Restrictions on Dividends and Other Distributions. Parent will not and will not permit any Subsidiary to directly or indirectly declare, order, pay, make or set apart any sum for (a) any dividend or other distribution, direct or indirect, on account of any shares of any class of stock (or other equity interest) of Parent or any Subsidiary now or hereafter outstanding; (b) any redemption, conversion, exchange, retirement, sinking fund or similar payment, purchase or other acquisition for value, direct or indirect, of any shares of any class of stock (or other equity interest) of Parent or any Subsidiary now or hereafter outstanding; or (c) any payment made to retire, or to obtain the surrender of, any outstanding warrants, options, or other rights to acquire shares of any class of stock (or other equity interest) of Parent or any Subsidiary now or hereafter outstanding; except that (i) Subsidiaries (other than Parent) may make, declare and pay dividends and make other distributions with respect to their capital stock (or other equity interest) to Parent or the other Subsidiaries, (ii) this Section 10.4 shall not prohibit the transactions permitted by clauses (a), (j), or (l) of Section 10.5, and (iii) from the Closing Date through and including the Termination Date, Parent may redeem or repurchase shares of its capital stock and declare and pay dividends on account of its capital stock; provided that (a) the total of (i) the aggregate amount paid by Parent in connection with such redemptions and repurchases during such period plus (ii) the aggregate amount of any other dividends paid by Parent under this Section 10.4, both calculated after giving effect to the repurchase, redemption, or dividend in question, does not exceed Ten Million Dollars ($10,000,000) and (b) at the date of such repurchase, redemption or dividend no Default exists or would result therefrom.
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Restrictions on Dividends and Other Distributions. Parent The Borrower will not and will not permit any Subsidiary to directly or indirectly declare, order, pay, make or set apart any sum for (a) any dividend or other distribution, direct or indirect, on account of any shares of any class of stock (or other equity interest) of Parent the Borrower or any Subsidiary now or hereafter outstanding; (b) any redemption, conversion, exchange, retirement, sinking fund or similar payment, purchase or other acquisition for value, direct or indirect, of any shares of any class of stock (or other equity interest) of Parent the Borrower or any Subsidiary now or hereafter outstanding; or (c) any payment made to retire, or to obtain the surrender of, any outstanding warrants, options, or other rights to acquire shares of any class of stock (or other equity interest) of Parent the Borrower or any Subsidiary now or hereafter outstanding; except that (i) Subsidiaries (other than ParentBorrower) may make, declare and pay dividends and make other distributions with respect to their capital stock (or other equity interest) to Parent Borrower or the other Subsidiaries, (ii) the Borrower may redeem or repurchase shares of its stock issued to employees and directors in connection with the exercise by such Person of stock options granted to such Person under the Borrower?s stock option plans; provided that no Default exists or would result therefrom and the Dollar amount of such repurchases in any individual case shall not exceed an amount equal to the exercise price pay by such Person to exercise the option in question plus all United States federal withholding taxes arising as a result of such exercise, (iii) this Section 10.4 shall not prohibit the transactions permitted by clauses (a), (j), ) or (lm) of Section 10.5, and (iiiiv) from the Closing Date September 30, 1998 through and including November 30, 1999, the Termination Date, Parent Borrower may redeem or repurchase shares of its capital stock and declare and pay dividends on account of its capital stock; provided that (a) the total of (i) the aggregate amount paid by Parent Borrower in connection with such redemptions and repurchases during such period plus (ii) the aggregate amount of any other dividends paid by Parent under this Section 10.4, both calculated after giving effect to the repurchase, redemption, or dividend in question, does not exceed Ten Nine Million Dollars ($10,000,0009,000,000) and (b) at the date of such repurchase, redemption or dividend no Default exists or would result therefrom.
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Restrictions on Dividends and Other Distributions. Parent will not and will not permit any Subsidiary to directly or indirectly declare, order, pay, make or set apart any sum for (a) any dividend or other distribution, direct or indirect, on account of any shares of any class of stock (or other equity interest) of Parent or any Subsidiary now or hereafter outstandingoutstanding other than dividends or other distributions payable solely in additional stock or other equity interests; (b) any redemption, conversion, exchange, retirement, sinking fund or similar payment, purchase or other acquisition for value, direct or indirect, of any shares of any class of stock (or other equity interest) of Parent or any Subsidiary now or hereafter outstanding; or (c) any payment made to retire, or to obtain the surrender of, any outstanding warrants, options, or other rights to acquire shares of any class of stock (or other equity interest) of Parent or any Subsidiary now or hereafter outstanding; except that that: (i) Subsidiaries (other than Parent) may make, declare and pay dividends and make other distributions with respect to their capital stock (or other equity interest) to Parent or the other Subsidiaries, ; (ii) this Section 10.4 9.4 shall not prohibit the transactions permitted by clauses (a), (j), or (l) of Section 10.5, 9.5; and (iii) from the Closing Date through and including the Termination Dateif no Default exists or would result, Parent may redeem or repurchase shares of pay cash dividends on its capital stock and declare and pay dividends on account may repurchase shares of its capital stock; provided that if as of the date of any such repurchase or the date of the declaration of any such dividend, the ratio of pro forma Indebtedness outstanding as of such date (a) the total of (i) the aggregate amount paid by Parent after giving effect to any borrowings made in connection with therewith to fund the purchase or dividend) to the Adjusted EBITDA for the most recently completed four (4) Fiscal Quarter period as of the date of such redemptions and repurchases during such period plus (ii) repurchase or declaration, exceeds 1.75 to 1.00, then the aggregate amount of any other dividends paid and stock repurchases made by the Parent under this Section 10.4during the then current Fiscal THIRD AMENDED AND RESTATED CREDIT AGREEMENT, both calculated after giving effect to the repurchase, redemption, or dividend in question, does Page 48 Year shall not exceed Ten Million Dollars ($10,000,000) and (b) at for the date purposes of this Section 9.4(iii), stock conveyed, transferred or surrendered in connection with the exercise of stock options shall not be considered repurchased to the extent no cash consideration is paid to employees or directors in connection with such repurchase, redemption or dividend no Default exists or would result therefromexercise).
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Restrictions on Dividends and Other Distributions. Parent The Borrower will not and will not permit any Subsidiary to directly or indirectly declare, order, pay, make or set apart any sum for (a) any dividend or other distribution, direct or indirect, on account of any shares of any class of stock (or other equity interest) of Parent the Borrower or any Subsidiary now or hereafter outstanding; (b) any redemption, conversion, exchange, retirement, sinking fund or similar payment, purchase or other acquisition for value, direct or indirect, of any shares of any class of stock (or other equity interest) of Parent the Borrower or any Subsidiary now or hereafter outstanding; or (c) any payment made to retire, or to obtain the surrender of, any outstanding warrants, options, or other rights to acquire shares of any class of stock (or other equity interest) of Parent the Borrower or any Subsidiary now or hereafter outstanding; except that (i) Subsidiaries (other than ParentBorrower) may make, declare and pay dividends and make other distributions with respect to their capital stock (or other equity interest) to Parent Borrower or the other Subsidiaries, (ii) the Borrower may redeem or repurchase shares of its stock issued to employees and directors in connection with the exercise by such Person of stock options granted to such Person under the Borrower's stock option plans; provided that no Default exists or would result therefrom and the Dollar amount of such repurchases in any individual case shall not exceed an amount equal to exercise price pay by such Person to exercise the option in question plus all United States federal withholding taxes arising as a result of such exercise, (iii) this Section 10.4 shall not prohibit the transactions permitted by clauses (a), (j), ) or (lm) of Section 10.5, and (iiiiv) from the Closing Date September 30, 1998 through and including August 31, 1999, the Termination Date, Parent Borrower may redeem or repurchase shares of its capital stock and declare and pay dividends on account of its capital stock; provided that (a) the total of (i) the aggregate amount paid by Parent Borrower in connection with such redemptions and repurchases during such period plus (ii) the aggregate amount of any other dividends paid by Parent under this Section 10.4, both calculated after giving effect to the repurchase, redemption, or dividend in question, does not exceed Ten Nine Million Dollars ($10,000,0009,000,000) and (b) at the date of such repurchase, redemption or dividend no Default exists or would result therefrom.
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Restrictions on Dividends and Other Distributions. Parent will not and will not permit any Subsidiary to directly or indirectly declare, order, pay, make or set apart any sum for (a) any dividend or other distribution, direct or indirect, on account of any shares of any class of stock (or other equity interest) of Parent or any Subsidiary now or hereafter outstanding; (b) any redemption, conversion, exchange, retirement, sinking fund or similar payment, purchase or other acquisition for value, direct or indirect, of any shares of any class of stock (or other equity interest) of Parent or any Subsidiary now or hereafter outstanding; or (c) any payment made to retire, or to obtain the surrender of, any outstanding warrants, options, or other rights to acquire shares of any class of stock (or other equity interest) of Parent or any Subsidiary now or hereafter outstanding; except that that: (i) Subsidiaries (other than Parent) may make, declare and pay dividends and make other distributions with respect to their capital stock (or other equity interest) to Parent or the other Subsidiaries, ; (ii) this Section 10.4 shall not prohibit the transactions permitted by clauses (a), (j), or (l) of Section 10.5, ; and (iii) from the Closing Date through and including the Termination Date, Parent may redeem or repurchase shares of its capital stock issued to employees and declare and pay dividends on account of its capital stockdirectors under Parent's benefit programs; provided that (aA) the total of no Default exists or would result therefrom and (iB) the aggregate amount paid by Parent in connection with such redemptions and repurchases during such period plus any Fiscal Year does not exceed One Million Dollars (ii) the aggregate amount $1,000,000). For purposes of any other dividends paid by Parent under this Section 10.4, both calculated after giving effect stock conveyed, transferred or surrendered in connection with the exercise of stock options should not be considered redeemed or repurchased to the repurchase, redemption, extent no cash consideration is paid to employees or dividend directors in question, does not exceed Ten Million Dollars ($10,000,000) and (b) at the date of connection with such repurchase, redemption or dividend no Default exists or would result therefromexercise.
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Restrictions on Dividends and Other Distributions. Parent The Borrower will not and will not permit any Subsidiary to directly or indirectly declare, order, pay, make or set apart any sum for (a) any dividend or other distribution, direct or indirect, on account of any shares of any class of stock (or other equity interest) of Parent the Borrower or any Subsidiary now or hereafter outstanding; (b) any redemption, conversion, exchange, retirement, sinking fund or similar payment, purchase or other acquisition for value, direct or indirect, of any shares of any class of stock (or other equity interest) of Parent the Borrower or any Subsidiary now or hereafter outstanding; or (c) any payment made to retire, or to obtain the surrender of, any outstanding warrants, options, or other rights to acquire shares of any class of stock (or other equity interest) of Parent the Borrower or any Subsidiary now or hereafter outstanding; except that (i) Subsidiaries (other than ParentCREDIT AGREEMENT - PAGE 41 49 Borrower) may make, declare and pay dividends and make other distributions with respect to their capital stock (or other equity interest) to Parent Borrower or the other Subsidiaries, (ii) the Borrower may redeem or repurchase shares of its stock issued to employees and directors in connection with the exercise by such Person of stock options granted to such Person under the Borrower's stock option plans; provided that no Default exists or would result therefrom and the Dollar amount of such repurchases in any individual case shall not exceed an amount equal to the exercise price pay by such Person to exercise the option in question plus all United States federal withholding taxes arising as a result of such exercise, and (iii) this Section 10.4 shall not prohibit the transactions permitted by clauses (a), (j), ) or (lm) of Section 10.5, and (iii) from the Closing Date through and including the Termination Date, Parent may redeem or repurchase shares of its capital stock and declare and pay dividends on account of its capital stock; provided that (a) the total of (i) the aggregate amount paid by Parent in connection with such redemptions and repurchases during such period plus (ii) the aggregate amount of any other dividends paid by Parent under this Section 10.4, both calculated after giving effect to the repurchase, redemption, or dividend in question, does not exceed Ten Million Dollars ($10,000,000) and (b) at the date of such repurchase, redemption or dividend no Default exists or would result therefrom.
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