Common use of Dividends and Other Payments Clause in Contracts

Dividends and Other Payments. 4.1.1 Without prejudice to any special rights or restrictions for the time being attached to any shares or any class of shares, Class B Members and Holders of other Monsoon Voting Securities shall be entitled to such dividends and other distributions in cash, stock or property of the Company as may be declared thereon from time to time in accordance with the Constitution. No dividend or other distribution may be declared or paid on any Monsoon Voting Securities other than the Class B Shares unless a like dividend or other distribution is simultaneously declared or paid, as the case may be, on each Class B Share, without preference or priority of any kind. 4.1.2 All dividends and distributions on the Class B Shares payable in Monsoon Voting Securities shall be paid in the form of Class B Shares and no dividends or distributions on any other Monsoon Voting Securities shall be paid in the form of Class B Shares. In no event will Class B Shares be split, divided, consolidated or combined unless the other outstanding classes of Monsoon Voting Securities shall be proportionately split, divided, consolidated or combined. 4.1.3 In the event of a transaction as a result of which the Ordinary Shares are converted into or exchanged for one or more other securities, cash or other assets or property (a “Ordinary Shares Conversion Event”), then from and after such Ordinary Shares Conversion Event, each Class B Member shall be entitled to receive, upon the conversion of its Class B Shares in accordance with Section 5, the amount of such securities, cash and other assets or property that such Class B Member would have received if the conversion of such Class B Shares had occurred immediately prior to the record date (or if there is no record date, the effective date) of the Ordinary Shares Conversion Event. This Section 4.1.3 shall be applicable in the same manner to all successive conversions or exchanges pursuant to any Ordinary Shares Conversion Event. 4.1.4 No adjustments in respect of dividends shall be made upon the conversion of any Class B Shares in accordance with Section 5; provided, that if any Class B Share shall be converted after the record date for the payment of a dividend or other distribution on Class B Shares but before such payment, then the relevant Class B Member at the close of business on such record date shall be entitled to receive the dividend or other distribution payable on such Class B Share on the payment date notwithstanding the conversion thereof; provided, however, that any such dividend payable in the form of Class B Shares (i) shall be deemed to have been declared on the Ordinary Shares into which such Class B Shares shall have been converted and (ii) any such dividend shall be payable in the form of Ordinary Shares.

Dividends and Other Payments. 4.1.1 Without prejudice to Holdings shall not, and shall not permit any special rights of its Subsidiaries to, declare or restrictions pay any dividend (other than dividends payable solely in common stock of the Person making such dividend) on, or make any payment on account of, or set apart assets for a sinking or other analogous fund for, the time being attached to purchase, redemption, defeasance, retirement or other acquisition of, any shares or of any class of sharescapital stock of or other ownership interest in any Holdings Loan Party or any warrants or options to purchase any such stock or ownership interest, Class B Members whether now or hereafter outstanding, or make any other distribution in respect thereof, either directly or indirectly, whether in cash or property or in obligations of any Holdings Loan Party (such declarations, payments, setting apart, purchases, redemptions, defeasances, retirements, acquisitions and Holders distributions being herein called "RESTRICTED PAYMENTS"); PROVIDED, HOWEVER, that: (a) any Subsidiary of other Monsoon Voting Securities Holdings may make Restricted Payments to Holdings; and (b) Holdings may make Restricted Payments in respect of its capital stock on any Quarterly Payment Date if: (i) Holdings has paid all amounts then due and payable in respect of the Holdings Loans; (ii) no Lessor Loan Event of Default shall have occurred and be continuing or will occur after giving effect to the making of such payment; and (iii) (A) the Debt Service Coverage Ratio for the 12-month period ended on the last day of the immediately preceding Fiscal Quarter, (B) the projected Debt Service Coverage Ratio for the 12-month period commencing on the first day of the then current Fiscal Quarter and (C) the projected Debt Service Coverage Ratio for the 12-month period commencing on the first anniversary of the first day of the then current Fiscal Quarter, in each case shall be entitled no less than 1.75 to such dividends and other distributions in cash1.00; PROVIDED, stock or property that (x) on any Quarterly Payment Date on which any Debt Rating falls into ▇▇▇▇▇ ▇ of the Company as may be declared thereon from time to time in accordance with the Constitution. No dividend or other distribution may be declared or paid on any Monsoon Voting Securities other than the Class B Shares unless a like dividend or other distribution is simultaneously declared or paidCAPEX Limita- tion Grid, as the case may be, on each Class B Share, without preference or priority 50% of any kind. 4.1.2 All dividends and distributions on the Class B Shares payable in Monsoon Voting Securities Excess Cash Flow shall be paid deposited into the Cashflow Recapture Fund until the amount on deposit in the form of Class B Shares and no dividends or distributions on any other Monsoon Voting Securities shall be paid in the form of Class B Shares. In no event will Class B Shares be split, divided, consolidated or combined unless the other outstanding classes of Monsoon Voting Securities shall be proportionately split, divided, consolidated or combined. 4.1.3 In the event of a transaction as a result of which the Ordinary Shares are converted into or exchanged for one or more other securities, cash or other assets or property (a “Ordinary Shares Conversion Event”), then from and after such Ordinary Shares Conversion Event, each Class B Member shall be entitled to receive, upon the conversion of its Class B Shares in accordance with Section 5, Cashflow Recapture Fund equals the amount of such securities, cash and other assets or property that such Class B Member would have received if the conversion Fixed Charges payable during the next six months calculated as of such Class B Shares had occurred immediately prior Quarterly Payment Date; (y) on any Quarterly Payment Date on which any Debt Rating falls into ▇▇▇▇▇ ▇ ▇▇ ▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇, ▇▇▇ % of any Excess Cash Flow shall be deposited into the Cashflow Recapture Fund; and (z) at any time any Debt Rating falls into ▇▇▇▇▇ ▇ of the CAPEX Limitation Grid, all Excess Cash Flow generated by Holdings, if any, and all amounts on deposit in the Cashflow Recapture Fund will be used to make prepayments of the Holdings Loans pursuant to the record date (or if there is no record dateHoldings Credit Agreement. To the extent that any funds have been deposited into the Cashflow Recapture Fund, the effective date) funds will be held as security for the repayment of the Ordinary Shares Conversion Event. This Section 4.1.3 shall Holdings Loans and Holdings' obligations under its guarantee of the lease obligations of ▇▇▇▇▇▇▇ Holdings under the Facility Lease and will only be applicable in the same manner to all successive conversions or exchanges pursuant to any Ordinary Shares Conversion Eventreleased once each Debt Rating falls into ▇▇▇▇▇ ▇ ▇▇ ▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇. 4.1.4 No adjustments in respect of dividends shall be made upon the conversion of any Class B Shares in accordance with Section 5; provided, that if any Class B Share shall be converted after the record date for the payment of a dividend or other distribution on Class B Shares but before such payment, then the relevant Class B Member at the close of business on such record date shall be entitled to receive the dividend or other distribution payable on such Class B Share on the payment date notwithstanding the conversion thereof; provided, however, that any such dividend payable in the form of Class B Shares (i) shall be deemed to have been declared on the Ordinary Shares into which such Class B Shares shall have been converted and (ii) any such dividend shall be payable in the form of Ordinary Shares.