Common use of Restricted Payments; Restrictive Agreements Clause in Contracts

Restricted Payments; Restrictive Agreements. (a) Declare or make, or agree to declare or make, directly or indirectly, any Restricted Payment (including pursuant to any Synthetic Purchase Agreement), or incur any obligation (contingent or otherwise) to do so; provided that (i) any Subsidiary may declare and pay dividends or make other distributions ratably to its equity holders, (ii) so long as no Event of Default or Default shall have occurred and be continuing or would result therefrom, the Borrower may repurchase its Equity Interests owned by employees of the Borrower or the Subsidiaries or make payments to employees of the Borrower or the Subsidiaries in connection with the exercise or vesting of stock options, stock appreciation rights, restricted stock units, restricted stock or similar equity incentives or equity based incentives pursuant to equity compensation plans in an aggregate amount not to exceed $5,000,000 in any fiscal year (in each case other than repurchase of Equity Interests from, or any payments to, Xxxxx Xxxxxxxxx), (iii) the Borrower and its Subsidiaries may make Permitted Tax Distributions and (iv) the Borrower and its Subsidiaries may make Restricted Payments, the proceeds of which will be used to pay operating costs and expenses of a parent entity incurred in the ordinary course of business that are solely attributable to the operations of the Borrower and its Subsidiaries.

Restricted Payments; Restrictive Agreements. (a) Declare or make, or agree to declare or make, directly or indirectly, any Restricted Payment (including pursuant to any Synthetic Purchase Agreement), or incur any obligation (contingent or otherwise) to do so; provided provided, however, that (i) any Subsidiary may declare and pay dividends or make other distributions ratably to its equity holders, (ii) so long as no Event of Default or Default shall have occurred and be continuing or would result therefrom, the Borrower may repurchase its Equity Interests owned by employees of the Borrower or the Subsidiaries or make payments to employees of the Borrower or the Subsidiaries upon termination of employment in connection with the exercise or vesting of stock options, stock appreciation rights, restricted stock units, restricted stock rights or similar equity incentives or equity based incentives pursuant to equity compensation management incentive plans or in connection with the death or disability of such employees in an aggregate amount not to exceed $5,000,000 1,000,000 in any fiscal year (in each case other than repurchase of Equity Interests from, or any payments to, Xxxxx Xxxxxxxxx), year; (iii) so long as no Default or Event of Default shall have occurred and be continuing or would result therefrom, the Borrower and its Subsidiaries may make Permitted Tax Distributions pay regularly scheduled cash dividends on any Preferred Equity Interests set forth on Schedule 4(p) or issued after the Closing Date in accordance with the terms of this Agreement and (iv) the Borrower and its Subsidiaries may make Restricted Payments, redeem in full the proceeds of which will be used to pay operating costs and expenses of a parent entity incurred in Existing Lender Warrants on the ordinary course of business that are solely attributable to the operations of the Borrower and its SubsidiariesClosing Date.

Restricted Payments; Restrictive Agreements. (a) Declare or make, or agree to declare or make, directly or indirectly, any Restricted Payment (including pursuant to any Synthetic Purchase Agreement), or incur any obligation (contingent or otherwise) to do so; provided provided, however, that (i) any Subsidiary may declare and pay dividends or make other distributions ratably to its equity holders, (ii) so long as no Event of Default or Default shall have occurred and be continuing or would result therefrom, the Borrower may repurchase its Equity Interests owned by employees of the Borrower or the Subsidiaries or make payments to employees of the Borrower or the Subsidiaries upon termination of employment in connection with the exercise or vesting of stock options, stock appreciation rights, restricted stock units, restricted stock rights or similar equity incentives or equity based incentives pursuant to equity compensation management incentive plans or in connection with the death or disability of such employees in an aggregate amount not to exceed $5,000,000 1,500,000 in any fiscal year (in each case other than repurchase of Equity Interests from, or any payments to, Xxxxx Xxxxxxxxx)year, (iii) so long as no Default or Event of Default shall have occurred or be continuing or would result therefrom, the Borrower may declare and pay dividends or make other customary distributions ratably to its Subsidiaries may make Permitted Tax Distributions equity holders consistent with past practice and in an amount not to exceed $3,000,000 in any fiscal year, and (iv) the Borrower may declare and its Subsidiaries may make Restricted Payments, the proceeds of which will be used pay dividends to pay operating costs and expenses holders of a parent entity incurred class of Equity Interests payable solely in the ordinary course Equity Interests of business that are solely attributable to the operations such class of the Borrower and its SubsidiariesEquity Interests held by such holders.

Restricted Payments; Restrictive Agreements. (a) Declare or make, or agree to declare or make, directly or indirectly, any Restricted Payment (including pursuant to any Synthetic Purchase Agreement), or incur any obligation (contingent or otherwise) to do so; provided provided, however, that (i) any Subsidiary may declare and pay dividends or make other distributions ratably to its equity holders, (ii) so long as no Event of Default or Default shall have occurred and be continuing or would result therefrom, the Borrower may repurchase its Equity Interests owned by employees of the Borrower or the Subsidiaries or make payments to employees of the Borrower or the Subsidiaries upon termination of employment in connection with the exercise or vesting of stock options, stock appreciation rights, restricted stock units, restricted stock rights or similar equity incentives or equity based incentives pursuant to equity compensation management incentive plans or in connection with the death or disability of such employees in an aggregate amount not to exceed $1,000,000 in any fiscal year; (iii) so long as no Default or Event of Default shall have occurred and be continuing or would result therefrom, the Borrower may pay regularly scheduled cash dividends on any Preferred Equity Interests issued after the Closing Date in accordance with the terms of this Agreement, and (iv) so long as no Default or Event of Default shall have occurred and be continuing or would result therefrom, the Borrower may make other Restricted Payments under this clause (iv) in an amount not to exceed $5,000,000 in any fiscal year (in each case other than repurchase of Equity Interests from, or any payments to, Xxxxx Xxxxxxxxx), (iii) the Borrower and its Subsidiaries may make Permitted Tax Distributions and (iv) the Borrower and its Subsidiaries may make Restricted Payments, the proceeds of which will be used to pay operating costs and expenses of a parent entity incurred in the ordinary course of business that are solely attributable to the operations of the Borrower and its Subsidiariesyear.