Common use of Restricted Payments and Restricted Junior Debt Prepayments Clause in Contracts

Restricted Payments and Restricted Junior Debt Prepayments. (a) Each of the Company and any Restricted Subsidiary shall not: (i) declare or pay any dividend or make any payment or distribution on account of the Company's or any of the Restricted Subsidiaries' Equity Interests, including any dividend or distribution payable in connection with any merger, amalgamation or consolidation, other than: (A) dividends or distributions by the Company or any Restricted Subsidiary payable solely in Equity Interests (other than Disqualified Stock) of the Company or any Restricted Subsidiary; (B) dividends, payments or distributions by a Restricted Subsidiary so long as, in the case of any dividend, payment or distribution payable on or in respect of any class or series of securities issued by a Restricted Subsidiary other than a Wholly-Owned Subsidiary, the Company or a Restricted Subsidiary receives at least its pro rata share of such dividend or distribution in accordance with its Equity Interests in such class or series of securities; (ii) purchase, redeem, defease or otherwise acquire or retire for value any Equity Interests of the Company, including in connection with any merger, amalgamation or consolidation; (as such payments and other actions set forth in clauses (i) and (ii) above (other than any exceptions thereto) being collectively referred to as "Restricted Payments"); (iii) make any Restricted Junior Debt Prepayment; or (iv) make any Restricted Investment, with the only exception under this covenant being clause (xi) of Section 9.03(b).

Appears in 2 contracts

Samples: Credit Agreement (SunOpta Inc.), Credit Agreement (SunOpta Inc.)

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Restricted Payments and Restricted Junior Debt Prepayments. (a) Each of the Company Borrower and any Restricted Subsidiary shall not: (i) declare or pay any dividend or make any payment or distribution on account of the CompanyBorrower's or any of the Restricted Subsidiaries' Equity Interests, including any dividend or distribution payable in connection with any merger, amalgamation or consolidation, other than: (A) dividends or distributions by the Company Borrower or any Restricted Subsidiary payable solely in Equity Interests (other than Disqualified Stock) of the Company Borrower or any Restricted Subsidiary; (B) dividends, payments or distributions by a Restricted Subsidiary so long as, in the case of any dividend, payment or distribution payable on or in respect of any class or series of securities issued by a Restricted Subsidiary other than a Wholly-Owned Subsidiary, the Company Borrower or a Restricted Subsidiary receives at least its pro rata share of such dividend or distribution in accordance with its Equity Interests in such class or series of securities; (ii) purchase, redeem, defease or otherwise acquire or retire for value any Equity Interests of the CompanyBorrower, including in connection with any merger, amalgamation or consolidation; (as such payments and other actions set forth in clauses (i) and (ii) above (other than any exceptions thereto) being collectively referred to as "Restricted Payments"); (iii) make any Restricted Junior Debt Prepayment; or (iv) make any Restricted Investment, with the only exception under this covenant being clause (xi) of Section 9.03(b).

Appears in 1 contract

Samples: Credit Agreement (SunOpta Inc.)

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Restricted Payments and Restricted Junior Debt Prepayments. (a) Each of the Company and any Restricted Subsidiary shall not: (i) declare or pay any dividend or make any payment or distribution on account of the Company's or any of the Restricted Subsidiaries' Equity Interests, including any dividend or distribution payable in connection with any merger, amalgamation or consolidation, other than: (A) dividends or distributions by the Company or any Restricted Subsidiary payable solely in Equity Interests (other than Disqualified Stock) of the Company or any Restricted Subsidiary; (B) dividends, payments or distributions by a Restricted Subsidiary so long as, in the case of any dividend, payment or distribution payable on or in respect of any class or series of securities issued by a Restricted Subsidiary other than a Wholly-Owned Subsidiary, the Company or a Restricted Subsidiary receives at least its pro rata share of such dividend or distribution in accordance with its Equity Interests in such class or series of securities; (ii) purchase, redeem, defease or otherwise acquire or retire for value any Equity Interests of the Company, including in connection with any merger, amalgamation or consolidation; (as such payments and other actions set forth in clauses (i) and throughand (ii) above (other than any exceptions thereto) being collectively referred to as "Restricted Payments"); (iii) make any Restricted Junior Debt Prepayment; or (iv) make any Restricted Investment, with the only exception under this covenant being clause (xi) of Section 9.03(b).

Appears in 1 contract

Samples: Restatement Agreement (SunOpta Inc.)

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