Common use of Restriction on Dividends and Repurchases Clause in Contracts

Restriction on Dividends and Repurchases. (i) In the case of mutual institutions, (A) no dividends may be declared or paid by the Recipient on any Equity or other capital instruments it is authorized to issue under applicable law, nor may any discretionary payments be made on any other securities or instruments that are pari passu with or junior to the Subordinated Debt with respect to distributions or ranking in liquidation, unless all accrued and unpaid interest for all past Interest Periods on the Subordinated Debt has been paid in full, and there is no unpaid Deferred Interest, and (B) the Recipient may not repurchase or redeem any Equity or other capital instruments, or any securities or instruments ranking pari passu with or junior to the Subordinated Debt, unless all accrued and unpaid interest for all past Interest Periods on the Subordinated Debt has been paid in full, and there is no unpaid Deferred Interest. (ii) In the case of S corps, (A) no dividends may be declared or paid by the Recipient on any securities or other instruments it is authorized to issue under applicable law, nor may any discretionary payments be made on any other securities or instruments, that are pari passu with or junior to the Subordinated Debt with respect to distributions or ranking in liquidation unless all accrued and unpaid interest for all past Interest Periods on the Subordinated Debt has been paid in full, and there is no unpaid Deferred Interest, and

Restriction on Dividends and Repurchases. (i) In the case of mutual institutionsFor so long as any Subordinated Debt is outstanding, (A) no dividends Extraordinary Dividends may be declared or paid by the Recipient Credit Union on any Equity or other capital instruments Capital Interests it is authorized to issue under applicable law, nor may any discretionary payments be made on any other securities or instruments that are pari passu with or junior to the Subordinated Debt with respect to distributions interest payments or ranking in liquidation, unless all accrued and unpaid interest for all past Interest Periods on the Subordinated Debt has been paid in full, and there is no unpaid Deferred Interestdeferred amounts are unpaid, and (B) the Recipient Credit Union may not repurchase or redeem any Equity or other capital instrumentsCapital Interests, or any securities or instruments ranking pari passu with or junior to the Subordinated DebtDebt (other than in the case of redemptions of membership share interests upon the voluntary or involuntary termination of membership by the Credit Union or its members, as applicable), unless all accrued and unpaid interest for all past Interest Periods on the Subordinated Debt has been paid in full, and there is no unpaid Deferred Interest. (ii) In deferred amounts are unpaid. For the case avoidance of S corpsdoubt, (A) no dividends may be declared or paid by the Recipient on any securities or other instruments it is authorized to issue under applicable lawforegoing contractual restrictions shall not restrict the Credit Union from making required, nor may any non- discretionary payments on Capital Interests it has issued, such as payments at stated maturity in accordance with an instrument’s terms or payments of interest that may not be made on any other securities deferred, and the foregoing contractual restrictions and clarification shall not supersede otherwise applicable limitations or instruments, that are pari passu with or junior to the Subordinated Debt determinations with respect to distributions or ranking in liquidation unless all accrued and unpaid interest for all past Interest Periods on payments pursuant to the Subordinated Debt has been paid in full, and there is no unpaid Deferred Interest, andrules or regulations of any Appropriate Supervisory Authority.

Restriction on Dividends and Repurchases. (i) In the case of mutual institutionsFor so long as any Subordinated Debt is outstanding, (A) no dividends Extraordinary Dividends may be declared or paid by the Recipient Credit Union on any Equity or other capital instruments Capital Interests it is authorized to issue under applicable law, nor may any discretionary payments be made on any other securities or instruments that are pari passu with or junior to the Subordinated Debt with respect to distributions interest payments or ranking in liquidation, unless all accrued and unpaid interest for all past Interest Periods on the Subordinated Debt has been paid in full, and there is no unpaid Deferred Interestdeferred amounts are unpaid, and (B) the Recipient Credit Union may not repurchase or redeem any Equity or other capital instrumentsCapital Interests, or any securities or instruments ranking pari passu with or junior to the Subordinated DebtDebt (other than in the case of redemptions of membership share interests upon the voluntary or involuntary termination of membership by the Credit Union or its members, as applicable), unless all accrued and unpaid interest for all past Interest Periods on the Subordinated Debt has been paid in full, and there is no unpaid Deferred Interest. (ii) In deferred amounts are unpaid. For the case avoidance of S corpsdoubt, (A) no dividends may be declared or paid by the Recipient on any securities or other instruments it is authorized to issue under applicable lawforegoing contractual restrictions shall not restrict the Credit Union from making required, nor may any non- discretionary payments on Capital Interests it has issued, such as payments at stated maturity in accordance with an instrument’s terms or payments of interest that may not be made on any other securities deferred, and the foregoing contractual restrictions and clarification shall not supersede otherwise applicable limitations or instruments, that are pari passu with or junior to the Subordinated Debt determinations with respect to distributions or ranking in liquidation unless all accrued and unpaid interest for all past Interest Periods on payments pursuant to the Subordinated Debt has been paid in full, and there is no unpaid Deferred Interest, andrules or regulations of any Appropriate Supervisory Authority.‌‌

Restriction on Dividends and Repurchases. (i) In the case of mutual institutions, (A) no dividends may be declared or paid by the Recipient on any Equity or other capital instruments it is authorized to issue under applicable law, nor may any discretionary payments be made on any other securities or instruments that are pari passu with or junior to the Subordinated Debt with respect to distributions or ranking in liquidation, unless all accrued and unpaid interest for all past Interest Periods on the Subordinated Debt has been paid in full, and there is no unpaid Deferred Interest, and (B) the Recipient may not repurchase or redeem any Equity or other capital instruments, or any securities or instruments ranking pari passu with or junior to the Subordinated Debt, unless all accrued and unpaid interest for all past Interest Periods on the Subordinated Debt has been paid in full, and there is no unpaid Deferred Interest. (ii) In the case of S corps, (A) no dividends may be declared or paid by the Recipient on any securities or other instruments it is authorized to issue under applicable law, nor may any discretionary payments be made on any other securities or instruments, that are pari passu with or junior to the Subordinated Debt with respect to distributions or ranking in liquidation unless all accrued and unpaid interest for all past Interest Periods on the Subordinated Debt has been paid in full, and there is no unpaid Deferred Interest, andand (B) the Recipient may not repurchase or redeem any securities or instruments ranking pari passu with or junior to the Subordinated Debt, including Equity or an equivalent equity interest, unless all accrued and unpaid interest for all past Interest Periods on the Subordinated Debt has been paid in full, and there is no unpaid Deferred Interest. Notwithstanding anything to the contrary above, the Recipient may make capital distributions, or purchase or redeem securities that are pari passu with or junior to the Subordinated Debt, to the extent reasonably required to cover its owners’ tax obligations in respect of the entity’s earnings. Such distributions shall be subject to an annual reconciliation, with any surplus or deficiency to be deducted or added to distributions, as applicable, in the following year. (iii) For the avoidance of doubt, the foregoing contractual restrictions shall not restrict the Recipient from making required, non-discretionary payments on securities or instruments that are pari passu with or junior to the Subordinated Debt it has issued, such as payments at stated maturity in accordance with an instrument’s terms or payments of interest that may not be deferred, and the foregoing contractual restrictions and clarification shall not supersede otherwise applicable limitations or determinations with respect to distributions or payments pursuant to the rules or regulations of any Appropriate Federal Banking Agency.