Foreign Intercompany Loans Sample Clauses

Foreign Intercompany Loans. For so long as any Foreign Intercompany Loan is owed to a Loan Party and is not subject to a perfected first priority security interest in favor of the Collateral Agent for the benefit of the Secured Parties, incur or create any third party Material Indebtedness for borrowed money that is unsecured Indebtedness the governing documentation for which does not require such Indebtedness to be subordinated in right of payment to the Obligations with respect to the Foreign Intercompany Loans (and any proceeds of the Foreign Intercompany Loans received by such Loan Party) in a manner reasonably acceptable to the Administrative Agent (any provisions effecting such subordination, the “Foreign Intercompany Loan Subordination Provisions”) (it being understood and agreed that if, upon the occurrence and during the continuance of any Event of Default, any lender or holder (or any agent or representative on their behalf), as applicable, of such unsecured Indebtedness shall be required to turn over to the Collateral Agent or any other authorized representative specified in writing by the Collateral Agent at the direction of the Required Lenders (in each case, for the benefit of the Secured Parties) the Secured Parties’ pro rata share (based on the then outstanding aggregate amount of the Secured Obligations (as defined in the First Lien/Second Lien Intercreditor Agreement) and, if applicable, the aggregate amount of the First Lien Obligations (as defined in the First Lien Intercreditor Agreement)) of any proceeds received by such lender or holder (or any agent or representative on their behalf) in respect of such Foreign Intercompany Loan, then such unsecured Indebtedness shall be deemed to be subordinated in right of payment with respect to the Foreign Intercompany Loans in a manner reasonably acceptable to the Administrative Agent); provided that, any Indebtedness that is assumed by any Company shall not be subject to the provisions of this Section 6.16.
Sample 1
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Related to Foreign Intercompany Loans

  • Intercompany Loans Notwithstanding any provision to the contrary set forth in the Transaction Documents (including, without limitation, clause (s) of the definition of “Eligible Loan” in Annex X), the Guarantor (i) shall not permit any Seller to sell, transfer, assign or otherwise convey any Intercompany Loan to Bunge Funding under the Sale Agreement that has a maturity in excess of six (6) years and (ii) shall either cause a Seller, Bunge Funding or the Trustee to demand repayment of all outstanding principal and accrued interest under each Intercompany Loan or cause a Seller to refinance such amounts by making a new Intercompany Loan to the applicable Obligor within six (6) years from the date of such Intercompany Loan.

  • Subordination of Intercompany Loans Each Loan Party shall cause any intercompany Indebtedness, loans or advances owed by any Loan Party to any other Loan Party to be subordinated pursuant to the terms of the Intercompany Subordination Agreement.

  • Intercompany Debt It is understood that Debt shall not include any redeemable equity interest in the Company.

  • Intercompany Notes The intercompany notes identified in Annex 6 constitute all of the outstanding intercompany notes payable to Obligor.

  • Intercompany Indebtedness The Company shall not create, incur, assume or otherwise become or remain directly or indirectly liable with respect to any Indebtedness arising from loans from any Subsidiary to the Company unless (a) such Indebtedness is unsecured and (b) such Indebtedness shall be expressly subordinate to the payment in full in cash of the Obligations on terms satisfactory to the Administrative Agent.

  • Intercompany Transactions 89 Section 9.13

  • Swing Loans Under Cash Management Agreements In addition to making Swing Loans pursuant to the foregoing provisions of Section 2.5.3 [Making Swing Loans], without the requirement for a specific request from the Borrower pursuant to Section 2.4.2 [Swing Loan Requests], PNC as the Swing Loan Lender may make Swing Loans to the Borrower in accordance with the provisions of the agreements between the Borrower and such Swing Loan Lender relating to the Borrower’s deposit, sweep and other accounts at such Swing Loan Lender and related arrangements and agreements regarding the management and investment of the Borrower’s cash assets as in effect from time to time (the “Cash Management Agreements”) to the extent of the daily aggregate net negative balance in the Borrower’s accounts which are subject to the provisions of the Cash Management Agreements. Swing Loans made pursuant to this Section 2.5.6 in accordance with the provisions of the Cash Management Agreements shall (i) be subject to the limitations as to aggregate amount set forth in Section 2.1.2 [Swing Loan Commitment], (ii) not be subject to the limitations as to individual amount set forth in Section 2.4.2 [Swing Loan Requests], (iii) be payable by the Borrower, both as to principal and interest, at the rates and times set forth in the Cash Management Agreements (but in no event later than the Expiration Date), (iv) not be made at any time after such Swing Loan Lender has received written notice of the occurrence of an Event of Default and so long as such shall continue to exist, or, unless consented to by the Required Lenders, a Potential Default and so long as such shall continue to exist, (v) if not repaid by the Borrower in accordance with the provisions of the Cash Management Agreements, be subject to each Lender’s obligation pursuant to Section 2.5.5 [Borrowings to Repay Swing Loans], and (vi) except as provided in the foregoing subsections (i) through (v), be subject to all of the terms and conditions of this Section 2.

  • Treatment of Outstanding Loans and Letters of Credit 25 2.6 Making Revolving Credit Loans and Swing Loans; Presumptions by the Administrative Agent; Repayment of Revolving Credit Loans; Repayment of Swing Loans 26

  • Evidence of Debt; Repayment of Loans (a) The Borrower hereby unconditionally promises to pay to the Administrative Agent for the account of each Lender the principal amount of each Loan of such Lender as provided in Section 2.11.

  • Intercompany Obligations At all times, the Company shall ensure that all intercompany obligations (including, without limitation, obligations pursuant to transfer pricing and royalty agreements) owed by the Company or a Restricted Subsidiary to the Company or any of its Subsidiaries shall be subordinated in writing in right of payment to the Notes or the applicable Subsidiary Guarantee and unsecured.

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