Investments Clause in Contracts

Restricted Payments and Restricted Investments. The Tenant will not, directly, or indirectly through a Subsidiary or otherwise, declare, order, pay, make or set apart any sum or property for any Restricted Payment and the Tenant will not and will not permit any Restricted Subsidiary to make or become obligated to make any Restricted Investment, in each case unless, both at the time of the proposed action and immediately after giving effect thereto, (x) no condition or event shall exist which constitutes a Default or an Event of Default; and (y) the aggregate amount of: (A) all sums and property included in all Restricted Payments directly or indirectly declared, ordered, paid, made or set apart by the Tenant during the period (the "Computation Period") (taken as one accounting period) from and including April 1, 1993 to and including the date of such proposed action, plus (B) the aggregate amount of all Restricted Investments of the Tenant and all Restricted Subsidiaries made during the Computation Period and outstanding on the date of such proposed action and all commitments for such Restricted Investments made by the Tenant or any Restricted Subsidiary outstanding on such date, shall not exceed the sum of $5,000,000 plus 80% (or minus 100% in the case of a deficit) of Consolidated Net Income during the Computation Period; provided that the Tenant may declare, order, pay, make or set apart funds for the payment of a dividend on, and in accordance with the terms of, any class of its Preferred Stock that is issued and sold by the Tenant for cash after the date hereof, if, both at the time of the proposed action and immediately after giving effect thereto, (x) the aggregate amount of Restricted Payments after the date hereof with respect to all classes of Preferred Stock of the Tenant shall not exceed the aggregate net proceeds to the Tenant from all issuances and sales of its Preferred Stock after the date hereof, and (y) no condition or event shall exist which constitutes a Default or an Event of Default. For all purposes of this Section 2.1(w), (1) the amount involved in any Restricted Payment directly or indirectly declared, ordered, paid, made or set apart in property and the amount of any Restricted Investment made through the transfer of property, shall be the greater of (x) the fair value of such property (as determined in good faith by the Board of Directors of the Tenant) and (y) the net book value thereof on the books of the Tenant (as determined in accordance with GAAP), in each case as determined on the date such Restricted Payment is declared, ordered, paid, made or set apart or the date such Restricted Investment is made or committed to be made, as the case may be, and (2) all Investments of any Person existing immediately after such Person becomes a Restricted Subsidiary which would be Restricted Investments if made by such Person while subject to the provisions of the Credit Agreement shall be deemed to be Restricted Investments and to have been made at the time such Person becomes a Restricted Subsidiary.

Restricted Payments and Restricted Investments. The Tenant Borrower will not, directly, or indirectly through a Subsidiary or otherwise, declare, order, pay, make or set apart any sum or property for any Restricted Payment and the Tenant Borrower will not and will not permit any Restricted Subsidiary to make or become obligated to make any Restricted Investment, in each case unless, both at the time of the proposed action and immediately after giving effect thereto, (x) no condition or event shall exist which constitutes a Default or an Event of Default; and (y) the aggregate amount of: (A) all sums and property included in all Restricted Payments directly or indirectly declared, ordered, paid, made or set apart by the Tenant Borrower during the period (the "Computation Period") (taken as one accounting period) from and including April July 1, 1993 1997 to and including the date of such proposed action, plus (B) the aggregate amount of all Restricted Investments of the Tenant Borrower and all Restricted Subsidiaries made during the Computation Period and outstanding on the date of such proposed action and all commitments for such Restricted Investments made by the Tenant Borrower or any Restricted Subsidiary outstanding on such date, shall not exceed the sum of $5,000,000 60,000,000 plus 80% (or minus 100% in the case of a deficit) of Consolidated Net Income during the Computation Period; provided that the Tenant Borrower may declare, order, pay, make or set apart funds for the payment of a dividend on, and in accordance with the terms of, any class of its Preferred Stock that is issued and sold by the Tenant Borrower for cash after the date hereof, if, both at the time of the proposed action and immediately after giving effect thereto, (x) the aggregate amount of Restricted Payments after the date hereof with respect to all classes of Preferred Stock of the Tenant Borrower shall not exceed the aggregate net proceeds to the Tenant Borrower from all issuances and sales of its Preferred Stock after the date hereof, and (y) no condition or event shall exist which constitutes a Default or an Event of Default. For all purposes of this Section 2.1(w)5.05, (1) the amount involved in any Restricted Payment directly or indirectly declared, ordered, paid, made or set apart in property and the amount of any Restricted Investment made through the transfer of property, shall be the greater of (x) the fair value of such property (as determined in good faith by the Board of Directors of the TenantBorrower) and (y) the net book value thereof on the books of the Tenant Borrower (as determined in accordance with GAAP), in each case as determined on the date such Restricted Payment is declared, ordered, paid, made or set apart or the date such Restricted Investment is made or committed to be made, as the case may be, and (2) all Investments of any Person existing immediately after such Person becomes a Restricted Subsidiary which would be Restricted Investments if made by such Person while subject to the provisions of the Credit this Agreement shall be deemed to be Restricted Investments and to have been made at the time such Person becomes a Restricted Subsidiary.

Restricted Payments and Restricted Investments. The Tenant will not, directly, or indirectly through a Subsidiary or otherwise, declare, order, pay, make or set apart any sum or property for Make any Restricted Payment and the Tenant will not and will not or Restricted Investment or permit any of its Restricted Subsidiary to make or become obligated Subsidiaries to make any Restricted Payment or Restricted Investment; provided, in each case unlesshowever, both at the time of the proposed action and that Holdings or any Restricted Subsidiary may make a Restricted Payment or a Restricted Investment if, immediately after giving effect theretoto such Restricted Payment or Restricted Investment, (xa) no condition Event of Default or event Potential Default shall exist which constitutes a Default or an Event of Default; result therefrom and (yb)(i) the aggregate amount of: (A) all sums and property included in all Restricted Payments directly or indirectly declared, ordered, paid, made or set apart by the Tenant during the period (the "Computation Period") (taken as one accounting period) from and including April 1, 1993 to and including the date of such proposed action, plus (B) the aggregate amount of all Restricted Investments of the Tenant and all Restricted Subsidiaries made during the Computation Period and outstanding on the date of such proposed action and all commitments for such Restricted Investments made by the Tenant or any Restricted Subsidiary outstanding on such date, shall not exceed the sum of $5,000,000 plus 80% (or minus 100% in the case of a deficit) of Consolidated Net Income during the Computation Period; provided that the Tenant may declare, order, pay, make or set apart funds for the payment of a dividend on, and in accordance with the terms of, any class of its Preferred Stock that is issued and sold by the Tenant for cash after the date hereof, if, both at the time of the proposed action and immediately after giving effect thereto, (x) the aggregate amount of Restricted Payments after and Restricted Investments made by the date hereof with respect to all classes Borrowers and their Restricted Subsidiaries since the Original Closing Date and made since February 8, 1994 by Holdings and any of Preferred Stock its Restricted Subsidiaries which were not Restricted Subsidiaries as of the Tenant shall not exceed the aggregate net proceeds to the Tenant from all issuances and sales of its Preferred Stock after the date hereof, and (y) no condition or event shall exist which constitutes a Default or an Event of Default. For all purposes of this Section 2.1(w), (1) the amount involved in any Restricted Payment directly or indirectly declared, ordered, paid, made or set apart in property Original Closing Date and the amount of any such proposed Restricted Payment or Restricted Investment made through would not exceed an amount equal to 50% of Borrowers' Consolidated Net Income for the transfer entire period from and including January 1, 1992 to the date of propertymaking such proposed Restricted Payment or Restricted Investment, shall be plus, in the greater case of any proposed Investment in a Subsidiary of Holdings, an aggregate amount not to exceed Two Million Five Hundred Thousand Dollars (x$2,500,000.00), or (ii) the fair value ratio of Borrowers' Consolidated Indebtedness to Borrowers' Stockholders' Equity would not exceed 1.6 to 1 after giving effect to such property proposed Restricted Payment or Restricted Investment or (as determined in good faith iii) the sum of the aggregate amount of Restricted Payments and Restricted Investments made by the Board Borrowers and their Restricted Subsidiaries since the Original Closing Date and made since February 8, 1994 by Holdings and any of Directors its Restricted Subsidiaries which were not Restricted Subsidiaries as of the Tenant) Original Closing Date and (y) the net book value thereof on the books amount of the Tenant (as determined in accordance with GAAP), in each case as determined on the date such proposed Restricted Payment is declared, ordered, paid, made or set apart or the date such Restricted Investment is made or committed would not exceed an amount equal to be made, as the case may be, and one hundred percent (2100%) all Investments of any Person existing immediately after such Person becomes a Restricted Subsidiary which would be Restricted Investments if made by such Person while subject to the provisions of the Credit Agreement shall be deemed to be Restricted Investments and to have been made at the time such Person becomes a Restricted Subsidiary.Borrowers'

Restricted Payments and Restricted Investments. (Section 5.05) The Tenant Borrower will not, directly, or indirectly through a Subsidiary or otherwise, declare, order, pay, make or set apart any sum or property for any Restricted Payment and the Tenant Borrower will not and will not permit any Restricted Subsidiary to make or become obligated to make any Restricted Investment, in each case unless, both at the time of the proposed action and immediately after giving effect thereto, (x) no condition or event shall exist which constitutes a Default or an Event of Default; and (y) the aggregate amount of: (A) all sums and property included in all Restricted Payments directly or indirectly declared, ordered, paid, made or set apart by the Tenant Borrower during the period (the "Computation Period") (taken as one accounting period) from and including April July 1, 1993 1997 to and including the date of such proposed action, plusplus COMPLIANCE CHECK LIST Carmike Cinemas, Inc. ____________, 199_ (B) the aggregate amount of all Restricted Investments of the Tenant Borrower and all Restricted Subsidiaries made during the Computation Period and outstanding on the date of such proposed action and all commitments for such Restricted Investments made by the Tenant Borrower or any Restricted Subsidiary outstanding on such date, shall not exceed the sum of $5,000,000 60,000,000 plus 80% (or minus 100% in the case of a deficit) of Consolidated Net Income during the Computation Period; provided that the Tenant Borrower may declare, order, pay, make or set apart funds for the payment of a dividend on, and in accordance with the terms of, any class of its Preferred Stock that is issued and sold by the Tenant Borrower for cash after the date hereof, if, both at the time of the proposed action and immediately after giving effect thereto, (x) the aggregate amount of Restricted Payments after the date hereof with respect to all classes of Preferred Stock of the Tenant Borrower shall not exceed the aggregate net proceeds to the Tenant Borrower from all issuances and sales of its Preferred Stock after the date hereof, and (y) no condition or event shall exist which constitutes a Default or an Event of Default. For all purposes . (a) Total Restricted Payments made during Computation Period $____________ (net of this Section 2.1(wamount excluded pursuant to the foregoing proviso), (1b) the amount involved in any Total Restricted Payment directly or indirectly declared, ordered, paid, Investments made or set apart in property during Computation Period $____________ (c) Total Restricted Payments and the amount of any Restricted Investment Investments made through the transfer of property, shall be the greater during Computation Period (sum of (xa) the fair value plus (b)) $____________ (d) 80% of such property positive Consolidated Net Income during Computation Period, or 100% of negative Consolidated Net Income during Computation Period $____________ (as determined in good faith by the Board of Directors of the Tenante) and (y) the net book value thereof on the books of the Tenant (as determined in accordance with GAAP), in each case as determined on the date such Restricted Payment is declared, ordered, paid, made or set apart or the date such Restricted Investment is made or committed to be made, as the case may be, and (2) all Investments of any Person existing immediately after such Person becomes a Restricted Subsidiary which would be Restricted Investments if made by such Person while subject to the provisions of the Credit Agreement shall be deemed to be Restricted Investments and to have been made at the time such Person becomes a Restricted Subsidiary.Base Amount $ 50,000,000