Limitations on Dividends and Distributions Sample Clauses

Limitations on Dividends and Distributions. So long as this Debenture is outstanding, the Company shall not declare, pay, make or set apart any sum for a dividend or other distribution (whether in cash or other property) with respect to any class of capital stock of the Company (other than dividends or distributions payable in its capital stock), or for the redemption, retirement, purchase or other acquisition for value of any share of any class of capital stock of the Company or any warrants or rights to purchase any class of capital stock of the Company.

Limitations on Dividends and Distributions. Declare or pay any dividends upon any of its Capital Stock; purchase, redeem, retire or otherwise acquire, directly or indirectly, any shares of its Capital Stock, or make any distribution of cash, property or assets among the holders of shares of its Capital Stock, or make any change in its capital structure which such change in its capital structure could reasonably be expected to have a Material Adverse Effect; provided that: (a) the Borrower or any Subsidiary may pay dividends in shares of its own Capital Stock; (b) any Subsidiary may pay cash dividends to the Borrower; (c) on any date upon which there are no outstanding Extensions of Credit, the Borrower may pay dividends to holders of its stock and/or repurchase shares of its stock in an aggregate amount of up to one hundred percent (100%) of the Cash on Hand as of the most recent fiscal quarter end; provided that on the date such dividend is paid and/or shares of stock are repurchased and after giving effect thereto (i) no Default or Event of Default shall have occurred and be continuing; (ii) the Borrower shall be in pro forma compliance with each of the covenants set forth in Article IX; and (iii) the Borrower will have Cash on Hand of at least $3,000,000; provided further that if the Borrower pays dividends or makes stock repurchases in an aggregate amount in excess of seventy percent (70%) of the Cash on Hand as of the most recent fiscal quarter end, the Borrower shall not be permitted to request Extensions of Credit for a period of thirty (30) days following the date such dividend is paid and/or shares of stock are repurchased; and (d) on any date upon which there are outstanding Extensions of Credit, the Borrower may pay dividends to holders of its stock and/or repurchase shares of its stock in an aggregate amount of up to (i) thirty-five percent (35%) of Cash on Hand as of the most recent fiscal quarter end, if the Total Leverage Ratio as the most recent quarter end is less than 1.00 to 1.00 or (ii) twenty-five percent (25%) of Cash on Hand as of the most recent fiscal quarter end, if the Total Leverage Ratio as of the most recent quarter end is equal to or greater than 1.00 to 1.00; provided that, in either case, on the date such dividend is paid and/or shares of stock are repurchased and after giving effect thereto (A) no Default or Event of Default shall have occurred and be continuing; (B) the Borrower shall be in pro forma compliance with each of the covenants set forth in Article IX; an...

Limitations on Dividends and Distributions. Declare or pay any dividends upon any of its Capital Stock; purchase, redeem, retire or otherwise acquire, directly or indirectly, any shares of its Capital Stock, or make any distribution of cash, property or assets among the holders of shares of its Capital Stock, or make any change in its capital structure which such change in its capital structure could reasonably be expected to have a Material Adverse Effect; provided that: (a) the Borrower or any Subsidiary may pay dividends in shares of its own Capital Stock; (b) the Borrower or any Subsidiary may make cash distributions or equity repurchases pursuant to employee benefit plans or incentive compensation plans, in each case to the extent such distributions constitute compensation to executives or employees of the Borrower or of the applicable Subsidiary; (c) any Subsidiary may pay dividends to the holders of its Capital Stock (other than payment of dividends to holders of the Exchangeable Shares); provided that in the case of any dividend paid by a Subsidiary that is not a Wholly-Owned Subsidiary, such dividend may be paid only if such dividend is paid on a ratable basis to the holders of such Capital Stock in accordance with their respective ownership percentages in such Subsidiary; (d) the Borrower may pay cash dividends to holders of its Capital Stock and Bowater Canada, Inc. may pay cash dividends to holders of the Exchangeable Shares; provided that (i) any such dividend is paid as promptly as possible but in no event later than seventy-five (75) days after the date of declaration of such dividend, (ii) such dividends do not exceed $75,000,000 in the aggregate during each Fiscal Year and (iii) on each date that a dividend is declared and after giving effect thereto: (A) no Default or Event of Default shall have occurred and be continuing; and (B) the Borrower shall be in pro forma compliance with each of the covenants set forth in Article IX; (e) the Borrower may repurchase shares of its Capital Stock in an aggregate amount of up to $100,000,000 during the term of this Agreement; provided that on each date that Capital Stock is repurchased and after giving effect thereto: (A) no Default or Event of Default shall have occurred and be continuing; (B) the Borrower shall be in pro forma compliance with each of the covenants set forth in Article IX; (C) the Aggregate Credit Exposure shall not exceed $100,000,000; and (D) the pro forma Consolidated Total Leverage Ratio shall not exceed 4.50 to 1.00; and...

Limitations on Dividends and Distributions. (a) No Borrower Party shall declare or pay any dividends or distributions except as permitted under its Constituent Documents. (b) No Borrower Party shall declare or pay any dividends or distributions if: (i) any Mandatory Prepayment Event exists; (ii) any Event of Default exists; or (iii) a Default under Sections 11.01(a), 11.01(g) or 11.01(h) exists; provided, however, that so long as no Event of Default under Sections 11.01(a), 11.01(g) or 11.01(h) exists, each Borrower Party shall have the right to pay Permitted RIC Distributions.

Limitations on Dividends and Distributions. Declare or pay any dividends upon any of its Capital Stock; purchase, redeem, retire or otherwise acquire, directly or indirectly, any shares of its Capital Stock, or make any distribution of cash, property or assets among the holders of shares of its Capital Stock, or make any change in its capital structure which such change in its capital structure would reasonably be expected to have a Material Adverse Effect; provided that: (a) the Company or any Restricted Subsidiary may pay dividends in shares of its own Capital Stock; (b) any Restricted Subsidiary may pay cash dividends or make cash distributions to a Credit Party and may repurchase shares of its Capital Stock from a Credit Party; (c) the Company may purchase, redeem or otherwise acquire Capital Stock of the Company or warrants or options to acquire any such Capital Stock with the proceeds received from the substantially concurrent issue of new shares of Capital Stock of the Company; and (d) the Company may pay dividends to holders of its Capital Stock and/or repurchase shares of its Capital Stock; provided that on the date such dividend is paid and/or shares of Capital Stock are repurchased and after giving effect thereto and to any extension of credit (including any Extension of Credit) made in connection therewith: (i) no Default or Event of Default shall have occurred and be continuing; and (ii) the pro forma Net Leverage Ratio at such time is 0.25 less than the Net Leverage Ratio currently required to be maintained under Section 9.1; provided, further that the foregoing shall not operate to prevent the making of dividends or repurchases previously declared by the Company so long as (i) at the declaration date, such dividend or repurchase was permitted by the foregoing and (ii) such dividend or repurchase is consummated within the earlier of 60 days and any date under Applicable Law on which such dividend or repurchase must be consummated.

Limitations on Dividends and Distributions. Declare or pay any dividends upon any of its Capital Stock; purchase, redeem, retire or otherwise acquire, directly or indirectly, any shares of its Capital Stock, or make any distribution of cash, property or assets among the holders of shares of its Capital Stock, (collectively, a "RESTRICTED PAYMENT"); PROVIDED that: (a) Holdings or any Subsidiary may pay dividends in shares of its own Capital Stock; (b) any Subsidiary may pay cash dividends to the Borrower or another Subsidiary that is a Credit Party and, so long as no Default or Event of Default has occurred or is continuing, to other equity holders of such Subsidiary on a pro rata basis. (c) so long as no Event of Default exists, the Borrower may make payments in the amounts and at the rates specified in the Management Agreement; (d) the Borrower may make payments to Holdings, and Holdings may make payments to any direct or indirect parent of Holdings, to pay franchise taxes, directors fees and reasonable accounting, legal and administrative expenses of Holdings and such parents when due, in an aggregate amount not to exceed $1,000,000 per annum; (e) for so long as the Borrower is a member of a group filing a consolidated or combined tax return with Holdings or any direct or indirect parent of Holdings, the Borrower may make payments to Holdings and Holdings may make payments to such Person in respect of an allocable portion of the tax liabilities of such group that is attributable to Holdings, the Borrower or their Subsidiaries (limited, in the case of Holdings, to taxes attributable to its ownership of the Borrower) ("TAX PAYMENTS"). The Tax Payments shall not exceed the lesser of (i) the amount of the relevant tax (including any penalties and interest) that the Borrower would owe if the Borrower were filing a separate tax return (or a separate consolidated or combined return with its Subsidiaries that are members of the consolidated or combined group), taking into account any carryovers and carrybacks of tax attributes (such as net operating losses) of the Borrower and such Subsidiaries from other taxable years and (ii) the net amount of the relevant tax that Holdings or such Person actually owes to the appropriate taxing authority. Any Tax Payments received from the Borrower shall be paid over to the appropriate taxing authority within 30 days of Holdings' or any direct or indirect parent of Holdings' receipt of such Tax Payments or refunded to the Borrower; (f) if no Event of Default shall exist...

Limitations on Dividends and Distributions. Declare or pay any dividends upon any of its capital stock; purchase, redeem, retire or otherwise acquire, directly or indirectly, any shares of its capital stock, or make any distribution of cash, property or assets among the holders of shares of its capital stock, or make any change in its capital structure that could reasonably be expected to have a Material Adverse Effect; provided that: (a) the Credit Parties may pay dividends solely in shares of their own capital stock or other ownership interest (including dividends consisting of rights to purchase such capital stock or other ownership interest), (b) any Subsidiary may pay dividends or make distributions to the Credit Parties or any Wholly-Owned Subsidiary of the Credit Parties, (c) any Credit Party may pay dividends or make distributions to any other Credit Party and (d) as long as no Default or Event of Default has occurred and is continuing or would be created thereby (i) the Credit Parties may declare and pay dividends on shares of their capital stock or other ownership interests, (ii) the Credit Parties or any Subsidiary may redeem shares of their capital stock or other ownership interest pursuant to a plan approved by the Board of Directors of the Credit Parties or such Subsidiary, as applicable and (iii) the Credit Parties or any Subsidiary may take any action otherwise prohibited by this Section 11.7.

Limitations on Dividends and Distributions. (a) The Company shall pay no distributions to the Members except as provided in this Article 5 and Article 14. (b) A Member may not receive, and the Company, and Board of Directors on behalf of the Company may not make, distributions from the Company to the extent such distribution is inconsistent with, or in violation of, the Act or any provision of this Agreement.

Limitations on Dividends and Distributions. Declare or pay any dividends upon any of its Capital Stock; purchase, redeem, retire or otherwise acquire, directly or indirectly, any shares of its Capital Stock, or make any distribution of cash, property or assets among the holders of shares of its Capital Stock, or make any change in its capital structure which such change in its capital structure could reasonably be expected to have a Material Adverse Effect; provided that: (a) the US Borrower or any Subsidiary may pay dividends in shares of its own Capital Stock; (b) so long as no Default or Event of Default has occurred and is continuing or would result therefrom, the US Borrower may declare and pay quarterly dividends in a manner consistent with the past practice of the US Borrower in amounts reasonably determined by the board of directors of the US Borrower; provided that the aggregate amount of dividends declared and paid during each Fiscal Year shall not exceed fifty percent (50%) of Net Income for the Fiscal Year preceding the Fiscal Year in which such dividend is to be declared and paid (as set forth in the audited financial statements of the US Borrower and its Subsidiaries for such preceding Fiscal Year); (c) any Subsidiary may declare and pay dividends of any type (cash or non-cash) to the US Borrower or any other Wholly-Owned Subsidiary, provided that if the Subsidiary paying the dividend is a Subsidiary Guarantor or Subsidiary Borrower then the recipient of the dividend must be either the US Borrower or another Subsidiary Guarantor; and (d) the US Borrower may repurchase shares of its Capital Stock, so long as: (i) no Default or Event of Default has occurred and is continuing at the time of such repurchase or would result therefrom; and (ii) the US Borrower and its Subsidiaries shall have demonstrated to the Administrative Agent that the Average Total Leverage Ratio (as of the date of the proposed share repurchase, based on the most recent financial statements delivered to the Administrative Agent pursuant to Section 8.1, and, on a pro forma basis, after giving effect to such share repurchase and any Indebtedness incurred in connection therewith) is less than 2.50 to 1.00.