Investments. No more than 45% of the “value” (as defined in Section 2(a)(41) of the Investment Company Act of 1940, as amended (“Investment Company Act”)) of the Company’s total assets consist of, and no more than 45% of the Company’s net income after taxes is derived from, securities other than “Government Securities” (as defined in Section 2(a)(16) of the Investment Company Act) or money market funds meeting the conditions of Rule 2a-7 of the Investment Company Act.
Investments. The Borrower shall not, and shall not permit any of its Subsidiaries to, directly or indirectly make or maintain any Investment except for the following:
(a) Investments existing on the Closing Date and disclosed on Schedule 7.03, and any refinancings of such Investments to the extent constituting Indebtedness otherwise permitted under Section 7.01(b), provided such refinancing complies with the provisions of Section 7.01(e);
(b) Investments held by the Borrower or such Subsidiary in the form of cash or Cash Equivalents;
(c) Investments in accounts, contract rights and chattel paper (each as defined in the UCC), notes receivable and similar items arising or acquired from the sale of Inventory in the ordinary course of business consistent with the past practice of the Borrower and its Subsidiaries;
(d) Investments received in settlement of amounts due to the Borrower or any Subsidiary of the Borrower effected in the ordinary course of business;
(e) Investments by the Borrower in any Wholly-Owned Subsidiary and Investments of any Wholly-Owned Subsidiary in the Borrower or in another Wholly-Owned Subsidiary;
(f) loans or advances to employees of the Borrower or any of its Subsidiaries (or guaranties of loans and advances made by a third party to employees of the Borrower or any of its Subsidiaries) in the ordinary course of business; provided, that the aggregate principal amount of all such loans and advances and guaranties of loans and advances shall not exceed $1,000,000 at any time;
(g) Investments constituting Guaranty Obligations permitted by Section 7.01;
(h) Investments in connection with a Permitted Acquisition;
(i) Investments in Rabbi Trusts in an aggregate amount not to exceed $15,000,000 (plus income and capital growth with respect thereto);
(j) Investments in the nature of, and arising directly as a result of, consideration received in connection with an Asset Sale made in compliance with Section 7.04;
(k) Investments made in connection with the Foreign Subsidiary Reorganization; and
(l) other Investments not constituting Acquisitions by the Borrower or any Subsidiary made after the Closing Date; provided that the aggregate outstanding amount of all Investments made pursuant to this clause (l) at a time when the Leverage Ratio (after giving pro forma effect to such Investments and any Indebtedness incurred in connection therewith) was greater than or equal to 2.00 to 1.00 shall not exceed 10% of the consolidated total assets of the Borrower and i...
Investments. The Credit Parties shall not and shall not cause or permit their Subsidiaries to directly or indirectly make or own any Investment in any Person except:
(a) Borrower and its Subsidiaries may make and own Investments in Cash Equivalents subject to Control Agreements in favor of Agent;
(b) Borrower and the other Credit Parties may make loans to other Credit Parties to the extent permitted under SECTION 5.1;
(c) Borrower and its Subsidiaries may make loans and advances to employees for moving, entertainment, travel and other similar expenses in the ordinary course of business not to exceed $1,500,000 in the aggregate at any time outstanding;
(d) Credit Parties and their Subsidiaries may make capital contributions to their wholly-owned Subsidiaries that are Credit Parties other than Xxxxxxx, Xxxxxxx Radiology, ProNet and FRI;
(e) Investments representing non-cash consideration received in accordance with SECTION 5.7;
(f) Investments existing on the Closing Date, as set forth on SCHEDULE 5.3 and any renewals, amendments and replacements thereof that do not increase the amount thereof;
(g) each Credit Party may hold investments comprised of notes payable, or stock or other securities issued by financially troubled Account Debtors (excluding Affiliates) to such Credit Party pursuant to agreements with respect to settlement of such Account Debtor's Accounts with such Credit Party negotiated in the ordinary course of business;
(h) Investments consisting of loans by Borrower to employees of Borrower which are used solely by such employees to simultaneously purchase the Stock of Holdings, provided that Holdings contemporaneously contributes the proceeds of such Stock to the capital of Borrower;
(i) Interest Rate Agreements and other hedging agreements entered into in compliance with SECTION 5.1;
(j) Borrower and its Subsidiaries may make advances in the form of a prepayment of expenses, so long as such expenses were incurred in the ordinary course of business and are being paid in accordance with customary trade terms of Borrower or such Subsidiary;
(k) Permitted Acquisitions; and
(l) in addition to Investments in Persons existing on the Closing Date as set forth on SCHEDULE 5.3, Borrower and its Subsidiaries may make equity Investments in Persons which are not Subsidiaries of Holdings in an aggregate amount not to exceed $2,000,000 in any Fiscal Year (the "YEARLY EQUITY INVESTMENT LIMIT") and $8,000,000 in the aggregate after the Closing Date; PROVIDED, HOWEVER, tha...
Investments. No Credit Party shall, nor shall they permit any Subsidiary to, directly or indirectly, make any Investments, except:
(a) Investments held in the form of cash or Cash Equivalents;
(b) Investments in any Person that is a Credit Party prior to giving effect to such Investment;
(c) Investments by any Subsidiary that is not a Credit Party in any other Subsidiary that is not a Credit Party;
(d) Investments consisting of (i) extensions of credit in the nature of the performance of bids, (ii) accounts receivable or notes receivable arising from the grant of trade contracts and leases (other than credit) in the ordinary course of business, and (iii) Investments received in satisfaction or partial satisfaction thereof from financially troubled account debtors to the extent reasonably necessary in order to prevent or limit loss;
(e) Guaranties permitted by Section 7.02;
(f) Investments existing as of the Closing Date and set forth in Schedule 7.03; and
(g) Investments in or related to Healthcare Facilities and Investments as described in Section 6.11 (including, without limitation, Investments of the type set forth in subclauses (i)-(iv) of this clause (g)); provided, however, that after giving effect to any such Investments, (i) the aggregate amount of Investments consisting of unimproved land holdings shall not, at any time, exceed 5% of Consolidated Total Asset Value, (ii) the aggregate amount of Investments consisting of Mortgage Loans, notes receivables and mezzanine loans shall not, at any time, exceed 30% of Consolidated Total Asset Value, (iii) the aggregate amount of Investments consisting of construction in progress shall not, at any time, exceed 15% of Consolidated Total Asset Value and (iv) the aggregate amount of Investments in Unconsolidated Affiliates shall not, at any time, exceed 20% of Consolidated Total Asset Value; provided, further, that the aggregate amount of all Investments made pursuant to clauses (i), (ii), (iii) and (iv) above shall not, at any time, exceed 35% of Consolidated Total Asset Value.
Investments. The Subadviser is hereby authorized and directed and hereby agrees, subject to the stated investment policies and restrictions of the Fund as set forth in the Fund’s prospectus and statement of additional information as currently in effect and, as soon as practical after the Trust, the Fund or the Adviser notifies the Subadviser thereof, as supplemented or amended from time to time (collectively referred to hereinafter as the “Prospectus”) and subject to the directions of the Adviser and the Trust’s Board of Trustees, to monitor on a continuous basis the performance of the Subadviser Assets and to conduct a continuous program of investment, evaluation and, if appropriate, sale and reinvestment of the Subadviser Assets. The Adviser agrees to provide the Subadviser with such assistance as may be reasonably requested by the Subadviser in connection with the Subadviser’s activities under this Agreement, including, without limitation, providing information concerning the Fund, its funds available or to become available for investment, and generally as to the conditions of the Fund’s or the Trust’s affairs.
Investments. None of the Loan Parties shall, nor shall they permit any of their Subsidiaries to, make or own any Investment in any Person except:
(a) Cash or Cash Equivalents;
(b) (i) Investments existing on the Closing Date in any member of the Combined Group, (ii) Investments made after the Closing Date in any member of the Combined Group that is a Loan Party, so long as, in the case of this clause (ii), the aggregate amount of all such Investments by any Specified Loan Party in any Loan Party that is not a Specified Loan Party outstanding at any time does not exceed, together with any Investments made in any Loan Party that is not a Specified Loan Party in reliance on clause (x) of this Section 6.03, $5,000,000 and (iii) Investments by a Loan Party in a non-Loan Party consisting of the contribution or Disposition of the Capital Stock of any Person which is not a Loan Party;
(c) Investments (i) constituting deposits, prepayments and other credits to suppliers, (ii) made in connection with obtaining, maintaining or renewing client and customer contracts and (iii) in the form of advances made to distributors, suppliers, licensors and licensees, in each case, in the ordinary course of business;
(d) Investments (i) by any Subsidiary that is not a Loan Party in any other member of the Combined Group that is not a Loan Party and (ii) by any Loan Party in any member of the Combined Group that is not a Loan Party so long as, in the case of this clause (ii), the aggregate amount of any such Investments made and outstanding at any time does not exceed $6,000,000 per Fiscal Year;
(i) Permitted Acquisitions and (ii) Investments in any member of the Combined Group that is not a Loan Party in an amount required to permit such Subsidiary to consummate a Permitted Acquisition (so long as the consideration of such Permitted Acquisition shall be included for the purposes of calculating any amount available for Permitted Acquisitions pursuant to clause (c) of the proviso to the definition of “Permitted Acquisition”);
(f) Investments existing on, or contractually committed to as of, the Closing Date and described on Schedule 6.03 and any modification, replacement, renewal or extension thereof so long as such modification, renewal or extension thereof does not increase the amount of such Investment except as otherwise permitted by this Section 6.03;
(g) Investments received in lieu of Cash in connection with any Disposition permitted by Section 6.06;
(h) loans or advances to present or f...
Investments. The Company will not, and will not cause or permit any of its Subsidiaries (other than Subsidiaries that are part of the Venezuelan Division) to, make, maintain or suffer to exist any Investment, except the following:
(a) the Company and its Subsidiaries may make (or, in the case of clause (i) below, maintain) at any time:
(i) Any Investment existing on the date hereof (A) as set forth in Schedule 7.02 (Existing Investments) if in excess of US$1,000,000 (or the US Dollar Equivalent thereof) and (B) if less than such amount, included in the financial statements of the Company and/or its Subsidiaries prior to the date hereof;
(ii) Cash Equivalent Investments;
(iii) Capital Expenditures not to exceed (A) the Permitted Capital Expenditures Amount and (B) any portion of the Permitted Capital Expenditures Amount carried over in accordance with Section 7.14(b) (Limitations on Capital Expenditures);
(iv) Investments consisting of extensions of credit of less than sixty (60) days in the nature of accounts receivable or notes receivable arising from the sale or lease of goods or services in the Ordinary Course of Business;
(v) Subject to Section 7.12(c) (Fundamental Changes, Limitations on Asset Sales, Asset Exchanges and Acquisitions), and as long as no Default or Event of Default has occurred and is continuing, or will occur as a result of such Investment, Investments in the Core Business (other than Investments in the Venezuelan Division) made from any Net Cash Proceeds of a Permitted Company Equity Issuance that is consummated in accordance with Section 7.23(a)(ii) (Equity Issuances) that are not required to be applied to the mandatory prepayment of Mandatory Prepayment Indebtedness pursuant to Section 2.05(e) (Mandatory Prepayments);
(vi) Subject to Section 7.12(c) (Fundamental Changes, Limitations on Asset Sales, Asset Exchanges and Acquisitions), Investments in the long-term productive assets used in the Core Business (other than Investments in the Venezuelan Division) made from 50% of the Net Cash Proceeds of an Asset Sale during the relevant Reinvestment Period for such Asset Sale; provided that (x) no Default or Event of Default has occurred and is continuing, or will occur as a result of such Investment, (y) a Reinvestment Certificate has been delivered within the applicable Required Payment Period for such Asset Sale and (z) the Company has made any mandatory prepayments required pursuant to Section 2.05(a) (Mandatory Prepayments);
Investments. Make or hold any Investments, except:
(a) Investments held by the Borrower and its Subsidiaries in the form of cash, Cash Equivalents and Bond Investments;
(b) advances to officers, directors and employees of the Borrower and Subsidiaries in an aggregate amount not to exceed $500,000 at any time outstanding, for travel, entertainment, relocation and analogous ordinary business purposes;
(i) Investments by the Borrower and its Subsidiaries in their respective Subsidiaries outstanding on the date hereof, (ii) additional Investments by the Borrower and its Subsidiaries in Loan Parties, (iii) additional Investments by Subsidiaries of the Borrower that are not Loan Parties in other Subsidiaries that are not Loan Parties and (iv) so long as no Default has occurred and is continuing or would result from such Investment, additional Investments by the Loan Parties in Subsidiaries that are not Loan Parties (other than the Inactive Subsidiaries, in which no further Investments shall be permitted) in an aggregate amount invested from the date hereof not to exceed $5,000,000;
(d) Investments consisting of extensions of credit in the nature of accounts receivable or notes receivable arising from the grant of trade credit in the ordinary course of business, and Investments received in satisfaction or partial satisfaction thereof from financially troubled account debtors to the extent reasonably necessary in order to prevent or limit loss;
(e) Guarantees permitted by Section 7.02;
(f) Investments existing on the date hereof (other than those referred to in Section 7.03(c)(i)) and set forth on Schedule 7.03;
(g) Permitted Acquisitions (other than of CFCs and Subsidiaries held directly or indirectly by a CFC which Investments are covered by Section 7.03(c)(iv));
(h) other Investments not exceeding $5,000,000 in the aggregate at any time.
Investments. The Borrower and each other Obligor will not, and will not permit any of its Restricted Subsidiaries to, directly or indirectly, make or own any Investment in any Person, including any Joint Venture, except:
(a) Investments existing on the date hereof or made pursuant to binding commitments in effect on the date hereof and, except in the case of Investments by the Obligors and their respective Restricted Subsidiaries in their respective Subsidiaries, set forth on Section 6.06 of the Borrower Disclosure Letter;
(b) Investments in any Subsidiary Guarantor or Additional Borrower and, in the case of Holdings, following the consummation of a Holdco Transaction, the Company;
(c) Investments in Joint Ventures, Unrestricted Subsidiaries and Restricted Subsidiaries that are not Guarantors; provided that the aggregate amount for all Investments under this clause (c), plus the aggregate amount of sales, transfers, leases and other dispositions pursuant to Section 6.03(a)(iii) and the aggregate amount of Acquisition Consideration paid pursuant to clause (vi) of the definition “Permitted Acquisition”, shall not exceed $40,000,000;
(d) payroll, travel and similar advances to directors and employees of any Obligor or any of its Subsidiaries to cover matters that are expected at the time of such advances to be treated as expenses of such Obligor or such Subsidiary for accounting purposes and that are made in the ordinary course of business;
(e) loans or advances to directors and employees of any Obligor or any of its Subsidiaries made in the ordinary course of business; provided that the aggregate amount of such loans and advances outstanding at any time shall not exceed $500,000;
(f) Permitted Acquisitions; provided that the total Acquisition Consideration (other than any Acquisition Consideration paid by issuance or exchange of Equity Interests, or with the net proceeds from a substantially concurrent sale of Equity Interests) paid in connection with all Permitted Acquisitions occurring on or after the Effective Date shall not exceed, from the date of this Agreement, an amount equal to $100,000,000;
(g) Investments in an aggregate amount pursuant to this clause (g) not to exceed the Available Amount; provided that immediately prior to, and after giving effect thereto, no Default or Event of Default shall have occurred and be continuing or would result therefrom;
(h) (i) in the event that any Obligor or any of its Subsidiaries forms any Subsidiary in accordance with the ...
Investments. The Trustees shall have power, subject to the Fundamental Policies in effect from time to time with respect to the Trust to:
(a) manage, conduct, operate and carry on the business of an investment company;
(b) subscribe for, invest in, reinvest in, purchase or otherwise acquire, hold, pledge, sell, assign, transfer, exchange, distribute or otherwise deal in or dispose of any and all sorts of property, tangible or intangible, including but not limited to securities of any type whatsoever, whether equity or non-equity, of any issuer, evidences of indebtedness of any person and any other rights, interests, instruments or property of any sort and to exercise any and all rights, powers and privileges of ownership or interest in respect of any and all such investments of every kind and description, including, without limitation, the right to consent and otherwise act with respect thereto, with power to designate one or more Persons to exercise any of said rights, powers and privileges in respect of any of said investments. The Trustees shall not be limited by any law limiting the investments which may be made by fiduciaries.
