Foreign Cash Sample Clauses

Foreign Cash. Borrowers shall cause (a) each of the UK Guarantors, Canadian Guarantor, and Other Foreign Subsidiaries not to maintain, at any time, more than One Million Five Hundred Thousand Dollars ($1,500,000) in cash in the aggregate and (b) each of the Additional Foreign Subsidiaries not to maintain, at any time, more than Four Hundred Thousand Dollars ($400,000) in cash in the aggregate. On the Closing Date and on the first and fifteenth day of each month thereafter, commencing July 15, 2003, Borrowers shall cause all cash held by UK Guarantors, Canadian Guarantor and the Other Foreign Subsidiaries in excess of One Million Five Hundred Thousand Dollars ($1,500,000) in the aggregate and all cash held by the Additional Foreign Subsidiaries in excess of Four Hundred Thousand Dollars ($400,000) in the aggregate to be transferred to Parent and applied to the outstanding balance of the Obligations. Borrowers shall provide to Agent and Lenders within five (5) days of request, but no less often than monthly, information regarding cash balances of UK Guarantors, Canadian Guarantor, and the Foreign Subsidiaries.
Sample 1
AutoNDA by SimpleDocs
Foreign Cash. Borrowers caused not less than $1,000,000 of cash held by foreign Subsidiaries to be transferred to U.S. Borrower and applied to the outstanding balance under the U.S. Revolving Loan on or before September 20, 2002. Borrowers and each of their respective foreign Subsidiaries will not, at any time, maintain more than $1,500,000 in cash in the aggregate for all non-U.S. facilities and operations. Semi-monthly, commencing not later than October 25, 2002, Borrowers shall cause all cash held by foreign Subsidiaries in excess of $1,500,000 in the aggregate to be transferred to U.S. Borrower and applied to the outstanding balance under the U.S. Revolving Loan. Borrowers will provide to Agent and Lenders upon request information regarding foreign Subsidiary cash.
Sample 1
Foreign Cash. The Company shall not permit cash on hand held by any Foreign Subsidiary, excluding any Foreign Subsidiary organized and operating under the laws of China, to exceed 225% of the cash on deposit in U.S. deposit accounts subject to Account Control Agreements. Any amounts in excess of such amount held by any Foreign Subsidiary, excluding such amounts of any Foreign Subsidiary organized and operating under the laws of China, shall be transferred to a U.S. deposit account of the Company subject to an Account Control Agreement.
Sample 1
Foreign Cash. (a) Solely to the extent there is a Closing Date Foreign Cash Excess, Purchaser shall, and shall cause the Fluids Entities to, use commercially reasonable efforts to, during the period from the Closing Date to the fifteen month anniversary of the Closing Date, distribute the Closing Date Foreign Cash Excess to Purchaser in accordance with the terms, methodologies and procedures set forth on Schedule 2.06 (the “Foreign Cash Excess Distributions”), after which Purchaser shall remit to Seller on a monthly basis, as applicable, in immediately available funds, an amount equal to such Closing Date Foreign Cash Excess (net of any Collection Costs). Purchaser shall, and shall cause the Fluids Entities to, undertake commercially reasonable efforts to minimize any Collection Costs. Seller acknowledges and agrees that the obligations of Purchaser pursuant to this Section 2.06 shall only apply to Foreign Cash held in the accounts of the Active Fluids Entities as of the Effective Time, solely to the extent such accounts are listed on the Closing Balance Sheet, and that in no event shall Purchaser have any obligation to remit any Foreign Cash received by a Fluids Entity from a Person that is not a Fluids Entity following the Effective Time. For the period from the Closing Date to the fifteen month anniversary of the Closing Date, neither Purchaser nor any of its Subsidiaries (including the Fluids Entities) or Affiliates shall have the right to use the Closing Date Foreign Cash Excess for any purpose other than for making the Foreign Cash Excess Distributions pursuant to this Agreement. Notwithstanding anything in this Section 2.06 to the contrary, if the board of managers of Purchaser (the “Purchaser Board”) determines in good faith, as of the time a Foreign Cash Excess Distribution would otherwise be made, after consultation with Seller, that a Foreign Cash Excess Distribution would result in a material risk of default under the Fluids Loan Agreement (the “Tolling Events”), then such obligations under this Section 2.06 shall be tolled until the Purchaser Board determines in good faith, after consultation with the Seller, such Tolling Events are no longer applicable. (b) Within ten (10) days after the end of each calendar month, Purchaser shall and shall cause its Subsidiaries (including the Fluids Entities) and Affiliates and Representatives to provide Seller a written statement setting forth the Closing Date Foreign Cash Excess as of the end of such calendar month fro...
Sample 1
Foreign Cash. Seller shall cause at the Measurement Time the Agreed Foreign Cash to be held by the Purchased Entities (or their Subsidiaries) outside of the United States. The Parties shall reasonably cooperate on the allocation of such Agreed Foreign Cash among the Purchased Entities (or their Subsidiaries) to, as reasonably as practicable under the circumstances, address the ordinary course cash needs of the Business at the Closing.
Sample 1
Foreign Cash. At and prior to the Closing, Seller shall cause the Company’s non-U.S. Subsidiaries not to loan or advance any amounts to the Company or its U.S. Subsidiaries and any repatriation of funds to the Company or its U.S. Subsidiaries shall only be accomplished through the repayment of existing intercompany loans or the payment of dividends by non-U.S. Subsidiaries of the Company and shall to be done in accordance with all applicable Laws and agreements. With respect to any Dollars not held in the U.S. by the Company or a U.S. Subsidiary of the Company, (i.e., one organized and resident in the United States) as of the Closing (the “Pre-Closing Foreign Cash”), from and after the Closing and until the date that Buyer delivers the Adjustment Notice to the Seller, the Company and its Subsidiaries shall use commercially reasonable efforts to repatriate any Pre-Closing Foreign Cash to the United States and will include such cash (to the extent not already included in the Cash Amount) to the extent actually repatriated by such time (net of any costs or Taxes related to such repatriation) in the calculation of the Proposed Cash Amount; provided that the Company and its Subsidiaries shall not be required to repatriate any amounts required to be held by the applicable Subsidiary of the Company by applicable contract or Law.
Sample 1

Related to Foreign Cash

  • XXXXX CASH 25 CONTRACTOR is authorized to establish a xxxxx cash fund in an amount not 26 to exceed one thousand dollars ($1,000).

  • Cash and Cash Equivalents As of any date of determination, the sum of (a) the aggregate amount of unrestricted cash then actually held by the Borrower or any of its Subsidiaries, (b) the aggregate amount of unrestricted cash equivalents (valued at fair market value) then held by the Borrower or any of its Subsidiaries and (c) the aggregate amount of cash then actually held by the Borrower or any of its Subsidiaries in the form of tenant security deposits, but only to the extent such tenant security deposits are included as a liability on the Borrower’s Consolidated balance sheet, escrows and reserves. As used in this definition, (i) “unrestricted” means the specified asset is not subject to any Liens in favor of any Person, and (ii) “cash equivalents” means that such asset has a liquid, par value in cash and is convertible to cash on demand. Notwithstanding anything contained herein to the contrary, the term Cash and Cash Equivalents shall not include the Loan. CERCLA. See §7.18.

  • Cash Equivalents As of any date, (i) securities issued or directly and fully guaranteed or insured by the United States government or any agency or instrumentality thereof having maturities of not more than one year from such date, (ii) time deposits and certificates of deposits having maturities of not more than one year from such date and issued by any domestic commercial bank having, (A) senior long term unsecured debt rated at least A or the equivalent thereof by S&P or A2 or the equivalent thereof by Xxxxx’x and (B) capital and surplus in excess of $100,000,000.00; (iii) commercial paper rated at least A-1 or the equivalent thereof by S&P or P-1 or the equivalent thereof by Xxxxx’x and in either case maturing within one hundred twenty (120) days from such date, and (iv) shares of any money market mutual fund rated at least AAA or the equivalent thereof by S&P or at least Aaa or the equivalent thereof by Xxxxx’x.

  • Investment of Cash Collateral Pursuant to the SLA, the Client shall have the right to invest Cash Collateral received in respect of any loan, subject to an obligation, upon the termination of the loan, to return to the Approved Borrower the amount of cash initially pledged (as adjusted for any interim marks-to-market).

  • Sweep or Automated Cash Management Upon receipt of Instructions, the Custodian shall invest any otherwise uninvested cash of any Fund held by the Custodian in a money market mutual fund, a cash deposit product, or other cash investment vehicle made available by the Custodian from time to time, in accordance with the directions contained in such Instructions. A fee may be charged or a spread may be received by the Custodian for investing the Fund’s otherwise uninvested cash in the available cash investment vehicles or products. The Custodian shall have no responsibility to determine whether any purchases of money market mutual fund shares or any other cash investment vehicle or cash deposit product by or on behalf of the Fund under the terms of this section will cause any Fund to exceed the limitations contained in the 1940 Act on ownership of shares of another registered investment company or any other asset or portfolio restrictions or limitations contained in applicable laws or regulations or the Fund’s prospectus. The Fund agrees to indemnify and hold harmless the Custodian from all losses, damages and expenses (including attorney’s fees) suffered or incurred by the Custodian as a result of a violation by such Fund of the limitations on ownership of shares of another registered investment company or any other cash investment vehicle or cash deposit product.

  • Distributions of Available Cash from Capital Surplus Available Cash that is deemed to be Capital Surplus pursuant to the provisions of Section 6.3(a) shall be distributed, unless the provisions of Section 6.3 require otherwise, to the General Partner and the Unitholders, Pro Rata, until a hypothetical holder of a Common Unit acquired on the Closing Date has received with respect to such Common Unit distributions of Available Cash that are deemed to be Capital Surplus in an aggregate amount equal to the Initial Unit Price. Available Cash that is deemed to be Capital Surplus shall then be distributed (A) to the General Partner in accordance with its Percentage Interest and (B) to all Unitholders holding Common Units, Pro Rata, a percentage equal to 100% less the General Partner’s Percentage Interest, until there has been distributed in respect of each Common Unit then Outstanding an amount equal to the Cumulative Common Unit Arrearage. Thereafter, all Available Cash shall be distributed as if it were Operating Surplus and shall be distributed in accordance with Section 6.4.

  • Distributions of Available Cash From Operating Surplus Available Cash that is deemed to be Operating Surplus pursuant to the provisions of Section 6.3 or Section 6.5 shall be distributed as follows, except as otherwise contemplated by Section 5.6(b) in respect of additional Partnership Interests issued pursuant thereto (including pursuant to Article V with respect to the Preferred Units): (a) First, 100% to the General Partner and the Unitholders, Pro Rata, until there has been distributed in respect of each Unit then Outstanding an amount equal to the Minimum Quarterly Distribution for such Quarter; (b) Second, 100% to the General Partner and the Unitholders, Pro Rata, until there has been distributed in respect of each Unit then Outstanding an amount equal to the excess of the First Target Distribution over the Minimum Quarterly Distribution for such Quarter; (c) Third, (i) to the General Partner in accordance with its Percentage Interest; (ii) 13% to the holders of the Incentive Distribution Rights, Pro Rata; and (iii) to all Unitholders, Pro Rata, a percentage equal to 100% less the sum of the percentages applicable to subclauses (i) and (ii) of this clause (c), until there has been distributed in respect of each Unit then Outstanding an amount equal to the excess of the Second Target Distribution over the First Target Distribution for such Quarter; (d) Fourth, (i) to the General Partner in accordance with its Percentage Interest; (ii) 23% to the holders of the Incentive Distribution Rights, Pro Rata; and (iii) to all Unitholders, Pro Rata, a percentage equal to 100% less the sum of the percentages applicable to subclauses (i) and (ii) of this clause (d), until there has been distributed in respect of each Unit then Outstanding an amount equal to the excess of the Third Target Distribution over the Second Target Distribution for such Quarter; and (e) Thereafter, (i) to the General Partner in accordance with its Percentage Interest; (ii) 48% to the holders of the Incentive Distribution Rights, Pro Rata; and (iii) to all Unitholders, Pro Rata, a percentage equal to 100% less the sum of the percentages applicable to subclauses (i) and (ii) of this clause (e); provided, however, if the Minimum Quarterly Distribution, the First Target Distribution, the Second Target Distribution and the Third Target Distribution have been reduced to zero pursuant to the second sentence of Section 6.6(a), the distribution of Available Cash that is deemed to be Operating Surplus with respect to any Quarter will be made solely in accordance with Section 6.4(e).

  • Deposit Accounts; Securities Accounts The only Deposit Accounts or Securities Accounts maintained by any Grantor on the date hereof are those listed on Schedule 6 (Bank Accounts; Control Accounts), which sets forth such information separately for each Grantor.

  • Deficit Capital Accounts No Member will be required to pay to the Company, to any other Member or to any third party any deficit balance that may exist from time to time in the Member’s Capital Account.

  • Cash Proceeds In addition to the rights of the Collateral Agent specified in Section 4.3 with respect to payments of Receivables, all proceeds of any Collateral received by any Grantor consisting of cash, checks and other non-cash items (collectively, “Cash Proceeds”) shall be held by such Grantor in trust for the Collateral Agent, segregated from other funds of such Grantor, and shall, forthwith upon receipt by such Grantor, unless otherwise provided pursuant to Section 4.4(a)(ii), be turned over to the Collateral Agent in the exact form received by such Grantor (duly indorsed by such Grantor to the Collateral Agent, if required) and held by the Collateral Agent in the Collateral Account. Any Cash Proceeds received by the Collateral Agent (whether from a Grantor or otherwise): (i) if no Event of Default shall have occurred and be continuing, shall be held by the Collateral Agent for the ratable benefit of the Secured Parties, as collateral security for the Secured Obligations (whether matured or unmatured) and (ii) if an Event of Default shall have occurred and be continuing, may, in the sole discretion of the Collateral Agent, (A) be held by the Collateral Agent for the ratable benefit of the Secured Parties, as collateral security for the Secured Obligations (whether matured or unmatured) and/or (B) then or at any time thereafter may be applied by the Collateral Agent against the Secured Obligations then due and owing.

Draft better contracts in just 5 minutes Get the weekly Law Insider newsletter packed with expert videos, webinars, ebooks, and more!