Restricted Payment Conditions is defined in Section 10.9.
Restricted Payment Conditions means, at the time of determination with respect to any specified Restricted Payment, that (a) no Default or Event of Default then exists or would arise as a result of making of such Restricted Payment, (b) after giving effect to such Restricted Payment, the Total Outstandings are not greater than twenty-five (25%) percent of the appraised orderly liquidation value of registered Trademarks of the Loan Parties, as determined pursuant to the most recent appraisal conducted by or on behalf of the Agent with respect to such registered Trademarks, and (c) the Consolidated Fixed Charge Coverage Ratio, as calculated on a pro-forma basis for the twelve Fiscal Months preceding such Restricted Payment, is equal to or greater than 1.0:1.0.
Restricted Payment Conditions means (i) the New Capital Condition shall have been satisfied, (ii) Blocker Sub shall have paid in full all accrued and unpaid dividends on the Blocker Preferred for all past dividend periods, (iii) the New Guaranteed Notes are rated Baa3 or greater by Moody’s and BBB- or greater by S&P or (in the event that Moody’s and S&P shall no longer maintain ratings on the New Guaranteed Notes) any equivalent rating by any other Nationally Recognized Statistical Ratings Organization (as defined in Rule 436 under the Securities Act), and (iv) the Restricted Payment, together with the aggregate amount of all other Restricted Payments made by the Company since December 31, 2008, is less than 25% of the excess of (a) cumulative consolidated net income (giving effect to any net loss incurred (A) on or after January 1, 2014 and (B) during such period) determined under GAAP (without retroactively eliminating the effect of any discontinued operations and excluding the cumulative effect of any changes in accounting policies and any gain or loss from the early extinguishment or exchange of outstanding debt on or after January 1, 2014) of the Company and its subsidiaries for the period (taken as one accounting period) from January 1, 2014 to the end of the most recently ended fiscal quarter for which internal financial statements are available at the time of such Restricted Payment, minus (b) to the extent not deducted in determining such net income, the amount of tax distributions made pursuant to Section 5.1(e)(ii)(A)(1) in respect of periods commencing on or after January 1, 2014.
Examples of Restricted Payment Conditions in a sentence
Either Borrower makes any Restricted Payment in contravention of the Restricted Payment Conditions.
Make any Restricted Payment, unless each of the Restricted Payment Conditions is satisfied.
Make any Restricted Payment, unless each of the Restricted Payment Conditions are satisfied.
If the Depositary has received written notice that a Default or Event of Default exists, the Depositary shall be deemed to have received written notice from the Collateral Agent (given at the direction of the Required Holders) that the Restricted Payment Conditions are not met.
If the Restricted Payment Conditions have not been satisfied, all amounts remaining in Revenue Account after all payments in levels First through Ninth of Section 2.16(i) shall be deposited in the Distribution Suspense Account.
More Definitions of Restricted Payment Conditions
Restricted Payment Conditions means each of the following conditions:
Restricted Payment Conditions means, at the time of determination with respect to payment of any Restricted Payment pursuant to Section 7.7(a), as applicable, the following conditions shall be satisfied:
Restricted Payment Conditions means, with respect to any Restricted Payment, either (a) (i) no Default or Event of Default then exists or would arise as a result of the making of such Restricted Payment, (ii) the Borrowers have demonstrated to the reasonable satisfaction of the Agent that monthly Availability, immediately following the making of such Restricted Payment and as projected on a pro forma basis for the twelve (12) months following and after giving effect to such Restricted Payment, will be at least equal to the greater of (x) 25% of the Loan Cap, and (y) $50,000,000, and (iii) after giving pro forma effect to such Restricted Payment as if such Restricted Payment constituted a “Debt Service Charge”, the Consolidated Fixed Charge Coverage Ratio, as calculated on a trailing twelve months basis, is equal to or greater than 1.1:1.0, or (b) (i) no Default or Event of Default then exists or would arise as a result of the making of such Restricted Payment, and (ii) the Borrowers have demonstrated to the reasonable satisfaction of the Agent that monthly Availability, immediately following the making of such Restricted Payment and as projected on a pro forma basis for the twelve (12) months following and after giving effect to such Restricted Payment, will be at least equal to the greater of (x) 50% of the Loan Cap, and (y) $100,000,000. Any projections provided by the Borrowers o the Agent in order to demonstrate compliance with the forgoing Restricted Payment Conditions shall be good faith projections prepared consistent with past practice, which projections shall be reasonably satisfactory to the Agent.
Restricted Payment Conditions means the fulfillment (to the satisfaction of the Debenture Trustee), both before and after making a Restricted Payment, of all the following conditions:
Restricted Payment Conditions has the meaning assigned to it in the Collateral Agency Agreement.
Restricted Payment Conditions means, at the time of determination with respect to any Restricted Payment, that (a) no Default or Event of Default then exists or would arise as a result of making such Restricted Payment, (b) either (x) (i) Availability on a pro forma basis and on a projected (on assumptions reasonably satisfactory to the Agent) basis for the six (6) month period following and after giving effect to such Restricted Payment is greater than fifteen (15%) percent of the Loan Cap, and (ii) the Consolidated Fixed Charge Coverage Ratio, as calculated on a pro forma basis after giving effect to such Restricted Payment for the immediately preceding Measurement Period is equal to or greater than 1.1:1.0, or (y) Availability on a pro forma basis and on a projected (on assumptions reasonably satisfactory to the Agent) basis for the six (6) month period following and after giving effect to such Restricted Payment is greater than twenty-five (25%) percent of the Loan Cap. Prior to undertaking any Restricted Payment that is subject to the Restricted Payment Conditions, the Loan Parties shall deliver to the Agent evidence of satisfaction of the conditions contained in clause (b) above on a basis (including, without limitation, giving due consideration to results for prior periods) reasonably satisfactory to the Agent; provided that the Borrowers shall not be required to deliver updated projections as set forth in clauses (b)(x)(i) or (y) above in the event that (A) on pro forma basis after giving effect to such Restricted Payment, and on a projected basis for the immediately succeeding six (6) month period thereafter, the average daily Total Outstandings are less than twenty (20%) percent of the Loan Cap, and (B) such Restricted Payment is made with cash on hand of the Borrowers.
Restricted Payment Conditions has the meaning given in Section 6.6.1 of the Credit Agreement.