Common use of Investments; Controlled Investments Clause in Contracts

Investments; Controlled Investments. (a) Except for Permitted Investments, directly or indirectly, make or acquire any Investment or incur any liabilities (including contingent obligations) for or in connection with any Investment. (b) Other than (i) with respect to Deposit Accounts located in the United States, an aggregate Dollar Equivalent amount of not more than $6,000,000 at any one time for a period of more than 4 consecutive days, in the case of Parent and its Subsidiaries, (ii) with respect to Deposit Accounts located outside the United States, an aggregate Dollar Equivalent amount of not more than $30,000,000 at any one time for a period of more than 4 consecutive days, in the case of Parent and its Subsidiaries, (iii) amounts deposited into Deposit Accounts specifically and exclusively used for payroll, payroll taxes and other employee wage and benefit payments to or for Parent's or its Subsidiaries' employees, (iv) amounts up to $500,000 deposited into Deposit Accounts specifically and exclusively used for the payment of sales taxes by Parent's or its Subsidiaries', (v) Deposit Accounts of any Loan Party or any Subsidiary of Parent which was the target of a Permitted Acquisition, for a period of no more than 45 consecutive Business Days after the consummation of such Permitted Acquisition, (vi) with respect to segregated Deposit Accounts specifically and exclusively used to hold only designated media and production-related advances made to a Loan Party by a customer of such Loan Party (and in which no Loan Party has any interest), and (vii) with respect to the Kingsdale Accounts, make, acquire, or permit to exist Permitted Investments consisting of cash, Cash Equivalents, or amounts credited to Deposit Accounts or Securities Accounts unless (x) Parent or its Subsidiary, as applicable, and the applicable bank or securities intermediary have entered into Control Agreements with Agent governing such Permitted Investments in order to perfect (and further establish) Agent's Liens in such Permitted Investments and (y) any such cash, Cash Equivalents or amounts credited to Deposit Accounts or Securities Accounts are maintained at a Controlled Account Bank (as defined in the US Security Agreement). Except as provided in Section 6.11(b)(i) and (ii), Parent shall not and shall not permit its Subsidiaries to establish or maintain any Deposit Account or Securities Account unless Agent shall have received a Control Agreement in respect of such Deposit Account or Securities Account. Notwithstanding the foregoing, other than with respect to clause (vi) above, the aggregate Dollar Equivalent amount of cash or Cash Equivalents of Parent and its Subsidiaries maintained or accumulated outside the United States, Canada, the United Kingdom, Sweden and The Netherlands shall not exceed $15,000,000 at any one time for a period of more than 4 consecutive days.

Appears in 1 contract

Samples: Credit Agreement (MDC Partners Inc)

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Investments; Controlled Investments. (a) Except for Permitted Investments, directly or indirectly, make or acquire any Investment or incur any liabilities (including contingent obligations) for or in connection with any Investment. (b) Other than (i) with respect to Deposit Accounts located in the United States, an aggregate Dollar Equivalent amount of not more than $6,000,000 at any one time for a period of more than 4 consecutive days, in the case of Parent and its Subsidiaries, (ii) with respect to Deposit Accounts located outside the United States, an aggregate Dollar Equivalent amount of not more than $30,000,000 15,000,000 at any one time for a period of more than 4 consecutive days, in the case of Parent and its Subsidiaries, (iii) amounts deposited into Deposit Accounts specifically and exclusively used for payroll, payroll taxes and other employee wage and benefit payments to or for Parent's or its Subsidiaries' employees, (iv) amounts up to $500,000 deposited into Deposit Accounts specifically and exclusively used for the payment of sales taxes by Parent's or its Subsidiaries', (v) Deposit Accounts of any Loan Party or any Subsidiary of Parent which was the target of a Permitted Acquisition, for a period of no more than 45 consecutive Business Days after the consummation of such Permitted Acquisition, and (vi) with respect to segregated Deposit Accounts specifically and exclusively used to hold only designated media and production-related advances made to a Loan Party by a customer of such Loan Party (and in which no Loan Party has any interest), and (vii) with respect to the Kingsdale Accounts, make, acquire, or permit to exist Permitted Investments consisting of cash, Cash Equivalents, or amounts credited to Deposit Accounts or Securities Accounts unless (x) Parent or its Subsidiary, as applicable, and the applicable bank or securities intermediary have entered into Control Agreements with Agent governing such Permitted Investments in order to perfect (and further establish) Agent's Liens in such Permitted Investments and (y) any such cash, Cash Equivalents or amounts credited to Deposit Accounts or Securities Accounts are maintained at a Controlled Account Bank (as defined in the US Security Agreement)Investments. Except as provided in Section 6.11(b)(i) and (ii), Parent shall not and shall not permit its Subsidiaries to establish or maintain any Deposit Account or Securities Account unless Agent shall have received a Control Agreement in respect of such Deposit Account or Securities Account. Notwithstanding the foregoing, other than with respect to clause (vi) above, the aggregate Dollar Equivalent amount of cash or Cash Equivalents of Parent and its Subsidiaries maintained or accumulated outside the United States, Canada, the United Kingdom, Sweden States and The Netherlands Canada shall not exceed $15,000,000 at any one time for a period of more than 4 consecutive days.

Appears in 1 contract

Samples: Credit Agreement (MDC Partners Inc)

Investments; Controlled Investments. (a) Except for Permitted Investments, directly or indirectly, make or acquire any Investment or incur any liabilities (including contingent obligations) for or in connection with any Investment. (b) Other than (i) with respect to Deposit Accounts located in the United States, an aggregate Dollar Equivalent amount of not more than $6,000,000 at any one time for a period of more than 4 consecutive days, in the case of Parent and its Subsidiaries, (ii) with respect to Deposit Accounts located outside the United States, an aggregate Dollar Equivalent amount of not more than $30,000,000 at any one time for a period of more than 4 consecutive days, in the case of Parent and its Subsidiaries, (iii) amounts deposited into Deposit Accounts specifically and exclusively used for payroll, payroll taxes and other employee wage and benefit payments to or for Parent's or its Subsidiaries' employees, (iv) amounts up to $500,000 deposited into Deposit Accounts specifically and exclusively used for the payment of sales taxes by Parent's or its Subsidiaries', (v) Deposit Accounts of any Loan Party or any Subsidiary of Parent which was the target of a Permitted Acquisition, for a period of no more than 45 consecutive Business Days after the consummation of such Permitted Acquisition, and (vi) with respect to segregated Deposit Accounts specifically and exclusively used to hold only designated media and production-related advances made to a Loan Party by a customer of such Loan Party (and in which no Loan Party has any interest)<, and (vii) with respect to the Kingsdale Accounts, make, acquire, or permit to exist Permitted Investments consisting of cash, Cash Equivalents, or amounts credited to Deposit Accounts or Securities Accounts unless (x) Parent or its Subsidiary, as applicable, and the applicable bank or securities intermediary have entered into Control Agreements with Agent governing such Permitted Investments in order to perfect (and further establish) Agent's Liens in such Permitted Investments and (y) any such cash, Cash Equivalents or amounts credited to Deposit Accounts or Securities Accounts are maintained at a Controlled Account Bank (as defined in the US Security Agreement)>. Except as provided in Section 6.11(b)(i) and (ii), Parent shall not and shall not permit its Subsidiaries to establish or maintain any Deposit Account or Securities Account unless Agent shall have received a Control Agreement in respect of such Deposit Account or Securities Account. Notwithstanding the foregoing, other than with respect to clause (vi) above, the aggregate Dollar Equivalent amount of cash or Cash Equivalents of Parent and its Subsidiaries maintained or accumulated outside the United States, Canada, the United Kingdom, Sweden and The Netherlands shall not exceed $15,000,000 at any one time for a period of more than 4 consecutive days.

Appears in 1 contract

Samples: Credit Agreement (MDC Partners Inc)

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Investments; Controlled Investments. (a) Except for Permitted Investments, directly or indirectly, make or acquire any Investment or incur any liabilities (including contingent obligations) for or in connection with any Investment. (b) Other than (i) with respect to Deposit Accounts located in the United States, an aggregate Dollar Equivalent amount of not more than $6,000,000 2,000,000 at any one time for a period of more than 4 consecutive daystime, in the case of Parent and its Subsidiaries, (ii) with respect to Deposit Accounts located outside the United States, an aggregate Dollar Equivalent amount of not more than $30,000,000 5,000,000 at any one time, in the case of Parent and its Subsidiaries (provided, that in addition thereto, Parent and its Subsidiaries may maintain in any Deposit Account in Sweden an aggregate Dollar Equivalent amount of not more than $8,000,000 at any one time for a period of not more than 4 5 consecutive days, so long as such deposits are used to make payments in the case respect of Parent and its Subsidiariescontingent Earn-outs), (iii) amounts deposited into Deposit Accounts specifically and exclusively used for payroll, payroll taxes and other employee wage and benefit payments to or for Parent's or its Subsidiaries' employees, (iv) amounts up to $500,000 deposited into Deposit Accounts specifically and exclusively used for the payment of sales taxes by Parent's or its Subsidiaries', (v) Deposit Accounts of any Loan Party or any Subsidiary of Parent which was the target of a Permitted Acquisition, for a period of no more than 45 consecutive Business Days after the consummation of such Permitted Acquisition, and (vi) with respect to segregated Deposit Accounts specifically and exclusively used to hold only designated media and production-related advances made to a Loan Party by a customer of such Loan Party (and in which no Loan Party has any interest), and (vii) with respect to the Kingsdale Accounts, make, acquire, or permit to exist Permitted Investments consisting of cash, Cash Equivalents, or amounts credited to Deposit Accounts or Securities Accounts unless (x) Parent or its Subsidiary, as applicable, and the applicable bank or securities intermediary have entered into Control Agreements with Agent governing such Permitted Investments in order to perfect (and further establish) Agent's Liens in such Permitted Investments and (y) any such cash, Cash Equivalents or amounts credited to Deposit Accounts or Securities Accounts are maintained at a Controlled Account Bank (as defined in the US Security Agreement)Investments. Except as provided in Section 6.11(b)(i) and (ii), Parent shall not and shall not permit its Subsidiaries to establish or maintain any Deposit Account or Securities Account unless Agent shall have received a Control Agreement in respect of such Deposit Account or Securities Account. Notwithstanding the foregoing, other than with respect to clause (vi) above, the aggregate Dollar Equivalent amount of cash or Cash Equivalents of Parent and its Subsidiaries maintained or accumulated outside the United States, Canada, the United Kingdom, Sweden States and The Netherlands Canada shall not exceed $15,000,000 7,500,000 at any one time; provided, that in addition thereto, Parent and its Subsidiaries may maintain in any Deposit Account in Sweden an aggregate Dollar Equivalent amount of not more than $8,000,000 at any one time for a period of not more than 4 5 consecutive days, so long as such deposits are used to make payments in respect of contingent Earn-outs.

Appears in 1 contract

Samples: Credit Agreement (MDC Partners Inc)

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