Canadian Operations. The Company shall maintain current business operations in Canada and obtain an appropriate waiver/forbearance under the Credit Agreement with respect to Accuride Canada, which shall be reasonably satisfactory to the Committee.
Canadian Operations. The aggregate gross book value of the assets in Canada of the Company and its "affiliates" (within the meaning of Section (2) of the Competition Act (Canada)) and the gross revenues from sales in or from Canada generated from those assets determined in each case as prescribed in Part IX of the Competition Act (Canada) and the Regulations thereunder do not exceed C$35 million. The Company is not a reporting issuer or equivalent for the purposes of any Canadian securities laws. The Company has not made a prospectus offering in the Province of Quebec or a distribution exempt from section 43, 47, 48 or 63 of the Securities Act (Quebec).
Canadian Operations. Not later than thirty (30) days after the end of any fiscal quarter in which the aggregate Canadian Sales for the four (4) preceding fiscal quarters then ended exceed $20,000,000, Borrower shall notify Agent that Canadian Sales for such period exceeded such amount and provide information and documentation to Agent, in form and substance satisfactory to Agent, with regard to each of the following matters, in each case demonstrating such matters to Agent’s satisfaction in its sole discretion: (i) the structure of operations of the Canadian portion of Borrower’s business, including without limitation, any continuation as an unincorporated branch and all loan, security and related documentation (including opinions confirming the enforceability of Agent’s Liens), and (ii) Borrower’s compliance with all covenants under the Loan Documents, including without limitation the payment and remittance of all taxes, including corporate, harmonized or other sales, excise, customs and withholding taxes, in respect of the Canadian portion of Borrower’s business and/or any collection and remittance to Borrower or any other person in the United States or to Agent (and if requested by Agent, Borrower covenants and agrees to provide documentary evidence of the calculation, payment and remittance to Canada Revenue Agency and other applicable taxing authorities in Canada to the satisfaction of Agent).
Canadian Operations. The only Borrower which owns any Accounts arising out of operations in Canada is RCM Technologies Canada Corp. and all payments on such Accounts are made solely to the office of that Borrower located in Mississauga, Ontario.
Canadian Operations. Not later than thirty (30) days after the end of any fiscal quarter in which the aggregate Canadian Sales for the four (4) preceding fiscal quarters then ended exceed $20,000,000, Borrower shall notify Lender that Canadian Sales for such period exceeded such amount and provide information and documentation to Lender, in form and substance satisfactory to Lender, with regard to each of the following matters, in each case demonstrating such matters to Lender's satisfaction in its sole discretion: (i) the structure of operations of the Canadian portion of Borrower's business, including without limitation, any continuation as an unincorporated branch and all loan, security and related documentation ( including opinions confirming the enforceability of Lender's first priority Liens), (ii) Borrower's compliance with all covenants under the Loan Documents, including without limitation, the payment and remittance of all Taxes, including corporate, harmonized or other sales, excise, customs and withholding Taxes, in respect of the Canadian portion of Borrower's business and/or any collection and remittance to Borrower or any other Person in the United States or to Lender or deposit accounts controlled or swept by Lender (and if requested by Lender, Borrower covenants and agrees to provide documentary evidence of the calculation, payment and remittance to Canada Revenue Agency and other applicable taxing authorities in Canada to the satisfaction of Lender) and (iii) any inclusion in the Borrowing Base of Inventory located in Canada or Accounts payable by residents of Canada.
Canadian Operations. EXHIBITS: -------- A Form of Assignment and Acceptance B Form of Borrowing Base Certificate C Form of Compliance Certificate D Form of Guarantee and Collateral Agreement E Form of Mortgage F Form of Tax Exemption Certificate G Form of Closing Certificate H-1 Form of Legal Opinion of Gardere Xxxxx Xxxxxx, L.L.P. H-2 Form of Legal Opinion of Xxxxxx X. Xxxxx I Form of Syndicate Assignment and Acceptance J Form of Consent
Canadian Operations. As calculated in accordance with the Investment Canada Act and the regulations thereto, the total book value of the assets in Canada of the Company and its Subsidiaries is less than C$50 million. Neither the Company nor its Subsidiaries are engaged in any film distribution activities in Canada.
Canadian Operations. 42 9.28 Intellectual Property...........................................43
Canadian Operations. Borrower shall not permit its office located at 0000 Xxxxxx Xxxxxx North in Cambridge, Ontario, Canada to maintain aggregate funds in excess of (i) $75,000 at any time during the period in any year from July 1 to December 31, (ii) $100,000 at any time during the period in any year from January 1 to February 29 and (iii) $150,000 at any time during the period in any year from March 1 to June 30. Borrower shall cause any funds received by such office in excess of the amounts permitted in the preceding sentence to be immediately remitted into the Payment Account.
Canadian Operations. Prior to making any Investment in, transferring any property to, or conducting business via, the Canadian Company, the Companies covenant to (a) cause the Canadian Company to provide to Agent the Canadian Guaranty and the Canadian Security Agreement, together with such other security documents, as well as appropriate PPSA financing statements, all in form and substance satisfactory to Agent (including being sufficient to grant Agent a first priority Lien (subject to Permitted Liens) in and to the assets of Canadian Company, (b) to amend this Agreement, in form and substance acceptable to Agent, to provide for cash management and make the other provisions of this Agreement applicable to Canadian Company and (c) provide to Agent all other documentation, including Control Agreements and one or more opinions of counsel satisfactory to Agent, which in its opinion is appropriate with respect to the execution and delivery of the applicable documentation referred to above. Any document, agreement, or instrument executed or issued pursuant to this Section 6.19 shall be a Loan Document.
