Inter-Company Indebtedness. The list of Inter-Company loans made to or by each Obligor provided to the Intercreditor Agent pursuant to this Agreement, being on the date of this Agreement the list set out in Schedule 7 (Inter Company Loans), is complete and correct in all material respects as at its date.
Inter-Company Indebtedness. [See spreadsheet attached hereto]
A. T. Cross Company Xxx Xxxxxx Xxxx Xxxxxxx, Xxxxx Xxxxxx 00000 Attention: Xxxxx X. Xxxxxxx, CFO Telephone: 000-000-0000 Telecopier: 401-334-2861 Electronic Mail: xxxxxxxx@xxxxx.xxx Website Address: xxx.xxxxx.xxx with a copy to: A.T. Cross Company Xxx Xxxxxx Xxxx Xxxxxxx, Xxxxx Xxxxxx 00000 Attention: Office of General Counsel Telephone: 00-000-0000 Telecopier: 000-000-0000 Administrative Agent's Office Bank of America, N.A. 000 Xxxxxxx Xxxxxx Mail Code: MA5-100-07-06 Xxxxxx, Xxxxxxxxxxxxx 00000 Attention: Xxxxxxxxxxx X. Xxxxx Telephone: 000-000-0000 Telecopier: 000-000-0000 Electronic Mail: xxxxxxxxxx.x.xxxxx@xxxxxxxxxxxxx.xxx Account No.: Ref:_________________________ ABA# 000000000 Bank of America, N.A. 000 Xxxxxxx Xxxxxx Mail Code: MA5-100-07-06 Xxxxxx, Xxxxxxxxxxxxx 00000 Attention: Xxxxxxxxxxx X. Xxxxx Telephone: 000-000-0000 Telecopier: 000-000-0000 Electronic Mail: xxxxxxxxxx.x.xxxxx@xxxxxxxxxxxxx.xxx Bank of America, N.A. 0 Xxxxxx Xxxxxx Xxxxxx, X00 0XX, Xxxxxx Xxxxxxx Attention: Xxxxx Xxxxxx Telephone: + 00 (0) 00 0000 0000 Telecopier: + 00 (0) 00 0000 0000 Electronic Mail: xxxxx.xxxxxx@xxxxxxxxxxxxx.xxx Account No.: Ref: ____________________ ABA# 000000000 To: Bank of America, N.A., as Administrative Agent Ladies and Gentlemen: Reference is made to that certain Credit Agreement, dated as of December __, 2005 (as amended, restated, extended, supplemented or otherwise modified in writing from time to time, the "Agreement;" the terms defined therein being used herein as therein defined), among A. T. Cross Company, a Rhode Island corporation (the "Borrower"), A. T. Cross (UK) Ltd., a corporation organized under the laws of England and Wales ("Cross UK"), the Lenders from time to time party thereto, Bank of America, N.A. as Administrative Agent and L/C Issuer, and Bank of America, N.A. (London Branch) as UK Lender. The undersigned hereby requests (select one): ___ A Borrowing of Committed Loans ___A conversion or continuation of Loans
1. On __________________________ (a Business Day).
2. In the amount of $____________________
3. Comprised of __________________________[Type of Committed Loan requested]
4. For Eurodollar Rate Loans: with an Interest Period of ________ months. The Committed Borrowing, if any, requested herein complies with the provisos to the first sentence of Section 2.01 of the Agreement.
A. T. CROSS COMPANY
1. On ____________________________ (a Business Day).
2. In the amount of $____________________...
Inter-Company Indebtedness. All Indebtedness, other than (i) Earth Tech Intercompany Debt and (ii) Indebtedness relating to the trade of goods or services in the Ordinary Course to the extent treated as current liabilities for purposes of the Closing Working capital calculation and owed by a Purchased Company or any of its Subsidiaries, on one hand, to any Affiliate of Parent, on the other hand, shall be eliminated by repayment, capital contribution, distribution, creation of an intercompany loan, forgiveness, or any combination of the foregoing, at the Parent’s sole and absolute discretion, provided that such elimination does not result in any material adverse Tax consequences to Purchaser.
Inter-Company Indebtedness. The inter-company indebtedness of CAMH, Desminic or Bemilasa owing to the Guarantor, the Seller or any affiliate of the Guarantor (other than CAMH, Desminic and Bemilasa) shall have been repaid, assigned to the Buyer or an affiliate of the Buyer or otherwise extinguished as determined by the Seller after consultation with the Buyer.
Inter-Company Indebtedness. With respect to the Inter- Company Indebtedness described in subsection 9.1(f)(iii), the Agent shall have received (i) the original note evidencing the Inter-Company Indebtedness duly executed by an officer of the Company and endorsed by the holder of the note to the Agent for the ratable benefit of the Banks, to be held as security for the Loans; (ii) the original security agreement encumbering the Inventory of the Company, duly executed by an officer of the Company and assigned to the Agent for the ratable benefit of the Banks as security for the Loans; and (iii) a subordination agreement duly executed by the Company, CSC and Catherines of Nevada, Inc., all of which in the sole discretion of the Agent and the Banks are acceptable to the Agent and the Banks.
Inter-Company Indebtedness. LWI is not indebted to Ralin or any other Subsidiary of Ralin.
Inter-Company Indebtedness. Promptly following the Closing, (i) the Purchaser shall, or shall cause an Affiliate (including after the Closing the New Securities Company or any of the Group Companies) to, repay all Indebtedness owed by the New Securities Company or any Group Company to the Sellers or any of their Affiliates (excluding, for the avoidance of doubt, the New Securities Company or any Group Company) and (ii) the Sellers shall, or shall cause an Affiliate (other than the New Securities Company or any Group Company) to, repay all Indebtedness owed by the Sellers or any Affiliate (excluding, for the avoidance of doubt, the New Securities Company or any Group Company) to the New Securities Company or any Group Company. For the avoidance of doubt, all such Indebtedness before the repayment shall be reflected in the calculation of Adjusted Combined Net Assets.
Inter-Company Indebtedness. On or before the Post-Closing Payment Date, Buyer shall cause the Company to pay to Seller all amounts outstanding shown as "I/Co Payables" on the Closing Balance Sheet. Upon the Effective Time, Seller and Seller's Affiliates who are debtors in possession in the Bankruptcy Cases shall release, waive and discharge any and all Claims, Liens and causes of action they have or may have against the Company, and its existing employees or assets, including, without limitation, Claims under Chapter 5 of the Bankruptcy Code and any avoidance claims or causes of action under the Bankruptcy Code and any alleged obligations or Indebtedness owed by Company to Seller; provided however, that the foregoing release does not release, waive or discharge any obligations of the Company or Buyer contained in this Agreement or related documents, including without limitation, Buyer's obligation in this Section 8.15.
Inter-Company Indebtedness. Prior to the Closing, Sellers shall cause all inter-company accounts, indebtedness, guarantees and indemnities between the Midwest Group and AMEC or AMEC Americas, or any Affiliate of Sellers, to be reduced to zero. Additionally, prior to the Closing, Sellers shall present to Purchaser trial balances of Midwest, MGCL and MPRI evidencing that the aforementioned debt obligations have been reduced to zero, along with an accurate description on how such accounts were reduced to zero.
Inter-Company Indebtedness. There is no Indebtedness owing by the Borrower, HPL or the Fort MxXxx XX to each other.
