Restricted Junior Payment Clause Samples

The Restricted Junior Payment clause limits or conditions the payment of amounts owed to junior creditors, typically in a financing arrangement where multiple tiers of debt exist. In practice, this clause may prohibit or delay payments to junior lenders until certain criteria are met, such as the full repayment of senior debt or the absence of default under senior agreements. Its core function is to protect the interests of senior creditors by ensuring that junior creditors do not receive payments that could otherwise be used to satisfy senior obligations, thereby managing risk and maintaining the agreed priority of payments.
Restricted Junior Payment. (i) any dividend or other distribution, direct or indirect, on account of any shares of any class of capital stock of Borrower now or hereafter outstanding, except a dividend payable solely in shares of that class of stock or in any junior class of stock of Borrower, (ii) any redemption, retirement, sinking fund or similar payment, purchase or other acquisition for value, direct or indirect, of any shares of any class of capital stock of Borrower now or hereafter outstanding, (iii) any payment or prepayment of principal of, premium, if any, or interest, fees or other charges on or with respect to, and any redemption, purchase, retirement, defeasance, sinking fund or similar payment and any claim for rescission with respect to the Subordinated Loans, (iv) any payment made to redeem, purchase, repurchase or retire, or to obtain the surrender of, any outstanding warrants, options or other rights to acquire shares of any class of capital stock of Borrower now or hereafter outstanding, and (v) any payment of management fees by Borrower (except for reasonable management fees to any Originator or its Affiliates in reimbursement of actual management services performed).
View SourceView Similar (5)
Restricted Junior Payment. Neither the Company nor any of its Subsidiaries shall, directly or indirectly, declare, order, pay, make or set apart any sum for any Restricted Junior Payment, provided that (i) the Company may convert any of its convertible securities into other securities pursuant to the terms of such convertible securities or otherwise in exchange thereof, (ii) the Company may repurchase the stock of former employees, directors, officers, or consultants pursuant to stock repurchase agreements or upon death, disability, retirement, severance, or termination of such former employees, directors, officers, or consultants so long as an Event of Default does not exist at the time of such repurchase and would not exist after giving effect to such repurchase, provided such repurchase does not exceed in the aggregate of Fifty Thousand Dollars ($50,000.00) per fiscal year; and (iii) the Company may (but shall not be required) to pay proceeds, if any, of the BDT Litigation to its shareholders in the form of dividends or distributions so long as (a) no Event of Default has occurred and is continuing or would exist immediately after giving effect to any such transaction and (b) unrestricted cash and cash equivalents of the Company and its Subsidiaries plus the availability under the SVB Credit Agreement (or any extension, renewal or refinancing thereof permitted hereunder) is not less than Ten Million Dollars ($10,000,000.000) immediately after giving effect to any such payment.
View SourceView Similar (3)
Restricted Junior Payment. Make any Restricted Junior Payment.
View SourceView Similar (2)
Restricted Junior Payment. None of the Loan Parties shall, directly or indirectly, (i) redeem, purchase or otherwise retire any of its shares of capital stock or other equity interests or any options or other rights with respect thereto, (ii) declare or pay any dividends on any of its shares of any class of capital stock or other equity interests, (iii) return capital to its equityholder or (iv) make any other distribution on or in respect of any of its shares of any class of capital stock or other equity interests or any options or other rights with respect thereto, or (v) make any payment of principal of, or interest on, the Subordinated Notes, or purchase or otherwise make any payment in respect of the Subordinated Notes (collectively, "Restricted Junior Payments") except: (A) Subsidiaries of the Company (other than the Obligors) may make Restricted Junior Payments to the Company; (B) Subsidiaries of Borrowers may make Restricted Junior Payments to Borrowers; (C) The Company may pay accrued and unpaid interest on the Subordinated Notes on an unaccelerated basis, but only to the extent required by the Subordinated Notes and subject to the subordination provisions of the Subordinated Note Indenture; and (D) The Company may from time to time repurchase shares of its common stock in open market transactions; provided that: (1) Borrower Representative shall give Agent not less than five (5) Business Days' prior written notice of any such repurchase; (2) no Unmatured Default or Default shall have occurred and be continuing on the date of any such repurchase or would result after giving effect thereto; (3) no proceeds of Revolving Loans shall be used, directly or indirectly, for the purpose of repurchasing or carrying such shares (within the meaning of Regulation U); (4) after giving effect to any such repurchase, (i) the Revolving Loan Balance shall be zero, (ii) the lesser of (a) the Maximum Revolving Facility and (b) the Borrowing Base shall exceed the amount of Letter of Credit Liability at such time by more than $12,000,000 and (iii) the aggregate unrestricted cash and Cash Equivalents of the Obligors shall exceed $12,000,000; (5) unless otherwise consented to by Agent in its sole discretion, no such repurchase shall be made prior to the date Agent has received the Company's financial statements for the period ending June 30, 2001 in accordance with subsection 7.1(A) hereof, together with calculations demonstrating the Obligors' compliance with the financial covenants set forth in ...
View SourceView Similar (2)
Restricted Junior Payment. Section 10.1 Revolving Loan(s) Section 10.1 Revolving Loan Commitment Section 10.1 Revolving Loan Expiration Date Section 10.1 Revolving Loan Facility Section 10.1 Revolving Note(s) Section 10.1 SEC Section 4.7(G) Security Agreement Section 10.1 Security Documents Section 10.1 Security Interest Section 10.1 Statement Section 4.7(B) Subsidiary Section 10.1
View Source
Restricted Junior Payment. Any dividend or other distribution, direct or indirect, on account of any equity interest in the Seller now or hereafter outstanding, except a dividend or other distribution payable solely in equity interests in the Seller, (ii) any redemption, retirement, sinking fund or similar payment, purchase or other acquisition for value, direct or indirect, of any equity interest in the Seller now or hereafter outstanding, (iii) any payment or prepayment of principal of, premium, if any, or interest, fees or other charges on or with respect to, and any redemption, purchase, retirement, defeasance, sinking fund or similar payment and any claim for rescission with respect to the Intercompany Note (as defined in the Receivables Sale Agreement), (iv) any payment made to redeem, purchase, repurchase or retire, or to obtain the surrender of, any outstanding warrants, options or other rights to acquire equity interests in the Seller now or hereafter outstanding and (v) any payment of management fees by the Seller (except for reasonable management fees to any Originator or its Affiliates in reimbursement of actual management services performed).
View Source

Related to Restricted Junior Payment

  • Restricted Junior Payments No Loan Party shall, nor shall it permit any of its Subsidiaries or Affiliates through any manner or means or through any other Person to, directly or indirectly, declare, order, pay, make or set apart, or agree to declare, order, pay, make or set apart, any sum for any Restricted Junior Payment except that: (a) Borrowers may make regularly scheduled payments of interest in respect of any Senior Subordinated Notes in accordance with the terms of, and only to the extent required by the Purchase Agreement, and subject to the subordination provisions contained in the Subordination Agreement; (b) Borrowers may make Restricted Junior Payments to Holdings (i) so long as no Default or Event of Default shall have occurred and be continuing or shall be caused thereby, in an aggregate amount not to exceed $250,000 in any Fiscal Year, to the extent necessary to permit Holdings to pay general administrative costs and expenses and (ii) so long as any of the Borrowers and/or any of their Subsidiaries is a partnership or disregarded entity for U.S. federal and state income tax purposes or is otherwise filing a consolidated or combined tax return with Holdings, to the extent necessary to permit Holdings to discharge any tax liabilities payable by Holdings, in each case so long as Holdings applies the amount of any such Restricted Junior Payment for such purpose; (c) commencing with the Fiscal Year beginning January 1, 2007, and so long as no Default or Event of Default shall have occurred and be continuing or shall be caused thereby, Borrowers may make Restricted Junior Payments to Holdings, and Holdings may then make Restricted Junior Payments, in each case for the purpose of repurchasing or redeeming Capital Stock of Holdings from employees upon the death, disability or other termination of employment of any such employee in an amount not to exceed $750,000 in any Fiscal Year; (d) at any time on or after the fifth anniversary of the Closing Date, Borrowers may make cash payments in respect of the Senior Subordinated Notes corresponding to the amount of accrued original issue discount (as defined in Section 1273 of the Internal Revenue Code) in respect of the Senior Subordinated Notes so long as (i) no Default or Event of Default shall have occurred and be continuing, (ii) at the time of such Restricted Junior Payment and after giving effect thereto, the sum of (A) the amount, if any, by which (1) the Revolving Commitments exceed (2) the sum of the Total Utilization of Revolving Commitments plus (B) the aggregate amount of Cash and Cash Equivalents of Borrowers and their Subsidiaries at such time, shall not be less than $5,000,000; and (iii) after giving effect to such Restricted Junior Payment, Borrowers shall demonstrate (A) a pro forma Total Leverage Ratio and pro forma Senior Leverage Ratio of at least 0.25x less than the Total Leverage Ratio or Senior Leverage Ratio, as applicable, required at such time by Section 6.08 and (B) a pro forma Interest Coverage Ratio and pro forma Fixed Charge Coverage Ratio of at least 0.25x more than the Interest Coverage Ratio or Fixed Charge Coverage Ratio, as applicable, required at such time by Section 6.08; and (e) STT may dividend the Capital Stock of Statewide Publishing to Holdings.

  • Restricted Payments (a) The Borrower will not, and will not permit any of the Subsidiaries to, declare or make, or agree to pay or make, directly or indirectly, any Restricted Payment, except that (i) the Borrower may declare and pay dividends payable solely in additional shares of its common stock, (ii) so long as no Event of Default shall exist, the Borrower may declare and pay cash dividends and other regularly scheduled distributions on shares of its Permitted Preferred Stock, (iii) Subsidiaries may make Restricted Payments ratably with respect to any class of their respective Equity Interests, (iv) the Borrower may make Restricted Payments pursuant to and in accordance with stock option or rights plans or other benefit plans for management, employees, directors or consultants of the Borrower or any Subsidiary and (v) the Borrower and its Subsidiaries may make Investments expressly permitted under Section 6.05(j). (b) The Borrower will not, nor will it permit any of the Subsidiaries to, make or agree to make, directly or indirectly, any payment or other distribution (whether in cash, securities or other property), except payments or distributions made in common stock of the Borrower, to any Person other than the Borrower or a Subsidiary in respect of principal of or interest on any Indebtedness, or any payment or other distribution (whether in cash, securities or other property), including any sinking fund or similar deposit, on account of the purchase, redemption, retirement, defeasance, acquisition, cancelation or termination of any Indebtedness of the Borrower or any Subsidiary, except: (i) payments and prepayments under this Agreement (ratably in accordance with the Commitments of the Lenders) and the other New Facilities Credit Agreements; (ii) regularly scheduled and other mandatory interest and principal payments (including pursuant to sinking fund requirements) as and when due in respect of any Indebtedness; (iii) refinancings of Indebtedness to the extent permitted by Section 6.01(m), including the payment of customary fees, costs and expenses in connection therewith, and including additional cash payments in an aggregate amount for all such refinancings not to exceed, in the case of any refinancing, 5% of the principal amount being refinanced; and (iv) the payment of secured Indebtedness that becomes due as a result of the voluntary sale or transfer of the property or assets securing such Indebtedness.