Prohibition on Distributions, Etc Sample Clauses

Prohibition on Distributions, Etc. If (a) there shall have occurred any event of which the Company has actual knowledge that (i) with the giving of notice or the lapse of time, or both, would constitute an Event of Default with respect to any series of Debentures and (ii) in respect of which the Company shall not have taken reasonable steps to cure and (b) the Guarantor defaults in the performance of the Guaranteed Obligations, the Guarantor shall not, directly or indirectly through a Subsidiary, (i) declare or pay any dividends or distributions on, or redeem, purchase, acquire or make a liquidation payment with respect to, any of its Capital Stock, (ii) make any payment of principal, interest or premium, if any, on or repay, repurchase or redeem any of its debt securities that rank pari passu with or junior in interest to the Guarantor’s obligations under this Guarantee, or (iii) make any guarantee payments with respect to any guarantee issued by the Guarantor if such guarantee ranks pari passu with or junior in interest to the Guarantor’s obligations under this Guarantee (other than (aa) dividends or distributions in shares of, or options, warrants or rights to subscribe for or purchase shares of its common stock and exchanges or conversions of common stock of one class for common stock of another class, (bb) payments by the Guarantor under any Trust Guarantee Agreement (as defined in the HECO Junior Indenture) and pursuant to this Guarantee, and (cc) purchases by the Guarantor of its common stock required to prevent the loss or secure the renewal or reinstatement of any government license or franchise held by the Guarantor).
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Prohibition on Distributions, Etc. The Company shall not, either directly or indirectly through a Subsidiary, (i) declare or pay any dividends or distributions on, or redeem, purchase, acquire or make a liquidation payment with respect to, any of its Capital Stock, (ii) make any payment of principal, interest or premium, if any, on or repay, repurchase or redeem any of its debt securities (including other Debentures) that rank pari passu with or junior in interest to any series of Debentures, or (iii) make any guarantee payments with respect to any guarantee issued by the Company if such guarantee ranks pari passu with or junior in interest to such series of Debentures (other than (a) dividends or distributions in shares of, or options, warrants or rights to subscribe for or purchase shares of its common stock and exchanges or conversions of common stock of one class for common stock of another class, and (b) purchases by the Company of its common stock required to prevent the loss or secure the renewal or reinstatement of any government license or franchise held by the Company) if at such time (i) there shall have occurred any event of which the Company has actual knowledge that (a) with the giving of notice or the lapse of time, or both, would constitute an Event of Default with respect to such series of Debentures and (b) in respect of which the Company shall not have taken reasonable steps to cure in accordance with this Junior Indenture, or (ii) the Company shall have given notice of its election of an Extension Period for such Debentures and shall not have rescinded such notice, or such Extension Period, or any extension thereof, shall be continuing.
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Prohibition on Distributions, Etc. The Company shall not, either directly or indirectly through a Subsidiary, (i) declare or pay any dividends or distributions on, or redeem, purchase, acquire or make a liquidation payment with respect to, any of its Capital Stock,
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Prohibition on Distributions, Etc. The Company shall not, either directly or indirectly through a Subsidiary, (a) declare or pay any dividends or distributions on, or redeem, purchase, acquire or make a liquidation payment with respect to, any of its Capital Stock, (b) make any payment of principal, interest or premium, if any, on or repay, repurchase or redeem any of its debt securities (including other Debentures) that rank pari passu with or junior in interest to any series of Debentures, or (c) make any guarantee payments with respect to any guarantee issued by the Company if such guarantee ranks pari passu with or junior in interest to such series of Debentures (other than (A) dividends or distributions in shares of, or options, warrants or rights to subscribe for or purchase shares of its common stock and exchanges or conversions of common stock of one class for common stock of another class, (B) payments by the Company under any Trust Guarantee Agreement and the Subsidiary Guarantees, and (C) purchases by the Company of its common stock required to prevent the loss or secure the renewal or reinstatement of any government license or franchise held by the Company or any of the Subsidiaries) if at such time (i) there shall have occurred any event of which the Company has actual knowledge that (aa) with the giving of notice or the lapse of time, or both, would constitute an Event of Default with respect to such series of Debentures and (bb) in respect of which the Company shall not have taken reasonable steps to cure in accordance with this Junior Indenture, (ii) the Company shall be in default with respect to its payment of any obligations under any Trust Guarantee Agreement or either Subsidiary Guarantee or (iii) the Company shall have given notice of its election of an Extension Period for such Debentures or MECO or HELCO shall have given notice of its election of an “Extension Period” with respect to its respective Subsidiary Debentures pursuant to the MECO Indenture or the HELCO Indenture, respectively, and, in each case, shall not have rescinded such notice, or such Extension Period, or any extension thereof, shall be continuing.
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Related to Prohibition on Distributions, Etc

  • Limitation on Distributions Notwithstanding any provision to the contrary contained in this Agreement, the Partnership and the General Partner, on behalf of the Partnership, shall not be required to make a distribution to a Partner on account of its interest in the Partnership if such distribution would violate the Act or any other applicable law.

  • Restriction on Distributions (a) No distribution shall be made if, after giving effect to the distribution:

  • Prohibition on Dividends Except as disclosed in the Registration Statement, the General Disclosure Package and the Prospectus, no subsidiary of the Company is currently prohibited, directly or indirectly, under any order of any Regulatory Agency (other than orders applicable to bank or savings and loan holding companies and their subsidiaries generally), under any applicable law, or under any agreement or other instrument to which it is a party or is subject, from paying any dividends to the Company, from making any other distribution on such subsidiary’s capital stock, from repaying to the Company or any other subsidiary of the Company any loans or advances to such subsidiary or from transferring any of such subsidiary’s properties, assets or operations to the Company or any other subsidiary of the Company.

  • Limitation Upon Distributions Notwithstanding Section 3.1 above, no distribution shall be declared and paid unless, after the distribution is made, the assets of the Company are in excess of all liabilities of the Company.

  • Limitation on Dividends If Debentures are initially issued to the Trust or a trustee of such Trust in connection with the issuance of Trust Securities by the Trust (regardless of whether Debentures continue to be held by such Trust) and (i) there shall have occurred and be continuing an Event of Default, (ii) the Company shall be in default with respect to its payment of any obligations under the Capital Securities Guarantee, or (iii) the Company shall have given notice of its election to defer payments of interest on the Debentures by extending the interest payment period as provided herein and such period, or any extension thereof, shall be continuing, then the Company shall not, and shall not allow any Affiliate of the Company to, (x) declare or pay any dividends or distributions on, or redeem, purchase, acquire, or make a liquidation payment with respect to, any of the Company's capital stock or its Affiliates' capital stock (other than payments of dividends or distributions to the Company) or make any guarantee payments with respect to the foregoing or (y) make any payment of principal of or interest or premium, if any, on or repay, repurchase or redeem any debt securities of the Company or any Affiliate that rank pari passu in all respects with or junior in interest to the Debentures (other than, with respect to clauses (x) and (y) above, (1) repurchases, redemptions or other acquisitions of shares of capital stock of the Company in connection with any employment contract, benefit plan or other similar arrangement with or for the benefit of one or more employees, officers, directors or consultants, in connection with a dividend reinvestment or stockholder stock purchase plan or in connection with the issuance of capital stock of the Company (or securities convertible into or exercisable for such capital stock) as consideration in an acquisition transaction entered into prior to the applicable Extension Period, if any, (2) as a result of any exchange or conversion of any class or series of the Company's capital stock (or any capital stock of a subsidiary of the Company) for any class or series of the Company's capital stock or of any class or series of the Company's indebtedness for any class or series of the Company's capital stock, (3) the purchase of fractional interests in shares of the Company's capital stock pursuant to the conversion or exchange provisions of such capital stock or the security being converted or exchanged, (4) any declaration of a dividend in connection with any stockholders' rights plan, or the issuance of rights, stock or other property under any stockholders' rights plan, or the redemption or repurchase of rights pursuant thereto, (5) any dividend in the form of stock, warrants, options or other rights where the dividend stock or the stock issuable upon exercise of such warrants, options or other rights is the same stock as that on which the dividend is being paid or ranks pari passu with or junior to such stock and any cash payments in lieu of fractional shares issued in connection therewith, or (6) payments under the Capital Securities Guarantee).

  • Restriction on Timing of Distributions Notwithstanding any provision of this Agreement to the contrary, if the Executive is considered a Specified Employee at Termination of Employment under such procedures as established by the Company in accordance with Section 409A of the Code, benefit distributions that are made upon Termination of Employment may not commence earlier than six (6) months after the date of such Termination of Employment, or if earlier, the date of death. Therefore, in the event this Section 2.5 is applicable to the Executive, any distribution which would otherwise be paid to the Executive within the first six months following the Termination of Employment shall be accumulated and paid in a lump sum on the first day of the seventh month following the Termination of Employment, or, if earlier, within sixty (60) days from the date of the Executive’s death. All subsequent distributions shall be paid in the manner specified.

  • Limitations on Distribution Notwithstanding any provision to the contrary contained in this Agreement, the General Partner shall not make a Partnership distribution to any Partner if such distribution would violate Section 17-607 of the Act or other applicable Law.

  • Limitations on Distributions Notwithstanding any provision to the contrary contained in this Agreement, the Company shall not make any distribution if such distribution would violate the Act or other applicable law or would cause a breach or default under any agreement or instrument to which the Company is a party or by which it or its assets are bound, but instead shall make such distribution as soon as practicable such that the making of such distribution would not cause such violation, breach or default.

  • Restrictions on Distributions No subsidiary of the Company is currently prohibited, directly or indirectly, from paying any distributions to the Company or the Operating Partnership or from making any other distribution on such subsidiary’s equity interests, except (A) pursuant to the agreements set forth in Exhibit E and (B) as described in the Registration Statement and the Prospectus and as prohibited by applicable law.

  • Restriction on Commencement of Distributions Notwithstanding any provision of this Agreement to the contrary, if the Executive is considered a Specified Employee at the time of Separation from Service, the provisions of this Section shall govern all distributions hereunder. Distributions which would otherwise be made to the Executive due to Separation from Service shall not be made during the first six (6) months following Separation from Service. Rather, any distribution which would otherwise be paid to the Executive during such period shall be accumulated and paid to the Executive in a lump sum on the first day of the seventh month following Separation from Service, or if earlier, upon the Executive’s death. All subsequent distributions shall be paid as they would have had this Section not applied.

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