Restricted Payments; Investments Sample Clauses
The "Restricted Payments; Investments" clause limits a party’s ability to make certain payments or investments, such as dividends, share repurchases, or loans to affiliates, without meeting specific conditions. Typically, this clause applies to borrowers in loan agreements, requiring them to maintain financial covenants or obtain lender consent before distributing profits or making significant investments. Its core function is to protect lenders or investors by ensuring that the company retains sufficient resources to meet its obligations and does not divert assets in a way that could jeopardize repayment or financial stability.
Restricted Payments; Investments. The Company will not declare or make or permit to be declared or made:
(a) any Restricted Payment; or
(b) any Investment.
Restricted Payments; Investments. 37 9.6. Affiliate Loans and Guaranties......................................................37 9.7. Transactions with Affiliates........................................................38 9.8. Liens...............................................................................38 9.9. Private Placement Status............................................................38 9.10. Maintenance of Public Market........................................................39 9.11. Actions Prior to the Closing Date...................................................39
Restricted Payments; Investments. (i) Make any distribution or declare or pay any Dividends (in cash or other property, other than Stock (other than Disqualified Capital Stock)) on, or purchase, acquire, redeem or retire, any Stock, of any class, whether now or hereafter outstanding, (ii) voluntarily prepay any Indebtedness subordinated in right of payment to the Loans or (iii) make any payment in respect of any earn-out obligation or similar contingent payment obligation or make any Investment other than a Permitted Investment (clauses (i), (ii) and (iii) collectively, “Restricted Payments”).
(b) The provisions of paragraph (a) of this Section 6.07 shall not prohibit:
(i) so long as no Specified Event of Default has occurred and is continuing or would immediately result therefrom, the purchase, redemption or other acquisition of Equity Interests of Holdings or any of its direct or indirect parent entities, pursuant to any management equity plan or stock option plan or any other management or employment benefit plan or stock option plan or arrangement or sale bonus or similar agreement, from (A) any Closing Date Investor specified in clause (b) of the definition thereof; provided, that the aggregate amount of such Restricted Payments made under this clause (b)(i)(A) shall not exceed the amount that would have been payable in respect of the Equity Interests of such Closing Date Investor pursuant to clause (b)(viii) below if the specified put right had been exercised instead); and (B) employees, former employees, directors, former directors, consultants or former consultants of Holdings or any of its Subsidiaries (or permitted transferees of such employees, former employees, directors, former directors, consultants or former consultants); provided, that the aggregate amount of such Restricted Payments made under this clause (b)(i)(B) (excluding amounts representing cancellation of Indebtedness) DOCPROPERTY DOCXDOCID DMS=IManage Format=<<NUM>>_<<VER>> \* MERGEFORMAT 165714159_1 shall not exceed for any calendar year the greater of $12,000,000 and 10% of Consolidated EBITDA for the most recently ended Test Period (calculated on a Pro Forma Basis) (with unused amounts in any calendar year being carried forward to subsequent calendar years and amounts carried forward from prior calendar years being used first); provided that cancellation of Indebtedness of Holdings or any of its Subsidiaries in connection with a repurchase of Stock of Holdings will not be deemed to constitute a Restricted Paymen...
Restricted Payments; Investments. Without the prior written consent of the holders of a majority of the total outstanding shares of Series E-1 Preferred Stock and Series E-2 Preferred Stock combined, the Company will not declare or make or permit to be declared or made any Restricted Payment (as defined in the Stock Purchase Agreement) or any Investment (as defined in the Stock Purchase Agreement).
Restricted Payments; Investments. Neither the Company nor any Subsidiary will, except in furtherance of its right to effect intercompany transfers pursuant to Section 9.2 hereof, declare or make or permit to be declared or made any Restricted Payment or any Investment; provided, however, that the Company and the Subsidiaries may make (a) the Investment required in respect of The Tower Hill Receivables Financing (as limited in the definition thereof), (b) pursuant to the Gulkin Transaction, Investments and Restricted Payments up to, but not in excess of, $2,100,000 in the aggregate, (c) Restricted Payments to redeem or purchase the minority interests in Quaker City, provided that any such Restricted Payments shall not exceed an aggregate of $1,400,000, and (d) Permitted Acquisitions collectively aggregating in any fiscal year subsequent to fiscal year 1996 an amount not to exceed $2,000,000.
Restricted Payments; Investments. Each Loan Party will not, and will not permit any of its Subsidiaries to, (a) directly or indirectly, declare or make, or incur any liability to make, any Restricted Payments, other than Permitted Restricted Payments, or (b) make any Investment, except Permitted Investments.
Restricted Payments; Investments. (a) Make any Restricted Payment (other than any distribution from Aspen RI to Parent); or (b) directly or indirectly make any Investment (including, without limitation, any additional Investment in any Subsidiary), other than a Permitted Investment.
Restricted Payments; Investments. No Loan Party will, nor will it permit any Designated Affiliate to, make, declare, or pay any dividend, distribution, or other amount on account of the equity interests of such Loan Party or Designated Affiliate, provided that so long as no Event of Default exists, distributions in an aggregate amount not greater than the amount necessary for each member or partner of such Loan Party or Designated Affiliate, as applicable, to pay their tax obligations attributable to such Loan Party or Designated Affiliate, but only to the extent of such actual tax liability. No Loan Party shall make any loan or advance to or investment in any other Person unless consented to by the Lender.
Restricted Payments; Investments. (a) Make, or permit any of its Subsidiaries to make, any Restricted Payment other than Permitted Restricted Payments; provided that, notwithstanding anything set forth herein, any Restricted Payment that would have been permitted to be made hereunder if paid on the date such Restricted Payment was declared, shall be permitted to be made hereunder so long as such Restricted Payment is paid within sixty (60) days of the date it was declared; or (b) directly or indirectly make, or permit any Subsidiary to make, any Investment (including, without limitation, by the formation of any Subsidiary or pursuant to a Division) other than Permitted Investments.
Restricted Payments; Investments. Neither the Company nor any of its Subsidiaries will declare or make or permit to be declared or made:
(a) any Restricted Payment; or
(b) any Investment.