Limitations on Loans, Advances, Investments and Acquisitions. Purchase, own, invest in or otherwise acquire, directly or indirectly, any Capital Stock, interests in any partnership or joint venture (including, without limitation, the creation or capitalization of any Subsidiary), evidence of Indebtedness or other obligation or security, substantially all or a portion of the business or assets of any other Person or any other investment or interest whatsoever in any other Person, or make or permit to exist, directly or indirectly, any loans, advances or extensions of credit to, or any investment in cash or by delivery of property in, any Person except:
(a) (i) Investments existing on the Closing Date in Subsidiaries existing on the Closing Date, (ii) investments in Domestic Subsidiaries (other than Investments existing on the Closing Date) so long as the Borrower and its Subsidiaries comply with the applicable provisions of Section 9.10 and (iii) the other loans, advances and Investments described on Schedule 11.3 existing on the Closing Date;
(b) (i) Investments in (A) marketable direct obligations issued or unconditionally guaranteed by the United States or any agency thereof maturing within one hundred twenty (120) days from the date of acquisition thereof, (B) commercial paper maturing no more than one hundred twenty (120) days from the date of creation thereof and currently having the highest rating obtainable from either Standard & Poor’s Ratings Services, a division of The XxXxxx-Xxxx Companies, Inc. or Xxxxx’x Investors Service, Inc., (C) certificates of deposit maturing no more than one hundred twenty (120) days from the date of creation thereof issued by commercial banks incorporated under the laws of the United States, each having combined capital, surplus and undivided profits of not less than $500,000,000 and having a rating of “A” or better by a nationally recognized rating agency; provided, that the aggregate amount invested in such certificates of deposit shall not at any time exceed $5,000,000 for any one such certificate of deposit and $10,000,000 for any one such bank, (D) time deposits maturing no more than thirty (30) days from the date of creation thereof with commercial banks or savings banks or savings and loan associations each having membership either in the FDIC or the deposits of which are insured by the FDIC and in amounts not exceeding the maximum amounts of insurance thereunder, or (E) money market funds that invest in any Investments described in items (A) through (D) above and (ii) Inv...
Limitations on Loans, Advances, Investments and Acquisitions. Purchase, own, invest in or otherwise acquire, directly or indirectly, any Capital Stock, interests in any partnership or joint venture (including, without limitation, the creation or capitalization of any Subsidiary), evidence of Indebtedness or other obligation or security, substantially all or a portion of the business or assets of any other Person or any other investment or interest whatsoever in any other Person, or make or permit to exist, directly or indirectly, any loans, advances or extensions of credit to, or any investment in cash or by delivery of property in, any Person (any such transaction, an “Investment”) except:
(a) (i) Investments existing on the Restatement Date in Subsidiaries existing on the Restatement Date, (ii) investments in Domestic Subsidiaries (other than Investments existing on the Restatement Date and Investments in Domestic Subsidiaries of Foreign Subsidiaries) so long as the Parent Borrower and its Subsidiaries comply with the applicable provisions of Section 9.10 and (iii) the other loans, advances and Investments described on Schedule 11.3 existing on the Restatement Date;
(b) (i) Investments in (A) marketable direct obligations issued or unconditionally guaranteed by the United States or any agency thereof maturing within one hundred twenty (120) days from the date of acquisition thereof, (B) commercial paper maturing no more than one hundred twenty (120) days from the date of creation thereof and currently having the highest rating obtainable from either Standard & Poor’s Ratings Services, a division of The XxXxxx-Xxxx Companies, Inc. or Xxxxx’x Investors Service, Inc., (C) certificates of deposit maturing no more than one hundred twenty (120) days from the date of creation thereof issued by commercial banks incorporated under the laws of the United States, each having combined capital, surplus and undivided profits of not less than $500,000,000 and having a rating of “A” or better by a nationally recognized rating agency; provided, that the aggregate amount invested in such certificates of deposit shall not at any time exceed $5,000,000 for any one such certificate of deposit and $10,000,000 for any one such bank, (D) time deposits maturing no more than thirty (30) days from the date of creation thereof with commercial banks or savings banks or savings and loan associations each having membership either in the FDIC or the deposits of which are insured by the FDIC and in amounts not exceeding the maximum amounts of insu...
Limitations on Loans, Advances, Investments and Acquisitions. Purchase, own, invest in or otherwise acquire, directly or indirectly, any Capital Stock, interests in any partnership or joint venture (including, without limitation, the creation or capitalization of any Subsidiary), evidence of Indebtedness or other obligation or security, all or substantially all of the business or assets of any other Person (or any portion of the business or assets of any other Person that constitutes a line of business, a business unit or a division) or any other investment or interest whatsoever in any other Person, or make or permit to exist, directly or indirectly, any loans, advances or extensions of credit to, or any investment in cash or by delivery of property in, any Person (collectively, “Investments”) except:
Limitations on Loans, Advances, Investments and Acquisitions. Purchase, own, invest in or otherwise acquire, directly or indirectly, any capital stock (other than capital stock of the Credit Parties), interests in any partnership, limited liability company or joint venture (including without limitation the creation or capitalization of any Subsidiary), evidence of Debt or other obligation or security, substantially all or a portion of the business or assets of any other Person or any other investment or interest whatsoever in any other Person, or make or permit to exist, directly or indirectly, any loans, advances or extensions of credit to, or any investment in cash or by delivery of property in, any Person, or enter into, directly or indirectly, any commitment or option in respect of the foregoing (collectively, "Investments") except:
(a) Investments in Subsidiaries existing on the Closing Date and the other existing loans, advances and Investments described on Schedule 11.4;
(b) Investments made in accordance with the Permitted Investment Policy;
(c) Investments by the Credit Parties or any Subsidiary in the form of acquisitions, including acquisitions of all or substantially all of the business or a line of business (whether by the acquisition of capital stock, assets or any combination thereof) of any other Person, so long as (i) a Responsible Officer certifies to the Administrative Agent and the Required Lenders that no Default or Event of Default has occurred and is continuing or would result from the closing of such acquisition, such certification to include, for any acquisition involving a purchase price in excess of $50,000,000, either individually or in a series of related transactions, a financial condition certificate to which is attached a pro forma balance sheet of Xxxxx Apparel Group and its Subsidiaries setting forth on a pro forma basis the financial condition of Xxxxx Apparel Group and its Subsidiaries on a Consolidated basis as of the most recently ended Fiscal Year, reflecting on a pro forma basis the effect of the transactions contemplated by such acquisition, including all fees and expenses in connection therewith, and evidencing compliance on a pro forma basis with the covenants contained in Article X hereof, and (ii) such acquisition meets either of the following requirements: (A) such acquisition is within a Permitted Line of Business, or (B) such acquisition is outside a Permitted Line of Business but the price for such acquisition, together with all other acquisitions outside the Permitted...
Limitations on Loans, Advances, Investments and Acquisitions. Purchase, own, invest in or otherwise acquire, directly or indirectly, any Capital Stock, interests in any partnership or joint venture (including, without limitation, the creation or capitalization of [Second Amendment – SCP Pool Corporation] 85 any Subsidiary), evidence of Indebtedness or other obligation or security, substantially all or a portion of the business or assets of any other Person or any other investment or interest whatsoever in any other Person, or make or permit to exist, directly or indirectly, any loans, advances or extensions of credit to, or any investment in cash or by delivery of property in, any Person except:
(a) (i) investments existing on the Closing Date in Subsidiaries, and (ii) the other loans, advances and investments existing on the Closing Date which are described on Schedule 10.3;
(b) investments in (i) marketable direct obligations issued or unconditionally guaranteed by the United States or any agency thereof maturing within one hundred twenty (120) days from the date of acquisition thereof, (ii) commercial paper maturing no more than one hundred twenty (120) days from the date of creation thereof and currently having the highest rating obtainable from either Standard & Poor’s Ratings Services, a division of The XxXxxx-Xxxx Companies, Inc. or Xxxxx’x Investors Service, Inc., (iii) certificates of deposit maturing no more than one hundred twenty (120) days from the date of creation thereof issued by commercial banks incorporated under the laws of the United States, each having combined capital, surplus and undivided profits of not less than $500,000,000 and having a rating of “A” or better by a nationally recognized rating agency; provided, that the aggregate amount invested in such certificates of deposit shall not at any time exceed $5,000,000 for any one such certificate of deposit and $10,000,000 for any one such bank, (iv) time deposits maturing no more than thirty (30) days from the date of creation thereof with commercial banks or savings banks or savings and loan associations each having membership either in the FDIC or the deposits of which are insured by the FDIC and in amounts not exceeding the maximum amounts of insurance thereunder or (v) demand deposit accounts maintained in the ordinary course of business;
(c) investments by the US Borrower or any Subsidiary thereof in the form of acquisitions of all or substantially all of the business or a line of business (whether by the acquisition of Capital Stock, as...
Limitations on Loans, Advances, Investments and Acquisitions. Purchase, own, invest in or otherwise acquire, directly or indirectly, any Capital Stock, interests in any joint venture (including, without limitation, the creation or capitalization of any Subsidiary), evidence of Indebtedness or other obligation or security, substantially all or a portion of the business or assets of any other Person or any other investment or interest whatsoever in any other Person, or make or permit to exist, directly or indirectly, any loans, advances or extensions of credit to, or any investment in cash or by delivery of property in, any Person except:
(i) investments in Subsidiaries outstanding on the Effective Date, (ii) ordinary course investments in Restaurant Partnerships consistent with past practice, (iii) investments in Subsidiaries formed or acquired after the Effective Date so long as Holdings and its Subsidiaries comply with the applicable provisions of SECTION 9.11 and such newly formed or acquired Subsidiary becomes a Subsidiary Guarantor, (iv) investments in the form of the other loans, advances and investments described on SCHEDULE 11.3 existing on the Effective Date and (v) investments in Subsidiary Guarantors;
(b) investments in (i) marketable direct obligations issued or unconditionally guaranteed by the United States 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 a rating of at least P-1 if rated by Mxxxx'x and A-1 if rated by S&P, (iii) certificates of deposit and time deposits maturing no more than one year from the date of creation thereof issued by commercial banks incorporated under the laws of the United States, each having combined capital, surplus and undivided profits of not less than $500,000,000, (iv) securities issued by any state of the United States of America or any political subdivision of any such state or any public instrumentality thereof maturing within one year from the date of acquisition thereof and, at the time of acquisition thereof, having one of the two highest ratings obtainable from either S&P or Mxxxx'x; (v) repurchase agreements secured by any one or more of the investments described in clauses (i), (ii) or (iii) of this clause (b), and (vi) shares of any so-called "money market fund" provided that such fund is registered under the Investment Company Act of 1940, has net assets of at least $100,000,000 and has an investment portfolio with a...
Limitations on Loans, Advances, Investments and Acquisitions. Purchase, own, invest in or otherwise acquire, directly or indirectly, any capital stock, interests in any partnership or joint venture (including without limitation the creation or capitalization of any Subsidiary), evidence of Debt or other obligation or security, substantially all or a material portion of the business or assets of any other Person or any other investment or interest whatsoever in any other Person; or make or permit to exist, directly or indirectly, any loans, advances or extensions of credit to, or any investment in cash or by delivery of property in, any Person; or enter into, directly or indirectly, any commitment or option in respect of the foregoing except:
(i) loans or advances by any Subsidiary of a Borrower to such Borrower, (ii) advances from ACC to any Wholly-Owned Subsidiary or Controlled Venture in an aggregate principal amount not to exceed $500,000, (iii) (A) intercompany loans by ACC to ACC Canada in an aggregate principal amount not to exceed $70,000,000, (B) intercompany loans by ACC to ACC U.K. in an aggregate principal amount not to exceed $50,000,000, (C) intercompany loans or investments in the form of capital contributions by ACC or by a Wholly-Owned Subsidiary thereof to ACC Germany in an aggregate principal amount not to exceed $10,000,000 and (D) intercompany loans by ACC to the Material Subsidiary created as a result of the Versatel Acquisition in an aggregate principal amount not to exceed $15,000,000; provided, that (x) such intercompany loans shall be evidenced by promissory notes in form and substance acceptable to the Lenders (each, an "Intercompany Note"), which notes shall be pledged to the Lenders and shall be subordinated to the Credit Facility pursuant to the Intercompany Subordination Agreement and (y) the Intercompany Note evidencing loans permitted pursuant to Section 10.4(a)(iii)(D) above shall be secured by substantially all of the assets of such Material Subsidiary pursuant to security documents reasonably satisfactory to the Administrative Agent and the rights and remedies of ACC thereunder shall be pledged to the Administrative Agent pursuant to the Security Agreement and (iii) other existing loans, advances and investments in existence on the Closing Date and described on Schedule 10.4; provided, that notwithstanding the above, no further loans or advances shall be made by any Borrower to Vista International Communications, Inc., until such time as it has been joined as a Borrower pursuant to ...
Limitations on Loans, Advances, Investments and Acquisitions. Purchase, own, invest in or otherwise acquire, directly or indirectly, any capital stock, interests in any partnership or joint venture (including, without limitation, the creation or capitalization of any Subsidiary), evidence of Debt or other obligation or security, substantially all or a portion of the business or assets of any other Person or any other investment or interest whatsoever in any other Person, or make or permit to exist, directly or indirectly, any loans, advances or extensions of credit to, or any investment in cash or by delivery of property in, any Person except:
(a) investments in (i) Subsidiaries existing on the Closing Date, (ii) in Subsidiaries formed or acquired after the Closing Date so long as the Borrowers and their Subsidiaries comply with the applicable provisions of Section 8.11 and the other terms and provisions of this Agreement and (iii) the other loans, advances and investments described on Schedule 10.3 existing on the Closing Date;
(b) investments in cash or cash equivalents made in accordance with the Company’s written investment policy as modified and approved by the Company’s Board of Directors from time to time;
(c) investments in the form of the acquisition of all or substantially all of the business or a line of business (whether by the acquisition of capital stock, assets or any combination thereof) of any other Person, if (i) no Default or Event of Default then exists or would be created thereby, (ii) the Borrowers have delivered to the Administrative Agent a certificate of a Responsible Officer (on behalf of the Borrowers) demonstrating pro forma compliance with the covenants contained in Article IX both before and after giving effect to such acquisition, except that no certificate shall be required to be delivered for any acquisition involving aggregate consideration (including cash and non-cash consideration) of less than $20,000,000;
(d) Hedging Agreements permitted pursuant to Section 10.1;
(e) purchases of assets in the ordinary course of business;
(f) investments consisting of extensions of credit in the nature of accounts receivable or notes receivable arising from the grant of trade credit in the ordinary course of business, and investments received in satisfaction or partial satisfaction thereof from financially troubled account debtors to the extent reasonably necessary to prevent loss; and
(g) other investments not exceeding $50,000,000 in the aggregate in any Fiscal Year of the Borrowers.
Limitations on Loans, Advances, Investments and Acquisitions. (a) Allow its aggregate loans, investments (measured at the time of the making of the investments), and interests (measured at the time of obtaining the interests) in other than Material Subsidiaries that are Guarantors to exceed at any time an amount equal to ten percent (10%) of the then Consolidated shareholders equity of Holdings.
(b) Except as provided in subsections (i) through (xi) below, purchase, own, invest in or otherwise acquire, directly or indirectly, any capital stock, interests in any partnership or joint venture, evidence of Debt or other obligation or security, substantially all or a material portion of the business or assets of any other Person or any other investment or interest whatsoever in any other Person; or make or permit to exist, directly or indirectly, any loans, advances or extensions of credit to, or any investment in cash or by delivery of property in, any Person; or enter into, directly or indirectly, any commitment or option in respect of the foregoing:
(i) investments in Material Subsidiaries that are Guarantors and the other existing loans, advances and investments described on Schedule 9.4 (other than existing loans, advances and investments in SG Austria, which shall be permitted only to the extent provided for in clause (xi) below);
(ii) investments in (A) marketable direct obligations issued or unconditionally guaranteed by the United States of America or any agency thereof (or if the investment is made by a foreign Subsidiary, by the government or agency thereof of the country in which such funds, instruments or obligations are denominated) ("Government Securities") maturing within one (1) year from the date of acquisition thereof, (B) commercial paper maturing no more than 120 days from the date of creation thereof and currently having the highest rating obtainable from either Standard & Poor's Corporation, Moodx'x Xxxestors Service, Inc., or Fitch's Investors Services, Inc., (C) certificates of deposit issued by bankers' acceptances of, and reverse repurchase agreements covering Government Securities issued by, any Lender or any other commercial bank incorporated under the laws of the United States of America or any state thereof (or, if the investment is made by a foreign Subsidiary, by the government or agency thereof in which such funds, instruments or obligations, as the case may be are denominated, if any), each having combined capital, surplus and undivided profits of not less than $500,000,000 and having, i...
Limitations on Loans, Advances, Investments and Acquisitions. No Credit Party will, and no Credit Party will permit any of its Subsidiaries to, purchase, own, invest in or otherwise acquire, directly or indirectly, any capital stock or other Equity Interests, interests in any partnership or joint venture (including the creation or capitalization of any Subsidiary), evidence of Debt or other obligation or security, substantially all or a portion of the business or assets of any other Person or any other investment or interest whatsoever in any other Person, or make or permit to exist, directly or indirectly, any loans, advances or extensions of credit to, or any investment in cash or by delivery of property in, any Person except:
(a) the Credit Parties and their Subsidiaries may hold the Equity Interests of their respective Subsidiaries in existence as of the Closing Date and their Domestic Subsidiaries and their Foreign Subsidiaries formed under the laws of Canada or any province thereof created or acquired after the Closing Date so long as the Credit Parties comply with the applicable provisions of Section 10.11;
(b) any Credit Party may make investments in any other Credit Party (other than the Parent);
(c) so long as no Default or Event of Default exists or would be caused thereby, the Credit Parties may make investments in Foreign Subsidiaries in the form of (i) loans, advances, and cash contributions (whether to acquire Equity Interests or accounted for as Debt) in the ordinary course of business to fund the operations of Foreign Subsidiaries located in Mexico, Canada and the United Kingdom not to exceed $50,000,000, at any one time during the term of this Agreement, (ii) loans and cash contributions in an aggregate amount not to exceed, including any loans or cash contributions made to any other Foreign Subsidiary (other than those located in Mexico, Canada and the United Kingdom) existing on the Closing Date, $10,000,000, (iii) contributions of Inventory, equipment or other capital assets in an aggregate amount not to exceed $40,000,000 during the term of this Agreement, (iv) guaranties in an aggregate amount not to exceed, including any guaranties for the benefit of any Foreign Subsidiary existing on the Closing Date, $10,000,000 at any time outstanding, or (v) the guaranty by the Parent in favor of Parques Industriales Amistad, S.A. de C.V., under which the Parent has agreed to guarantee the obligations of La-Z-Boy Muebles, S. de X.X. de C.V., a Wholly-Owned Subsidiary, under a build-to-suit lease between La...
