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. 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. The Issuer and its Restricted Subsidiaries will not make any restricted payments (including investments), unless, at the time of and after giving effect to such restricted payment: • no default or event of default has occurred and is occurring or would occur after giving effect to such restricted payment; • the Issuer would, at the time of such restricted payment and after giving pro forma effect thereto, have been permitted to incur $1.00 of additional indebtedness under the indebtedness covenant fixed charge coverage ratio test; and • such restricted payment, together with the aggregate amount of all other restricted payments since the issue date of the Notes, is less than the sum, without duplication, of: (i) 50% of the consolidated net income of the Issuer for the period (taken as one accounting period) from the beginning of the first fiscal quarter commencing after the issue date of the Notes to the end of the Issuer’s most recently completed fiscal quarter (or, if such consolidated net income is a deficit, less 100% of such deficit); plus (ii) 100% of the aggregate net cash proceeds since the issue date as a contribution to the Issuer’s common equity capital or from the sale of equity interests or preferred stock (other than disqualified stock) of the Issuer or from the issue or sale of convertible or exchangeable disqualified stock of the Issuer that have been converted into or exchanged for such equity interests or preferred stock (other than (A) disqualified stock or (B) equity interests, preferred stock and convertible or exchangeable disqualified stock or debt securities sold to a subsidiary of the Issuer); plus (iii) to the extent that any restricted investment that was made after the issue date of the Notes is sold or otherwise liquidated or repaid, the amount of the cash return of capital with respect to such restricted investment (less the cost of disposition, if any), to the extent that such return was not otherwise included in the consolidated net income of the Issuer for such period; plus (iv) to the extent that any Unrestricted Subsidiary designated as such on or after the issue date is redesignated as a Restricted Subsidiary after the issue date, the fair market value of the Issuer’s restricted investment at the date of such redesignation to the extent the restricted investments reduced the amount available hereunder and was not previously repaid or otherwise reduced; plus (v) the net cash proceeds received by the Issuer or any Restrict...
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. (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. 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. 36 9.6. Sale of Substantial Portion of Assets........................37 9.7. Obligations to Affiliates....................................37 9.8. Transactions with Affiliates.................................38 9.9. Liens........................................................38 9.10. Private Placement Status.....................................38 9.11. Maintenance of Public Market.................................39 9.12. Actions Prior to the Closing Date............................39 SECTION 10. CONDITIONS TO PURCHASER'S OBLIGATIONS........................39 10.1. Certificate of Amendment; Stockholders' Agreement; Registration Rights Agreement................................40 10.2. Certificates for Shares......................................39
Restricted Payments; Investments. 25 8.2. Sale of Substantial Portion of Assets............ 26 8.3. No Change in Business; Subsidiary Assets......... 26 8.4. Maintenance of Public Market..................... 26 8.5. Indebtedness..................................... 26 8.6. Liens............................................ 26 8.7.
