Borrower and Subsidiaries Sample Clauses

Borrower and Subsidiaries. All of the Subsidiaries of the Borrower as of the Effective Date are listed on Schedule 3.15, which schedule sets forth the name and jurisdiction of formation of the Borrower and each Subsidiary and, as to each such Subsidiary, the percentage of each class of Capital Stock of such Subsidiary owned by the Borrower or any of its other Subsidiaries as of the Effective Date.”.

Borrower and Subsidiaries. Set forth on Schedule 6.10 is a list of the exact legal name of the Borrower and its Subsidiaries, together with (a) jurisdiction of organization, (b) U.S. taxpayer identification number and organizational number, (c) a notation of which Subsidiaries constitute Material Subsidiaries and (d) if all of the Domestic Subsidiaries are not Loan Parties, the amount of Consolidated EBITDA of the Borrower and its Domestic Subsidiaries, the amount of Consolidated Revenue and the amount of Consolidated Assets contained in the Loan Parties, as such Schedule 6.10 may be updated from time to time pursuant to Section 7.02(b).

Borrower and Subsidiaries. The Borrower shall not, and shall not permit any Subsidiaries to, create, incur, assume or suffer to exist any Indebtedness other than the following (collectively referred to herein as "Permitted Indebtedness"): (i) the Obligations; (ii) Indebtedness arising from taxes, fees, assessments or other governmental charges or statutory obligations which are not delinquent or remain payable without penalty, or to the extent that non-payment thereof is permitted by Section 6.07; (iii) (A) Initial Permitted Indebtedness of the Borrower or any Subsidiary existing on the Closing Date or extensions, renewals and refinancings of such Indebtedness, provided that the principal amount of such Indebtedness being extended, renewed or refinanced does not increase; and (B) at all times prior to the Spin-Off Consummation Date, Indebtedness constituting "Initial Permitted Indebtedness" under and as defined in the New Ceridian Credit Agreement; (iv) accounts payable of Borrower or its Subsidiaries to trade creditors for goods and services and current operating liabilities (not the result of the borrowing of money) incurred in the Ordinary Course of Business in accordance with customary terms and paid within the specified time, unless contested in good faith by appropriate proceedings and reserved for in accordance with GAAP; (v) obligations in respect of Permitted Swap Contracts; (vi) Indebtedness of Borrower or any Subsidiary of the Borrower secured by Permitted Liens of the type referred to in Section 7.01(g), in a principal amount (including imputed principal for Capital Leases) not to exceed $5,000,000, in the aggregate for the Borrower and all Subsidiaries of the Borrower, at any time outstanding; (vii) Indebtedness not secured by any Lien, in an outstanding principal amount not to exceed, together with the principal amount of Indebtedness outstanding at such time under clause (vi), $10,000,000 at any time in the aggregate for the Borrower and all Subsidiaries; (viii) unsecured Indebtedness not to exceed $14,000,000 incurred prior to December 31, 2001 in favor of the seller of certain assets relating to a Person known as "Coventry", as partial consideration for the Borrower's acquisition of such assets; provided the sum of all payments (including principal, interest, fees and other amounts) required to be made thereunder over the scheduled term thereof does not exceed $16,000,000; (ix) Indebtedness arising in connection with the Private Placement Documents; (x) prior to the...

Borrower and Subsidiaries. With respect to the Borrower and each of its Subsidiaries, engage at any time in any business or business activity other than the business conducted by it on the date hereof and business activities reasonably incidental or related thereto.

Borrower and Subsidiaries. (a) Except as disclosed on Schedule 8.20, Borrower and its Subsidiaries are engaged only in the business of operating restaurants and franchising others to operate restaurants. (b) All of the Subsidiaries of Borrower as of the Closing Date are identified in Schedule 8.20 annexed hereto. The capital stock of each of the Subsidiaries of Borrower identified in Schedule 8.20 annexed hereto is duly authorized, validly issued, fully paid, and nonassessable and none of such capital stock constitutes margin stock. Schedule 8.20 annexed hereto correctly sets forth the ownership interest of Borrower in each of its Subsidiaries identified therein. (c) The Inactive Subsidiaries do not have any ongoing operations and are not operating any business. The assets of each Inactive Subsidiary have a liquidation value of less than $50,000.

Borrower and Subsidiaries. Off-Balance Sheet Liabilities 8.01 Existing Liens 8.02 Investments 8.03 Existing Indebtedness 11.02 Administrative Agent’s Office, Certain Addresses for Notices A Committed Loan Notice B Swing Line Loan Notice C Note D Compliance Certificate E Assignment and Assumption This CREDIT AGREEMENT (“Agreement”) is entered into as of September 27, 2011, among TECH DATA CORPORATION, a Florida corporation (the “Borrower”), each lender from time to time party hereto (collectively, the “Lenders” and individually, a “Lender”), and BANK OF AMERICA, N.A., as Administrative Agent, Swing Line Lender and an L/C Issuer. The Borrower has requested that the Lenders party hereto provide a revolving credit facility for the purposes set forth herein, and such Lenders are willing to do so on the terms and conditions set forth herein. In connection of the mutual covenants and agreements contained herein, the parties hereto agree and covenant as follows:

Borrower and Subsidiaries. Off-Balance Sheet Liabilities 8.01 Existing Liens 8.02 Investments 8.03 Existing Indebtedness

Borrower and Subsidiaries. All of the Subsidiaries of Borrower as of the Closing Date are identified in SCHEDULE 7.1. The capital stock or other equity interests of each of the Subsidiaries of Borrower identified in SCHEDULE 7.1 is duly authorized, validly issued, fully paid, and nonassessable and none of such capital stock or other equity interests constitutes Margin Stock. Borrower and each of the Subsidiaries of Borrower identified in SCHEDULE 7.1 are duly organized, validly existing, and in good standing under the laws of their respective jurisdictions of organization set forth therein, has full corporate power and authority to own their assets and properties and to operate their business as presently owned and conducted and as proposed to be conducted, and are qualified to do business and in good standing in every jurisdiction where their assets are located and wherever necessary to carry out their business and operations, in each case except where failure to be so qualified or in good standing or a lack of such corporate power and authority has not had and will not have a Material Adverse Effect. SCHEDULE 7.1 correctly sets forth the ownership interest of Borrower in each of its Subsidiaries identified therein.

Borrower and Subsidiaries the Borrower or any of its Subsidiaries shall (A) default in any payment with respect to any Indebtedness (other than the Obligations and/or any non-recourse Indebtedness), and such default shall continue after the applicable grace period, if any, specified in the agreement or instrument relating to such Indebtedness, or (B) default in the observance or performance of any agreement or condition relating to any such Indebtedness or contained in any instrument or agreement evidencing, securing or relating thereto (and all grace periods applicable to such observance, performance or condition shall have expired), or any other event shall occur or condition exist, the effect of which default or other event or condition is to cause, or to permit the holder or holders of such Indebtedness (or a trustee or agent on behalf of such holder or holders) to cause any such Indebtedness to become due prior to its stated maturity; or any such Indebtedness of the Borrower or any of its Subsidiaries shall be declared to be due and payable, or shall be required to be prepaid (other than by a regularly scheduled required prepayment or redemption, prior to the stated maturity thereof), provided that it shall not constitute an Event of Default pursuant to this clause (d)(i) unless the aggregate amount of all Indebtedness referred to in this clause (d)(i) above exceeds $2,000,000 at any one time; or

Borrower and Subsidiaries. The Disclosure Schedule (as it may be supplemented from time to time by the Borrower) sets forth (a) the corporate organizational chart of the Borrower and its Subsidiaries; (b) the names and jurisdictions of incorporation of each of the Subsidiaries, their respective share capital or other ownership interests, the percentage of the outstanding shares or ownership interests of each Subsidiary which are legally and beneficially owned (whether directly or indirectly) by the Borrower and the details of such ownership and whether or not such Subsidiary is a Minor Subsidiary, and (c) the location of the Borrowers’ and the Subsidiaries’ respective places of business and assets and (except for NACG Finance LLC) the locations of their respective chief executive offices.