Restrictions on Dividends and Distributions. Permit any member of the ------------------------------------------- Consolidated Group (other than the Borrower), or any Investment Affiliate, at any time after the Agreement Execution Date, to agree to any contractual restriction on the payment or distribution of dividends or current income to the holders of ownership interests therein, other than (i) restrictions imposed on such entities in connection with the issuance of securities collateralized by mortgage loans on Properties owned by such entities and (ii) restrictions imposed on such entities and triggered solely by a default under the terms of any mortgage loans on Properties owned by such entities.
Restrictions on Dividends and Distributions. Section 10.5 of the Current Note Purchase Agreement is hereby amended and restated in its entirety to read as follows:
Restrictions on Dividends and Distributions. Upon the effectiveness of this Amendment, the Purchaser hereby waives the Section 10.5
Restrictions on Dividends and Distributions. So long as the Securities are outstanding, the Company shall (A) not declare or pay any dividend or make any distribution on or with respect to its Capital Stock or (except on a pro rata basis with the Securities) its Parity Securities (other than dividends or distributions payable solely in shares of the Company’s Capital Stock or in options, warrants or other rights to acquire shares of such Capital Stock) or (B) redeem, reduce, cancel, buy-back or acquire for any consideration any of its Capital Stock or (except on a pro rata basis with the Securities) its Parity Securities.
Restrictions on Dividends and Distributions. No Land Lease Entity is subject to any legal, regulatory, contractual or other restriction (other than the customary limitations imposed by corporate law or similar statutes) restricting the ability of such Land Lease Entity to pay dividends out of profits or make any other similar distributions of profits to the Seller.
Restrictions on Dividends and Distributions. The Obligors have advised the Purchaser that (i) an Event of Default has occurred and is continuing under Section 11(c) of the Current Note Purchase Agreement for the fiscal year ending December 31, 2011 by reason of the Obligors making certain Restricted Payments during such fiscal year in the aggregate amount of $1,630,704.96 (the “2011 Payments”) that exceeded 60% of Ohio Group Net Income for the fiscal year 2011 in violation of Section 10.5(ii) of the Current Note Purchase Agreement and (ii) a separate Event of Default has occurred and is continuing under Section 11(c) of the Current Note Purchase Agreement by reason of the Obligors making certain additional Restricted Payments on January 31, 2012 in the aggregate amount of $135,892.08 (the “2012 Payments”, and together with the 2011 Payments, the “Specified Payments”) at a time when an Event of Default was in existence in violation of Section 10.5(i) of the Note Purchase Agreement (the Events of Default described in the foregoing clauses (i) and (ii) are collectively referred to as the “Section 10.5 Defaults”).
Restrictions on Dividends and Distributions. (a) The Company will not and will not permit any of its Subsidiaries to (i) declare or make any dividend payment or other distribution of assets, properties, cash, rights, obligations or securities on account of any shares of any class of its capital stock, partnership interests, membership interests or other equity securities, (ii) purchase, redeem or otherwise acquire for value any shares of its capital stock, partnership interests, membership interests or other equity securities or any warrants, rights or options to acquire such shares, interests or securities now or hereafter outstanding or (iii) make any payment or prepayment of principal of, premium, if any, interest, redemption, exchange, purchase, retirement, defeasance, sinking fund or similar payment with respect to any Indebtedness subordinated to the Notes except in the case of Indebtedness under the Junior Subordinated Note Purchase Agreement, as permitted by the Junior Subordination Agreement.
(b) Notwithstanding the foregoing, (i) the Company may effect the PW Poly Spinoff; (ii) the Company may make repurchases of its common stock from its stockholders or may pay dividends on its common stock not in excess of an aggregate amount of $500,000 during any fiscal year or $125,000 in any fiscal quarter, in each case, provided (v) the Company shall have Availability over the 60 days prior to such repurchase or dividend, on average, and immediately after giving effect to any such repurchase or dividend, of at least $10,000,000, (w) the Fixed Charge Coverage Ratio for the most recently ended twelve month period equals or exceeds 1.10 to 1; (x) EBITDA for the most recently ended twelve month period equaled or exceeded $15,000,000, (y) the Company’s total Funded Debt as of the last day of the most recently ended fiscal month equals or is less than $100,000,000, and (z) no Default or Event of Default shall have occurred and be continuing; (iii) the Company may make repurchases of its common stock from its stockholders or may pay dividends on its common stock not in excess of an aggregate amount of $1,000,000 during any fiscal year or $250,000 in any fiscal quarter, in each case, provided (v) the Company shall have Availability over the 60 days prior to such repurchase or dividend, on average, and immediately after giving effect to any such repurchase or dividend, of at least $13,000,000, (w) the Fixed Charge Coverage Ratio for the most recently ended twelve month period equals or exceeds 1.10 to 1; (x) ...
Restrictions on Dividends and Distributions. Except, in each case, (i) as disclosed in the Registration Statement, the Pricing Disclosure Package and the Prospectus or (ii) as would not, individually or in the aggregate, materially adversely affected the ability of the Partnership to pay distributions on the Class A shares in the amounts and at the times contemplated in the Registration Statement and the Prospectus there are no restrictions on any Subsidiary (i) paying any dividends to the Partnership, the Sponsors or Holdings or (ii) making any other distribution on such Subsidiary’s equity interests.
Restrictions on Dividends and Distributions. The Obligors shall not, and shall not permit any Restricted Subsidiary to, make any dividend, distribution, redemption or repurchase (collectively, a “Restricted Payment”) with respect to the shares of capital stock or pursuant to any option, or put agreement (other than dividends and distributions which, in each case, consist solely of shares of capital stock) if, (i) at the time of such Restricted Payment, an Event of Default or Default has occurred and is continuing or would be caused by such Restricted Payment, or (ii) with respect to the members of the Ohio Group (other than the Parent), the Restricted Payment would cause the aggregate amount of all Restricted Payments, determined as of the end of each fiscal quarter of the Parent for the four fiscal quarters then ending, to exceed seventy percent (70%) of the Ohio Group Net Income for the four fiscal quarters then ending. For the avoidance of doubt, the Obligors shall not, and shall not permit any Restricted Subsidiary to, make any Restricted Payment at any time prior to the LC Termination Date.
Restrictions on Dividends and Distributions. Until the entire principal amount of the Notes shall have been paid in full, the Company will not declare or pay any dividend on any shares of any class of its capital stock, or directly or indirectly, through a subsidiary or otherwise, purchase, redeem or otherwise retire or make any other distribution in respect of, any shares of any class of its capital stock.
