Restricted Payments; Equity Issuances Sample Clauses
The "Restricted Payments; Equity Issuances" clause governs a company's ability to make certain payments, such as dividends, share repurchases, or other distributions to shareholders, and sets conditions for issuing new equity. Typically, this clause restricts these actions unless specific financial thresholds are met or lender consent is obtained, and may allow exceptions for routine transactions or employee stock plans. Its core function is to protect creditors or investors by preventing the company from depleting assets or diluting ownership in ways that could undermine their interests or the company’s financial stability.
Restricted Payments; Equity Issuances. (a) Declare or make, directly or indirectly, any Restricted Payment, or incur any obligation (contingent or otherwise) to do so, except that:
(i) each Subsidiary may make Restricted Payments to any Borrower or the Partnership; and
(ii) the Partnership and the General Partner shall be permitted to make regularly scheduled quarterly distributions to its general and limited partners or members, as applicable, to the extent set forth in the Partnership Agreement and the GP Agreement, respectively, each as in effect as of the Closing Date, to the extent that (A) at the time such distribution is made no Default exists, or would exist after giving effect to such distribution, and (B) for the fiscal quarter most recently ended prior to the date of such distribution and the chief financial officer of the Partnership or General Partner, as applicable, delivers to the Administrative Agent a certificate that the above conditions have been satisfied; or
(b) Issue or sell any Equity Interests (including by way of sales of treasury stock), except for:
(i) Issuances by the Partnership and the General Partner of Equity Interests which are not mandatorily redeemable;
(ii) transfers to any Credit Party and replacements of then outstanding shares of capital stock or other Equity Interests of any Borrower (subject to the delivery of any documents required by the Pledge Agreement or any other Credit Document);
(iii) stock splits, stock dividends and additional issuances by any Borrower which does not decrease the percentage ownership of the Partnership or any of its Subsidiaries in any class of the Equity Interests of such Borrower (or otherwise adversely affect the Lien of the Collateral Agent in the Equity Interests of such Borrower);
(iv) any issuances made to qualify directors to the extent required by applicable Law; and
(v) issuances of Equity Interests by Subsidiaries formed after the Closing Date pursuant to Section 6.12 (to the extent in accordance with the requirements of Section 6.12); provided that all Equity Interests issued in accordance with this clause (v) shall, to the extent required by the Pledge Agreement or any other Credit Document, be delivered to the Collateral Agent.
Restricted Payments; Equity Issuances. Declare or make, directly or indirectly, any Restricted Payment, or incur any obligation (contingent or otherwise) to do so, or issue Equity Interests in any Restricted Subsidiary to any Person which is not Borrower or another Restricted Subsidiary, except that, so long as no Default shall have occurred and be continuing at the time of any action described below or would result therefrom:
(a) each Subsidiary may make Restricted Payments to Borrower, any of Borrower’s Subsidiaries that are Guarantors and any other Person that owns a direct Equity Interest in such Subsidiary, ratably according to their respective holdings of the type of Equity Interest in respect of which such Restricted Payment is being made;
(b) Borrower and each Subsidiary may declare and make dividend payments or other distributions payable solely in the common stock or other common Equity Interests of such Person;
(c) the Subsidiaries of Borrower may declare and pay cash dividends to Borrower;
(d) a Restricted Subsidiary may issue Equity Interests in a Restricted Subsidiary which is otherwise a Disposition permitted by Section 6.9(f); and
(e) a Restricted Subsidiary may issue Equity Interests in additional, newly formed Restricted Subsidiaries so long as such newly formed Restricted Subsidiary abides by the provisions of this Agreement respecting its becoming a Guarantor hereunder.
Restricted Payments; Equity Issuances. (i) Make or permit any of its Subsidiaries to make, directly or indirectly, any Restricted Payment other than Permitted Restricted Payments.
(ii) Make or permit any of its Subsidiaries to make, directly or indirectly, any Equity Issuance other than Permitted Equity Issuances.