Purchase or Redemption of Securities, Dividend Restrictions. Without the Lender’s prior written consent, none of the Borrowers will purchase, redeem or otherwise acquire any shares of its capital stock or warrants now or hereafter outstanding, declare or pay any dividends thereon (other than stock dividends), apply any of its property or assets to the purchase, redemption or other retirement of, set apart any sum for the payment of any dividends on, or for the purchase, redemption, or other retirement of, make any distribution by reduction of capital or otherwise in respect of, any shares of any class of capital stock of any Borrower, or any warrants, permit any Subsidiary to purchase or acquire any shares of any class of capital stock of, or warrants issued by, any Borrower, make any distribution to stockholders or set aside any funds for any such purpose, and not prepay, purchase or redeem any Indebtedness for Borrowed Money other than the Obligations.
Purchase or Redemption of Securities, Dividend Restrictions. The Borrower will not (a) purchase, redeem or otherwise acquire, or permit any Subsidiary to purchase, redeem or otherwise acquire, any shares of the Borrower's capital stock or warrants now or hereafter outstanding, (b) declare or pay any Distributions (other than stock dividends) or set aside any funds therefor, or (c) apply any of its property or Assets to the purchase, redemption or other retirement of, set apart any sum for the payment of any Distributions on, or for the purchase, redemption, or other retirement of, make any Distributions by reduction of capital or otherwise in respect of, any shares of any class of capital stock or warrants of the Borrower, except for (i) Distributions by the Borrower to the Parent pursuant to a certain Tax Sharing Agreement dated as of April 21, 1994 by and between the Borrower and the Parent, as amended through the Closing Date, and as the same may be further amended from time to time in a manner that is not materially adverse to the Borrower, (ii) Distributions by the Borrower to the Parent to enable the Parent to pay its operating and administrative expenses, including, without limitation, directors fees, legal and audit expenses, Securities and Exchange Commission compliance expenses and corporate franchise and other Taxes, not to exceed in any fiscal year Five Hundred Thousand Dollars ($500,000), (iii) Distributions by the Borrower to the Parent to pay management fees not to exceed Seven Hundred Fifty Thousand Dollars ($750,000) in any fiscal year of the Borrower, (iv) Distributions by the Borrower to the Parent to enable the Parent to repurchase any capital stock owned by any Person employed by the Parent and/or the Borrower if such Person is no longer so employed, provided, that the aggregate amount of Distributions for this purpose shall not exceed One Million Dollars ($1,000,000) per annum, and (v) Distributions to the Borrower or to any Subsidiary Guarantor from its Subsidiaries.
Purchase or Redemption of Securities, Dividend Restrictions. No Borrower will purchase, redeem or otherwise acquire any shares of its capital stock or warrants now or hereafter outstanding, declare or pay any dividends thereon (other than stock dividends), apply any of its property or assets to the purchase, redemption or other retirement of, set apart any sum for the payment of any dividends on, or for the purchase, redemption, or other retirement of, make any distribution by reduction of capital or otherwise in respect of, any shares of any class of capital stock of Borrower, or any warrants, permit any Subsidiary to purchase or acquire any shares of any class of capital stock of, or warrants issued by, Borrower, make any distribution to stockholders or set aside any funds for any such purpose, and not prepay, purchase or redeem any Indebtedness for Borrowed Money other than the Obligations; provided, however, if no Default exists or would result from the payment thereof, Borrowers may make payments to GPX (a) for taxes due in connection with the operations of Borrower and (b) for payments permitted under Section 6.2.7(g).
Purchase or Redemption of Securities, Dividend Restrictions. Other than the purchase of notes in connection with the retirement of the Subordinated Debentures in accordance with the terms thereof, the Borrower will not purchase, redeem or otherwise acquire any shares of its capital stock or warrants now or hereafter outstanding, declare or pay any dividends thereon (other than stock dividends), apply any of its property or assets to the purchase, redemption or other retirement of, set apart any sum for the payment of any dividends on, or for the purchase, redemption, or other retirement of, make any distribution by reduction of capital or otherwise in respect of, any shares of any class of capital stock of the Borrower, or any warrants, permit any Subsidiary to purchase or acquire any shares of any class of capital stock of, or warrants issued by, the Borrower, make any distribution to stockholders or set aside any funds for any such purpose, and not prepay, purchase or redeem any Indebtedness for Borrowed Money other than the Obligations.
Purchase or Redemption of Securities, Dividend Restrictions. Not (a) purchase or redeem any shares of the capital stock of Borrower, (b) declare or pay any dividends thereon, (c) make any distribution to holders of capital stock or set aside any funds for any such purpose, (d) issue any additional shares of any class of capital stock of Borrower or any warrants, options, rights or other commitments entitling any person to purchase or otherwise acquire any shares of stock of Borrower, (e) permit any change in stock ownership of Borrower.
Purchase or Redemption of Securities, Dividend Restrictions. Section 6.2.3 of the Financing Agreement is hereby amended and restated in its entirety as follows:
Purchase or Redemption of Securities, Dividend Restrictions. Except as permitted pursuant to the terms of the Senior Notes and then only if no Event of Default or failure to maintain the availability required by the Section 2.1.12(b) shall then exist or result therefrom, none of the Borrowers will purchase, redeem or otherwise acquire any shares of its capital stock or warrants now or hereafter outstanding, declare or pay any dividends thereon (other than stock dividends), apply any of its property or assets to the purchase, redemption or other retirement of, set apart any sum for the payment of 110 any dividends on, or for the purchase, redemption, or other retirement of, make any distribution by reduction of capital or otherwise in respect of, any shares of any class of capital stock of any Borrower, or any warrants, permit any Subsidiary to purchase or acquire any shares of any class of capital stock of, or warrants issued by, any Borrower, make any distribution to stockholders or set aside any funds for any such purpose, and not prepay, purchase or redeem any Indebtedness for Borrowed Money other than the Obligations.
Purchase or Redemption of Securities, Dividend Restrictions. None of the Obligors (a) will purchase, redeem or otherwise acquire any shares of its capital stock or warrants now or hereafter outstanding, declare or pay any dividends thereon (other than stock dividends), apply any of its property or assets to the purchase, redemption or other retirement of, set apart any sum for the payment of any dividends on, or for the purchase, redemption, or other retirement of, make any distribution by reduction of capital or otherwise in respect of, any shares of any class of capital stock of any Obligor, or any warrants, permit any Subsidiary to purchase or acquire any shares of any class of capital stock of, or warrants issued by, any Obligor, make any distribution to stock holders or set aside any funds for any such purpose, except for (i) dividends by any Subsidiary of the Obligor to a Obligor, (ii) payments under the Subordinated Note which are expressly permitted under its terms or payments under the Subordinated Note which are expressly permitted by the ender in writing and (iii) payment of amounts required for any repurchase, redemption or other acquisition for value of any capital stock or options held by any member of any Obligor's management or employees pursuant to any management equity subscription agreement or stock option agreement or similar agreement or otherwise upon their death, disability, retirement or termination of employment or departure from the Board of Directors (provided that the aggregate price paid for all such repurchased, redeemed, acquired or retired capital stock or options shall not exceed One Hundred Thousand Dollars ($100,000) or the Euro Currency Equivalent thereof in any twelve month period), and (b) will not prepay, voluntarily purchase or voluntarily redeem any Indebtedness for Borrowed Money other than the Obligations, unless such prepayment is not prohibited by the terms of the subordination applicable to the Subordinated Indebtedness.
Purchase or Redemption of Securities, Dividend Restrictions. Without the Lender's prior written consent, none of the Borrowers will purchase, redeem or otherwise acquire any shares of its capital stock or warrants now or hereafter outstanding, declare or pay any dividends thereon (other than stock dividends), apply any of its property or assets to the purchase, redemption or other retirement of, set apart any sum for the payment of any dividends on, or for the purchase, redemption, or other retirement of, make any distribution by reduction of capital or otherwise in respect of, any shares of any class of capital stock of any Borrower, or any warrants, permit any Subsidiary to purchase or acquire any shares of any class of capital stock of, or warrants issued by, any Borrower, make any distribution to stockholders or set aside any funds for any such purpose other than payments or other distributions to the holders of the Company's Series A Convertible Preferred Stock issued to Xxxxxx X. Xxxxxx, Xx., as such payments or distributions may be required pursuant to the terms, existing on the date hereof, of such securities but only if such payments or distributions are made at any time from the proceeds of life insurance (other than the Life Insurance Policies) or are made after May 1, 2003. Notwithstanding the foregoing, so long as any Borrower is eligible for taxation as a corporation under Subchapter S of the Internal Revenue Code and provided there shall exist no Default or Event of Default, that Borrower may distribute to each of its shareholders an amount sufficient to cover that shareholder's actual tax liability due and payable as a result of income of such Borrower attributed to such shareholder.
Purchase or Redemption of Securities, Dividend Restrictions. The Borrower will not purchase, redeem or otherwise acquire any shares of its capital stock or warrants now or hereafter outstanding, declare or pay any dividends thereon (other than stock dividends), apply any of its property or assets to the purchase, redemption or other retirement of, set apart any sum for the payment of any dividends on, or for the purchase, redemption, or other retirement of, make any distribution by reduction of capital or otherwise in respect of, any shares of any class of capital stock of the Borrower, or any warrants, permit any Subsidiary to purchase or acquire any shares of any class of capital stock of, or warrants issued by, the Borrower, make any distribution to stockholders or set aside any funds for any such purpose, and will not prepay, purchase or redeem any Indebtedness for Borrowed Money other than the Obligations, except for dividends or other distributions or advances made to the Parent when there exists no Default or Event of Default in order to enable the Parent to pay at a time payments due and payable (other than those payments which may not be made due to applicable provisions of subordination) under the Parent Subordinated Debt and the corresponding portion of the Subordinated Debt to the extent the payments are expressly permitted by this Agreement, the Subordination Agreement and the Parent Subordination Agreement.
