Investments in Other Persons. Make or hold, or permit any of its Subsidiaries to make or hold, any Investment in any Person other than: (i) Investments by the Loan Parties and their Subsidiaries in their Subsidiaries outstanding on the date hereof and additional Investments in Subsidiaries of the Loan Parties and, in the case of the Loan Parties (other than the Parent Guarantor) and their respective Subsidiaries, Investments in assets (including by asset or Equity Interest acquisitions), in each case subject, where applicable, to the limitations set forth in Section 5.02(f)(v); (ii) Investments in Cash Equivalents; (iii) Investments consisting of intercompany Debt permitted under Section 5.02(b)(i); (iv) Investments consisting of advances to officers and employees for moving, entertainment and travel expenses, drawing accounts and similar expenditures in the ordinary course of business; (v) Investments consisting of the following items so long as (y) the aggregate amount outstanding, without duplication, of all Investments described in this clause (v) does not exceed, at any time, 25% of Consolidated Total Asset Value at such time, and (z) the aggregate amount of each of the following items of Investments does not exceed the specified percentage of Consolidated Total Asset Value set forth below: (A) unimproved Real Estate Assets not constituting Development Properties, so long as the aggregate amount of such Investments, calculated on the basis of cost, does not at any time exceed 5% of Consolidated Total Asset Value at such time, (B) Development Properties, so long as the aggregate amount of such Investments, calculated on the basis of actual cost, does not at any time exceed 20% of Consolidated Total Asset Value at such time, and (C) Investments in Unconsolidated Entities so long as the aggregate amount of such Investments outstanding does not at any time exceed 10% of Consolidated Total Asset Value at any time; and (D) Investments in Mortgage Receivables secured by properties (excluding mezzanine loans secured by equity interests in Persons owning properties) that meet the property type requirements of a Student Housing Property so long as the aggregate amount of such Investments outstanding does not at any time exceed 10% of the Consolidated Total Asset Value at any time. (vi) Investments by the Borrower in Hedge Agreements permitted under Section 5.02(b)(ii)(D). provided that, notwithstanding anything herein to the contrary, (A) no Loan Party shall make, nor shall it permit any of its Subsidiaries (including without limitation the On-Campus Participating Entities) to make, any Investment in the On-Campus Participating Entities or the On-Campus Participating Properties after the date of the Existing Credit Agreement to the extent the aggregate amount of all such Investments made after the date of the Existing Credit Agreement would exceed $1,000,000, and (B) no Loan Party shall permit any of the On-Campus Participating Entities to make or hold any Investment in an Unconsolidated Entity, and (C) no Loan Party shall make, nor shall it permit any of its Subsidiaries (including, without limitation the On-Campus Participating Entities) to make, without the prior written approval of the Required Lenders, any Investment after the date hereof in any Person which is not an On-Campus Participating Entity as of the Closing Date which engages in the development or ownership of a Student Housing Property where it is intended that such Loan Party shall receive from such Student Housing Property a share of excess cash flow with a college, university or other institution of higher learning.
Appears in 1 contract
Investments in Other Persons. Make or hold, or permit any of its Subsidiaries to make or hold, any Investment in any Person or assets described in this Section other than:
(i) Investments by the Loan Parties and their Subsidiaries in their Subsidiaries outstanding on the date hereof and additional Investments in Subsidiaries of the Loan Parties and, in the case of the Loan Parties (other than the Parent Guarantor) and their respective Subsidiaries, Investments in assets (including by asset or Equity Interest acquisitions), in each case subject, where applicable, to the limitations set forth in Section 5.02(f)(v);
(ii) Investments in Cash Equivalents;
(iii) Investments consisting of intercompany Debt permitted under Section 5.02(b)(i);
(iv) Investments consisting of advances to officers and employees for moving, entertainment and travel expenses, drawing accounts and similar expenditures in the ordinary course of business;
(v) Investments consisting of the following items so long as (y) the aggregate amount outstanding, without duplication, of all Investments described in this clause (v) does not exceed, at any time, 25% of Consolidated Total Asset Value at such time, and (z) the aggregate amount of each of the following items of Investments does not exceed the specified percentage of Consolidated Total Asset Value set forth below:
(A) unimproved Real Estate Assets not constituting Development PropertiesUnimproved Land, so long as the aggregate amount of such Investments, calculated on the basis of cost, does not at any time exceed 5% of Consolidated Total Asset Value at such time,
(B) Development Properties, so long as the aggregate amount of such Investments, calculated on the basis of actual cost, does not at any time exceed 20% of Consolidated Total Asset Value at such time, and
(C) Investments in Unconsolidated Entities so long as the aggregate amount of such Investments outstanding does not at any time exceed 10% of Consolidated Total Asset Value at any time; and
(D) Investments in Mortgage Receivables secured by properties (excluding mezzanine loans secured by equity interests in Persons owning properties) that meet the property type requirements of a Student Housing Property so long as the aggregate amount of such Investments outstanding does not at any time exceed 10% of the Consolidated Total Asset Value at any time; provided, however, that if any Investment in the foregoing described in this Section 5.02(f)(v) exceeds individually or in the aggregate any specified percentage of Consolidated Total Asset Value in this Section 5.02(f)(v), such occurrence shall not constitute a Default or Event of Default but the value of such excess calculated in accordance with the definition of Consolidated Total Asset Value shall be excluded from the calculation of Consolidated Total Asset Value.
(vi) Investments by the Borrower in Hedge Agreements permitted under Section 5.02(b)(ii)(D). provided that, notwithstanding anything herein to the contrary, (A) no Loan Party shall make, nor shall it permit any of its Subsidiaries (including without limitation the On-Campus Participating Entities) to make, any Investment in the On-Campus Participating Entities or the On-Campus Participating Properties after the date of the Existing Credit Agreement to the extent the aggregate amount of all such Investments made after the date of the Existing Credit Agreement would exceed $1,000,000, and (B) no Loan Party shall permit any of the On-Campus Participating Entities to make or hold any Investment in an Unconsolidated Entity, and (C) no Loan Party shall make, nor shall it permit any of its Subsidiaries (including, without limitation the On-Campus Participating Entities) to make, without the prior written approval of the Required Lenders, any Investment after the date hereof in any Person which is not an On-Campus Participating Entity as of the Closing Date which engages in the development or ownership of a Student Housing Property where it is intended that such Loan Party shall receive from such Student Housing Property a share of excess cash flow with a college, university or other institution of higher learning.
Appears in 1 contract
Samples: Credit Agreement (American Campus Communities Operating Partnership LP)
Investments in Other Persons. Make or holdThe Borrower will not make, or permit any of its Subsidiaries Subsidiary to make or holdmake, any Investment loan or advance to any Person, or purchase or otherwise acquire, or permit any Subsidiary to purchase or otherwise acquire, any capital stock, warrants, rights, options, obligations or other equity interests in, make any capital contribution to, or otherwise invest in, any Person; provided, however, that nothing in this section shall prevent any Person other thanof the following:
(i) Investments by the Loan Parties and their Subsidiaries in their Subsidiaries outstanding on the date hereof and additional Investments in Subsidiaries Borrower or any Subsidiary from acquiring or holding Cash Equivalents, provided that not more than 50% of the Loan Parties and, aggregate value of such Cash Equivalents at any time is composed of assets denominated in the case of the Loan Parties (one or more currencies other than the Parent Guarantor) and their respective Subsidiaries, Investments in assets (including by asset or Equity Interest acquisitions), in each case subject, where applicable, to the limitations set forth in Section 5.02(f)(v)United States dollars;
(ii) Investments in Cash Equivalents;
(iii) Investments consisting of intercompany Debt permitted under Section 5.02(b)(i);
(iv) Investments consisting of advances to officers the Borrower or any Subsidiary from generating and employees for moving, entertainment and travel expenses, drawing holding accounts and similar expenditures receivable in the ordinary course of business;
(viii) Investments consisting the Borrower or any Subsidiary from acquiring stock or other equity interests in any Person as permitted by Section 6.2(d);
(iv) the Borrower from making equity contributions and loans to THQ/Jakks as required by the terms of the following items so long as (y) the aggregate amount outstanding, without duplication, of all Investments described in this clause THQ/Jakks Operating Agreement;
(v) does not exceed, at the Borrower or any time, 25% of Consolidated Total Asset Value at such time, and Subsidiary from entering into any Currency Agreement;
(zvi) the Borrower or any Subsidiary from making and/or maintaining loans and other advances to any Subsidiaries in the normal course of business for the normal operating purposes of such Subsidiaries, provided that the aggregate principal amount of each of the following items of Investments such loans and advances does not exceed the specified percentage of Consolidated Total Asset Value set forth below:$30,000,000 at any time outstanding;
(Avii) unimproved Real Estate Assets not constituting Development Propertiesthe Borrower or any Subsidiary from making equity contributions to any Subsidiaries in the normal course of business for the normal operating purposes of such Subsidiaries, so long as provided that the aggregate amount of such Investments, calculated on the basis of cost, contributions does not exceed $15,000,000 on a cumulative basis after the date of this Agreement;
(viii) the Borrower or any Subsidiary from making loans and advances to its officers and employees in the ordinary course of business, provided that the aggregate principal amount of such loans and advances does not exceed $1,000,000 at any time exceed 5% outstanding;
(ix) the Borrower from making loans to, or acquiring equity interests in, Minick Holding AG, a Swiss company, provided that the aggregate amounx xx (A) such loans (excluding a loan of Consolidated Total Asset Value at such time,
$1,500,000 made before the date hereof) and (B) Development Properties, so long as the aggregate amount of consideration paid for such Investments, calculated on the basis of actual cost, acquisitions does not at any time exceed 20% of Consolidated Total Asset Value at such time, and
(C) Investments in Unconsolidated Entities so long as the aggregate amount of such Investments outstanding does not at any time exceed 10% of Consolidated Total Asset Value at any time$5,000,000; and
(Dx) Investments in Mortgage Receivables secured by properties (excluding mezzanine addition to the foregoing, the Borrower or any Subsidiary from making loans secured by equity interests and advances, in Persons owning properties) that meet the property type requirements of a Student Housing Property so long as the an aggregate amount of such Investments outstanding does not at exceeding $7,500,000 in any time exceed 10% fiscal year, to any Persons in businesses related to, ancillary to or complementary to the business of the Consolidated Total Asset Value at any timeBorrower.
(vi) Investments by the Borrower in Hedge Agreements permitted under Section 5.02(b)(ii)(D). provided that, notwithstanding anything herein to the contrary, (A) no Loan Party shall make, nor shall it permit any of its Subsidiaries (including without limitation the On-Campus Participating Entities) to make, any Investment in the On-Campus Participating Entities or the On-Campus Participating Properties after the date of the Existing Credit Agreement to the extent the aggregate amount of all such Investments made after the date of the Existing Credit Agreement would exceed $1,000,000, and (B) no Loan Party shall permit any of the On-Campus Participating Entities to make or hold any Investment in an Unconsolidated Entity, and (C) no Loan Party shall make, nor shall it permit any of its Subsidiaries (including, without limitation the On-Campus Participating Entities) to make, without the prior written approval of the Required Lenders, any Investment after the date hereof in any Person which is not an On-Campus Participating Entity as of the Closing Date which engages in the development or ownership of a Student Housing Property where it is intended that such Loan Party shall receive from such Student Housing Property a share of excess cash flow with a college, university or other institution of higher learning.
Appears in 1 contract
Samples: Revolving Credit Agreement (THQ Inc)
Investments in Other Persons. Make or hold, or permit any of its Subsidiaries to make or hold, any Investment in any Person other than:
(i) Investments by the Loan Parties and their Subsidiaries in their Subsidiaries outstanding on the date hereof and additional Investments investments in wholly-owned Subsidiaries of the Loan Parties and, in the case of the Loan Parties (other than the Parent Guarantor) and their respective Subsidiaries, Investments in assets Real Property (including by asset or Equity Interest acquisitions)) of which an amount not to exceed 10% of Total Asset Value at any time shall be invested in Non-Office Real Property, in each case subject, where applicable, to the limitations set forth in Section 5.02(f)(v5.02(f)(iv);
(ii) Investments in Cash Equivalents;
(iii) Investments consisting of intercompany Debt permitted under Section 5.02(b)(i) or (ii);; 57
(iv) Investments consisting of advances to officers and employees for moving, entertainment and travel expenses, drawing accounts and similar expenditures in the ordinary course of business;
(v) Investments consisting of the following items so long as (y) the aggregate amount outstanding, without duplication, of all Investments described in this clause (v) subsection does not exceed, at any time, 25% of Consolidated Total Asset Value at such time, and (z) the aggregate amount of each of the following items of Investments does not exceed the specified percentage of Consolidated Total Asset Value set forth below:
(A) Loans, advances and extensions of credit to any Person (other than an officer or director of the Parent Guarantor and its Subsidiaries) so long as the aggregate amount of such Investments does not at any time exceed 10% of Total Asset Value at such time, in each case after giving effect to such Investments,
(B) unimproved Real Estate Assets not constituting Development Propertiesreal estate, so long as the aggregate amount of such InvestmentsInvestment, calculated on the basis of cost, does not at any time exceed 55.0% of Consolidated Total Asset Value at such time,
(BC) Development PropertiesProperty that is being constructed or developed as CBD Office Real Property, but is not yet completed (including such assets that such Person has contracted to purchase for development with or without options to terminate the purchase agreement), so long as the aggregate amount of such InvestmentsInvestment, calculated on the basis of the greater of actual cost or budgeted cost, does not at any time exceed 2015% of Consolidated Total Asset Value at such time, and,
(CD) Investments in Unconsolidated Entities Subsidiaries that are not wholly-owned Subsidiaries of any Loan Party so long as the aggregate amount of such Investments outstanding does not at any time exceed 10exceeds 15% of Consolidated Total Asset Value at any such time; and
(D) Investments in Mortgage Receivables secured by properties (excluding mezzanine loans secured by equity interests in Persons owning properties) that meet the property type requirements of a Student Housing Property so long as the aggregate amount of such Investments outstanding does not at any time exceed 10% of the Consolidated Total Asset Value at any time.
(viv) Investments by the Borrower in Hedge Agreements permitted under Section 5.02(b)(ii)(D5.02(b)(iii)(E). provided that, notwithstanding anything herein to the contrary, (A) no Loan Party shall make, nor shall it permit any of its Subsidiaries (including without limitation the On-Campus Participating Entities) to make, any Investment in the On-Campus Participating Entities or the On-Campus Participating Properties after the date of the Existing Credit Agreement to the extent the aggregate amount of all such Investments made after the date of the Existing Credit Agreement would exceed $1,000,000, and (B) no Loan Party shall permit any of the On-Campus Participating Entities to make or hold any Investment in an Unconsolidated Entity, and (C) no Loan Party shall make, nor shall it permit any of its Subsidiaries (including, without limitation the On-Campus Participating Entities) to make, without the prior written approval of the Required Lenders, any Investment after the date hereof in any Person which is not an On-Campus Participating Entity as of the Closing Date which engages in the development or ownership of a Student Housing Property where it is intended that such Loan Party shall receive from such Student Housing Property a share of excess cash flow with a college, university or other institution of higher learning.
Appears in 1 contract
Investments in Other Persons. Make or hold, or permit any of its Subsidiaries to make or hold, any Investment in any Person other than:
(i) Investments by the Loan Parties and their Subsidiaries in their Subsidiaries outstanding on the date hereof and additional Investments in Subsidiaries of the Loan Parties and, in Controlled Subsidiaries;
(ii) In the case of the Loan Parties (other than the Parent GuarantorParent) and their respective Subsidiaries, Investments in assets Assets (including by asset or Equity Interest acquisitions), in each case subject, where applicable, to the limitations set forth in Section 5.02(f)(v5.02(e)(v);
(iiiii) Investments in Cash Equivalents;
(iiiiv) Investments consisting of intercompany Debt permitted owed to any other Loan Party (other than the Parent) or any wholly-owned Subsidiary of any Loan Party, provided that such intercompany Debt is on terms reasonably acceptable to the Administrative Agent and (unless payable to the Borrower) is by its terms subordinated to the Obligations of the Loan Parties under Section 5.02(b)(i);
(iv) Investments consisting of advances to officers and employees for moving, entertainment and travel expenses, drawing accounts and similar expenditures in the ordinary course of businessLoan Documents;
(v) Investments consisting of the following items so long as (y) the aggregate amount outstanding, without duplication, of all Investments described in this clause (v) subsection does not exceed, at any time, 25% of Consolidated Total Asset Value Assets at such time, and (z) the aggregate amount of each of the following items of Investments does not exceed the specified percentage of Consolidated Total Asset Value Assets set forth below:
(A) unimproved Real Estate loans, advances and extensions of credit to any Person so long as the aggregate amount of such Investments does not at any time exceed 20.0% of Consolidated Total Assets at such time, in each case after giving effect to such Investments,
(B) Development Assets that are being constructed or developed as Hotel Assets, but are not constituting Development Propertiesyet completed (including such assets that such Person has contracted to purchase for development with or without options to terminate the purchase agreement), so long as the aggregate amount of such InvestmentsInvestment, calculated on the basis of the greater of actual cost or budgeted cost, does not at any time exceed 520.0% of Consolidated Total Asset Value Assets at such time,
(BC) Development Propertiesadditional Investments after the date hereof in Subsidiaries that are not Controlled Subsidiaries of any Loan Party in an aggregate amount, so long as for any period of four consecutive fiscal quarters of the aggregate amount of such InvestmentsParent, calculated on the basis of actual cost, does not at any time to exceed 2020.0% of Consolidated Total Asset Value at Assets (as measured as of the last day of the fiscal quarter immediately preceding such timefour consecutive fiscal quarter period), and
(CD) Investments in Unconsolidated Entities Joint Ventures so long as the aggregate amount of such Investments outstanding does not at any time exceed 1020.0% of Consolidated Total Asset Value Assets at such time;
(vi) Investments outstanding on the date hereof in Subsidiaries that are not wholly-owned Subsidiaries of any time; Loan Party, and
(D) Investments in Mortgage Receivables secured by properties (excluding mezzanine loans secured by equity interests in Persons owning properties) that meet the property type requirements of a Student Housing Property so long as the aggregate amount of such Investments outstanding does not at any time exceed 10% of the Consolidated Total Asset Value at any time.
(vivii) Investments by the Borrower in Hedge Agreements permitted under Section 5.02(b)(ii)(D). provided that, notwithstanding anything herein designed to the contrary, (A) no Loan Party shall make, nor shall it permit any of its Subsidiaries (including without limitation the On-Campus Participating Entities) to make, any Investment hedge against fluctuations in interest rates or foreign exchange rates in the On-Campus Participating Entities or the On-Campus Participating Properties after the date ordinary course of the Existing Credit Agreement to the extent the aggregate amount of all such Investments made after the date of the Existing Credit Agreement would exceed $1,000,000, business and (B) no Loan Party shall permit any of the On-Campus Participating Entities to make or hold any Investment in an Unconsolidated Entity, and (C) no Loan Party shall make, nor shall it permit any of its Subsidiaries (including, without limitation the On-Campus Participating Entities) to make, without the prior written approval of the Required Lenders, any Investment after the date hereof in any Person which is not an On-Campus Participating Entity as of the Closing Date which engages in the development or ownership of a Student Housing Property where it is intended that such Loan Party shall receive from such Student Housing Property a share of excess cash flow consistent with a college, university or other institution of higher learningprudent business practices.
Appears in 1 contract
Samples: Revolving Credit Agreement (Sunstone Hotel Investors, Inc.)
Investments in Other Persons. Make It will not make or hold, or permit any of its Subsidiaries to make or hold, any Investment in any Person other than:
(i) Investments (other than Investment permitted by clause (iv) below) by the Loan Parties Borrower and their its Subsidiaries in their Subsidiaries outstanding on the date hereof Amendment No. 2 Effective Date and (x) additional Investments in an aggregate amount not to exceed $50,000,000 at any time outstanding in Subsidiaries of the Loan Parties and, that are not Subsidiary Guarantors and (y) additional Investments in the case of the Loan Parties (other than the Parent Guarantor) and their respective Subsidiaries, Investments in assets (including by asset or Equity Interest acquisitions), in each case subject, where applicable, to the limitations set forth in Section 5.02(f)(v)Subsidiary Guarantors;
(ii) Investments loans and advances to employees in Cash Equivalentsthe ordinary course of the business of the Borrower and its Subsidiaries as presently conducted in an aggregate principal amount not to exceed $10,000,000 at any time outstanding;
(iii) Investments in Marketable Securities;
(iv) Investments consisting of intercompany Debt permitted under Section 5.02(b)(i)5.17;
(ivv) Investments consisting received in connection with the bankruptcy or reorganization of, or settlement of advances to officers and employees for moving, entertainment and travel expenses, drawing delinquent accounts and similar expenditures disputes with customers and suppliers, in each case, in the ordinary course of business;
(vvi) Investments consisting in joint ventures and other minority interests in an amount not to exceed $75,000,000 at any time outstanding;
(vii) warrants received from and minority equity interests in, customers of and vendors to the following items Borrower and its Subsidiaries so long as (y) no cash is expended by the aggregate amount outstanding, without duplication, Borrower or any of all Investments described in this clause (v) does not exceed, at its Subsidiaries to purchase any time, 25% of Consolidated Total Asset Value at such time, and (z) the aggregate amount of each of the following items foregoing;
(viii) minority interests received in connection with the sale or disposition of any assets of the Borrower;
(ix) Investments does not exceed existing on the specified percentage of Consolidated Total Asset Value set forth below:Amendment No. 2 Effective Date; and
(x) (A) unimproved Real Estate Assets other Investments in an aggregate amount invested not constituting Development Properties, to exceed $150,000,000 and (B) so long as the aggregate amount sum of such the Total Commitments plus the "Total Commitments" (as defined in the 364-Day Credit Agreement) does not exceed $850,000,000, additional Investments, calculated on the basis of cost, does not at PROVIDED that any time exceed 5% of Consolidated Total Asset Value at such time,
Investments made in accordance with this clause (B) Development Propertiesare funded from sources other than this Agreement or the 364-Day Credit Agreement and PROVIDED, so long as FURTHER, that with respect to all Investments made under this clause (x): (1) immediately before and after giving effect thereto, no Default shall have occurred and be continuing or would result therefrom; (2) any company or business acquired or invested in pursuant to this clause (x) shall be in the aggregate amount same line of such Investments, calculated on the basis of actual cost, does not at any time exceed 20% of Consolidated Total Asset Value at such time, and
(C) Investments in Unconsolidated Entities so long as the aggregate amount of such Investments outstanding does not at any time exceed 10% of Consolidated Total Asset Value at any time; and
(D) Investments in Mortgage Receivables secured by properties (excluding mezzanine loans secured by equity interests in Persons owning properties) that meet the property type requirements of a Student Housing Property so long as the aggregate amount of such Investments outstanding does not at any time exceed 10% business of the Consolidated Total Asset Value at any time.
(vi) Investments by the Borrower in Hedge Agreements permitted under Section 5.02(b)(ii)(D). provided that, notwithstanding anything herein to the contrary, (A) no Loan Party shall make, nor shall it permit or any of its Subsidiaries or reasonably related thereto; and (including without limitation 3) immediately after giving effect to the On-Campus Participating Entities) acquisition of a company or business pursuant to makethis clause (x), any Investment the Borrower shall be in pro forma compliance with Section 5.08, calculated based on the On-Campus Participating Entities or financial statements most recently delivered to the On-Campus Participating Properties after Lenders pursuant to Section 5.02 and as though such acquisition had occurred at the date beginning of the Existing Credit Agreement four-quarter period covered thereby, as evidenced by a certificate of the Chief Financial Officer of the Borrower delivered to the extent the aggregate amount of all Lenders demonstrating such Investments made after the date of the Existing Credit Agreement would exceed $1,000,000, and (B) no Loan Party shall permit any of the On-Campus Participating Entities to make or hold any Investment in an Unconsolidated Entity, and (C) no Loan Party shall make, nor shall it permit any of its Subsidiaries (including, without limitation the On-Campus Participating Entities) to make, without the prior written approval of the Required Lenders, any Investment after the date hereof in any Person which is not an On-Campus Participating Entity as of the Closing Date which engages in the development or ownership of a Student Housing Property where it is intended that such Loan Party shall receive from such Student Housing Property a share of excess cash flow with a college, university or other institution of higher learningcompliance.
Appears in 1 contract
Samples: Credit Agreement (Avaya Inc)
Investments in Other Persons. Make or hold, or permit any of its Subsidiaries to make or hold, any Investment in any Person or assets described in this Section other than:
(i) Investments by the Loan Parties and their Subsidiaries in their Subsidiaries outstanding on the date hereof and additional Investments in Subsidiaries of the Loan Parties and, in the case of the Loan Parties (other than the Parent Guarantor) and their respective Subsidiaries, Investments in assets (including by asset or Equity Interest acquisitions), in each case subject, where applicable, to the limitations set forth in Section 5.02(f)(v);
(ii) Investments in Cash Equivalents;
(iii) Investments consisting of intercompany Debt permitted under Section 5.02(b)(i);
(iv) Investments consisting of advances to officers and employees for moving, entertainment and travel expenses, drawing accounts and similar expenditures in the ordinary course of business;
(v) Investments consisting of the following items so long as (y) the aggregate amount outstanding, without duplication, of all Investments described in this clause (v) does not exceed, at any time, 2530% of Consolidated Total Asset Value at such time, and (z) the aggregate amount of each of the following items of Investments does not exceed the specified percentage of Consolidated Total Asset Value set forth below:
(A) unimproved Real Estate Assets not constituting Development PropertiesUnimproved Land, so long as the aggregate amount of such Investments, calculated on the basis of cost, does not at any time exceed 5% of Consolidated Total Asset Value at such time,
(B) Development Properties, so long as the aggregate amount of such Investments, calculated on the basis of actual cost, does not at any time exceed 20% of Consolidated Total Asset Value at such time, and
(C) Investments in Unconsolidated Entities so long as the aggregate amount of such Investments outstanding does not at any time exceed 10% of Consolidated Total Asset Value at any time; and
(D) Investments in Mortgage Receivables secured by properties (excluding mezzanine loans secured by equity interests in Persons owning properties) that meet the property type requirements of a Student Housing Property so long as the aggregate amount of such Investments outstanding does not at any time exceed 10% of the Consolidated Total Asset Value at any time.
(vi) Investments by the Borrower in Hedge Agreements permitted under Section 5.02(b)(ii)(D). provided that, notwithstanding anything herein to the contrary, (A) no Loan Party shall make, nor shall it permit any of its Subsidiaries (including without limitation the On-Campus Participating Entities) to make, any Investment in the On-Campus Participating Entities or the On-Campus Participating Properties after the date of the Existing Credit Agreement to the extent the aggregate amount of all such Investments made after the date of the Existing Credit Agreement would exceed $1,000,000, and (B) no Loan Party shall permit any of the On-Campus Participating Entities to make or hold any Investment in an Unconsolidated Entity, and (C) no Loan Party shall make, nor shall it permit any of its Subsidiaries (including, without limitation the On-Campus Participating Entities) to make, without the prior written approval of the Required Lenders, any Investment after the date hereof in any Person which is not an On-Campus Participating Entity as of the Closing Date which engages in the development or ownership of a Student Housing Property where it is intended that such Loan Party shall receive from such Student Housing Property a share of excess cash flow with a college, university or other institution of higher learning.
Appears in 1 contract
Investments in Other Persons. Make or holdThe Borrower will not make, or permit any of its Subsidiaries Subsidiary to make or holdmake, any Investment loan or advance to any Person, or purchase or otherwise acquire, or permit any Subsidiary to purchase or otherwise acquire, any capital stock, warrants, rights, options, obligations or other equity interests in, make any capital contribution to, or otherwise invest in, any Person; provided, however, that nothing in this section shall prevent any Person other thanof the following:
(i) Investments by the Loan Parties and their Subsidiaries in their Subsidiaries outstanding on the date hereof and additional Investments in Subsidiaries of the Loan Parties and, in the case of the Loan Parties (other than the Parent Guarantor) and their respective Subsidiaries, Investments in assets (including by asset Borrower or Equity Interest acquisitions), in each case subject, where applicable, to the limitations set forth in Section 5.02(f)(v)any Subsidiary from acquiring or holding Cash Equivalents;
(ii) Investments in Cash Equivalents;
(iii) Investments consisting of intercompany Debt permitted under Section 5.02(b)(i);
(iv) Investments consisting of advances to officers the Borrower or any Subsidiary from generating and employees for moving, entertainment and travel expenses, drawing holding accounts and similar expenditures receivable in the ordinary course of business;
(viii) Investments consisting the Borrower from acquiring stock or other equity interests in any Person as permitted by Section 6.2(d);
(iv) the Borrower from making equity contributions and loans to THQ/Jakks as required by the terms of the following items so long as (y) the aggregate amount outstanding, without duplication, of all Investments described in this clause THQ/Jakks Operating Agreement;
(v) does not exceedthe Borrower from making and/or maintaining loans and other advances to its Subsidiaries in the normal course of business for the normal operating purposes of its Subsidiaries, at any time, 25% of Consolidated Total Asset Value at such time, and (z) provided that the aggregate principal amount of each of the following items of Investments such loans and advances does not exceed the specified percentage of Consolidated Total Asset Value set forth below:$3,000,000 at any time outstanding;
(Avi) unimproved Real Estate Assets not constituting Development Propertiesthe Borrower from making equity contributions to its Subsidiaries in the normal course of business for the normal operating purposes of its Subsidiaries, so long as provided that the aggregate amount of such Investments, calculated on the basis of cost, contributions does not at any time exceed 5% $3,000,000 on a cumulative basis after the date of Consolidated Total Asset Value at such time,
(B) Development Properties, so long as the aggregate amount of such Investments, calculated on the basis of actual cost, does not at any time exceed 20% of Consolidated Total Asset Value at such time, and
(C) Investments in Unconsolidated Entities so long as the aggregate amount of such Investments outstanding does not at any time exceed 10% of Consolidated Total Asset Value at any timethis Agreement; and
(Dvii) Investments the Borrower or any Subsidiary from making loans and advances to its officers and employees in Mortgage Receivables secured by properties (excluding mezzanine the ordinary course of business, provided that such not exceeding $1,000,000 in aggregate principal amount for all such loans secured by equity interests in Persons owning properties) that meet the property type requirements of a Student Housing Property so long as the aggregate amount of such Investments outstanding does not and advances at any time exceed 10% of the Consolidated Total Asset Value at any timeoutstanding.
(vi) Investments by the Borrower in Hedge Agreements permitted under Section 5.02(b)(ii)(D). provided that, notwithstanding anything herein to the contrary, (A) no Loan Party shall make, nor shall it permit any of its Subsidiaries (including without limitation the On-Campus Participating Entities) to make, any Investment in the On-Campus Participating Entities or the On-Campus Participating Properties after the date of the Existing Credit Agreement to the extent the aggregate amount of all such Investments made after the date of the Existing Credit Agreement would exceed $1,000,000, and (B) no Loan Party shall permit any of the On-Campus Participating Entities to make or hold any Investment in an Unconsolidated Entity, and (C) no Loan Party shall make, nor shall it permit any of its Subsidiaries (including, without limitation the On-Campus Participating Entities) to make, without the prior written approval of the Required Lenders, any Investment after the date hereof in any Person which is not an On-Campus Participating Entity as of the Closing Date which engages in the development or ownership of a Student Housing Property where it is intended that such Loan Party shall receive from such Student Housing Property a share of excess cash flow with a college, university or other institution of higher learning.
Appears in 1 contract
Samples: Revolving Credit Agreement (THQ Inc)
Investments in Other Persons. Make or hold, or permit any of its Subsidiaries to make or hold, any Investment in any Person other than:
(i) Investments by the Loan Parties and their Subsidiaries in their Subsidiaries outstanding on the date hereof and additional Investments in Subsidiaries of the Loan Parties and, in the case of the Loan Parties (other than the Parent Guarantor) and their respective Subsidiaries, Investments in assets (including by asset or Equity Interest acquisitions), in each case subject, where applicable, to the limitations set forth in Section 5.02(f)(v);
(ii) Investments in Cash Equivalents;
(iii) Investments consisting of intercompany Debt permitted under Section 5.02(b)(i);
(iv) Investments consisting of advances to officers and employees for moving, entertainment and travel expenses, drawing accounts and similar expenditures in the ordinary course of business;
(v) Investments consisting of the following items so long as (y) the aggregate amount outstanding, without duplication, of all Investments described in this clause (v) does not exceed, at any time, 25% of Consolidated Total Asset Value at such time, and (z) the aggregate amount of each of the following items of Investments does not exceed the specified percentage of Consolidated Total Asset Value set forth below:
(A) unimproved Real Estate Assets not constituting Development Properties, so long as (1) the aggregate amount of such Investments, calculated on the basis of cost, does not at any time exceed 5% of Consolidated Total Asset Value at such time, and (2) the aggregate amount of such Investments, as so calculated at any time, when added to the aggregate amount of Investments in Development Properties at such time, calculated as provided in the immediately following clause (B), does not exceed 20% of Consolidated Total Asset Value at such time,
(B) Development Properties, so long as the sum of (1) the aggregate amount of such Investments, calculated on the basis of the greater of actual cost or budgeted cost, plus (2) the aggregate amount of Investments in unimproved Real Estate Assets not constituting Development Properties, calculated as provided in the immediately preceding clause (A), does not at any time exceed 20% of Consolidated Total Asset Value at such time, and
(C) Investments in Unconsolidated Entities so long as the aggregate amount of such Investments outstanding does not at any time exceed 10% of Consolidated Total Asset Value at any time; and
(D) Investments in Mortgage Receivables secured by properties (excluding mezzanine loans secured by equity interests in Persons owning properties) that meet the property type requirements of a Student Housing Property so long as the aggregate amount of such Investments outstanding does not at any time exceed 10% of the Consolidated Total Asset Value at any time.
(vi) Investments by the Borrower in Hedge Agreements permitted under Section 5.02(b)(ii)(D). provided that, notwithstanding anything herein to the contrary, (A) no Loan Party shall make, nor shall it permit any of its Subsidiaries (including without limitation the On-Campus Participating Entities) to make, any Investment in the On-Campus Participating Entities or the On-Campus Participating Properties after the date of the Existing Credit Agreement hereof to the extent the aggregate amount of all such Investments made after the date of the Existing Credit Agreement hereof would exceed $1,000,000, and (B) no Loan Party shall permit any of the On-Campus Participating Entities to make or hold any Investment in an Unconsolidated Entity, and (C) no Loan Party shall make, nor shall it permit any of its Subsidiaries (including, without limitation the On-Campus Participating Entities) to make, without the prior written approval of the Required Lenders, any Investment after the date hereof in any Person which is not an On-Campus Participating Entity as of the Closing Date which engages in the development or ownership of a Student Housing Property where it is intended that such Loan Party shall receive from such Student Housing Property a share of excess cash flow with a college, university or other institution of higher learning.
Appears in 1 contract
Investments in Other Persons. Make or hold, or permit any of its Subsidiaries to make or hold, any Investment in any Person other than:
(i) Investments by the Loan Parties and their Subsidiaries in their Subsidiaries outstanding on the date hereof and additional Investments in wholly-owned Subsidiaries of the Loan Parties and, in the case of the Loan Parties (other than the Parent Guarantor) and their respective Subsidiaries, Investments in assets Assets (including by asset or Equity Interest acquisitions), in each case subject, where applicable, to the limitations set forth in Section 5.02(f)(v5.02(f)(iv);
(ii) Investments in Cash Equivalents;
(iii) Investments consisting of intercompany Debt permitted owed to any other Loan Party (other than the Parent Guarantor) or any wholly-owned Subsidiary of any Loan Party (other than an Excluded Subsidiary), provided that such intercompany Debt is on terms reasonably acceptable to the Administrative Agent and (unless payable to the Borrower) is by its terms subordinated to the Obligations of the Loan Parties under Section 5.02(b)(i)the Loan Documents;
(iv) Investments consisting of advances to officers and employees for moving, entertainment and travel expenses, drawing accounts and similar expenditures in the ordinary course of business;
(v) Investments consisting of the following items so long as (y) the aggregate amount outstanding, without duplication, of all Investments described in this clause (v) subsection does not exceed, at any time, 25% of Consolidated Total Asset Value total assets of the Parent Guarantor and its Subsidiaries, as determined in accordance with GAAP, at such time, and (z) the aggregate amount of each of the following items of Investments does not exceed the specified percentage of Consolidated Total Asset Value total assets of the Parent Guarantor and its Subsidiaries, as determined in accordance with GAAP, set forth below:
(A) unimproved Real Estate loans, advances and extensions of credit to any Person so long as the aggregate amount of such Investments does not at any time exceed 10.0% of Consolidated total assets of the Parent Guarantor and its Subsidiaries, as determined in accordance with GAAP, at such time, in each case after giving effect to such Investments,
(B) Development Assets that are being constructed or developed as Hotel Assets, but are not constituting Development Propertiesyet completed (including such assets that such Person has contracted to purchase for development with or without options to terminate the purchase agreement), so long as the aggregate amount of such InvestmentsInvestment, calculated on the basis of the greater of actual cost or budgeted cost, does not at any time exceed 515.0% of Consolidated Total Asset Value total assets of the Parent Guarantor and its Subsidiaries, as determined in accordance with GAAP, at such time,
(BC) Development Properties, so long as additional Investments after the date hereof in Subsidiaries that are Excluded Subsidiaries or Subsidiaries that are not wholly-owned Subsidiaries of any Loan Party in an aggregate amount of (for all such Investments, calculated on Investments made after the basis of actual cost, does date hereof) not at any time to exceed 2015.0% of Consolidated Total Asset Value total assets of the Parent Guarantor and its Subsidiaries, as determined in accordance with GAAP, at such timetime or that are otherwise permitted under Section 5.02(e)(iv)(C) of the Revolving Credit Agreement (as referred to in the definition of Revolving Loan Documents), and
(CD) Investments in Unconsolidated Entities Joint Ventures of any Loan Party so long as the aggregate amount of such Investments outstanding does not at any time exceed 1015.0% of Consolidated Total Asset Value total assets of the Parent Guarantor and its Subsidiaries, as determined in accordance with GAAP, at any such time; and;
(Dv) Investments outstanding on the date hereof in Mortgage Receivables secured by properties (excluding mezzanine loans secured by equity interests in Persons owning properties) Subsidiaries that meet the property type requirements are Excluded Subsidiaries or Subsidiaries that are not wholly-owned Subsidiaries of a Student Housing Property so long as the aggregate amount of such Investments outstanding does not at any time exceed 10% of the Consolidated Total Asset Value at any time.Loan Party, and
(vi) Investments by the Borrower in Hedge Agreements permitted under Section 5.02(b)(ii)(D). provided that, notwithstanding anything herein designed to the contrary, (A) no Loan Party shall make, nor shall it permit any of its Subsidiaries (including without limitation the On-Campus Participating Entities) to make, any Investment hedge against fluctuations in interest rates or foreign exchange rates in the On-Campus Participating Entities or the On-Campus Participating Properties after the date ordinary course of the Existing Credit Agreement to the extent the aggregate amount of all such Investments made after the date of the Existing Credit Agreement would exceed $1,000,000, business and (B) no Loan Party shall permit any of the On-Campus Participating Entities to make or hold any Investment in an Unconsolidated Entity, and (C) no Loan Party shall make, nor shall it permit any of its Subsidiaries (including, without limitation the On-Campus Participating Entities) to make, without the prior written approval of the Required Lenders, any Investment after the date hereof in any Person which is not an On-Campus Participating Entity as of the Closing Date which engages in the development or ownership of a Student Housing Property where it is intended that such Loan Party shall receive from such Student Housing Property a share of excess cash flow consistent with a college, university or other institution of higher learningprudent business practices.
Appears in 1 contract
Samples: Term Credit Agreement (Sunstone Hotel Investors, Inc.)
Investments in Other Persons. Make or hold, or permit any of its Subsidiaries to make or hold, any Investment in any Person other than:
(i) Investments by the Loan Parties and their Subsidiaries in their Subsidiaries outstanding on the date hereof and additional Investments in Subsidiaries of the Loan Parties and, in the case of the Loan Parties (other than the Parent Guarantor) and their respective Subsidiaries, Investments in assets (including by asset or Equity Interest acquisitions), in each case subject, where applicable, to the limitations set forth in Section 5.02(f)(v);
(ii) Investments in Cash Equivalents;
(iii) Investments consisting of intercompany Debt permitted under Section 5.02(b)(i);
(iv) Investments consisting of advances Loans to officers and employees for moving, entertainment and travel expenses, drawing accounts and similar expenditures in the ordinary course of business;
(v) Investments consisting of the following items so long as (y) the aggregate amount outstanding, without duplication, of all Investments described in this clause (v) does not exceed, at any time, 2530% of Consolidated Total Asset Value at such time, and (z) the aggregate amount of each of the following items of Investments does not exceed the specified percentage of Consolidated Total Asset Value set forth below:
(A) unimproved Real Estate Assets not constituting Development Properties, so long as the aggregate amount of such Investments, calculated on the basis of cost, does not at any time exceed 5% of Consolidated Total Asset Value at such time,
(B) Development Properties, so long as the aggregate amount of such Investments, calculated on the basis of actual cost, does not at any time exceed 2025% of Consolidated Total Asset Value at such time, and
(C) Investments in Unconsolidated Entities so long as the aggregate amount of such Investments outstanding does not at any time exceed 10% of Consolidated Total Asset Value at any time; and
(D) Investments in Mortgage Receivables secured by properties (excluding mezzanine loans secured by equity interests in Persons owning properties) that meet the property type requirements of a Student Housing Property so long as the aggregate amount of such Investments outstanding does not at any time exceed 10% of the Consolidated Total Asset Value at any time.
(vi) Investments by the Borrower in Hedge Agreements permitted under Section 5.02(b)(ii)(D). provided that, notwithstanding anything herein to the contrary, (A) no Loan Party shall make, nor shall it permit any of its Subsidiaries (including without limitation the On-Campus Participating Entities) to make, any Investment in the On-Campus Participating Entities or the On-Campus Participating Properties after the date of the Existing Credit Agreement hereof to the extent the aggregate amount of all such Investments made after the date of the Existing Credit Agreement hereof would exceed $1,000,000, and (B) no Loan Party shall permit any of the On-Campus Participating Entities to make or hold any Investment in an Unconsolidated Entity, and (C) no Loan Party shall make, nor shall it permit any of its Subsidiaries (including, without limitation the On-Campus Participating Entities) to make, without the prior written approval of the Required Lenders, any Investment after the date hereof in any Person which is not an On-Campus Participating Entity as of the Closing Date which engages in the development or ownership of a Student Housing Property where it is intended that such Loan Party shall receive from such Student Housing Property a share of excess cash flow with a college, university or other institution of higher learning.
Appears in 1 contract
Samples: Senior Secured Term Loan Agreement (American Campus Communities Inc)
Investments in Other Persons. Make or hold, or permit any of its Subsidiaries to make or hold, any Investment in any Person other than:
(i) Investments by the Loan Parties and their Subsidiaries in their Subsidiaries outstanding on the date hereof and additional Investments in wholly-owned Subsidiaries of the Loan Parties and, in the case of the Loan Parties (other than the Parent GuarantorParent) and their respective Subsidiaries, Investments in assets Assets (including by asset or Equity Interest acquisitions), in each case subject, where applicable, to the limitations set forth in Section 5.02(f)(v5.02(e)(iv);
(ii) Investments in Cash Equivalents;
(iii) Investments consisting of intercompany Debt permitted owed to any other Loan Party (other than the Parent) or any wholly-owned Subsidiary of any Loan Party (other than an Excluded Subsidiary), provided that such intercompany Debt is on terms reasonably acceptable to the Administrative Agent and (unless payable to the Borrower) is by its terms subordinated to the Obligations of the Loan Parties under Section 5.02(b)(i)the Loan Documents;
(iv) Investments consisting of advances to officers and employees for moving, entertainment and travel expenses, drawing accounts and similar expenditures in the ordinary course of business;
(v) Investments consisting of the following items so long as (y) the aggregate amount outstanding, without duplication, of all Investments described in this clause (v) subsection does not exceed, at any time, 25% of Consolidated Total Asset Value total assets of the Parent and its Subsidiaries, as determined in accordance with GAAP, at such time, and (z) the aggregate amount of each of the following items of Investments does not exceed the specified percentage of Consolidated Total Asset Value total assets of the Parent and its Subsidiaries, as determined in accordance with GAAP, set forth below:
(A) unimproved Real Estate loans, advances and extensions of credit to any Person so long as the aggregate amount of such Investments does not at any time exceed 10.0% of Consolidated total assets of the Parent and its Subsidiaries, as determined in accordance with GAAP, at such time, in each case after giving effect to such Investments,
(B) Development Assets that are being constructed or developed as Hotel Assets, but are not constituting Development Propertiesyet completed (including such assets that such Person has contracted to purchase for development with or without options to terminate the purchase agreement), so long as the aggregate amount of such InvestmentsInvestment, calculated on the basis of the greater of actual cost or budgeted cost, does not at any time exceed 515.0% of Consolidated Total Asset Value total assets of the Parent and its Subsidiaries, as determined in accordance with GAAP, at such time,
(BC) Development Propertiesadditional Investments after the date hereof in Subsidiaries that are Excluded Subsidiaries or Subsidiaries that are not wholly-owned Subsidiaries of any Loan Party in an aggregate amount, so long for any period of four consecutive fiscal quarters of the Parent, not to exceed 15.0% of Consolidated total assets of the Parent and its Subsidiaries (as determined in accordance with GAAP and measured as of the aggregate amount last day of the fiscal quarter immediately preceding such Investmentsfour consecutive fiscal quarter period); provided, calculated on the basis of actual costhowever, does not if at any time any Borrowing Base Asset shall not be a Lender-Approved Asset, then the additional Investments permitted under this clause (D) shall be limited at such time to an aggregate amount (for all such Investments made after the date hereof) not to exceed 2015.0% of Consolidated Total Asset Value total assets of the Parent and its Subsidiaries (as determined in accordance with GAAP) at such time, and
(CD) Investments in Unconsolidated Entities Joint Ventures of any Loan Party so long as the aggregate amount of such Investments outstanding does not at any time exceed 1015.0% of Consolidated Total Asset Value total assets of the Parent and its Subsidiaries, as determined in accordance with GAAP, at any such time; and;
(Dv) Investments outstanding on the date hereof in Mortgage Receivables secured by properties (excluding mezzanine loans secured by equity interests in Persons owning properties) Subsidiaries that meet the property type requirements are Excluded Subsidiaries or Subsidiaries that are not wholly-owned Subsidiaries of a Student Housing Property so long as the aggregate amount of such Investments outstanding does not at any time exceed 10% of the Consolidated Total Asset Value at any time.Loan Party, and
(vi) Investments by the Borrower in Hedge Agreements permitted under Section 5.02(b)(ii)(D). provided that, notwithstanding anything herein designed to the contrary, (A) no Loan Party shall make, nor shall it permit any of its Subsidiaries (including without limitation the On-Campus Participating Entities) to make, any Investment hedge against fluctuations in interest rates or foreign exchange rates in the On-Campus Participating Entities or the On-Campus Participating Properties after the date ordinary course of the Existing Credit Agreement to the extent the aggregate amount of all such Investments made after the date of the Existing Credit Agreement would exceed $1,000,000, business and (B) no Loan Party shall permit any of the On-Campus Participating Entities to make or hold any Investment in an Unconsolidated Entity, and (C) no Loan Party shall make, nor shall it permit any of its Subsidiaries (including, without limitation the On-Campus Participating Entities) to make, without the prior written approval of the Required Lenders, any Investment after the date hereof in any Person which is not an On-Campus Participating Entity as of the Closing Date which engages in the development or ownership of a Student Housing Property where it is intended that such Loan Party shall receive from such Student Housing Property a share of excess cash flow consistent with a college, university or other institution of higher learningprudent business practices.
Appears in 1 contract
Samples: Revolving Credit Agreement (Sunstone Hotel Investors, Inc.)
Investments in Other Persons. Make or hold, or permit any of its Subsidiaries to make or hold, any Investment in any Person other than:
(i) Investments by the Loan Parties and their Subsidiaries in their Subsidiaries outstanding on the date hereof and additional Investments investments in wholly-owned Subsidiaries of the Loan Parties and, in the case of the Loan Parties (other than the Parent Guarantor) and their respective Subsidiaries, Investments in assets Real Property (including by asset or Equity Interest acquisitions)) of which an amount not to exceed 10% of Total Asset Value at any time shall be invested in Non-Office Real Property, in each case subject, where applicable, to the limitations set forth in Section 5.02(f)(v5.02(f)(iv);
(ii) Investments in Cash Equivalents;
(iii) Investments consisting of intercompany Debt permitted under Section 5.02(b)(i) or (ii);
(iv) Investments consisting of advances to officers and employees for moving, entertainment and travel expenses, drawing accounts and similar expenditures in the ordinary course of business;
(v) Investments consisting of the following items so long as (y) the aggregate amount outstanding, without duplication, of all Investments described in this clause (v) subsection does not exceed, at any time, 25% of Consolidated Total Asset Value at such time, and (z) the aggregate amount of each of the following items of Investments does not exceed the specified percentage of Consolidated Total Asset Value set forth below:
(A) Loans, advances and extensions of credit to any Person (other than an officer or director of the Parent Guarantor and its Subsidiaries) so long as the aggregate amount of such Investments does not at any time exceed 10% of Total Asset Value at such time, in each case after giving effect to such Investments,
(B) unimproved Real Estate Assets not constituting Development Propertiesreal estate, so long as the aggregate amount of such InvestmentsInvestment, calculated on the basis of cost, does not at any time exceed 55.0% of Consolidated Total Asset Value at such time,
(BC) Development PropertiesProperty that is being constructed or developed as CBD Office Real Property, but is not yet completed (including such assets that such Person has contracted to purchase for development with or without options to terminate the purchase agreement), so long as the aggregate amount of such InvestmentsInvestment, calculated on the basis of the greater of actual cost or budgeted cost, does not at any time exceed 2015% of Consolidated Total Asset Value at such time, and,
(CD) Investments in Unconsolidated Entities Subsidiaries that are not wholly-owned Subsidiaries of any Loan Party so long as the aggregate amount of such Investments outstanding does not at any time exceed 10exceeds 15% of Consolidated Total Asset Value at any such time; and
(D) Investments in Mortgage Receivables secured by properties (excluding mezzanine loans secured by equity interests in Persons owning properties) that meet the property type requirements of a Student Housing Property so long as the aggregate amount of such Investments outstanding does not at any time exceed 10% of the Consolidated Total Asset Value at any time.
(viv) Investments by the Borrower in Hedge Agreements permitted under Section 5.02(b)(ii)(D5.02(b)(iii)(E). provided that, notwithstanding anything herein to the contrary, (A) no Loan Party shall make, nor shall it permit any of its Subsidiaries (including without limitation the On-Campus Participating Entities) to make, any Investment in the On-Campus Participating Entities or the On-Campus Participating Properties after the date of the Existing Credit Agreement to the extent the aggregate amount of all such Investments made after the date of the Existing Credit Agreement would exceed $1,000,000, and (B) no Loan Party shall permit any of the On-Campus Participating Entities to make or hold any Investment in an Unconsolidated Entity, and (C) no Loan Party shall make, nor shall it permit any of its Subsidiaries (including, without limitation the On-Campus Participating Entities) to make, without the prior written approval of the Required Lenders, any Investment after the date hereof in any Person which is not an On-Campus Participating Entity as of the Closing Date which engages in the development or ownership of a Student Housing Property where it is intended that such Loan Party shall receive from such Student Housing Property a share of excess cash flow with a college, university or other institution of higher learning.
Appears in 1 contract
