Common use of US Subsidiaries Clause in Contracts

US Subsidiaries. Subject to clause (c) of this Section 4.03, below, the Issuer shall not permit any of its US Subsidiaries to, directly or indirectly: (1) declare or pay any dividend or make any other payment or distribution (a) on account of the Issuer's Equity Interests or any Equity Interests of any Subsidiary of the Issuer (including, without limitation, any payment in connection with any merger or consolidation involving the Issuer or any Subsidiary of the Issuer) or (b) to the direct or indirect holders of the Equity Interests of the Issuer or any Subsidiary of the Issuer in their capacity as such (other than, in the case of each of (a) and (b), dividends or distributions payable (i) in Equity Interests (other than Disqualified Stock) of such US Subsidiary or (ii) to (A) a US Subsidiary, (B) the Issuer or (C) the holder of the Equity Interests in the US Parent); (2) purchase, repurchase, redeem, defease or otherwise acquire or retire for value (including, without limitation, in connection with any merger or consolidation involving the Issuer or any Subsidiary of the Issuer) any outstanding Equity Interests of the Issuer or any Subsidiary of the Issuer (other than any Equity Interests of a US Subsidiary owned by any other US Subsidiary); (3) make any payment of principal on or with respect to, or purchase, repurchase, redeem, defease or otherwise acquire or retire for value, any Subordinated Indebtedness of the Issuer or any Guarantor; or (4) make any Investment in any Person (other than any Permitted Investments) (all such payments and other actions set forth in these subclauses (1) through (4) of clause (b) of this Section 4.03 being collectively referred to as "US RESTRICTED PAYMENTS" and, together with Non-US Restricted Payments, "RESTRICTED PAYMENTS"), unless, at the time of, and after giving effect to, such US Restricted Payment: (i) no Default has occurred and is continuing or would occur as a consequence of such US Restricted Payment; (ii) the amount of such US Restricted Payment, together with the aggregate amount of all other US Restricted Payments declared or made by the US Subsidiaries on or after the Issue Date (excluding US Restricted Payments permitted by subclauses (3), (4) and (5) of clause (c) of this Section 4.03, below) shall not exceed 50% of the Consolidated Profit After Taxes of the US Parent and its Subsidiaries for the period (taken as one accounting period) from the beginning of the fiscal quarter immediately following the fiscal quarter during which the Issue Date occurs to the end of the most recent fiscal quarter for which consolidated financial statements of the US Parent and its Subsidiaries are available at the time of such US Restricted Payment (or, if such Consolidated Profit After Taxes for such period is a deficit, less 100% of such deficit); (iii) the ratio of (i) Consolidated EBITDA of the US Parent and its Subsidiaries to (ii) Consolidated Gross Finance Charges of the US Parent and its Subsidiaries, as if such US Restricted Payment had been made at the beginning of the applicable period, shall, in respect of the four fiscal quarters ended prior to the date of such US Restricted Payment, be not less than 4.5: 1; and (iv) if such US Restricted Payment is of a kind identified in subclause (1), (2) or (3) of this clause (b) of this Section 4.03 and, in the case of such subclause (1) and (2), is in respect of the Issuer's Equity Interests, interest due on the Junior Notes was paid in full in cash on the two consecutive scheduled Junior Note Interest Payment Dates immediately preceding the date of such US Restricted Payment.

US Subsidiaries. Subject to clause (c) of this Section 4.034.04, below, the Issuer shall not permit any of its US Subsidiaries to, directly or indirectly: (1) declare or pay any dividend or make any other payment or distribution (a) on account of the Issuer's Equity Interests or any Equity Interests of any Subsidiary of the Issuer (including, without limitation, any payment in connection with any merger or consolidation involving the Issuer or any Subsidiary of the Issuer) or (b) to the direct or indirect holders of the Equity Interests of the Issuer or any Subsidiary of the Issuer in their capacity as such (other than, in the case of each of (a) and (b), dividends or distributions payable (i) in Equity Interests (other than Disqualified Stock) of such US Subsidiary or (ii) to (A) a US Subsidiary, (B) the Issuer or (C) the holder of the Equity Interests in the US Parent); (2) purchase, repurchase, redeem, defease or otherwise acquire or retire for value (including, without limitation, in connection with any merger or consolidation involving the Issuer or any Subsidiary of the Issuer) any outstanding Equity Interests of the Issuer or any Subsidiary of the Issuer (other than any Equity Interests of a US Subsidiary owned by any other US Subsidiary); (3) make any payment of principal on or with respect to, or purchase, repurchase, redeem, defease or otherwise acquire or retire for value, any Subordinated Indebtedness of the Issuer or any Guarantor; or (4) make any Investment in any Person (other than any Permitted Investments) (all such payments and other actions set forth in these subclauses (1) through (4) of clause (b) of this Section 4.03 4.04 being collectively referred to as "US RESTRICTED PAYMENTS" and, together with Non-US Restricted Payments, "RESTRICTED PAYMENTS"), unless, at the time of, and after giving effect to, such US Restricted Payment: (i) no Default has occurred and is continuing or would occur as a consequence of such US Restricted Payment; (ii) the amount of such US Restricted Payment, together with the aggregate amount of all other US Restricted Payments declared or made by the US Subsidiaries on or after the Issue Date (excluding US Restricted Payments permitted by subclauses (3), (4) and (5) of clause (c) of this Section 4.034.04, below) shall not exceed 50% of the Consolidated Profit After Taxes of the US Parent and its Subsidiaries for the period (taken as one accounting period) from the beginning of the fiscal quarter immediately following the fiscal quarter during which the Issue Date occurs to the end of the most recent fiscal quarter for which consolidated financial statements of the US Parent and its Subsidiaries are available at the time of such US Restricted Payment (or, if such Consolidated Profit After Taxes for such period is a deficit, less 100% of such deficit); (iii) the ratio of (i) Consolidated EBITDA of the US Parent and its Subsidiaries to (ii) Consolidated Gross Finance Charges of the US Parent and its Subsidiaries, as if such US Restricted Payment had been made at the beginning of the applicable period, shall, in respect of the four fiscal quarters ended prior to the date of such US Restricted Payment, be not less than 4.5: 1; and (iv) if such US Restricted Payment is of a kind identified in subclause (1), (2) or (3) of this clause (b) of this Section 4.03 4.04 and, in the case of such subclause (1) and (2), is in respect of the Issuer's Equity Interests, interest due on the Junior Notes was paid in full in cash on the two consecutive scheduled Junior Note Interest Payment Dates immediately preceding the date of such US Restricted Payment.