Common use of Investments or Loans Clause in Contracts

Investments or Loans. Neither the Borrower nor any of its -------------------- Subsidiaries shall make or permit to exist investments or loans in or to any other Person, except (a) investments in short-term direct obligations of the United States Government, (b) investments in negotiable certificates of deposit issued by any Lender or by any other bank satisfactory to the Agent, payable to the order of the Borrower or to bearer, (c) investments in commercial paper rated A1 or P1, (d) loans to and investments in Affiliates which in the aggregate shall not exceed the Affiliates Investments Limit, reduced by the aggregate amount, if any, paid by the Borrower on or with respect to any guaranty referred to in clause (b) of Section 8.5 (but only to the extent that ---------- ----------- such guaranty payments by the Borrower have not been reimbursed, and provided, -------- that any such loans and investments will be made solely to permit the acquisition of assets which will inure to the benefit of the Borrower and provided further, that during the continuance of a Default or an Event of Default, the Borrower shall not increase the principal balance of, or make any new loan to or investment in, any Affiliate, but the balance due under the existing loans may increase as the result of the accrual of interest and similar charges and the Borrower may renew such loans), (e) loans by the Borrower to Subsidiaries that are wholly owned by the Borrower, in an aggregate amount outstanding at any time not exceeding Ten Million Dollars ($10,000,000.00), provided that such loans are for the purpose of providing working capital to any such Subsidiary for its use in the ordinary course of business and (f) investments in the equity securities of any Person, other than a wholly-owned Subsidiary, having an aggregate fair market value (measured on the date each such investment was made and without giving effect to subsequent changes in value), when taken together with all other such investments or loans made pursuant to this clause (f) that are at the time outstanding, not to exceed One Million Dollars ($1,000,000.00).

Investments or Loans. Neither the Borrower nor shall not, and Borrower shall not permit any of its -------------------- Subsidiaries shall to, make or permit to exist investments or loans in or to any other Person, except (ai) investments in short-term direct obligations of the United States GovernmentU.S. government, (bii) investments in negotiable certificates of deposit issued by any Lender or an affiliate of a Lender or by any other bank satisfactory to the Agent, in its reasonable discretion, and payable to the order of the Borrower or to bearerbearer and delivered to Agent, (ciii) investments in commercial paper rated A1 or P1, (div) loans advances and reimbursements for travel, entertainment and other reasonable and customary out-of-pocket expenses to and investments in Affiliates which Borrower's or its Subsidiaries' officers, directors or employees incurred in the aggregate shall not exceed the Affiliates Investments Limitordinary course of Borrower's or its Subsidiaries' business, reduced by the aggregate amount, if any, paid by the (v) investments of Borrower on or with respect to any guaranty referred to in clause (b) of Section 8.5 (but only to the extent that ---------- ----------- such guaranty payments by the Borrower have not been reimbursed, P&J and provided, -------- that any such loans and investments will be made solely to permit the acquisition of assets which will inure to the benefit Webco Tube as of the Borrower and provided further, that during the continuance of a Default or an Event of Default, the Borrower shall not increase the principal balance of, or make any new loan to or investment in, any Affiliate, but the balance due under the existing loans may increase as the result of the accrual of interest and similar charges and the Borrower may renew such loans)date hereof, (evi) loans by the obligations due from P&J to Borrower representing amounts due to Subsidiaries that are wholly owned by the Borrower, in an aggregate amount outstanding at any time not exceeding Ten Million Dollars ($10,000,000.00), provided that such loans are Borrower for the purpose of providing working capital to any such Subsidiary for its use goods sold or services rendered in the ordinary course of business of Borrower on terms not materially less favorable to Borrower than Borrower would obtain in an arms-length transaction, provided that (a) any such obligation is paid in full within thirty (30) days of the transaction giving rise thereto, and (fb) all such intercompany obligations due from P&J to Borrower do not at any time exceed $2,000,000 in the aggregate, (vii) advances and loans from P&J or Webco Tube to Borrower, (viii) Accounts arising in the ordinary course of business of Borrower (provided that Borrower shall not permit the aggregate outstanding amount of accounts receivable from, and investments in the equity securities of and advances to Quik Water to at any Persontime exceed $15,000), other than a wholly-owned Subsidiary, having an aggregate fair market value (measured ix) loans outstanding on the date hereof from Borrower to officers of Borrower as described on Schedule 8.9, and (x) at any time and from time to time after the occurrence of the Deregistration, so long as each such investment was made and without giving effect to subsequent changes of the Second Tier Conditions have been satisfied as determined by Agent in value)its discretion, when taken together with the New Officer Loans; provided that the aggregate principal amount of all other such investments or loans made pursuant to this clause (f) that are at the time outstanding, New Officer Loans does not to exceed One Million Dollars ($1,000,000.00)2,000,000.

Investments or Loans. Neither the The Borrower nor any of its -------------------- Subsidiaries shall make not make, incur, assume or permit to exist any loans or advances, or any investments or loans in or to any other Person, except (ai) investments in short-term direct obligations of the United States Government, agency or instrumentality thereof; or any (bii) investments in negotiable certificates of deposit issued by any the Lender or by any other bank reasonably satisfactory to the AgentLender, payable to the order of the Borrower or to bearer, (ciii) investments in commercial paper rated A1 at least A-1 by Standard & Poor’s Corporation or P1P-1 by Mxxxx’x Investors Service, Inc., or carrying an equivalent rating by a nationally recognized rating agency if both of the two named rating agencies cease publishing ratings of investments, (div) investments in money market funds which invest substantially all their assets in securities of the types described in clauses (i) through (iii), above; provided that, in each case, such investment is reasonably acceptable to the Lender, (iv) other short-term investments as may be permitted by Lender, (vi) loans or advances made by any Borrower to Parent or any other Borrower, (vii) loans and advances to employees permitted under Section 9.8; (viii) the Trust Loan and (ix) investments by the Borrowers in Affiliates which their respective Subsidiaries existing on the date hereof and additional investments by the Borrower in their respective Subsidiaries so long as such Subsidiary is a Borrower under this Agreement. Lender acknowledges that under the Option Agreement by and between Mxxxxx Memorial Convalescing and Crippled Children’s Home, Inc.(“Mxxxxx Memorial”) and Advocat Inc., Borrower has made and may continue to make from time to time certain advances in connection with the Rxxx Xxxxxxxx Acquisition; provided that (a) the aggregate principal amount of such advances shall not exceed the Affiliates Investments Limit, reduced by the aggregate amount, if any, paid by the Borrower on or with respect to any guaranty referred to in clause Eight Hundred Fifty Thousand Dollars ($850,000.00) and (b) of Section 8.5 (but only to the extent that ---------- ----------- such guaranty payments by the Borrower have not been reimbursed, and provided, -------- that any such loans and investments will be made solely to permit the acquisition advance in excess of assets which will inure to the benefit of the Borrower and provided further, that during the continuance of a Default or an Event of Default, the Borrower shall not increase the principal balance of, or make any new loan to or investment in, any Affiliate, but the balance due under the existing loans may increase as the result of the accrual of interest and similar charges and the Borrower may renew such loans), (e) loans by the Borrower to Subsidiaries that are wholly owned by the Borrower, in an aggregate amount outstanding at any time not exceeding Ten Million Eight Hundred Fifty Thousand Dollars ($10,000,000.00), provided that such loans are for the purpose of providing working capital to any such Subsidiary for its use in the ordinary course of business and (f850,000.00) investments in the equity securities of any Person, other than a wholly-owned Subsidiary, having an aggregate fair market value (measured on the date each such investment was made and without giving effect to subsequent changes in value), when taken together with all other such investments or loans made pursuant to this clause (f) that are at the time outstanding, not to exceed One Million Dollars ($1,000,000.00)shall require Lender’s prior written consent.

Investments or Loans. Neither The Company shall not, and shall not permit any Subsidiary to, acquire any Property in exchange for cash or other Property, whether in the Borrower nor form of an acquisition of securities or other Indebtedness or obligations, or the purchase or acquisition by the Company or any of its -------------------- Subsidiaries shall make or permit to exist investments or loans in or to of any other PersonProperty, or a loan, advance, capital contribution or subscription, except acquisitions of the following: (i) investments in one or more Subsidiaries of the Company to the extent existing on the Closing Date or in Subsidiaries formed or acquired after the Closing Date but solely to the extent that (a) such Subsidiaries are, or become as a result of the acquisition or investment, wholly-owned by the Company or a wholly-owned Subsidiary of the Company and (b) prior to the date of formation or acquisition such Subsidiary has executed and delivered a Security Agreement and, at the discretion of the Purchasers, either a Subsidiary Guaranty or an assignment and assumption agreement whereby such Subsidiary becomes a co-maker of each of the Notes; (ii) fixed assets to be used in the business of the Company and its Subsidiaries so long as the acquisition costs thereunder constitute Capital Expenditures permitted hereunder; (iii) goods held for sale or lease or to be used in the manufacture of goods or the rendition of services by the Company or any of its Subsidiaries in the ordinary course of business; (iv) investments in short-term direct having a maturity of less than one year from the date thereof consisting of (a) debt obligations of the Senior Lender, (b) obligations of the United States Government, (b) investments in negotiable certificates of deposit issued by America or any Lender agency or by any other bank satisfactory to the Agent, payable to the order of the Borrower or to bearerinstrumentality thereof, (c) investments repurchase agreements with the Senior Lender involving securities described in commercial paper rated A1 or P1clauses (a) and (b), and (d) commercial paper which is rated not less than prime-one or A-1 or their equivalents by Xxxxx'x Investors Service, Inc. or Standard & Poor's Corporation, respectively, or their successors; (v) loans to and investments employees not in Affiliates which in the aggregate shall not exceed the Affiliates Investments Limit, reduced by the aggregate amount, if any, paid by the Borrower on or with respect to any guaranty referred to in clause (b) excess of Section 8.5 (but only to the extent that ---------- ----------- such guaranty payments by the Borrower have not been reimbursed, and provided, -------- that any such loans and investments will be made solely to permit the acquisition of assets which will inure to the benefit of the Borrower and provided further, that during the continuance of a Default or an Event of Default, the Borrower shall not increase the principal balance of, or make any new loan to or investment in, any Affiliate, but the balance due under the existing loans may increase as the result of the accrual of interest and similar charges and the Borrower may renew such loans), (e) loans by the Borrower to Subsidiaries that are wholly owned by the Borrower, in an aggregate amount outstanding of $50,000 at any one time not exceeding Ten Million Dollars outstanding; ($10,000,000.00), provided that such loans are for the purpose of providing working capital to any such Subsidiary for its use vi) accounts receivable arising from transactions in the ordinary course of business business; contingent liabilities represented by endorsements of negotiable instruments for collection or deposit in the ordinary course of business; advances, deposits, down payments and prepayments on account of firm purchase orders made in the ordinary course of business; (fvii) investments consisting of interest rate protection agreements entered into with the Senior Lender; and (viii) investment by SC Corporation in SC Licensing, Inc., as evidenced by the equity securities of any Person, other than a wholly-owned Subsidiary, having an aggregate fair market value (measured on the date each such investment was made and without giving effect to subsequent changes in value), when taken together with all other such investments or loans made pursuant to this clause (f) that are at the time outstanding, not to exceed One Million Dollars ($1,000,000.00)SC Licensing Note.

Investments or Loans. Neither The Company shall not, and shall not permit any Subsidiary to, acquire any Property in exchange for cash or other Property, whether in the Borrower nor form of an acquisition of securities or other Indebtedness or obligations, or the purchase or acquisition by the Company or any of its -------------------- Subsidiaries shall make or permit to exist investments or loans in or to of any other PersonProperty, or a loan, advance, capital contribution or subscription, except acquisitions of the following: (i) investments in one or more Subsidiaries of the Company to the extent existing on the Closing Date or in Subsidiaries formed or acquired after the Closing Date but solely to the extent that (a) such Subsidiaries are, or become as a result of the acquisition or investment, wholly-owned by the Company or a wholly-owned Subsidiary of the Company and (b) prior to the date of formation or acquisition such Subsidiary has executed and delivered, at the discretion of the Purchasers, either a Subsidiary Guaranty or an assignment and assumption agreement whereby such Subsidiary becomes a co-maker of each of the Notes; (ii) fixed assets to be used in the business of the Company and its Subsidiaries so long as the acquisition costs thereunder constitute Capital Expenditures permitted hereunder; (iii) goods held for sale or lease or to be used in the manufacture of goods or the rendition of services by the Company or any of its Subsidiaries in the ordinary course of business; (iv) investments having a maturity of less than one year from the date thereof consisting of (a) debt obligations of the Senior Lender meeting the standards set out in short-term direct (d) below, (b) obligations of the United States Government, (b) investments in negotiable certificates of deposit issued by America or any Lender agency or by any other bank satisfactory to the Agent, payable to the order of the Borrower or to bearerinstrumentality thereof, (c) investments repurchase agreements with the Senior Lender involving securities described in commercial paper rated A1 or P1clauses (a) and (b), and (d) commercial paper which is rated not less than prime-one or A-1 or their equivalents by Xxxxx'x Investors Service, Inc. or Standard & Poor's Corporation, respectively, or their successors; (v) loans to and investments employees not in Affiliates which excess of an aggregate of $55,000 at any one time outstanding, except for the existing loan in the aggregate shall principal amount not to exceed the Affiliates Investments Limit, reduced $150,000 made by the aggregate amount, if any, paid by the Borrower on or with respect Company to any guaranty referred to in clause Xxxxxx XxXxxx; (bvi) of Section 8.5 (but only to the extent that ---------- ----------- such guaranty payments by the Borrower have not been reimbursed, and provided, -------- that any such loans and investments will be made solely to permit the acquisition of assets which will inure to the benefit of the Borrower and provided further, that during the continuance of a Default or an Event of Default, the Borrower shall not increase the principal balance of, or make any new loan to or investment in, any Affiliate, but the balance due under the existing loans may increase as the result of the accrual of interest and similar charges and the Borrower may renew such loans), (e) loans by the Borrower to Subsidiaries that are wholly owned by the Borrower, in an aggregate amount outstanding at any time not exceeding Ten Million Dollars ($10,000,000.00), provided that such loans are for the purpose of providing working capital to any such Subsidiary for its use accounts receivable arising from transactions in the ordinary course of business business; contingent liabilities represented by endorsements of negotiable instruments for collection or deposit in the ordinary course of business; advances, deposits, down payments and prepayments on account of firm purchase orders made in the ordinary course of business; (fvii) investments consisting of interest rate protection agreements entered into with the Senior Lender; and (viii) investment by SC Corporation in SC Licensing Corp., as evidenced by the equity securities of any Person, other than a wholly-owned Subsidiary, having an aggregate fair market value (measured on the date each such investment was made and without giving effect to subsequent changes in value), when taken together with all other such investments or loans made pursuant to this clause (f) that are at the time outstanding, not to exceed One Million Dollars ($1,000,000.00)SC Licensing Note.

Investments or Loans. Neither the Borrower nor any of its -------------------- Subsidiaries Subsidiaries, if any, shall make or permit to exist investments or loans in or to any other Person, except (a) investments in short-term direct obligations of the United States Government, (b) investments in negotiable certificates of deposit issued by any Lender or by any other bank satisfactory to the Agent, payable to the order of the Borrower or to bearer, (c) investments in commercial paper rated A1 or P1, (d) loans to and investments in Affiliates which in the aggregate shall not exceed the Affiliates Investments Limit, reduced by the aggregate amount, if any, paid by the Borrower on or with respect to any guaranty referred to in clause (b) of Section 8.5 (but only to the extent that ---------- ----------- such guaranty payments by the Borrower have not been reimbursed, and provided, -------- that any such loans and investments will be made solely to permit the acquisition of assets which will inure to the benefit of the Borrower and provided further, that during the continuance of a Default or an Event of Default, the Borrower shall not increase the principal balance of, or make any new loan to or investment in, any Affiliate, but the balance due under the existing loans may increase as the result of the accrual of interest and similar charges and the Borrower may renew such loans), (e) loans by the Borrower to Subsidiaries that are wholly owned by the Borrower, in an aggregate amount outstanding at any time not exceeding Ten Five Million Dollars ($10,000,000.005,000,000.00), provided that such loans are for the purpose of providing working capital to any such Subsidiary for its use in the ordinary course of business and (f) investments in the equity securities of any Person, other than a wholly-owned Subsidiary, Person having an aggregate fair market value (measured on the date each such investment was made and without giving effect to subsequent changes in value), when taken together with all other such investments or loans made pursuant to this clause (f) that are at the time outstanding, not to exceed One Million Dollars ($1,000,000.00).

Investments or Loans. Neither the Borrower nor any of its -------------------- Subsidiaries Subsidiaries, if any, shall make or permit to exist investments or loans in or to any other Person, except (a) investments in short-term direct obligations of the United States Government, (b) investments in negotiable certificates of deposit issued by any Lender or by any other bank satisfactory to the Agent, payable to the order of the Borrower or to bearer, (c) investments in commercial paper rated A1 or P1, (d) loans to and investments in Affiliates which in the aggregate shall not exceed the Affiliates Investments Limit, reduced by the aggregate amount, if any, paid by the Borrower on or with respect to any guaranty referred to in clause (b) of Section 8.5 (but only to the extent that ---------- ----------- such guaranty payments by the Borrower have not been reimbursed, and provided, -------- that any such loans and investments will be made solely to permit the acquisition of assets which will inure to the benefit of the Borrower and provided further, that during the continuance of a Default or an Event of Default, the Borrower shall not increase the principal balance of, or make any new loan to or investment in, any Affiliate, but the balance due under the existing loans may increase as the result of the accrual of interest and similar charges and the Borrower may renew such loans), (e) loans by the Borrower to Subsidiaries that are wholly owned by the Borrower, in an aggregate amount outstanding at any time not exceeding Ten Five Million Dollars ($10,000,000.005,000,000.00), provided that such loans are for the purpose of providing working capital to any such Subsidiary for its use in the ordinary course of business and (f) investments in the equity securities of any Person, other than a wholly-owned Subsidiary, having an aggregate fair market value (measured on the date each such investment was made and without giving effect to subsequent changes in value), when taken together with all other such investments or loans made pursuant to this clause (f) that are at the time outstanding, not to exceed One Million Dollars ($1,000,000.00).and

Investments or Loans. Neither Except as otherwise expressly permitted by this Section 7.4, neither the Borrower Company nor any of its -------------------- Subsidiaries shall make or permit to exist investments any investment in, or make, accrue or permit to exist loans in or to advances of money to, any other Person, through the direct or indirect lending of money, holding of securities or otherwise, except that (a) the Company and its Subsidiaries may make Loans that comply with the Credit and Collection Policy and Requirements of Law and up to $200,000 in the aggregate of other Loans that do not comply with the Credit and Collections Policy, (b) the Company may maintain its existing investments in short-term its Subsidiaries as of the Closing Date, (c) the Company may hold Indebtedness consisting of intercompany loans and advances made by Company to its Subsidiary, provided that (A) each such Subsidiary shall have executed and delivered to the Company, on the Closing Date, a demand note (collectively, the “Intercompany Notes”) to evidence any such intercompany Indebtedness owing at any time by such Subsidiary to the Company which Intercompany Notes shall be in form and substance satisfactory to the Purchasers and shall be pledged and delivered to the Purchasers pursuant to the applicable Pledge Agreement or Security Agreement as additional collateral security for the Obligations; (B) the Company shall record all intercompany transactions on its books and records in a manner satisfactory to the Purchasers; (C) at the time any such intercompany loan or advance is made by the Company to any Subsidiary thereof and after giving effect thereto, the Company shall be Solvent; (E) no Default or Event of Default would occur and be continuing after giving effect to any such proposed intercompany loan; and (F) the aggregate amount of such intercompany Indebtedness shall not exceed $8,000,000 at any one time outstanding, (d) so long as no Default or Event of Default shall have occurred and be continuing, the Company may make investments up to $250,000 in the aggregate, subject to Control Letters in favor of the Purchasers or otherwise subject to a perfected security interest in favor of the Purchasers, in (i) marketable direct obligations issued or unconditionally guaranteed by the United States of America or any agency thereof maturing within one year from the date of acquisition thereof, (ii) commercial paper maturing no more than one year from the date of creation thereof and currently having the highest rating obtainable from either Standard & Poor’s Corporation or Xxxxx’x Investors Service, Inc., (iii) certificates of deposit, maturing no more than one year from the date of creation thereof, issued by commercial banks incorporated under the laws of the United States Governmentof America, each having combined capital, surplus and undivided profits of not less than $300,000,000 and having a senior secured rating of “A” or better by a nationally recognized rating agency (an “A Rated Bank”), (biv) investments time deposits, maturing no more than 30 days from the date of creation thereof with A Rated Banks, (f) subject to Section 3.2, the Company may purchase Loans from Participating Lenders that are compliant with the Credit and Collections Policy, and (e) to any SPE in negotiable certificates of deposit issued by connection with any Lender or by any other bank satisfactory Securitization prior to the Agent, payable to Closing Date and in connection with any Securitizations consummated after the order of the Borrower or to bearer, (c) investments in commercial paper rated A1 or P1, (d) loans to and investments in Affiliates which in the aggregate shall not exceed the Affiliates Investments Limit, reduced by the aggregate amount, if any, paid by the Borrower on or with respect to any guaranty referred to in clause (b) of Section 8.5 (but only Closing Date to the extent that ---------- ----------- such guaranty payments by the Borrower have not been reimbursed, Company complies with its obligations under Sections 6.14 and provided, -------- that any such loans and investments will be made solely to permit the acquisition of assets which will inure to the benefit of the Borrower and provided further, that during the continuance of a Default or an Event of Default, the Borrower shall not increase the principal balance of, or make any new loan to or investment in, any Affiliate, but the balance due under the existing loans may increase as the result of the accrual of interest and similar charges and the Borrower may renew such loans), (e) loans by the Borrower to Subsidiaries that are wholly owned by the Borrower, in an aggregate amount outstanding at any time not exceeding Ten Million Dollars ($10,000,000.00), provided that such loans are for the purpose of providing working capital to any such Subsidiary for its use in the ordinary course of business and (f) investments in the equity securities of any Person, other than a wholly-owned Subsidiary, having an aggregate fair market value (measured on the date each such investment was made and without giving effect to subsequent changes in value), when taken together with all other such investments or loans made pursuant to this clause (f) that are at the time outstanding, not to exceed One Million Dollars ($1,000,000.00)12.17.