Restrictions on Investments. The Borrower and the Guarantor will not, and will not permit any of their respective Subsidiaries to, make or permit to exist or to remain outstanding any Investment except Investments in: (a) marketable direct or guaranteed obligations of the United States of America that mature within one (1) year from the date of purchase by the Borrower or Guarantor; (b) marketable direct obligations of any of the following: Federal Home Loan Mortgage Corporation, Student Loan Marketing Association, Federal Home Loan Banks, Federal National Mortgage Association, Government National Mortgage Association, Bank for Cooperatives, Federal Intermediate Credit Banks, Federal Financing Banks, Export-Import Bank of the United States, Federal Land Banks, or any other agency or instrumentality of the United States of America; (c) demand deposits, certificates of deposit, bankers acceptances and time deposits of United States banks having total assets in excess of $100,000,000; provided, however, that the aggregate amount at any time so invested with any single bank having total assets of less than $1,000,000,000 will not exceed $200,000; (d) securities commonly known as "commercial paper" issued by a corporation organized and existing under the laws of the United States of America or any State which at the time of purchase are rated by Moody's Investors Service, Inc. or by Standard & Poor's Corporation ax xxx xess than "P 2" if then rated by Moody's Investors Service, Inc., and not less than "A 2", if then ratxx xx Xtandard & Poor's Corporation; (e) mortgage-backed securities guaranteed by the Government National Mortgage Association, the Federal National Mortgage Association or the Federal Home Loan Mortgage Corporation and other mortgage-backed bonds which at the time of purchase are rated by Moody's Investors Service, Inc. or by Standard & Poor's Corporation ax xxx xess than "Aa" if then rated by Moody's Investors Service, Inc. and not less than "AA" if then rated xx Xxxxdard & Poor's Corporation; (f) repurchase agreements having a term not greater than 90 days and fully secured by securities described in the foregoing subsection (a), (b) or (e) with banks described in the foregoing subsection (c) or with financial institutions or other corporations having total assets in excess of $500,000,000; (g) shares of so-called "money market funds" registered with the SEC under the Investment Company Act of 1940 which maintain a level per-share value, invest principally in investments described in the foregoing subsections (a) through (f) and have total assets in excess of $50,000,000; (h) subject to the provisions of this Section 8.3, Investments in fee and leasehold interests in completed and operational Medical Properties and related assets associated therewith, including earnest money deposits relating thereto and transaction costs; (x) Investments in fee and leasehold interests in land with respect to which no Construction-in-Process has commenced and which land is to be used for the development of Medical Properties; provided that the Investments pursuant to this Section 8.3(i) shall not exceed in the aggregate five percent (5%) of Gross Asset Value; (j) Investments in Construction-in-Process; provided that the aggregate Investments pursuant to this Section 8.3(j) shall not exceed twenty-five percent (25%) of Gross Asset Value; (k) Investment in Hospital Affiliates Development Corporation and Windrose Medical Properties Management, L.L.C.; (l) Investments in Subsidiaries of Borrower which are engaged in businesses described in Section 8.3(h), (i) and (j), subject to the limits therein; and
Appears in 1 contract
Samples: Bridge Loan Agreement (Windrose Medical Properties Trust)
Restrictions on Investments. The Borrower and the Guarantor Obligors will not, and will not permit any of their respective Subsidiaries Subsidiary to, make or permit to exist or to remain outstanding any Investment except Investments in:
(a) marketable direct or guaranteed obligations of the United States of America that mature within one (1) year from the date of purchase by the Borrower or Guarantorpurchase;
(b) marketable direct obligations of any of the following: Federal Home Loan Mortgage Corporation, Student Loan Marketing Association, Federal Home Loan Banks, Federal National Mortgage Association, Government National Mortgage Association, Bank for Cooperatives, Federal Intermediate Credit Banks, Federal Financing Banks, Export-Import Bank of the United States, Federal Land Banks, or any other agency or instrumentality of the United States of America;
(c) demand deposits, certificates of deposit, bankers acceptances and time deposits of United States banks having total assets in excess of $100,000,000; provided, however, that the aggregate amount at any time so invested with any single bank having total assets of less than $1,000,000,000 will not exceed $200,0001,000,000,000;
(dc) securities commonly known as "“commercial paper" ” issued by a corporation organized and existing under the laws of the United States of America or any State which state thereof that at the time of purchase have been rated and the ratings for which are not less than “P 1” if rated by Moody's Investors ServiceXxxxx’x, Inc. or by Standard & Poor's Corporation ax xxx xess not less than "P 2" “A1” if then rated by Moody's Investors Service, Inc., S&P and not less than "A 2", “F1” if then ratxx xx Xtandard & Poor's Corporationrated by Fitch;
(d) Investments existing on the date of Closing and listed on Schedule 10.3 hereto;
(e) mortgageso long as no Default or Event of Default has occurred and is continuing or would occur after giving effect thereto, acquisitions of Real Estate consisting of self storage facilities, warehouses and mini-backed securities guaranteed by warehouses and the Government National Mortgage Associationequity of Persons whose primary operations consist of the ownership, development, operation and management of self storage facilities, warehouses and mini-warehouses; provided, however that (i) the Federal National Mortgage Association or Obligors shall not, and shall not permit any Subsidiary to, acquire any such Real Estate without the Federal Home Loan Mortgage Corporation prior written consent of the Required Holders if the environmental investigation for such Real Estate determines that the potential environmental remediation costs and other mortgageenvironmental liabilities associated with such Real Estate exceed $200,000; and (ii) the Obligors shall not permit any of their Subsidiaries which is not a Subsidiary Guarantor, or which does not become a Subsidiary Guarantor, to acquire any Unencumbered Property, and in all cases such Subsidiary Guarantor shall be a wholly-backed bonds which at the time owned Subsidiary of purchase are rated by Moody's Investors Service, Inc. SALP or by Standard & Poor's Corporation ax xxx xess than "Aa" if then rated by Moody's Investors Service, Inc. and not less than "AA" if then rated xx Xxxxdard & Poor's CorporationSovran;
(f) repurchase agreements having a term not greater than 90 days and fully secured by securities described any Investments now or hereafter made in the foregoing subsection (a), (b) or (e) with banks described in the foregoing subsection (c) or with financial institutions or other corporations having total assets in excess of $500,000,000any Subsidiary;
(g) Investments in respect of (1) equipment, inventory and other tangible personal property acquired in the ordinary course of business, (2) current trade and customer accounts receivable for services rendered in the ordinary course of business and payable in accordance with customary trade terms, (3) advances to employees for travel expenses, drawing accounts and similar expenditures, and (4) prepaid expenses made in the ordinary course of business;
(h) any other Investments made in the ordinary course of business and consistent with past business practices in an aggregate amount not to exceed $10,000,000 outstanding at any time;
(i) interest rate xxxxxx in connection with Debt;
(j) shares of so-called "“money market funds" ” registered with the SEC under the Investment Company Act of 1940 which maintain a level per-share value, invest principally in investments described in marketable direct or guaranteed obligations of the foregoing subsections (a) through (f) United States of America and agencies and instrumentalities thereof, and have total assets in excess of $50,000,000;
(h) subject to the provisions of this Section 8.3, Investments in fee and leasehold interests in completed and operational Medical Properties and related assets associated therewith, including earnest money deposits relating thereto and transaction costs;
(xk) Investments in fee and leasehold interests in land with respect to which no Construction-in-Process has commenced and which land is to be used for the development consisting of Medical PropertiesDistributions permitted under Section 10.7(a) hereof; provided that the Investments pursuant to this Section 8.3(i) shall not exceed in the aggregate five percent (5%) of Gross Asset Value;
(j) Investments in Construction-in-Process; provided that the aggregate Investments pursuant to this Section 8.3(j) shall not exceed twenty-five percent (25%) of Gross Asset Value;
(k) Investment in Hospital Affiliates Development Corporation and Windrose Medical Properties Management, L.L.C.;and
(l) Investments in Subsidiaries consisting of Borrower which are engaged in businesses described in Section 8.3(h)the Sovran Treasury Stock not to exceed 25% (by value) of the consolidated assets of Sovran, (i) for purposes of Regulations U and (j)X of the Board of Governors of the Federal Reserve System. For the avoidance of doubt, subject Sovran Treasury Stock shall not be deemed to constitute an asset of the limits therein; andObligors for any other purpose hereunder.
Appears in 1 contract
Restrictions on Investments. The Borrower and None of the Guarantor Borrowers will not, and will not permit any of their respective Subsidiaries to, make or permit to exist or to remain outstanding any Investment except Investments in:
(a) marketable direct or guaranteed obligations of the United States of America that mature within one (1) year from the date of purchase by the Borrower or Guarantorsuch Borrower;
(b) marketable direct obligations of any of the following: Federal Home Loan Mortgage Corporation, Student Loan Marketing Association, Federal Home Loan Banks, Federal National Mortgage Association, Government National Mortgage Association, Bank for Cooperatives, Federal Intermediate Credit Banks, Federal Financing Banks, Export-Import Bank of the United States, Federal Land Banks, or any other agency or instrumentality of the United States of America;
(c) demand deposits, certificates of deposit, bankers acceptances and time deposits of United States banks having total assets in excess of $100,000,000; provided, however, that the aggregate amount at any time so invested with any single bank having total assets of less than $1,000,000,000 will not exceed $200,0001,000,000,000;
(dc) securities commonly known as "commercial paper" issued by a corporation organized and existing under the laws of the United States of America or any State which state thereof that at the time of purchase have been rated and the ratings for which are not less than "P 1" if rated by Moody's Investors Service, Inc. or by Standard & Poor's Corporation ax xxx xess than "P 2" if then rated by Moody's Investors Service, Inc.Xxx., and not less than "A 2", 1" if then ratxx xx Xtandard & rated by Standard and Poor's Corporation;
(d) Investments existing on the date hereof in Unrestricted Subsidiaries or listed on Schedule 9.3 attached hereto, plus any increases in any such Investment existing on the date hereof resulting from the accrual of Interest on any such Investment pursuant to the terms of such Investment as of the date hereof;
(e) mortgage-backed securities guaranteed Investments with respect to Indebtedness permitted by the Government National Mortgage Association, the Federal National Mortgage Association or the Federal Home Loan Mortgage Corporation and other mortgage-backed bonds which at the time of purchase are rated by Moody's Investors Service, Inc. or by Standard & Poor's Corporation ax xxx xess than "Aa" if then rated by Moody's Investors Service, Inc. and not less than "AA" if then rated xx Xxxxdard & Poor's CorporationSection 9.1 hereof;
(f) repurchase agreements having Investments after the Closing Date by the Borrowers in Unrestricted Subsidiaries, provided that (i) the sum of (A) the aggregate amount of such Investments (other than Investments made in common stock or Permitted Preferred Stock of a term Borrower and other Investments which do not greater require any cash or property to be transferred from the Borrowers to the Unrestricted Subsidiaries) plus (B) the aggregate amount of funds and other consideration paid by the Borrowers (other than 90 days and fully secured by securities described in common stock or Permitted Preferred Stock of a Borrower) in connection with permitted acquisitions under Section 9.5.1 hereof, does not exceed $25,000,000 in the foregoing subsection aggregate after the Closing Date or $15,000,000 in any calendar year and (a)ii) at all times during the period of 30 consecutive days immediately preceding the making of such Investment and for a period of 30 consecutive days immediately after giving effect thereto, (b) or (e) with banks described in the foregoing subsection (c) or with financial institutions or other corporations having total assets in excess Borrowers shall have Excess Availability of not less than $500,000,0005,000,000;
(g) shares of so-called "money market funds" registered with the SEC under the Investment Company Act of 1940 which maintain Investments by a level per-share value, invest principally Borrower in investments described in the foregoing subsections (a) through (f) and have total assets in excess of $50,000,000any other Borrower;
(h) subject to the provisions Investments consisting of this promissory notes received as proceeds of asset dispositions permitted by Section 8.3, Investments in fee and leasehold interests in completed and operational Medical Properties and related assets associated therewith, including earnest money deposits relating thereto and transaction costs9.5.2 hereof;
(xi) Investments made in fee and leasehold interests in land connection with respect to which no Construction-in-Process has commenced and which land is to be used for the development of Medical Properties; provided that the Investments pursuant to this Distributions permitted under Section 8.3(i) shall not exceed in the aggregate five percent (5%) of Gross Asset Value9.4 hereof;
(j) Investments in Construction-in-Process; provided that a Subsidiary of a Borrower, including, without limitation, Terex Credit Corporation, formed primarily for the purpose of financing purchases and leases of inventory manufactured by the Borrowers of up to an aggregate Investments pursuant amount so invested, in cash and/or in property, other than Collateral, having an aggregate fair market value, not to this Section 8.3(j) shall not exceed twenty-five percent (25%) of Gross Asset Value$3,000,000 so invested on or after the date hereof in cash or in such property by all Borrowers on a combined basis;
(k) Investment Investments in Hospital Affiliates Development Corporation and Windrose Medical Properties Management, L.L.C.connection with the acquisition of new Subsidiaries to the extent (including amounts) permitted by Section 9.5.1(b) hereof;
(l) Investments after the Closing Date by a Borrower in Subsidiaries common stock or Permitted Preferred Stock of such Borrower or which are engaged in businesses described in Section 8.3(h)do not require any cash or, (i) and (j)except as otherwise permitted hereunder, subject property to the limits thereinbe transferred from such Borrower; and
(m) Investments (in addition to Investments permitted in clause (a) through (l) hereof) in an aggregate amount not to exceed $5,000,000 outstanding at any time.
Appears in 1 contract
Restrictions on Investments. The Borrower and the Guarantor will not, and will not permit any of their respective its Subsidiaries to, make or permit to exist or to remain outstanding any Investment except Investments in:
(a) marketable direct or guaranteed obligations of the United States of America that mature within one (1) year from the date of purchase by the Borrower or GuarantorAmerica;
(b) marketable direct obligations of any of the following: Federal Home Loan Mortgage Corporation, Student Loan Marketing Association, Federal Home Loan Banks, Federal National Mortgage Association, Government National Mortgage Association, Bank for Cooperatives, Federal Intermediate Credit Banks, Federal Financing Banks, Export-Import Bank of the United States, Federal Land Banks, or any other agency or instrumentality of the United States of America;
(c) demand deposits, certificates of deposit, bankers acceptances and time deposits of (i) United States or Canadian banks having total assets in excess of $100,000,000; provided1,000,000,000 or (ii) a commercial bank organized under the laws of any other country which is a member of the Organization for Economic Cooperation and Development (the "OECD"), howeveror a political subdivision of such country, that the aggregate amount at any time so invested with any single bank and having total assets in excess of less than $1,000,000,000 will not exceed $200,0001,000,000,000, PROVIDED that such bank is acting through a branch or agency located in the country in which its is organized or another country which is a member of the OECD;
(di) securities commonly known as "commercial paper" issued by a corporation organized and existing under the laws of the United States of America or any State denominated in Dollars which at the time of purchase have been rated and the ratings for which are not less than "P 1" if rated by Moody's Investors ServiceXxxxx'x, Inc. or and not less than "A 1" if rated by Standard & Poor's Corporation ax xxx xess S&P; and (ii) securities commonly known as "short-term bank notes" issued by any Lender denominated in Dollars which at the time of purchase have been rated and the ratings for which are not less than "P 2" if then rated by Moody's Investors Service, Inc.Xxxxx'x, and not less than "A 2", " if then ratxx xx Xtandard & Poor's Corporationrated by S&P;
(d) Investments existing on the Closing Date and listed on SCHEDULE 7.3 attached hereto;
(e) mortgageInvestments with respect to Indebtedness permitted by Section 7.1(k) hereof so long as such entities remain Subsidiaries of the Borrower;
(f) taxable or tax-backed exempt securities guaranteed by the Government National Mortgage Association, the Federal National Mortgage Association or the Federal Home Loan Mortgage Corporation and other mortgage-backed bonds which at the time of purchase have been rated and the ratings for which are not less than A 3 if rated by Moody's Investors ServiceXxxxx'x, Inc. or by Standard & Poor's Corporation ax xxx xess than "Aa" if then rated by Moody's Investors Service, Inc. and not less than "AA" A- if then rated xx Xxxxdard & Poor's Corporation;
(f) repurchase agreements having a term not greater than 90 days and fully secured by securities described in the foregoing subsection (a), (b) or (e) with banks described in the foregoing subsection (c) or with financial institutions or other corporations having total assets in excess of $500,000,000S&P;
(g) shares Investments consisting of so-called "money market funds" registered with loans and advances to employees of the SEC under Borrower or any Subsidiary of the Investment Company Act of 1940 which maintain a level per-share valueBorrower, invest principally in investments described not exceeding $10,000,000 in the foregoing subsections (a) through (f) and have total assets in excess of $50,000,000aggregate at any one time outstanding;
(h) subject options to invest in or to lease real property to be used in the provisions operations of this Section 8.3, Investments in fee and leasehold interests in completed and operational Medical Properties and related assets associated therewith, including earnest money deposits relating thereto and transaction coststhe Borrower or any Subsidiary of the Borrower;
(xi) Investments in fee and leasehold interests in land with respect to which no Construction-in-Process has commenced and which land is to be used guaranties by endorsement of negotiable instruments for the development of Medical Properties; provided that the Investments pursuant to this Section 8.3(i) shall not exceed deposit or collection or similar transactions effected in the aggregate five percent (5%) ordinary course of Gross Asset Valuebusiness;
(j) Investments in Construction-in-Process; provided that the aggregate Investments pursuant to this Section 8.3(j) shall not exceed twenty-five percent (25%) of Gross Asset Value;
(k) Investment in Hospital Affiliates Development Corporation and Windrose Medical Properties Management, L.L.C.;
(l) Investments in Subsidiaries of Borrower which are engaged in businesses described in Section 8.3(h), (i) the Borrower's or any Subsidiary's guaranty of the Indebtedness of any Subsidiary or the Borrower, and (j), subject to ii) any other Investments by the limits therein; andBorrower or any Subsidiary in any Subsidiary or the Borrower;
Appears in 1 contract
Restrictions on Investments. The Borrower and the Guarantor will not, and will not permit any of their respective its Subsidiaries to, make or permit to exist or to remain outstanding any Investment except Investments in:
(a) marketable direct or guaranteed obligations of the United States of America that mature within one (1) year from or any country which is a member of the date of purchase by the Borrower or GuarantorOECD;
(b) marketable direct obligations of any of the following: Federal Home Loan Mortgage Corporation, Student Loan Marketing Association, Federal Home Loan Banks, Federal National Mortgage Association, Government National Mortgage Association, Bank for Cooperatives, Federal Intermediate Credit Banks, Federal Financing Banks, Export-Import Bank of the United States, Federal Land Banks, or any other agency or instrumentality of the United States of America;
(c) demand deposits, certificates of deposit, bankers acceptances and time deposits of (i) United States or Canadian banks having total assets in excess of $100,000,000; provided, however, that the aggregate amount at any time so invested with any single 1,000,000,000 or (ii) a commercial bank having total assets of less than $1,000,000,000 will not exceed $200,000;
(d) securities commonly known as "commercial paper" issued by a corporation organized and existing under the laws of any other country which is a member of the United States Organization for Economic Cooperation and Development (the “OECD”), or a political subdivision of America or any State which at the time of purchase are rated by Moody's Investors Service, Inc. or by Standard & Poor's Corporation ax xxx xess than "P 2" if then rated by Moody's Investors Service, Inc.such country, and not less than "A 2", if then ratxx xx Xtandard & Poor's Corporation;
(e) mortgage-backed securities guaranteed by the Government National Mortgage Association, the Federal National Mortgage Association or the Federal Home Loan Mortgage Corporation and other mortgage-backed bonds which at the time of purchase are rated by Moody's Investors Service, Inc. or by Standard & Poor's Corporation ax xxx xess than "Aa" if then rated by Moody's Investors Service, Inc. and not less than "AA" if then rated xx Xxxxdard & Poor's Corporation;
(f) repurchase agreements having a term not greater than 90 days and fully secured by securities described in the foregoing subsection (a), (b) or (e) with banks described in the foregoing subsection (c) or with financial institutions or other corporations having total assets in excess of $500,000,0001,000,000,000, provided that such bank is acting through a branch or agency located in the country in which its is organized or another country which is a member of the OECD;
(i) securities commonly known as “commercial paper” denominated in Dollars or any Alternative Currency which at the time of purchase have been rated and the ratings for which are not less than “P 1” if rated by Xxxxx’x, and not less than “A 1” if rated by S&P; and (ii) securities commonly known as “short-term bank notes” issued by any Lender denominated in Dollars or any Alternative Currency which at the time of purchase have been rated and the ratings for which are not less than “P 2” if rated by Xxxxx’x, and not less than “A 2” if rated by S&P;
(d) Investments existing on the Closing Date and listed on Schedule 7.3 attached hereto;
(e) Investments with respect to Indebtedness permitted by §7.1(k) hereof so long as such entities remain Subsidiaries of the Borrower;
(f) taxable or tax-exempt securities which at the time of purchase have been rated and the ratings for which are not less than A 3 if rated by Xxxxx’x, and not less than A- if rated by S&P;
(g) shares Investments consisting of so-called "money market funds" registered with loans and advances to employees of the SEC under Borrower or any Subsidiary of the Investment Company Act of 1940 which maintain a level per-share valueBorrower, invest principally in investments described not exceeding $10,000,000 in the foregoing subsections (a) through (f) and have total assets in excess of $50,000,000aggregate at any one time outstanding;
(h) subject options to invest in or to lease real property to be used in the provisions operations of this Section 8.3, Investments in fee and leasehold interests in completed and operational Medical Properties and related assets associated therewith, including earnest money deposits relating thereto and transaction coststhe Borrower or any Subsidiary of the Borrower;
(xi) Investments in fee and leasehold interests in land with respect to which no Construction-in-Process has commenced and which land is to be used guaranties by endorsement of negotiable instruments for the development of Medical Properties; provided that the Investments pursuant to this Section 8.3(i) shall not exceed deposit or collection or similar transactions effected in the aggregate five percent (5%) ordinary course of Gross Asset Valuebusiness;
(j) Investments in Construction-in-Process; provided that the aggregate Investments pursuant to this Section 8.3(j) shall not exceed twenty-five percent (25%) of Gross Asset Value;
(k) Investment in Hospital Affiliates Development Corporation and Windrose Medical Properties Management, L.L.C.;
(l) Investments in Subsidiaries of Borrower which are engaged in businesses described in Section 8.3(h), (i) the Borrower’s or any Subsidiary’s guaranty of the Indebtedness of any Subsidiary or the Borrower, and (j), subject to ii) any other Investments by the limits therein; andBorrower or any Subsidiary of the Borrower in any Subsidiary of the Borrower or the Borrower;
Appears in 1 contract
Restrictions on Investments. The Borrower and the Guarantor Company will not, and will not permit any Guarantor or any of their respective Subsidiaries to, the Related Companies to make or permit to exist or to remain outstanding any Investment Investment, except Investments in:
(a) marketable direct or guaranteed obligations of the United States of America, Federal Home Loan Mortgage Corporation, Federal National Mortgage Association or any agency or instrumentality of the United States of America provided such obligations are backed by the full faith and credit of the United States of America, that mature within one (1) year from the date of purchase by the Borrower or GuarantorBorrower;
(b) marketable direct obligations of any of the following: Federal Home Loan Mortgage Corporation, Student Loan Marketing Association, Federal Home Loan Banks, Federal National Mortgage Association, Government National Mortgage Association, Bank for Cooperatives, Federal Intermediate Credit Banks, Federal Financing Banks, Export-Import Bank of the United States, Federal Land Banks, or any other agency or instrumentality of the United States of America;
(c) demand deposits, certificates of deposit, money market accounts, bankers acceptances acceptances, LIBOR time deposits and time deposits of United States banks having total assets in excess of $100,000,000; provided, however, that 1,000,000,000 or repurchase obligations with a term of not more than 7 days with such banks for underlying securities of the aggregate amount at any time so invested with any single bank having total assets type described in clause (a) of less than $1,000,000,000 will not exceed $200,000this §8.2;
(dc) securities commonly known as "“commercial paper" ” issued by a corporation organized and existing under the laws of the United States of America or any State which state thereof that at the time of purchase have been rated and the ratings for which are not less than “ P I “ if rated by Moody's Xxxxx’x Investors Service, Inc. or by Standard & Poor's Corporation ax xxx xess than "P 2" if then rated by Moody's Investors ServiceServices, Inc., and not less than "“A 2", I “ if then ratxx xx Xtandard & rated by Standard and Poor's Corporation’s and participations in short term commercial loans made to such corporations by a commercial bank which provides cash management services to the Borrower;
(d) Investments existing or contemplated on the date hereof and listed on Schedule 8.2(d) hereto;
(e) mortgage-backed securities guaranteed by Investments in derivatives and xxxxxx made in the Government National Mortgage Association, ordinary course of the Federal National Mortgage Association or Borrower’s business in connection with managing risk for which the Federal Home Loan Mortgage Corporation Borrower and other mortgage-backed bonds which at the time of purchase are rated by Moody's Investors Service, Inc. or by Standard & Poor's Corporation ax xxx xess than "Aa" if then rated by Moody's Investors Service, Inc. Related Companies have actual exposure (and not less than "AA" if then rated xx Xxxxdard & Poor's Corporationfor speculative purposes) including, without limitation, Interest Rate Contracts;
(f) repurchase agreements having a term not greater than 90 days and fully secured by securities described Investments in the foregoing subsection (a), (b) or (e) with banks described in the foregoing subsection (c) or with financial institutions or other corporations having total assets in excess of $500,000,000Permitted Acquisitions;
(g) shares Investments in the following categories so long as the aggregate amount, without duplication, of so-called "money market funds" registered with the SEC under the Investment Company Act of 1940 which maintain a level per-share value, invest principally in investments all Investments described in this paragraph (g) does not exceed, at any time, thirty percent (30%) of Total Asset Value and the foregoing subsections (a) through (f) aggregate amount of each of the following categories of Investments does not exceed the specified percentage of Total Asset Value set forth in the following table: Permitted Developments 25 % Unconsolidated Entities 15 % Undeveloped Land 10 % Mortgages and have total assets in excess of $50,000,000;Notes Receivable 7.5 %
(h) subject to Investments by the provisions of this Section 8.3, Investments Borrower in fee and leasehold interests in completed and operational Medical Properties and related assets associated therewith, including earnest money deposits relating thereto and transaction costs;
(x) Investments in fee and leasehold interests in land with respect to which no Construction-in-Process has commenced and which land is to be used for the development of Medical Properties; provided that the Investments pursuant to this Section 8.3(i) shall not exceed one or more Guarantors or by a Guarantor in the aggregate five percent (5%) of Gross Asset Value;Borrower or one or more other Guarantors.
(j) Investments in Construction-in-Process; provided that the aggregate Investments pursuant to this Section 8.3(j) shall not exceed twenty-five percent (25%) of Gross Asset Value;
(k) Investment in Hospital Affiliates Development Corporation and Windrose Medical Properties Management, L.L.C.;
(l) Investments in Subsidiaries of Borrower which are engaged in businesses described in Section 8.3(h), (i) and (j), subject to Any other Investments approved by the limits therein; andRequisite Lenders.
Appears in 1 contract
Samples: Credit Agreement (Liberty Property Limited Partnership)
Restrictions on Investments. The Borrower and the Guarantor Holding Company will not, and will not permit any of their respective Subsidiaries to, make or permit to exist or to remain outstanding any Investment except Investment; PROVIDED, HOWEVER that the Borrower and its Subsidiaries (and with respect only to SUBSECTIONS (D), (E) and (F) below, the Holding Company), may make or permit to exist or remain outstanding Investments in:
(a) marketable direct or guaranteed obligations of the United States of America that mature within one (1) year from the date of purchase by the Borrower or GuarantorBorrower;
(b) marketable direct obligations of any of the following: Federal Home Loan Mortgage Corporation, Student Loan Marketing Association, Federal Home Loan Banks, Federal National Mortgage Association, Government National Mortgage Association, Bank for Cooperatives, Federal Intermediate Credit Banks, Federal Financing Banks, Export-Import Bank of the United States, Federal Land Banks, or any other agency or instrumentality of the United States of America;
(c) demand deposits, certificates of deposit, bankers acceptances and time deposits of United States banks having total assets in excess of $100,000,000; provided, however, that the aggregate amount at any time so invested with any single bank having total assets of less than $1,000,000,000 will not exceed $200,000which have entered into Agency Account Agreements;
(dc) securities commonly known as "commercial paper" issued by a corporation organized and existing under the laws of the United States of America or any State which state thereof that at the time of purchase have been rated and the ratings for which are not less than "P 1" if rated by Moody's Investors Service, Inc. or by Standard & Poor's Corporation ax xxx xess than "P 2" if then rated by Moody's Investors ServiceServices, Inc., and not less than "A 2", 1" if then ratxx raxxx xx Xtandard & Standard and Poor's Corporation;
(d) Investments existing on the Closing Date hereof and listed on SCHEDULE 10.3 hereto;
(e) mortgage-backed securities guaranteed Investments with respect to Indebtedness permitted by Section 10.1(L) so long as such entities remain Subsidiaries of the Government National Mortgage AssociationBorrower, or, with respect to the Federal National Mortgage Association or Holding Company, such entity remains the Federal Home Loan Mortgage Corporation sole beneficial holder of all of the issued and other mortgage-backed bonds which at outstanding capital stock of the time of purchase are rated by Moody's Investors Service, Inc. or by Standard & Poor's Corporation ax xxx xess than "Aa" if then rated by Moody's Investors Service, Inc. and not less than "AA" if then rated xx Xxxxdard & Poor's CorporationBorrower;
(f) repurchase agreements having a term not greater than 90 days and fully secured by securities described in Investments consisting of the foregoing subsection (a), (b) or (e) with banks described in the foregoing subsection (c) or with financial institutions or other corporations having total assets in excess of $500,000,000Guaranties;
(g) shares Investments consisting of so-called "money market funds" registered with the SEC under the Investment Company Act promissory notes received as proceeds of 1940 which maintain a level per-share value, invest principally in investments described in the foregoing subsections (a) through (f) and have total assets in excess of $50,000,000asset dispositions permitted by SECTION 10.5.2 below;
(h) subject to Investments consisting of (i) Accounts Receivable, (ii) prepaid expenses in the provisions of this Section 8.3ordinary course and (iii) workers' compensation, Investments in fee performance and leasehold interests in completed and operational Medical Properties and related assets associated therewith, including earnest money other similar deposits relating thereto and transaction costspermitted by SECTION 10.2(C) hereof;
(xi) Investments consisting of loans and advances to employees for moving, entertainment, travel and other similar expenses in fee and leasehold interests in land with respect the ordinary course of business not to which no Construction-in-Process has commenced and which land is to be used for the development of Medical Properties; provided that the Investments pursuant to this Section 8.3(i) shall not exceed $100,000 in the aggregate five percent (5%) of Gross Asset Value;at any time outstanding; and
(j) Investments in Construction-in-Processan aggregate amount not to exceed $100,000 in the Holland Subsidiary; provided PROVIDED that (i) the aggregate Borrower, at the time of such Investments, owns 100% of the equity of the Holland Subsidiary, (ii) such Investments pursuant are made directly to this Section 8.3(jthe Holland Accounts, and (iii) the amount of such Investments, together with all other funds and credits in the Holland Accounts, shall not exceed twenty-five percent (25%) $100,000, collectively, at any time; PROVIDED, HOWEVER, that, with the exception of Gross Asset Value;
(k) Investment demand deposits referred to in Hospital Affiliates Development Corporation and Windrose Medical Properties Management, L.L.C.;
(l) Investments in Subsidiaries of Borrower which are engaged in businesses described in Section 8.3(hSECTION 10.3(B), (i) and (j), subject such Investments will be considered Investments permitted by this SECTION 10.3 only if all actions have been taken to the limits therein; andsatisfaction of the Agent to provide to the Agent, for the benefit of the Lenders and the Agent, a first priority perfected security interest in all of such Investments free of all encumbrances other than Permitted Liens.
Appears in 1 contract
Samples: Revolving Credit and Term Loan Agreement (CRC Evans International Inc)
Restrictions on Investments. The Borrower and the Guarantor will not, and nor will not the Borrower permit any of their respective its Subsidiaries to, make or permit to exist or to remain outstanding any Investment except Investments inexcept:
(a) marketable direct or guaranteed obligations of the United States of America that mature within one (1) year from the date of purchase by the Borrower or Guarantorpurchase;
(b) marketable direct obligations of any of the following: Federal Home Loan Mortgage Corporation, Student Loan Marketing Association, Federal Home Loan Banks, Federal National Mortgage Association, Government National Mortgage Association, Bank for Cooperatives, Federal Intermediate Credit Banks, Federal Financing Banks, Export-Import Bank of the United States, Federal Land Banks, or any other agency or instrumentality of the United States of America;
(c) demand deposits, certificates of deposit, bankers bank acceptances and time deposits of United States banks having total assets in excess of $100,000,000; provided, however, that the aggregate amount at any time so invested with any single bank having total assets of less than $1,000,000,000 will not exceed $200,000500,000,000;
(dc) securities commonly known as "“commercial paper" ” issued by a corporation organized and existing under the laws of the United States of America or any State which state thereof that at the time of purchase have been rated and the ratings for which are not less than “P-1” if rated by Moody's Investors Service, Inc. or by Standard & Poor's Corporation ax xxx xess than "P 2" if then rated by Moody's Investors Service, Inc.Xxxxx’x, and not less than "A 2", “A-1” if then ratxx xx Xtandard & Poor's Corporationrated by S&P;
(d) repurchase agreements secured by one or more of the foregoing;
(e) mortgage-backed securities guaranteed by Investments existing on the Government National Mortgage Association, the Federal National Mortgage Association or the Federal Home Loan Mortgage Corporation date hereof and other mortgage-backed bonds which at the time of purchase are rated by Moody's Investors Service, Inc. or by Standard & Poor's Corporation ax xxx xess than "Aa" if then rated by Moody's Investors Service, Inc. and not less than "AA" if then rated xx Xxxxdard & Poor's Corporationlisted on Schedule 8.3 hereto;
(f) repurchase agreements having a term not greater than 90 days and fully secured Investments consisting of the Subsidiary Guaranty or Investments by securities described the Borrower in Subsidiaries of the foregoing subsection (a), (b) or (e) with banks described in Borrower existing on the foregoing subsection (c) or with financial institutions or other corporations having total assets in excess of $500,000,000Closing Date;
(g) shares Investments by the Borrower or any of so-called "money market funds" registered its Subsidiaries made in connection with the SEC any Indebtedness permitted under the Investment Company Act of 1940 which maintain a level per-share value, invest principally in investments described in the foregoing subsections (a§8.1(c) through (f) and have total assets in excess of $50,000,000hereof;
(h) subject to Investments by the provisions of this Section 8.3, Investments Borrower or any Subsidiary in fee and leasehold interests in completed and operational Medical Properties and related assets associated therewith, including earnest money deposits relating thereto and transaction costsconnection with Permitted Acquisitions;
(xi) Investments in fee and leasehold interests in land with respect to which no Construction-in-Process has commenced and which land is to be used for the development consisting of Medical Properties; provided that the Investments pursuant to this Section 8.3(i) shall not exceed in the aggregate five percent (5%) promissory notes or other instruments received as proceeds of Gross Asset Valueasset dispositions permitted by §8.5.2;
(j) Investments by the Borrower or any of its Subsidiaries in Construction-in-ProcessCash Equivalents; provided that the aggregate Investments pursuant to this Section 8.3(j) shall not exceed twenty-five percent (25%) of Gross Asset Value;
(k) Investments by any Insurance Subsidiary pursuant to and in accordance with the Safety Insurance Investment Policy, as in Hospital Affiliates Development Corporation and Windrose Medical Properties Managementeffect on the Closing Date, L.L.C.;or as amended, modified or supplemented in compliance with the provisions of §8.12 hereof; and
(l) any other Investment not otherwise permitted by this §8.3, so long as the aggregate amount of such other Investments made by the Borrower and its Subsidiaries while any Commitment or Obligations are outstanding does not exceed $20,000,000; provided, however, that, with the exception of demand deposits referred to in Subsidiaries of Borrower which are engaged in businesses described in Section 8.3(h), (i§8.3(b) and Investments permitted by §8.3(g) and (jk), subject all such Investments by the Borrower or any Subsidiary Guarantor will be considered Investments permitted by this §9.3 only if all actions have been taken to the limits therein; andreasonable satisfaction of the Administrative Agent to provide to the Administrative Agent, for the benefit of the Lenders and the Administrative Agent, a first priority perfected security interest in all of such Investments free of all Liens other than Permitted Liens.
Appears in 1 contract
Restrictions on Investments. The Borrower and the Guarantor will not, and will not permit any of their respective its Subsidiaries to, make or permit to exist or to remain outstanding any Investment Investment, except Investments in:
(a) marketable direct or guaranteed obligations of the United States of America that mature within one (1) year from the date of purchase by the Borrower or GuarantorBorrower;
(b) marketable direct obligations of any of the following: Federal Home Loan Mortgage Corporation, Student Loan Marketing Association, Federal Home Loan Banks, Federal National Mortgage Association, Government National Mortgage Association, Bank for Cooperatives, Federal Intermediate Credit Banks, Federal Financing Banks, Export-Import Bank of the United States, Federal Land Banks, or any other agency or instrumentality of the United States of America;
(c) demand deposits, certificates of deposit, bankers bank acceptances and time deposits of United States banks having total assets in excess of $100,000,000; provided, however, that the aggregate amount at any time so invested with any single bank having total assets of less than $1,000,000,000 will not exceed $200,0001,000,000,000;
(dc) securities commonly known as "“commercial paper" ” issued by a corporation organized and existing under the laws of the United States of America or any State which state thereof that at the time of purchase have been rated and the ratings for which are not less than “P 1” if rated by Moody's Investors Service, Inc. or by Standard & Poor's Corporation ax xxx xess than "P 2" if then rated by Moody's Investors Service, Inc.Xxxxx’x, and not less than "“A 2", 1” if then ratxx xx Xtandard & Poor's Corporationrated by S&P;
(d) Investments existing on the date hereof and listed on Schedule 10.3 hereto;
(e) mortgage-backed securities guaranteed Investments in the Borrower and in Subsidiaries, either in the form of equity Investments or Indebtedness permitted by §10.1
(i) so long as such entities remain the Government National Mortgage Association, Borrower or Subsidiaries of the Federal National Mortgage Association or the Federal Home Loan Mortgage Corporation and other mortgage-backed bonds which at the time of purchase are rated by Moody's Investors Service, Inc. or by Standard & Poor's Corporation ax xxx xess than "Aa" if then rated by Moody's Investors Service, Inc. and not less than "AA" if then rated xx Xxxxdard & Poor's CorporationBorrower;
(f) repurchase agreements having Investments consisting of the Guaranty, the Subordinated Guaranties and subordinated guaranties constituting Additional Subordinated Debt made in accordance with the definition of “Subordinated Debt”, provided that such subordinated guarantees otherwise constitute Indebtedness permitted by §10.1(e);
(g) Investments consisting of promissory notes or other deferred payment arrangements received as proceeds of, or entered into in connection with, asset dispositions permitted by §10.5.2;
(h) Investments consisting of loans and advances to employees for moving, entertainment, travel and other similar expenses in the ordinary course of business not to exceed $1,000,000 in the aggregate at any time outstanding;
(i) Investments by the Borrower or a term Subsidiary of the Borrower in Subsidiaries formed for the purpose of consummating Permitted Acquisitions or acquired in connection with Permitted Acquisitions; and
(j) other Investments; provided that (i) at the time such Investment is made, the aggregate amount of all Investments (including, without limitation, any Investments constituting Bridge to Sale Transfers) made by the Borrower or any of its Subsidiaries under this clause (j) after the date hereof and after taking into account any Loans advanced to finance such Investment shall not exceed an amount equal to (x)(1) $150,000,000, if the Total Leverage Ratio (calculated on a Pro Forma Basis after taking into account any Loans advanced to finance such Investment) is less than 6.00:1.00 and (2) $75,000,000, if the Total Leverage Ratio (calculated on a Pro Forma Basis after taking into account any Loans advanced to finance such Investment) is greater than 90 days or equal to 6.00:1.00, in each case, net of cash returns of capital received after the date hereof with respect to any Investments made under this clause (j), which includes, for the avoidance of doubt, any returns of capital received pursuant to §9.17(b)(iii), plus (y) an amount equal to the Net Cash Proceeds of TV Asset Sales not distributed to Parent under §10.4; (ii) with respect to Investments constituting Bridge to Sale Transfers, at the time any such Investment is made, the aggregate value of all Investments that constitute Bridge to Sale Transfers (which value for each such Bridge to Sale Transfer shall be calculated based upon an appraisal of the assets subject to such Bridge to Sale Transfer, which appraisal shall be current at the time of the transfer of such assets pursuant to a Bridge to Sale Transfer, shall be conducted by a recognized appraiser of broadcasting assets and fully secured by securities described shall otherwise be in form and substance reasonably satisfactory to the Administrative Agent) shall not exceed $100,000,000 at any time outstanding and shall not include more than one Approved Bridge to Sale Transfer, provided that the aggregate amount of all Bridge to Sale Transfers that are not Approved Bridge to Sale Transfers shall not exceed $25,000,000 (calculated as the aggregate of the values of each such Investment at the time each such Investment was made without giving effect to any changes in value thereafter) after taking into account any returns of capital received pursuant to §9.17(b)(iii); (iii) no Default or Event of Default has occurred and is continuing at the time such Investment is made or would result on a Pro Forma Basis therefrom after taking into account any Loans advanced to finance such Investment; and (iv) the Borrower delivers to the Administrative Agent a duly executed certificate substantially in the foregoing subsection form of Exhibit F hereto in connection with such Investment; provided, however, that, with the exception of (ai) Investments referred to in §10.3(a), (b) or (e) with banks described in the foregoing subsection and (c), (ii) or with financial institutions or other corporations having total assets loans and advances referred to in excess of $500,000,000;
§10.3(h), (giii) shares of so-called "money market funds" registered with the SEC under the Investment Company Act of 1940 which maintain a level per-share value, invest principally in investments described in the foregoing subsections Excluded Assets and (a) through (f) and have total assets in excess of $50,000,000;
(h) subject to the provisions of this Section 8.3, Investments in fee and leasehold interests in completed and operational Medical Properties and related assets associated therewith, including earnest money deposits relating thereto and transaction costs;
(xiv) Investments in fee and leasehold interests in land with respect any Bridge to which no Construction-in-Process has commenced and which land is Sale License Subsidiary, such Investments will be considered Investments permitted by this §10.3 only if all actions have been taken to be used the reasonable satisfaction of the Administrative Agent to provide to the Administrative Agent, for the development benefit of Medical Propertiesthe Lenders and the Administrative Agent, a first priority perfected security interest in all of such Investments free of all Liens other than Permitted Liens; and provided, further, that notwithstanding anything to the contrary contained in this Credit Agreement, in no event shall the Borrower or any Subsidiary of the Borrower make any Investment in a non-Affiliate third party or an Affiliate of such Person (which for purposes of this §10.3 shall include fundings pursuant to prior commitments to fund Investments) at any time in connection with, or during the twelve consecutive month period ending immediately prior to or at any time following, (A) the entry into any Bridge to Sale Transaction Document with such non-Affiliate third party or the performance of any obligation thereunder or (B) the consummation of a Bridge to Sale Third Party Transaction with such non-Affiliate third party, provided that the Investments pursuant Borrower or any Subsidiary of the Borrower may make an Investment in such a non-Affiliate third party or Affiliate of such third party to this Section 8.3(i) shall not exceed in the aggregate five percent extent permitted under clause (5%ii) of Gross Asset Value;
(j) Investments the definition of “Bridge to Sale Transaction Conditions” in Construction-in-Process; provided that connection with the aggregate Investments pursuant consummation of a Bridge to this Section 8.3(j) shall not exceed twenty-five percent (25%) of Gross Asset Value;
(k) Investment in Hospital Affiliates Development Corporation and Windrose Medical Properties Management, L.L.C.;
(l) Investments in Subsidiaries of Borrower which are engaged in businesses described in Section 8.3(h), (i) and (j), subject to the limits therein; andSale Third Party Transaction.
Appears in 1 contract
Samples: Revolving Credit and Term Loan Agreement (Emmis Communications Corp)
Restrictions on Investments. The Borrower and None of the Guarantor will notBorrower, and will not permit BPI, or any of their respective Subsidiaries to, will make or permit to exist or to remain outstanding any Investment except except, with respect to the Borrower and its Subsidiaries only, Investments in:
(a) marketable direct or guaranteed obligations of the United States of America that mature within one two (12) year years from the date of purchase (including investments in securities guaranteed by the Borrower or GuarantorUnited States of America such as securities in so called “overseas private investment corporations”);
(b) marketable direct obligations of any of the following: Federal Home Loan Mortgage Corporation, Student Loan Marketing Association, Federal Home Loan Banks, Federal National Mortgage Association, Government National Mortgage Association, Bank for Cooperatives, Federal Intermediate Credit Banks, Federal Financing Banks, Export-Import Bank of the United States, Federal Land Banks, or any other agency or instrumentality of the United States of America;
(cx) demand deposits, certificates of deposit, bankers acceptances and time deposits of United States banks having total assets in excess of $100,000,000; provided1,000,000,000, however, that the aggregate amount at any time so invested with any single bank having total assets of less than $1,000,000,000 will not exceed $200,000(y) mutual funds and (z) other Investments which are rated by S&P as BBB or better or by Moody’s as Baa2 or better;
(dc) securities commonly known as "“commercial paper" ” issued by a corporation organized and existing under the laws of the United States of America or any State which state thereof that at the time of purchase have been rated and the ratings for which are not less than “P 1” if rated by Moody's Investors Service, Inc. or by Standard & Poor's Corporation ax xxx xess than "P 2" if then rated by Moody's Investors Service, Inc.’s, and not less than "“A 2", 1” if then ratxx xx Xtandard & Poor's Corporationrated by S&P;
(d) Investments existing on the Closing Date and listed in the SEC Filings or in the financial statements referred to in §7.4;
(e) mortgage-backed securities guaranteed by other Investments hereafter in connection with the Government National Mortgage Association, the Federal National Mortgage Association or the Federal Home Loan Mortgage Corporation acquisition and development of Permitted Properties and other mortgage-backed bonds Real Estate Assets (other than with respect to Real Estate Assets Under Development which at the time of purchase are rated covered by Moody's Investors Serviceclause (f), Inc. or by Standard & Poor's Corporation ax xxx xess than "Aa" if then rated by Moody's Investors Servicebelow, Inc. and not less than "AA" if then rated xx Xxxxdard & Poor's Corporationsubject to any applicable limitations contained in clause (l) below);
(f) repurchase agreements having a term not greater than 90 days and fully secured by securities described Investments in the foregoing subsection (a), (b) or (e) with banks described Development Costs in the foregoing subsection (c) or with financial institutions or other corporations having total assets in excess of $500,000,000Real Estate Assets Under Development;
(g) Investments in Subsidiaries (other than Wholly-owned Subsidiaries) and/or Partially-Owned Entities (other than with respect to Development Costs in Real Estate Assets under Development which are covered by clause (f), above), including, without limitation, preferred equity investments in and loans to such Subsidiaries and Partially-Owned Entities;
(h) any Investments now or hereafter made in any Wholly-owned Subsidiary;
(i) Investments in respect of (1) equipment, inventory and other tangible personal property acquired in the ordinary course of business, (2) current trade and customer accounts receivable for services rendered in the ordinary course of business and payable in accordance with customary trade terms, (3) advances in the ordinary course of business to employees for travel expenses, drawing accounts and similar expenditures, (4) prepaid expenses made in the ordinary course of business;
(j) shares of so-called "“money market funds" ” registered with the SEC under the Investment Company Act of 1940 which maintain a level per-share value, invest principally in investments described in marketable direct or guaranteed obligations of the foregoing subsections (a) through (f) United States of America and agencies and instrumentalities thereof, and have total assets in excess of $50,000,000;
(hk) subject to Investments made by the provisions Borrower in businesses which are not in the business of this Section 8.3commercial real estate so long as such businesses have real estate related purposes or such Investments are in connection with a real estate related transaction, including, without limitation, Investments in fee and leasehold interests in completed and operational Medical Properties and related assets associated therewithMezzanine Loans, including earnest money deposits relating thereto and transaction costs;
(x) Investments in fee and leasehold interests in land with respect to which no Construction-in-Process has commenced and which land is to be used Mortgages, contracts for the development management of Medical Properties; provided that real estate assets for third parties unrelated to the Investments pursuant to this Section 8.3(i) shall not exceed Borrower, and swaps, capped calls, hedges and other derivatives and similar or dissimilar hedging instruments entered into by the Borrower in the aggregate five percent (5%) ordinary course of Gross Asset Value;
(j) Investments business for the purpose of mitigating risks associated with liabilities, commitments, investments, assets, or property held or reasonably anticipated by the Borrower, or changes in Construction-in-Process; provided that the aggregate Investments pursuant to this Section 8.3(j) shall value of securities issued by the Borrower, and not exceed twenty-five percent (25%) as an investment for purposes of Gross Asset Value;
(k) Investment in Hospital Affiliates Development Corporation and Windrose Medical Properties Management, L.L.C.speculation;
(l) Investments made, directly or indirectly, by the Borrower in Subsidiaries of Borrower Real Estate Assets which are engaged in businesses described in Section 8.3(hnot office properties (including as “office properties” for such purpose, office, industrial, research and development, technology and laboratory properties and other properties and facilities which are ancillary to any such property investment, mixed-use properties that include office and retail and/or residential space and mixed-use developments that contain one or more office buildings and one or more buildings with retail and/or residential space (collectively, “Permitted Properties”), (i) and (j), subject to the limits therein; and.
Appears in 1 contract
Samples: Credit Agreement (Boston Properties LTD Partnership)
Restrictions on Investments. The Borrower and the Guarantor PFR will not, and will not permit any of their respective its Subsidiaries to, make or permit to exist or to remain outstanding Outstanding any Investment except Investments in:
(a) marketable direct or guaranteed obligations of the United States of America that mature within one (1) year from the date of purchase by the Borrower or Guarantorpurchase;
(b) marketable direct obligations of any of the following: Federal Home Loan Mortgage Corporation, Student Loan Marketing Association, Federal Home Loan Banks, Federal National Mortgage Association, Government National Mortgage Association, Bank for Cooperatives, Federal Intermediate Credit Banks, Federal Financing Banks, Export-Import Bank of the United States, Federal Land Banks, or any other agency or instrumentality of the United States of America;
(c) demand deposits, certificates of deposit, bankers acceptances and time deposits of United States banks having total assets in excess of $100,000,000; provided, however, that the aggregate amount at any time so invested with any single bank having total assets of less than $1,000,000,000 will not exceed $200,0001,000,000,000;
(dc) securities commonly known as "commercial paper" issued by a corporation organized and existing under the laws of the United States of America or any State which state thereof that at the time of purchase have been rated and the ratings for which are rated by Moody's Investors Service, Inc. or by Standard & Poor's Corporation ax xxx xess not less than "P 21" if then rated by Moody's Investors ServiceMoodx'x Xxxestors Services, Inc., and not less than "A 2", 1" if then ratxx xx Xtandard & rated by Standard and Poor's Corporation's;
(e) mortgage-backed securities guaranteed by the Government National Mortgage Association, the Federal National Mortgage Association or the Federal Home Loan Mortgage Corporation and other mortgage-backed bonds which at the time of purchase are rated by Moody's Investors Service, Inc. or by Standard & Poor's Corporation ax xxx xess than "Aa" if then rated by Moody's Investors Service, Inc. and not less than "AA" if then rated xx Xxxxdard & Poor's Corporation;
(fd) repurchase agreements having a term not greater than 90 days and fully secured by securities described in any one or more of the foregoing subsection Investments permitted by paragraphs (a), (b) or (e) with banks described in the foregoing subsection (c) or with financial institutions or other corporations having total assets in excess of $500,000,000above;
(ge) shares of any so-called "money market fundsfund" provided that such fund is registered with the SEC under the Investment Company Act of 1940 which maintain a level per-share value1940, invest principally in investments described in the foregoing subsections (a) through has net assets of at least $100,000,000 and has an investment portfolio with an average maturity of 365 days or less;
(f) existing Investments described on Schedule 11.3 hereto;
(g) Investments made in the ordinary course of business in connection with the Borrower's (i) conversion to Investments of franchisee obligations, (ii) making of loans and have total assets advances to franchisees, and (iii) acceptance of notes from franchisees in excess payment of $50,000,000goods and services provided by the Borrower to such franchisees;
(h) subject the acquisition of one or more notes, leases or other evidences of indebtedness of franchisees or guaranties of franchisee obligations in accordance 58 -51- with franchisee leasing or loan programs not to the provisions of this Section 8.3, Investments in fee and leasehold interests in completed and operational Medical Properties and related assets associated therewith, including earnest money deposits relating thereto and transaction costs;
(x) Investments in fee and leasehold interests in land with respect to which no Construction-in-Process has commenced and which land is to be used for the development of Medical Properties; provided that the Investments pursuant to this Section 8.3(i) shall not exceed in the aggregate five percent $10,000,000;
(5%i) up to ten (10) shares (at the time of acquisition) of Gross Asset Value;any publicly traded stock of any competitor of the Borrower with an original purchase price not to exceed $5,000 in the aggregate for all of such shares; and
(j) Investments the acceptance of notes or other evidences of obligations to pay the deferred purchase price of assets sold by the Borrower as otherwise permitted under this Agreement, provided, that such assets have been sold for fair market value in Construction-in-Process; provided that the aggregate Investments pursuant to this Section 8.3(j) shall not exceed twenty-five percent (25%) reasonable judgment of Gross Asset Value;
(k) Investment the Borrower, in Hospital Affiliates Development Corporation arms length transactions, and Windrose Medical Properties Management, L.L.C.;
(l) Investments such notes or evidences of indebtedness are secured by a first priority lien and security interest in Subsidiaries of Borrower which are engaged in businesses described in Section 8.3(h), (i) and (j), subject to the limits therein; andassets sold.
Appears in 1 contract
Samples: Revolving Credit and Term Loan Agreement (Perkins Family Restaurants Lp)
Restrictions on Investments. The Borrower and the Guarantor Obligors will not, and will not permit any of their respective Subsidiaries Subsidiary to, make or permit to exist or to remain outstanding any Investment except Investments in:
(a) marketable direct or guaranteed obligations of the United States of America that mature within one (1) year from the date of purchase by the Borrower or Guarantorpurchase;
(b) marketable direct obligations of any of the following: Federal Home Loan Mortgage Corporation, Student Loan Marketing Association, Federal Home Loan Banks, Federal National Mortgage Association, Government National Mortgage Association, Bank for Cooperatives, Federal Intermediate Credit Banks, Federal Financing Banks, Export-Import Bank of the United States, Federal Land Banks, or any other agency or instrumentality of the United States of America;
(c) demand deposits, certificates of deposit, bankers acceptances and time deposits of United States banks having total assets in excess of $100,000,000; provided, however, that the aggregate amount at any time so invested with any single bank having total assets of less than $1,000,000,000 will not exceed $200,0001,000,000,000;
(dc) securities commonly known as "commercial paper" issued by a corporation organized and existing under the laws of the United States of America or any State which state thereof that at the time of purchase have been rated and the ratings for which are rated by Moody's Investors Service, Inc. or by Standard & Poor's Corporation ax xxx xess not less than "P 21" if then rated by Moody's Investors Service, Inc.Mxxxx'x, and not less than "A 2", A1" if then ratxx xx Xtandard & Poor's Corporationrated by S&P;
(d) Investments existing on the date of Closing and listed on Schedule 10.3 hereto;
(e) mortgageso long as no Default or Event of Default has occurred and is continuing or would occur after giving effect thereto, acquisitions of Real Estate consisting of self storage facilities, warehouses and mini-backed securities guaranteed by warehouses and the Government National Mortgage Associationequity of Persons whose primary operations consist of the ownership, development, operation and management of self storage facilities, warehouses and mini-warehouses; provided, however that (i) the Federal National Mortgage Association or Obligors shall not, and shall not permit any Subsidiary to, acquire any such Real Estate without the Federal Home Loan Mortgage Corporation prior written consent of the Required Holders if the environmental investigation for such Real Estate determines that the potential environmental remediation costs and other mortgageenvironmental liabilities associated with such Real Estate exceed $200,000; and (ii) the Obligors shall not permit any of their Subsidiaries which is not a Subsidiary Guarantor, or which does not become a Subsidiary Guarantor, to acquire any Unencumbered Property, and in all cases such Subsidiary Guarantor shall be a wholly-backed bonds which at the time owned Subsidiary of purchase are rated by Moody's Investors Service, Inc. SALP or by Standard & Poor's Corporation ax xxx xess than "Aa" if then rated by Moody's Investors Service, Inc. and not less than "AA" if then rated xx Xxxxdard & Poor's CorporationSovran;
(f) repurchase agreements having a term not greater than 90 days and fully secured by securities described any Investments now or hereafter made in the foregoing subsection (a), (b) or (e) with banks described in the foregoing subsection (c) or with financial institutions or other corporations having total assets in excess of $500,000,000any Subsidiary;
(g) Investments in respect of (1) equipment, inventory and other tangible personal property acquired in the ordinary course of business, (2) current trade and customer accounts receivable for services rendered in the ordinary course of business and payable in accordance with customary trade terms, (3) advances to employees for travel expenses, drawing accounts and similar expenditures, and (4) prepaid expenses made in the ordinary course of business;
(h) any other Investments made in the ordinary course of business and consistent with past business practices in an aggregate amount not to exceed $10,000,000 outstanding at any time;
(i) interest rate hxxxxx in connection with Debt;
(j) shares of so-called "money market funds" registered with the SEC under the Investment Company Act of 1940 which maintain a level per-share value, invest principally in investments described in marketable direct or guaranteed obligations of the foregoing subsections (a) through (f) United States of America and agencies and instrumentalities thereof, and have total assets in excess of $50,000,000;
(h) subject to the provisions of this Section 8.3, Investments in fee and leasehold interests in completed and operational Medical Properties and related assets associated therewith, including earnest money deposits relating thereto and transaction costs;
(xk) Investments in fee and leasehold interests in land with respect to which no Construction-in-Process has commenced and which land is to be used for the development consisting of Medical PropertiesDistributions permitted under Section 10.7(a) hereof; provided that the Investments pursuant to this Section 8.3(i) shall not exceed in the aggregate five percent (5%) of Gross Asset Value;
(j) Investments in Construction-in-Process; provided that the aggregate Investments pursuant to this Section 8.3(j) shall not exceed twenty-five percent (25%) of Gross Asset Value;
(k) Investment in Hospital Affiliates Development Corporation and Windrose Medical Properties Management, L.L.C.;and
(l) Investments in Subsidiaries consisting of Borrower which are engaged in businesses described in Section 8.3(h)the Sovran Treasury Stock not to exceed 25% (by value) of the consolidated assets of Sovran, (i) for purposes of Regulations U and (j)X of the Board of Governors of the Federal Reserve System. For the avoidance of doubt, subject Sovran Treasury Stock shall not be deemed to constitute an asset of the limits therein; andObligors for any other purpose hereunder.
Appears in 1 contract
Restrictions on Investments. The Borrower and the Guarantor will not, and will not permit any of their respective its Subsidiaries to, make or permit to exist or to remain outstanding any Investment except Investments in:
(a) marketable direct or guaranteed obligations of the United States of America that mature within one (1) year from the date of purchase by the Borrower or GuarantorAmerica;
(b) marketable direct obligations of any of the following: Federal Home Loan Mortgage Corporation, Student Loan Marketing Association, Federal Home Loan Banks, Federal National Mortgage Association, Government National Mortgage Association, Bank for Cooperatives, Federal Intermediate Credit Banks, Federal Financing Banks, Export-Import Bank of the United States, Federal Land Banks, or any other agency or instrumentality of the United States of America;
(c) demand deposits, certificates of deposit, bankers acceptances and time deposits of (i) United States or Canadian banks having total assets in excess of $100,000,000; provided1,000,000,000 or (ii) a commercial bank organized under the laws of any other country which is a member of the Organization for Economic Cooperation and Development (the "OECD"), howeveror a political subdivision of such country, that the aggregate amount at any time so invested with any single bank and having total assets in excess of less than $1,000,000,000 will not exceed $200,0001,000,000,000, PROVIDED that such bank is acting through a branch or agency located in the country in which its is organized or another country which is a member of the OECD;
(di) securities commonly known as "commercial paper" issued by a corporation organized and existing under the laws of the United States of America or any State denominated in Dollars which at the time of purchase have been rated and the ratings for which are not less than "P 1" if rated by Moody's Investors ServiceXxxxx'x, Inc. or and not less than "A 1" if rated by Standard & Poor's Corporation ax xxx xess S&P; and (ii) securities commonly known as "short-term bank notes" issued by any Bank denominated in Dollars which at the time of purchase have been rated and the ratings for which are not less than "P 2" if then rated by Moody's Investors Service, Inc.Xxxxx'x, and not less than "A 2", " if then ratxx xx Xtandard & Poor's Corporationrated by S&P;
(d) Investments existing on the Closing Date and listed on SCHEDULE 6.3 attached hereto;
(e) mortgageInvestments with respect to Indebtedness permitted by Section 6.1(k) hereof so long as such entities remain Subsidiaries of the Borrower;
(f) taxable or tax-backed exempt securities guaranteed by the Government National Mortgage Association, the Federal National Mortgage Association or the Federal Home Loan Mortgage Corporation and other mortgage-backed bonds which at the time of purchase have been rated and the ratings for which are not less than A 3 if rated by Moody's Investors ServiceXxxxx'x, Inc. or by Standard & Poor's Corporation ax xxx xess than "Aa" if then rated by Moody's Investors Service, Inc. and not less than "AA" A- if then rated xx Xxxxdard & Poor's Corporation;
(f) repurchase agreements having a term not greater than 90 days and fully secured by securities described in the foregoing subsection (a), (b) or (e) with banks described in the foregoing subsection (c) or with financial institutions or other corporations having total assets in excess of $500,000,000S&P;
(g) shares Investments consisting of so-called "money market funds" registered with loans and advances to employees of the SEC under Borrower or any Subsidiary of the Investment Company Act of 1940 which maintain a level per-share valueBorrower, invest principally in investments described not exceeding $1,000,000 in the foregoing subsections (a) through (f) and have total assets in excess of $50,000,000aggregate at any one time outstanding;
(h) subject options to invest in or to lease real property to be used in the provisions operations of this Section 8.3, Investments in fee and leasehold interests in completed and operational Medical Properties and related assets associated therewith, including earnest money deposits relating thereto and transaction coststhe Borrower or any Subsidiary of the Borrower;
(xi) Investments in fee and leasehold interests in land with respect to which no Construction-in-Process has commenced and which land is to be used guaranties by endorsement of negotiable instruments for the development of Medical Properties; provided that the Investments pursuant to this Section 8.3(i) shall not exceed deposit or collection or similar transactions effected in the aggregate five percent (5%) ordinary course of Gross Asset Valuebusiness;
(ji) Investments in Construction-in-Process; provided that the aggregate Investments pursuant to this Section 8.3(j) shall not exceed twenty-five percent (25%) Borrower's or any Subsidiary's guaranty of Gross Asset Value;
(k) Investment in Hospital Affiliates Development Corporation and Windrose Medical Properties Management, L.L.C.;
(l) Investments in Subsidiaries the Indebtedness of Borrower which are engaged in businesses described in Section 8.3(h)any Guarantor or the Borrower, (iii) any other Investments by the Borrower or any Guarantor in any Guarantor or the Borrower, and (j), subject to iii) any Investments (other than loans) by any Subsidiary of the limits therein; andBorrower in any Guarantor or the Borrower;
Appears in 1 contract
Restrictions on Investments. The Borrower and the Guarantor will not, and will not --------------------------- permit any of their respective its Subsidiaries to, make or permit to exist or to remain outstanding any Investment except Investments inexcept:
(a) Investments by the Borrower or its Subsidiaries in marketable direct or guaranteed obligations of the United States of America that mature within one (1) year from the date of purchase by the Borrower or GuarantorBorrower;
(b) marketable direct obligations of any of Investments by the following: Federal Home Loan Mortgage Corporation, Student Loan Marketing Association, Federal Home Loan Banks, Federal National Mortgage Association, Government National Mortgage Association, Bank for Cooperatives, Federal Intermediate Credit Banks, Federal Financing Banks, Export-Import Bank of the United States, Federal Land Banks, Borrower or any other agency or instrumentality of the United States of America;
(c) its Subsidiaries in demand deposits, certificates of deposit, Eurodollar deposits, bankers acceptances and time deposits of United States banks having total assets in excess of $100,000,000; provided1,000,000,000, however, that the aggregate amount at any time so invested with any single bank having total assets or foreign subsidiaries of less than $1,000,000,000 will not exceed $200,000such banks;
(dc) Investments by the Borrower or its Subsidiaries in securities commonly known as "commercial paper" issued by a corporation organized and existing under the laws of the United States of America or any State which state thereof that at the time of purchase have been rated and the ratings for which are not less than "P-1" if rated by Moody's Investors Service, Inc. or by Standard & Poor's Corporation ax xxx xess than "P 2" if then rated by Moody's Investors Service, Inc.Xxxxx'x, and not less than "A 2", A-1" if then ratxx xx Xtandard rated by Standard & Poor's Corporation's;
(d) Investments by the Borrower or its Subsidiaries in debt of any state or political subdivision that is rated "A" or better and due within one (1) year from the date of purchase by the Borrower or its Subsidiaries;
(e) mortgage-backed securities guaranteed Investments by the Government National Mortgage Association, Borrower or its Subsidiaries in repurchase agreements secured by any one or more of the Federal National Mortgage Association or the Federal Home Loan Mortgage Corporation and other mortgage-backed bonds which at the time of purchase are rated by Moody's Investors Service, Inc. or by Standard & Poor's Corporation ax xxx xess than "Aa" if then rated by Moody's Investors Service, Inc. and not less than "AA" if then rated xx Xxxxdard & Poor's Corporationforegoing;
(f) repurchase agreements having a term not greater than 90 Investments by the Borrower or its Subsidiaries in 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 $500,000,000 and has an investment portfolio with an average maturity of 365 days and fully secured by securities described in the foregoing subsection (a), (b) or (e) with banks described in the foregoing subsection (c) or with financial institutions or other corporations having total assets in excess of $500,000,000less;
(g) shares of so-called "money market funds" registered Investments by the Borrower or its Subsidiaries in interest rate swaps, caps, collars or similar arrangements entered into in connection with the SEC Indebtedness permitted under the Investment Company Act of 1940 which maintain a level per-share value, invest principally in investments described in the foregoing subsections (a) through (f) and have total assets in excess of $50,000,000this Agreement;
(h) subject to the provisions of this Section 8.3, Investments in fee The FINOVA Loan and leasehold interests in completed and operational Medical Properties and related assets associated therewith, including earnest money deposits relating thereto and transaction costs;
(x) Investments in fee and leasehold interests in land with respect to which no Construction-in-Process has commenced and which land is to be used for the development of Medical Properties; provided that the Investments pursuant to this Section 8.3(i) shall not exceed in the aggregate five percent (5%) of Gross Asset Value;
(j) Investments in Construction-in-Process; provided that the aggregate Investments pursuant to this Section 8.3(j) shall not exceed twenty-five percent (25%) of Gross Asset Value;
(k) any Investment in Hospital Affiliates Development Corporation and Windrose Medical Properties Management, L.L.C.;common stock of FINOVA Group; and
(l) Investments in Subsidiaries of Borrower which are engaged in businesses described in Section 8.3(h), (i) and Investments of the proceeds of the Funding Fee (j), subject as defined in the FINOVA Credit Agreement) paid to the limits therein; andBorrower under the FINOVA Credit Agreement.
Appears in 1 contract
Samples: Loan Agreement (Finova Group Inc)
Restrictions on Investments. The Borrower and the Guarantor will not, and will not permit any of their respective its Subsidiaries to, make or permit to exist or to remain outstanding any Investment except Investments in:in the following (each of which categories shall be interpreted as being separately permitted, notwithstanding any overlap among such categories):
(a) marketable direct or guaranteed obligations of the United States of America or any state or city therein, in each case that mature within one two (12) year years from the date of purchase by the Borrower Borrower; provided that such obligations of any such state or Guarantorcity shall have a long-term credit rating of not less than “A” by Mxxxx’x Investors Service, Inc. and Standard & Poors Ratings Services;
(b) marketable direct obligations of any of the following: Federal Home Loan Mortgage Corporation, Student Loan Marketing Association, Federal Home Loan Banks, Federal National Mortgage Association, Government National Mortgage Association, Bank for Cooperatives, Federal Intermediate Credit Banks, Federal Financing Banks, Export-Import Bank of the United States, Federal Land Banks, or any other agency or instrumentality of the United States of America;
(c) demand deposits, certificates of deposit, bankers acceptances and time deposits of United States banks (including any offshore branches thereof) having total assets in excess of $100,000,000; provided, however, that the aggregate amount at any time so invested with any single bank having total assets of less than $1,000,000,000 will not exceed $200,0001,000,000,000;
(dc) securities commonly known as "commercial paper" issued by a corporation organized and existing under the laws of the United States of America or any State which state thereof that at the time of purchase have been rated and the ratings for which are not less than "P 1" if rated by Moody's Mxxxx'x Investors Service, Inc. Inc., or not less than "A 1" if rated by Standard & Poor's Corporation ax xxx xess than "P 2" if then rated by Moody's Investors Service, Inc., and not less than "A 2", if then ratxx xx Xtandard & Poor's CorporationRatings Services;
(ed) mortgage-backed (i) Repurchase agreements secured by any one or more of the securities guaranteed by the Government National Mortgage Association, the Federal National Mortgage Association or the Federal Home Loan Mortgage Corporation and other mortgage-backed bonds which at the time of purchase are rated Investments permitted by Moody's Investors Service, Inc. or by Standard & Poor's Corporation ax xxx xess than "Aa" if then rated by Moody's Investors Service, Inc. and not less than "AA" if then rated xx Xxxxdard & Poor's Corporation;
(f) repurchase agreements having a term not greater than 90 days and fully secured by securities described in the foregoing subsection (a), (b) or (ec) with banks described above, or (ii) mutual or other investment funds that invest primarily in any one or more of the foregoing subsection securities and other Investments permitted by (a), (b) or (c) or with financial institutions or other corporations having total assets in excess of $500,000,000above;
(ge) shares of so-called "money market funds" registered with Investments existing on the SEC under the Investment Company Act of 1940 which maintain a level per-share value, invest principally in investments described date hereof (including existing Investments in the foregoing subsections (aForeign Subsidiaries and Joint Ventures) through and listed on Schedule8.3 hereto;
(f) Investments with respect to Indebtedness permitted by §8.1(f);
(i) Investments by the Guarantors consisting of the Guaranty, (ii) Investments by any Subsidiary in the Borrower, (iii) Investments by the Borrower in any Guarantor, (iv) Investments in World Properties not to exceed $750,000 at any time outstanding, and have total assets (v) Investments made after the Closing Date in excess of the Foreign Subsidiaries not to exceed $50,000,00015,000,000 at any time outstanding;
(h) subject Investments made after the Closing Date in Joint Ventures in an aggregate amount not to the provisions of this Section 8.3, Investments in fee and leasehold interests in completed and operational Medical Properties and related assets associated therewith, including earnest money deposits relating thereto and transaction costsexceed $30,000,000 at any time outstanding;
(xi) Investments in fee and leasehold interests in land with respect to which no Construction-in-Process has commenced and which land is to be used for the development of Medical Properties; provided that the Investments pursuant to this Section 8.3(i) shall not exceed in the aggregate five percent (5%) of Gross Asset ValueGuarantied JV/Foreign Indebtedness permitted by §8.1(i);
(j) Investments in Construction-in-Processrespect of guaranties by the Borrower or any of its Domestic Subsidiaries of contractual obligations (not constituting Indebtedness) of Foreign Subsidiaries or Joint Ventures requiring payments in any fiscal year in excess of $500,000 ("Material JV/Foreign Contracts"); provided that the aggregate Investments pursuant to this Section 8.3(j) amount of required payments under all such guarantied Material JV/Foreign Contracts shall not exceed twenty-five percent (25%) $5,000,000 in any fiscal year of Gross Asset Valuethe Borrower;
(k) Investment in Hospital Affiliates Development Corporation and Windrose Medical Properties Management, L.L.C.Investments consisting of promissory notes received as proceeds of asset dispositions permitted by §8.5.2;
(l) Investments consisting of loans and advances to employees or former employees for moving, entertainment, travel and other similar expenses in Subsidiaries the ordinary course of Borrower which are engaged business not to exceed $1,500,000 in businesses described the aggregate at any time outstanding;
(m) Investments in Section 8.3(h)respect of mergers, (i) consolidations and (j), subject to the limits thereinacquisitions permitted by §8.5.1; and
(n) Investments other than as permitted by clauses (a) through (m) above; provided that the aggregate amount of all such Investments shall not exceed $750,000 at any time outstanding. For the avoidance of doubt, the foregoing restrictions shall not apply to investments made by any Guaranteed Pension Plan or Multiemployer Plan or so-called "Rabbi Trust" established for the benefit of directors or executives of the Borrower (or former executives or directors).
Appears in 1 contract
Samples: Multicurrency Revolving Credit Agreement (Rogers Corp)
Restrictions on Investments. The Borrower and the Guarantor will not, and nor will not it permit any of their respective its Subsidiaries to, make or permit to exist or to remain outstanding any Investment except Investments in:
(a) marketable direct or guaranteed obligations of the United States of America that mature within one (1) year from the date of purchase by the Borrower or GuarantorBorrower;
(b) marketable direct obligations of any of the following: Federal Home Loan Mortgage Corporation, Student Loan Marketing Association, Federal Home Loan Banks, Federal National Mortgage Association, Government National Mortgage Association, Bank for Cooperatives, Federal Intermediate Credit Banks, Federal Financing Banks, Export-Import Bank of the United States, Federal Land Banks, or any other agency or instrumentality of the United States of America;
(c) demand deposits, certificates of deposit, bankers acceptances and time deposits of United States banks having total assets in excess of $100,000,000; provided, however, that the aggregate amount at any time so invested with any single bank having total assets of less than $1,000,000,000 will not exceed $200,0001,000,000,000;
(dc) securities commonly known as "“commercial paper" ” issued by a corporation organized and existing under the laws of the United States of America or any State which state thereof that at the time of purchase have been rated and the ratings for which are not less than “P 1” if rated by Moody's Investors Service, Inc. or by Standard & Poor's Corporation ax xxx xess than "P 2" if then rated by Moody's Xxxxx’x Investors Service, Inc., and not less than "“A 2", 1” if then ratxx xx Xtandard & rated by Standard and Poor's Corporation’s Rating Group;
(d) Investments consisting of the Guaranties;
(e) mortgage-backed securities guaranteed by extensions of trade credit in the Government National Mortgage Association, the Federal National Mortgage Association or the Federal Home Loan Mortgage Corporation and other mortgage-backed bonds which at the time ordinary course of purchase are rated by Moody's Investors Service, Inc. or by Standard & Poor's Corporation ax xxx xess than "Aa" if then rated by Moody's Investors Service, Inc. and not less than "AA" if then rated xx Xxxxdard & Poor's Corporationbusiness;
(f) repurchase agreements having a term not greater So long as no Default or Event of Default has occurred and is continuing, Investments by the Borrower in any Subsidiary consisting solely of transfers of Real Estate other than 90 days and fully secured by securities described in the foregoing subsection (a), (b) or (e) with banks described in the foregoing subsection (c) or with financial institutions or other corporations having total assets in excess of $500,000,000Collateral;
(g) shares So long as no Default or Event of so-called "money market funds" registered with Default has occurred and is continuing, Investments by the SEC Borrower and/or any Subsidiary Guarantor in any Subsidiary Guarantor consisting solely of transfers of any Collateral so long as such Subsidiary Guarantor assumes all of the Borrower’s obligations under the Investment Company Act of 1940 which maintain a level per-share value, invest principally in investments described in the foregoing subsections (a) through (f) Security Documents and have total assets in excess of $50,000,000Environmental Indemnity Agreement applicable to such Collateral;
(h) subject an Investment by Culbro in the Borrower consisting of a one time loan by Culbro to the provisions of this Section 8.3, Investments Borrower in fee and leasehold interests in completed and operational Medical Properties and related assets associated therewith, including earnest money deposits relating thereto and transaction costsan amount not to exceed $5,000,000;
(xi) Investments (other than transfers of Real Estate) (i) by the Borrower in fee Imperial, (ii) by the Borrower in an amount not to exceed $1,000,000 in any individual Subsidiary Guarantor (other than Imperial) at any time and leasehold interests in land with respect an aggregate amount not to which no Construction-in-Process has commenced exceed $5,000,000 in all Subsidiary Guarantors (other than Imperial) at any time and which land is (iii) by the Borrower in an amount not to be used for the development of Medical Propertiesexceed $1,000,000 in any individual Subsidiary (other than Subsidiary Guarantors) at any time and in an aggregate amount not to exceed $2,000,000 in all Subsidiaries (other than Subsidiary Guarantors) at any time; provided provided, that the amount of Investments pursuant to this Section 8.3(ioutstanding under clauses (ii) and (iii) hereof shall not exceed $5,000,000 in the aggregate five percent (5%) of Gross Asset Value;at any time; and
(j) Investments in Construction-in-Process; provided that existing on the aggregate Investments pursuant to this Section 8.3(j) shall not exceed twenty-five percent (25%) of Gross Asset Value;
(k) Investment in Hospital Affiliates Development Corporation date hereof and Windrose Medical Properties Management, L.L.C.;
(l) Investments in Subsidiaries of Borrower which are engaged in businesses described in Section 8.3(h), (i) and (j), subject to the limits therein; andlisted on Schedule 9.3 hereto.
Appears in 1 contract
Restrictions on Investments. The Borrower and the Guarantor Borrowers will not, and will not permit any of their respective Subsidiaries Guarantor or any Subsidiary to, make or permit to exist or to remain outstanding any Investment except Investments in:
(a) marketable direct or guaranteed obligations of the United States of America that mature within one (1) year from the date of purchase by the Borrower or Guarantorpurchase;
(b) marketable direct obligations of any of the following: Federal Home Loan Mortgage Corporation, Student Loan Marketing Association, Federal Home Loan Banks, Federal National Mortgage Association, Government National Mortgage Association, Bank for Cooperatives, Federal Intermediate Credit Banks, Federal Financing Banks, Export-Import Bank of the United States, Federal Land Banks, or any other agency or instrumentality of the United States of America;
(c) demand deposits, certificates of deposit, bankers acceptances and time deposits of United States banks having total assets in excess of $100,000,000; provided, however, that the aggregate amount at any time so invested with any single bank having total assets of less than $1,000,000,000 will not exceed $200,0001,000,000,000;
(dc) securities commonly known as "“commercial paper" ” issued by a corporation organized and existing under the laws of the United States of America or any State which state thereof that at the time of purchase have been rated and the ratings for which are not less than “P 1” if rated by Moody's Investors ServiceMxxxx’x, Inc. or by Standard & Poor's Corporation ax xxx xess not less than "P 2" “A -1” if then rated by Moody's Investors Service, Inc., S&P and not less than "A 2", “F1” if then ratxx xx Xtandard & Poor's Corporationrated by Fitch;
(d) Investments existing on the Restatement Date and listed on Schedule 9.3(d) hereto;
(e) mortgageSo long as no Default or Event of Default has occurred and is continuing or would occur after giving effect thereto, acquisitions of Real Estate consisting of self storage facilities, warehouses and mini-backed securities guaranteed by warehouses and the Government National Mortgage Associationequity of Persons whose primary operations consist of the ownership, development, operation and management of self storage facilities, warehouses and mini-warehouses; provided, however that (i) the Federal National Mortgage Association Borrowers shall not, and shall not permit any Guarantor or any of its Subsidiaries to, acquire any such Real Estate without the Federal Home Loan Mortgage Corporation prior written consent of the Administrative Agent if the environmental investigation for such Real Estate determines that the potential environmental remediation costs and other mortgageenvironmental liabilities associated with such Real Estate exceed $1,000,000; and (ii) the Borrowers shall not permit any of their Subsidiaries which is not a Borrower or a Guarantor, or which does not become a Borrower or a Guarantor, to acquire any Unencumbered Property, and in all cases such Guarantor shall be a wholly-backed bonds which at the time owned Subsidiary of purchase are rated by Moody's Investors Service, Inc. LSLP or by Standard & Poor's Corporation ax xxx xess than "Aa" if then rated by Moody's Investors Service, Inc. and not less than "AA" if then rated xx Xxxxdard & Poor's CorporationLSI;
(f) repurchase agreements having a term not greater than 90 days any Investments now or hereafter made in any Guarantor and, so long as no Default or Event of Default has occurred and fully secured by securities described is continuing hereunder, Investments now or hereafter made in the foregoing subsection (a), (b) or (e) with banks described in the foregoing subsection (c) or with financial institutions or any other corporations having total assets in excess of $500,000,000Subsidiary;
(g) Investments in respect of (i) equipment, inventory and other tangible personal property acquired in the ordinary course of business, (ii) current trade and customer accounts receivable for services rendered in the ordinary course of business and payable in accordance with customary trade terms, (iii) advances to employees for travel expenses, drawing accounts and similar expenditures, and (iv) prepaid expenses made in the ordinary course of business;
(h) a Hedge Agreement or other interest rate hxxxxx in connection with Indebtedness;
(i) shares of so-called "“money market funds" ” registered with the SEC under the Investment Company Act of 1940 which maintain a level per-share value, invest principally in investments described in marketable direct or guaranteed obligations of the foregoing subsections (a) through (f) United States of America and agencies and instrumentalities thereof, and have total assets in excess of $50,000,000;
(h) subject to the provisions of this Section 8.3, Investments in fee and leasehold interests in completed and operational Medical Properties and related assets associated therewith, including earnest money deposits relating thereto and transaction costs;
(x) Investments in fee and leasehold interests in land with respect to which no Construction-in-Process has commenced and which land is to be used for the development of Medical Properties; provided that the Investments pursuant to this Section 8.3(i) shall not exceed in the aggregate five percent (5%) of Gross Asset Value;
(j) Investments in Construction-in-Processconsisting of Distributions permitted under §9.7 hereof; provided that the aggregate Investments pursuant to this Section 8.3(j) shall not exceed twenty-five percent (25%) of Gross Asset Valueand;
(k) any other Investment in Hospital Affiliates Development Corporation and Windrose Medical Properties Management, L.L.C.;
(l) Investments in Subsidiaries of Borrower which are engaged in businesses described in Section 8.3(h), so long as (i) at the time of entering into the obligation to make such Investment, no Default or Event of Default shall be in existence or could reasonably be expected to arise or result therefrom after giving effect to such Investment, and (j), subject ii) after giving effect to the limits therein; andmaking of such Investment, the Borrowers shall be in compliance with the financial covenants under §10 hereof.
Appears in 1 contract
Samples: Revolving Credit and Term Loan Agreement (Life Storage Lp)
Restrictions on Investments. The Borrower and None of the Guarantor Borrower, any Guarantor, or any Subsidiary will not, and will not permit any of their respective Subsidiaries to, make or permit to exist or to remain outstanding any Investment except Investments in:
(a) marketable direct or guaranteed obligations of the United States of America that mature within one (1) year from the date of purchase by the Borrower or Guarantorpurchase;
(b) marketable direct obligations of any of the following: Federal Home Loan Mortgage Corporation, Student Loan Marketing Association, Federal Home Loan Banks, Federal National Mortgage Association, Government National Mortgage Association, Bank for Cooperatives, Federal Intermediate Credit Banks, Federal Financing Banks, Export-Import Bank of the United States, Federal Land Banks, or any other agency or instrumentality of the United States of America;
(c) demand deposits, certificates of deposit, bankers acceptances and time deposits of United States banks having total assets in excess of $100,000,000; provided1,000,000,000, howeverPROVIDED that any such deposits may be moved to a qualifying bank within thirty (30) days after the Borrower, Guarantor or Subsidiary has knowledge that the aggregate amount at any time so invested with any single depository bank having no longer has total assets in excess of less than $1,000,000,000 will not exceed $200,000such amounts;
(dc) securities commonly known as "commercial paper" issued by a corporation organized and existing under the laws of the United States of America or any State which state thereof, or in both cases any governmental subdivision, that at the time of purchase have been rated and the ratings for which are rated by Moody's Investors Service, Inc. or by Standard & Poor's Corporation ax xxx xess not less than "P 21" if then rated by Moody's Investors Service, Inc.Xxxxx'x, and not less than "A 2", 1" if then ratxx xx Xtandard & Poor's Corporationrated by S&P;
(d) Investments existing on the Closing Date and listed on SCHEDULE 8.3(d) hereto;
(e) mortgageSo long as no Event of Default enumerated in Section 8.7(a)(ii) has occurred and is continuing or would occur after giving effect thereto, acquisitions of Real Estate consistent with the requirements of the fourth sentence of Section 7.7 hereof and the equity of Persons, PROVIDED (i) that within thirty (30) days after any such Investment the total assets of MCRLP, MCRC and their Subsidiaries, taken as a whole, shall be comprised of assets of which eighty-backed securities guaranteed by five percent (85%) or more comply with the Government National Mortgage Associationparameters of the fourth sentence of Section 7.7 hereof and (ii) that the Borrower shall not permit any of its Subsidiaries which is not a Guarantor, the Federal National Mortgage Association or the Federal Home Loan Mortgage Corporation which does not become a Guarantor, to acquire any Unencumbered Property, and other mortgagein all cases such Guarantor shall be a wholly-backed bonds which at the time owned Subsidiary of purchase are rated by Moody's Investors Service, Inc. or by Standard & Poor's Corporation ax xxx xess than "Aa" if then rated by Moody's Investors Service, Inc. and not less than "AA" if then rated xx Xxxxdard & Poor's CorporationMCRLP;
(f) repurchase agreements having a term not greater than 90 days and fully secured by securities described any Investments now or hereafter made in the foregoing subsection (a)Borrower, (b) or (e) with banks described in the foregoing subsection (c) or with financial institutions any Guarantor or other corporations having total assets Subsidiary, as identified or which will be identified from time to time in excess SCHEDULE 8.3(f) hereto, which SCHEDULE 8.3(f) shall be updated annually at the time of $500,000,000the delivery of the financial statements referred to in Section 7.4(a) hereof;
(g) Investments in respect of (1) equipment, inventory and other tangible personal property acquired in the ordinary course of business, (2) current trade and customer accounts receivable for services rendered in the ordinary course of business and payable in accordance with customary trade terms, (3) advances to employees for travel expenses, drawing accounts and similar expenditures, and (4) prepaid expenses made in the ordinary course of business;
(h) any other Investments made in the ordinary course of business and consistent with past business practices;
(i) interest rate xxxxxx in connection with Indebtedness;
(j) shares of so-called "money market funds" registered with the SEC under the Investment Company Act of 1940 which maintain a level per-share value, invest principally in investments described in marketable direct or guaranteed obligations of the foregoing subsections (a) through (f) United States of America and agencies and instrumentalities thereof, and have total assets in excess of $50,000,000;
(h) subject to the provisions of this Section 8.3, Investments in fee and leasehold interests in completed and operational Medical Properties and related assets associated therewith, including earnest money deposits relating thereto and transaction costs;
(x) Investments in fee and leasehold interests in land with respect to which no Construction-in-Process has commenced and which land is to be used for the development of Medical Properties; 50,000,000 provided that any such shares are moved to a qualifying money market fund within thirty (30) days after the Investments pursuant to this Section 8.3(i) shall not exceed Borrower, any Guarantor or any Subsidiary has knowledge that any money market fund no longer has total assets in the aggregate five percent (5%) excess of Gross Asset Value;
(j) Investments in Construction-in-Processthat amount; provided that the aggregate Investments pursuant to this Section 8.3(j) shall not exceed twenty-five percent (25%) of Gross Asset Value;and
(k) Investment in Hospital Affiliates Development Corporation and Windrose Medical Properties Management, L.L.C.;
(l) Investments in Subsidiaries of Borrower which are engaged in businesses described in permitted under Section 8.3(h), (i) and (j), subject to the limits therein; and9.8 hereof.
Appears in 1 contract
Restrictions on Investments. The Borrower and the Guarantor will not, and will not permit any of their respective its Subsidiaries to, make or permit to exist or to remain outstanding any Investment except Investments inexcept:
(a) Investments by the Borrower or its Subsidiaries in marketable direct or guaranteed obligations of the United States of America that mature within one (1) year from the date of purchase by the Borrower or GuarantorBorrower;
(b) marketable direct obligations of any of Investments by the following: Federal Home Loan Mortgage Corporation, Student Loan Marketing Association, Federal Home Loan Banks, Federal National Mortgage Association, Government National Mortgage Association, Bank for Cooperatives, Federal Intermediate Credit Banks, Federal Financing Banks, Export-Import Bank of the United States, Federal Land Banks, Borrower or any other agency or instrumentality of the United States of America;
(c) its Subsidiaries in demand deposits, certificates of deposit, Eurodollar deposits, bankers acceptances and time deposits of United States banks having total assets in excess of $100,000,000; provided1,000,000,000, however, that the aggregate amount at any time so invested with any single bank having total assets or foreign subsidiaries of less than $1,000,000,000 will not exceed $200,000such banks;
(dc) Investments by the Borrower or its Subsidiaries in securities commonly known as "commercial paper" issued by a corporation organized and existing under the laws of the United States of America or any State which state thereof that at the time of purchase have been rated and the ratings for which are not less than "P 1" if rated by Moody's Xxxxx'x Investors ServiceServices, Inc. or Inc., and not less than "A 1" if rated by Standard & and Poor's Corporation ax xxx xess Ratings Group or, so long as no Obligations are outstanding, not less than "P 2" if then rated by Moody's Xxxxx'x Investors ServiceServices, Inc., and not less than "A 2", " if then ratxx xx Xtandard & rated by Standard and Poor's CorporationRatings Group;
(d) Investments by the Borrower or its Subsidiaries in debt of any state or political subdivision that is rated "A" or better and due within one (1) year from the date of purchase by the Borrower or its Subsidiaries;
(e) mortgage-backed securities guaranteed Investments by the Government National Mortgage Association, Borrower or its Subsidiaries in repurchase agreements secured by any one or more of the Federal National Mortgage Association or the Federal Home Loan Mortgage Corporation and other mortgage-backed bonds which at the time of purchase are rated by Moody's Investors Service, Inc. or by Standard & Poor's Corporation ax xxx xess than "Aa" if then rated by Moody's Investors Service, Inc. and not less than "AA" if then rated xx Xxxxdard & Poor's Corporationforegoing;
(f) repurchase agreements having a term not greater than 90 days Investments existing on the date hereof and fully secured by securities described in the foregoing subsection (a), (b) or (e) with banks described in the foregoing subsection (c) or with financial institutions or other corporations having total assets in excess of $500,000,000listed on Schedule 9.3 hereto;
(g) Investments with respect to Indebtedness permitted by Section 9.1(k) so long as such entities remain Subsidiaries of the Borrower and Guarantors hereunder;
(h) Investments consisting of non-cash consideration received as proceeds of asset dispositions permitted by Section 9.6;
(i) Investments by the Borrower or its Subsidiaries in shares of any so-called "money market funds" fund", provided that such fund is registered with the SEC under the Investment Company Act of 1940 which maintain a level per-share value1940, invest principally in investments described in the foregoing subsections (a) through (f) has net assets of at least $500,000,000 and have total assets in excess has an investment portfolio with an average maturity of $50,000,000;
(h) subject to the provisions of this Section 8.3, Investments in fee and leasehold interests in completed and operational Medical Properties and related assets associated therewith, including earnest money deposits relating thereto and transaction costs;
(x) Investments in fee and leasehold interests in land with respect to which no Construction-in-Process has commenced and which land is to be used for the development of Medical Properties; provided that the Investments pursuant to this Section 8.3(i) shall not exceed in the aggregate five percent (5%) of Gross Asset Value365 days or less;
(j) Investments by the Borrower or its Subsidiaries in Construction-in-Process; provided that securities of any Person acquired in full or partial satisfaction of liabilities of said Person to the aggregate Investments pursuant Borrower, in a workout or a bankruptcy or insolvency proceeding with respect to this Section 8.3(j) shall not exceed twenty-five percent (25%) of Gross Asset Valuesuch Person;
(k) Investment Investments by the Borrower or its Subsidiaries in Hospital Affiliates Development Corporation and Windrose Medical Properties Managementinterest rate swaps, L.L.C.caps, collars or similar arrangements or foreign currency exchange transactions entered into in connection with respect to Indebtedness permitted under this Agreement or commodities xxxxxx;
(l) Investments permitted by Section 9.5;
(m) investments consisting of deposits provided to third parties with respect to leases or utilities in the ordinary course of business;
(n) Investments by the Borrower or its Subsidiaries in loans or advances to officers or employees not in excess of $1,000,000 at any time;
(o) Investments by the Borrower which are engaged or its Subsidiaries consisting of purchases and acquisitions of inventory, supplies, materials and equipment or licenses or leases of intellectual property otherwise not prohibited hereunder; and
(p) other Investments not exceeding $10,000,000 in businesses the aggregate at any time outstanding. provided, however, that, if an Event of Default shall have occurred and be continuing, upon request by the Agent, with respect to all Investments other than demand deposits referred to in Section 9.3(b), Investments other than short term Investments listed on Schedule 9.3 hereto or described in Section 8.3(h), clause (ih) above and Investments of the type described in clauses (g) and (j) through (t), subject either (p) such Investments shall be immediately converted into cash and deposited in a Blocked Account or (ii) all actions with respect to such Investments shall be taken to the limits therein; andsatisfaction of the Agent to provide to the Agent, for the benefit of the Banks and the Agent, a first-priority perfected security interest in such Investments free of all encumbrances other than Permitted Liens.
Appears in 1 contract
Restrictions on Investments. The Borrower and the Guarantor will not, and will not --------------------------- permit any of their respective its Subsidiaries to, make or permit to exist or to remain outstanding any Investment except Investments in:
(a) Investments by the Borrower in marketable direct or guaranteed obligations of the United States of America that mature within one (1) year from the date of purchase by the Borrower or Guarantorpurchase;
(b) marketable direct obligations of Investments by the Borrower or any of the following: Federal Home Loan Mortgage Corporation, Student Loan Marketing Association, Federal Home Loan Banks, Federal National Mortgage Association, Government National Mortgage Association, Bank for Cooperatives, Federal Intermediate Credit Banks, Federal Financing Banks, Export-Import Bank of the United States, Federal Land Banks, or any other agency or instrumentality of the United States of America;
(c) its Subsidiaries in demand deposits, certificates of deposit, bankers acceptances and time deposits of United States banks having total assets in excess of $100,000,000; provided, however, that the aggregate amount at any time so invested with any single bank having total assets of less than $1,000,000,000 will not exceed $200,000500,000,000;
(dc) Investments by the Borrower in securities commonly known as "commercial paper" issued by a corporation organized and existing under the laws of the United States of America or any State which state thereof that at the time of purchase have been rated and the ratings for which are rated by Moody's Investors Service, Inc. or by Standard & Poor's Corporation ax xxx xess not less than "P 21" if then rated by Moody's Xxxxx'x Investors ServiceServices, Inc., and not less than "A 2", 1" if then ratxx xx Xtandard & rated by Standard and Poor's Corporation's;
(d) Investments by the Borrower in repurchase agreements secured by anyone or more of the foregoing;
(e) mortgage-backed securities guaranteed by Investments existing on the Government National Mortgage Association, date hereof and listed on Schedule -------- 10.3 hereto and in amounts not to exceed the Federal National Mortgage Association or the Federal Home Loan Mortgage Corporation and other mortgage-backed bonds which at the time of purchase are rated by Moody's Investors Service, Inc. or by Standard & Poor's Corporation ax xxx xess than "Aa" if then rated by Moody's Investors Service, Inc. and not less than "AA" if then rated xx Xxxxdard & Poor's Corporation;amounts listed on Schedule ---- -------- 10.3 hereto; ----
(f) repurchase agreements having Investments consisting of (i) the Guaranty and (ii) Investments by the Borrower in any of its Restricted Subsidiaries, provided, such -------- Restricted Subsidiary has executed and delivered to the Agent for the benefit of the Agent and the Banks a term not greater than 90 days guaranty, security agreement and fully secured by securities described any and all other agreements, documents or instruments necessary to grant to the Agent a first priority perfected lien in the foregoing subsection (a), (b) or (e) with banks described in the foregoing subsection (c) or with financial institutions or other corporations having total assets in excess of $500,000,000such Subsidiary's assets;
(g) shares Investments by the Borrower or any of so-called "money market funds" registered its Subsidiaries made in connection with the SEC any Indebtedness permitted under the Investment Company Act of 1940 which maintain a level per-share value, invest principally in investments described in the foregoing subsections (aS)10.1(k) through (f) and have total assets in excess of $50,000,000hereof;
(h) subject to Investments by the provisions Borrower or any Restricted Subsidiary consisting of this Section 8.3, Investments in fee and leasehold interests in completed and operational Medical Properties and related assets associated therewith, including earnest money deposits relating thereto and transaction costsPermitted Acquisitions;
(xi) Investments by the Borrower or its Subsidiaries consisting of any promissory note or other instrument received by the Borrower or such Subsidiary in fee and leasehold interests in land connection with respect to which no Construction-in-Process has commenced and which land is to be used for the development a sale of Medical Propertiesassets permitted by (S)10.5.2; provided that the Investments pursuant to this Section 8.3(i) shall not exceed in the aggregate five percent (5%) of Gross Asset Value;and
(j) Investments by the Borrower in Construction-in-Process; any of its Unrestricted Subsidiaries provided that such Investments in such Unrestricted Subsidiaries do -------- not exceed, in the aggregate Investments pursuant to this Section 8.3(j) shall not exceed twenty-five percent (25%) of Gross Asset Valueaggregate, $10,000,000 outstanding at any one time;
(k) Investment Investments by Unrestricted Subsidiaries in Hospital Affiliates Development Corporation and Windrose Medical Properties Management, L.L.C.;Persons other than the Borrower or any Restricted Subsidiary; and
(l) Investments by the Borrower or any Restricted Subsidiary in Subsidiaries of Borrower any Restricted Subsidiary which are engaged is a Foreign Subsidiary; provided, that such Investments do not exceed, in businesses described in Section 8.3(h), (i) and (j), subject to the limits therein; andaggregate $20,000,000 outstanding at any one time.
Appears in 1 contract
Samples: Revolving Credit and Acquisition Loan Agreement (Jackson Products Inc)
Restrictions on Investments. The Borrower and the Guarantor will not, and will not permit any of their respective its Subsidiaries to, make or permit to exist or to remain outstanding any Investment except Investments in:
(a) marketable direct or guaranteed obligations of the United States of America that mature within one (1) year from the date of purchase by the Borrower or GuarantorBorrower;
(b) marketable direct obligations of any of the following: Federal Home Loan Mortgage Corporation, Student Loan Marketing Association, Federal Home Loan Banks, Federal National Mortgage Association, Government National Mortgage Association, Bank for Cooperatives, Federal Intermediate Credit Banks, Federal Financing Banks, Export-Import Bank of the United States, Federal Land Banks, or any other agency or instrumentality of the United States of America;
(c) demand deposits, certificates of deposit, bankers acceptances and time deposits of United States banks having total assets in excess of $100,000,000; provided, however, that the aggregate amount at any time so invested with any single bank having total assets of less than $1,000,000,000 will not exceed $200,0001,000,000,000;
(dc) securities commonly known as "commercial paper" issued by a corporation organized and existing under the laws of the United States of America or any State which state thereof that at the time of purchase have been rated and the ratings for which are rated by Moody's Investors Service, Inc. or by Standard & Poor's Corporation ax xxx xess not less than "P 21" if then rated by Moody's Xxxxx'x Investors Service, Inc., and not less than "A 2", 1" if then ratxx xx Xtandard & rated by Standard and Poor's CorporationRating Group;
(d) Investments by the Borrower in repurchase agreements secured by any one or more of the foregoing;
(e) mortgage-backed securities guaranteed by Investments existing on the Government National Mortgage Association, the Federal National Mortgage Association or the Federal Home Loan Mortgage Corporation date hereof and other mortgage-backed bonds which at the time of purchase are rated by Moody's Investors Service, Inc. or by Standard & Poor's Corporation ax xxx xess than "Aa" if then rated by Moody's Investors Service, Inc. and not less than "AA" if then rated xx Xxxxdard & Poor's Corporationlisted on SCHEDULE 9.3 hereto;
(f) repurchase agreements having a term not greater than 90 days Investments with respect to Indebtedness permitted by Section 9.1(f) so long as such entities are Guarantors hereunder and fully secured by securities described in remain Subsidiaries of the foregoing subsection (a), (b) or (e) with banks described in the foregoing subsection (c) or with financial institutions or other corporations having total assets in excess of $500,000,000Borrower;
(g) shares Investments consisting of so-called "money market funds" registered with the SEC under Guaranty or Investments by the Investment Company Act Borrower in Guarantors so long as such Guarantor is a Subsidiary of 1940 which maintain a level per-share value, invest principally in investments described in the foregoing subsections (a) through (f) and have total assets in excess of $50,000,000Borrower;
(h) subject to the provisions Investments consisting of this promissory notes received as proceeds of asset dispositions permitted by Section 8.3, Investments in fee and leasehold interests in completed and operational Medical Properties and related assets associated therewith, including earnest money deposits relating thereto and transaction costs9.5.2;
(xi) Investments in fee and leasehold interests respect of interest rate protection arrangements entered into by the Borrower in land the ordinary course of business consistent with respect to which no Construction-in-Process has commenced past practices and which land is to be used are not for the development of Medical Properties; provided that the Investments pursuant to this Section 8.3(i) shall not exceed in the aggregate five percent (5%) of Gross Asset Valuespeculative purposes;
(j) Investments consisting of loans and advances by the Borrower to employees for moving, entertainment, travel or other similar expenses in Construction-in-Process; provided that the ordinary course of business not to exceed $10,000 in the aggregate at any time outstanding, and Investments consisting of loans or advances to officers, directors, employees and consultants to fund the purchase or exercise price of stock grants or options issued under the Stock Option Plan or in connection with any other employee benefit plan of the Borrower which has been approved by the Borrower's Board of Directors and the Agent; and
(k) so long as no Default or Event of Default has occurred and is continuing or would exist as a result thereof, Investments by the Borrower not otherwise included in this Section 9.3 in the aggregate amount not to exceed $250,000 outstanding at any time; PROVIDED, HOWEVER, that, with the exception of demand deposits referred to in Section 9.3(b), such Investments will be considered Investments permitted by this Section 9.3 only if all actions have been taken to the satisfaction of the Agent to provide to the Agent, for the benefit of the Banks and the Agent, a first priority perfected security interest in all of such Investments free of all encumbrances other than Permitted Liens and PROVIDED, FURTHER, notwithstanding anything to the contrary contained herein, all Investments made pursuant to this Section 8.3(j) shall not exceed twenty-five percent (25%) of Gross Asset Value;
(k) Investment in Hospital Affiliates Development Corporation and Windrose Medical Properties Management, L.L.C.;
(l) Investments in Subsidiaries of Borrower which are engaged in businesses described in Section 8.3(h), (i) and (j), subject 9.3 must be permitted to be made pursuant to the limits therein; andSubordinated Debenture.
Appears in 1 contract
Samples: Revolving Credit and Term Loan Agreement (Stride & Associates Inc)
Restrictions on Investments. The Borrower and the Guarantor Borrowers will not, and will not permit any of their respective Subsidiaries to, make or permit to exist or to remain outstanding any Investment except Investments in:
(a) marketable direct or guaranteed obligations of the United States of America America, the Federal Republic of Germany or the United Kingdom that mature within one (1) year from the date of purchase by the Borrower or Guarantorpurchase;
(b) marketable direct obligations of any of the following: Federal Home Loan Mortgage Corporation, Student Loan Marketing Association, Federal Home Loan Banks, Federal National Mortgage Association, Government National Mortgage Association, Bank for Cooperatives, Federal Intermediate Credit Banks, Federal Financing Banks, Export-Import Bank of the United States, Federal Land Banks, or any other agency or instrumentality of the United States of America;
(c) demand deposits, certificates of deposit, bankers acceptances and time deposits of United States or Canadian banks having total assets in excess of $100,000,000; provided1,000,000,000 or, howeverwith respect to Subsidiaries of TransTechnology located outside the United States, that the aggregate amount at any time so invested deposit accounts with any single bank local banks having total assets in excess of less than $1,000,000,000 will not exceed $200,000or the local currency equivalent thereof;
(dc) securities commonly known as "commercial paper" issued by a corporation organized and existing under the laws of the United States of America or any State which state thereof that at the time of purchase have been rated and the ratings for which are rated by Moody's Investors Service, Inc. or by Standard & Poor's Corporation ax xxx xess not less than "P 21" if then rated by Moody's Investors ServiceMoodx'x Xxxestors Services, Inc., and not less than "A 2", 1" if then ratxx xx Xtandard & rated by Standard and Poor's Corporation's;
(d) Investments existing on the date hereof and listed on SCHEDULE 10.3 hereto;
(e) mortgage-backed securities guaranteed Investments with respect to Indebtedness permitted by the Government National Mortgage Association, the Federal National Mortgage Association or the Federal Home Loan Mortgage Corporation and other mortgage-backed bonds which at the time Section 10.1(j) so long as such entities remain Subsidiaries of purchase are rated by Moody's Investors Service, Inc. or by Standard & Poor's Corporation ax xxx xess than "Aa" if then rated by Moody's Investors Service, Inc. and not less than "AA" if then rated xx Xxxxdard & Poor's CorporationTransTechnology;
(f) repurchase agreements having a term not greater than 90 days and fully secured Investments consisting of the Guaranties or Investments by securities described TransTechnology in Subsidiaries of TransTechnology existing on the foregoing subsection (a), (b) or (e) with banks described in the foregoing subsection (c) or with financial institutions or other corporations having total assets in excess of $500,000,000Closing Date;
(g) shares Investments consisting of so-called "money market funds" registered with the SEC under the Investment Company Act promissory notes received as proceeds of 1940 which maintain a level per-share value, invest principally in investments described in the foregoing subsections (a) through (f) and have total assets in excess of $50,000,000asset dispositions permitted by Section 10.5.2;
(h) subject Investments consisting of loans and advances to employees for moving, entertainment, travel and other similar expenses in the provisions ordinary course of this Section 8.3, Investments in fee and leasehold interests in completed and operational Medical Properties and related assets associated therewith, including earnest money deposits relating thereto and transaction costs;
(x) Investments in fee and leasehold interests in land with respect business not to which no Construction-in-Process has commenced and which land is to be used for the development of Medical Properties; provided that the Investments pursuant to this Section 8.3(i) shall not exceed $250,000 in the aggregate five percent (5%) of Gross Asset Value;at any time outstanding; and
(j) Investments in Construction-in-Process; provided that the aggregate Investments pursuant to this Section 8.3(j) shall not exceed twenty-five percent (25%) of Gross Asset Value;
(k) Investment in Hospital Affiliates Development Corporation and Windrose Medical Properties Management, L.L.C.;
(l) Investments in Subsidiaries of Borrower which are engaged in businesses described in Section 8.3(h), (i) other Investments in an aggregate amount not in excess of $100,000; PROVIDED, HOWEVER, that, with the exception of demand deposits referred to in Section 10.3(b) and (jloans and advances referred to in Section 10.3(h), such Investments will be considered Investments permitted by this Section 10.3 only if all actions have been taken to the satisfaction of the Administrative Agent to provide to the Administrative Agent, for the benefit of the Lenders and the Administrative Agent, a first priority perfected security interest in all of such Investments free of all encumbrances other than Permitted Liens; and PROVIDED, FURTHER, that, subject to Section 7.4, no Investments in any Subsidiaries shall be permitted unless such Subsidiary either is at the limits therein; andtime of such Investment a Guarantor or at such time enters into a guaranty or joinder or other agreement, in each case in form and substance acceptable to the Administrative Agent, pursuant to which such Subsidiary becomes a guarantor of the payment and performance of the Obligations.
Appears in 1 contract
Restrictions on Investments. The Borrower and None of the Guarantor Borrowers will not, and will not permit any of their respective Subsidiaries to, make or permit to exist or to remain outstanding any Investment except Investments in:
(a) marketable direct or guaranteed obligations of the United States of America that mature within one (1) year from the date of purchase by the Borrower or GuarantorBorrowers;
(b) marketable direct obligations of any of the following: Federal Home Loan Mortgage Corporation, Student Loan Marketing Association, Federal Home Loan Banks, Federal National Mortgage Association, Government National Mortgage Association, Bank for Cooperatives, Federal Intermediate Credit Banks, Federal Financing Banks, Export-Import Bank of the United States, Federal Land Banks, or any other agency or instrumentality of the United States of America;
(c) demand deposits, certificates of deposit, bankers acceptances and time deposits of United States banks having total assets in excess of $100,000,000; provided, however, that the aggregate amount at any time so invested with any single bank having total assets of less than $1,000,000,000 will not exceed $200,000500,000,000;
(dc) securities commonly known as "“commercial paper" ” issued by a corporation organized and existing under the laws of the United States of America or any State which state thereof that at the time of purchase have been rated and the ratings for which are not less than “P 1” if rated by Moody's Xxxxx’x Investors Service, Inc. or by Standard & Poor's Corporation ax xxx xess than "P 2" if then rated by Moody's Investors ServiceServices, Inc., and not less than "“A 2", 1” if then ratxx xx Xtandard & rated by Standard and Poor's Corporation’s;
(d) Repurchase agreements secured by any one or more of the foregoing;
(e) mortgage-backed securities guaranteed by Investments existing on the Government National Mortgage Association, date hereof and listed on Schedule 9.3 hereto and in amounts not to exceed the Federal National Mortgage Association or the Federal Home Loan Mortgage Corporation and other mortgage-backed bonds which at the time of purchase are rated by Moody's Investors Service, Inc. or by Standard & Poor's Corporation ax xxx xess than "Aa" if then rated by Moody's Investors Service, Inc. and not less than "AA" if then rated xx Xxxxdard & Poor's Corporation;amounts listed on Schedule 9.3 hereto; and
(f) repurchase agreements having a term not greater than 90 shares of any so-called “money market fund” provided, that such fund is registered under the Investment Company Act of 1940, has net assets in excess of $100,000,000, has an investment portfolio with an average maturity of 365 days or less, and fully secured by securities described invests substantially all of its assets in Investments of the foregoing subsection types listed in clauses (a), (b) or (e) with banks described in the foregoing subsection and (c) or with financial institutions or other corporations having total assets in excess of $500,000,000above;
(g) shares Investments consisting of so-called "money market funds" registered with the SEC under the Investment Company Act of 1940 which maintain a level per-share value, invest principally in investments described endorsements for collection or deposit in the foregoing subsections (a) through (f) and have total assets in excess ordinary course of $50,000,000business;
(h) subject Extensions of trade credit in the ordinary course of business consistent with past practice; and
(i) intercompany loans by any Borrower to any of its Subsidiaries to the provisions of this Section 8.3, Investments extent approved by the Lenders in fee and leasehold interests in completed and operational Medical Properties and related assets associated therewith, including earnest money deposits relating thereto and transaction costs;
(x) Investments in fee and leasehold interests in land with respect to which no Construction-in-Process has commenced and which land is to be used for the development of Medical Propertiestheir sole discretion; provided that the Investments pursuant to this Section 8.3(i) shall not exceed in the aggregate five percent (5%) of Gross Asset Value;
(j) Investments in Construction-in-Process; provided that the aggregate Investments pursuant to this Section 8.3(j) shall not exceed twenty-five percent (25%) of Gross Asset Value;
(k) Investment in Hospital Affiliates Development Corporation and Windrose Medical Properties Management, L.L.C.;
(l) Investments in Subsidiaries of Borrower which are engaged in businesses described in Section 8.3(h), (i) such loans shall be evidenced by one or more promissory notes, (ii) such promissory notes shall be pledged to the Collateral Agent for the benefit of the Lenders pursuant to documentation in form and substance satisfactory to the Lenders; and (j)iii) the Lenders shall have received evidence satisfactory to them that the Collateral Agent has received all such promissory notes, subject to the limits therein; andtogether with instruments of transfer with respect thereto endorsed in blank.
Appears in 1 contract
Samples: Credit Agreement (WorldSpace, Inc)
Restrictions on Investments. The Borrower and None of the Guarantor will notBorrower, and will not permit BPI, or any of their respective Subsidiaries to, will make or permit to exist or to remain outstanding any Investment except except, with respect to the Borrower and its Subsidiaries only, Investments in:
(a) marketable direct or guaranteed obligations of the United States of America that mature within one two (12) year years from the date of purchase (including investments in securities guaranteed by the Borrower or GuarantorUnited States of America such as securities in so-called "overseas private investment corporations");
(b) marketable direct obligations of any of the following: Federal Home Loan Mortgage Corporation, Student Loan Marketing Association, Federal Home Loan Banks, Federal National Mortgage Association, Government National Mortgage Association, Bank for Cooperatives, Federal Intermediate Credit Banks, Federal Financing Banks, Export-Import Bank of the United States, Federal Land Banks, or any other agency or instrumentality of the United States of America;
(c) demand deposits, certificates of deposit, bankers acceptances and time deposits of United States banks having total assets in excess of $100,000,000; provided, however, that the aggregate amount at any time so invested with any single bank having total assets of less than $1,000,000,000 will not exceed $200,0001,000,000,000;
(dc) securities commonly known as "commercial paper" issued by a corporation organized and existing under the laws of the United States of America or any State which state thereof that at the time of purchase have been rated and the ratings for which are rated by Moody's Investors Service, Inc. or by Standard & Poor's Corporation ax xxx xess not less than "P 21" if then rated by Moody's Investors Service, Inc.Xxxxx'x, and not less than "A 2", 1" if then ratxx xx Xtandard rated by S & Poor's CorporationP;
(d) Investments existing on the Closing Date and listed in the SEC Filings or in the financial statements referred to in Section 7.4 hereof;
(e) mortgage-backed securities guaranteed other Investments hereafter in connection with the acquisition and development of Permitted Properties by the Government National Mortgage AssociationBorrower or any Wholly-owned Subsidiary of the Borrower, PROVIDED that the Federal National Mortgage Association aggregate amounts actually invested by Borrower (or if not invested directly by Borrower, actually invested by an Affiliate of the Federal Home Loan Mortgage Corporation Borrower for which the Borrower has any funding obligation) and other mortgagesuch Wholly-backed bonds owned Subsidiary at any time as Development Costs in Real Estate Assets Under Development (and without regard to any obligations of the Borrower or such Subsidiary to provide funds which have not yet been invested) will not exceed twenty-five percent (25%) of the Fair Market Value of Real Estate Assets at the time of purchase are rated by Moody's Investors Service, Inc. or by Standard & Poor's Corporation ax xxx xess than "Aa" if then rated by Moody's Investors Service, Inc. and not less than "AA" if then rated xx Xxxxdard & Poor's Corporationany such Investment;
(f) repurchase agreements having a term not greater than 90 days subject at all times to the restrictions of Section 9.7 hereof and fully secured by securities described subject to what is permitted in the foregoing subsection (a), (b) or clause (e) with banks described above, so long as no Event of Default has occurred and is continuing or would occur after giving effect thereto, Investments (i) in Real Estate Assets, (ii) in interests in Partially-Owned Real Estate Holding Entities, (iii) in the foregoing subsection (c) or with financial institutions stock of or other corporations having total beneficial interests in Persons whose primary operations consist of the ownership, development, operation or management of Real Estate Assets or the ownership of Mortgages, or (iv) consisting of the acquisition of (A) contracts for the management of real estate assets for third parties unrelated to the Borrower, or (B) Mortgages, PROVIDED that the aggregate fair market value of Borrower's and any such Subsidiary's interest in excess such other businesses (excluding management and development businesses except to the extent of $500,000,000amounts actually invested by the Borrower or any such Subsidiary therein) does not exceed twenty-five percent (25%) of the Consolidated Total Adjusted Asset Value at the time of any such Investment;
(g) any Investments now or hereafter made in any Wholly-owned Subsidiary;
(h) Investments in respect of (1) equipment, inventory and other tangible personal property acquired in the ordinary course of business, (2) current trade and customer accounts receivable for services rendered in the ordinary course of business and payable in accordance with customary trade terms, (3) advances in the ordinary course of business to employees for travel expenses, drawing accounts and similar expenditures, (4) prepaid expenses made in the ordinary course of business;
(i) shares of so-called "money market funds" registered with the SEC under the Investment Company Act of 1940 which maintain a level per-share value, invest principally in investments described in marketable direct or guaranteed obligations of the foregoing subsections (a) through (f) United States of America and agencies and instrumentalities thereof, and have total assets in excess of $50,000,000;
(h) subject to the provisions of this Section 8.3, Investments in fee and leasehold interests in completed and operational Medical Properties and related assets associated therewith, including earnest money deposits relating thereto and transaction costs;
(x) Investments in fee and leasehold interests in land with respect to which no Construction-in-Process has commenced and which land is to be used for the development of Medical Properties; provided that the Investments pursuant to this Section 8.3(i) shall not exceed in the aggregate five percent (5%) of Gross Asset Value;and
(j) Investments made by the Borrower in Construction-in-Process; provided businesses which are not in the business of commercial real estate so long as such businesses have real estate related purposes, PROVIDED that the aggregate Investments pursuant to this Section 8.3(j) amounts actually invested by the Borrower in such businesses shall not exceed twenty-five two percent (252%) of Gross the Consolidated Total Adjusted Asset Value;
(k) Investment in Hospital Affiliates Development Corporation and Windrose Medical Properties ManagementValue at the time of each such Investment. Without limitation of the provisions of the foregoing sentence, L.L.C.;
(l) the Banks retroactively increase the amount of the waiver of the restrictions on Investments in Subsidiaries of Borrower which are engaged in businesses described set forth in Section 8.3(h)9.3 hereof which is contained in the August 23, (i) and (j), subject to 1999 waiver letter in favor of the limits therein; andBorrower by $1,500,000.
Appears in 1 contract
Restrictions on Investments. The Borrower and the Guarantor will shall not, and will not nor shall it permit any of their respective Subsidiaries Subsidiary to, make or permit to exist or to remain outstanding any Investment except Investments inother than:
(a) marketable direct or guaranteed obligations of the United States of America that mature within one (1) year from the date of purchase ordinary course Investments made by the Borrower or Guarantorany of its Subsidiaries from time to time in cash and cash equivalents;
(b) marketable direct obligations subject to Sections 7.01(a) and 7.03(d) (solely with respect of the provisos thereof), Investments in the Borrower or any of the following: Federal Home Loan Mortgage Corporation, Student Loan Marketing Association, Federal Home Loan Banks, Federal National Mortgage Association, Government National Mortgage Association, Bank for Cooperatives, Federal Intermediate Credit Banks, Federal Financing Banks, Exportits direct or indirect wholly-Import Bank of the United States, Federal Land Banks, or any other agency or instrumentality of the United States of Americaowned Subsidiaries;
(c) demand depositsInvestments consisting of guarantees by the Borrower or any of its Subsidiaries of any Indebtedness permitted pursuant to Section 7.01; and
(d) other Investments so long as at the time of making such Investment (i) no Default or Event of Default has occurred and is continuing or would result therefrom under Section 8.01(c) in respect of the financial covenant set forth in Section 7.14 and (ii) the Borrower and its Subsidiaries are in pro forma compliance with the financial covenant set forth in Section 7.14 (using Consolidated EBITDA of the Consolidated Group as of the last day of the applicable Pro Forma Reference Period (but including any permitted addbacks to Consolidated EBITDA in the period following the last day of the applicable Pro Forma Reference Period) and Consolidated Total Funded Debt as of the date of, certificates and after giving effect to, such Investment (with such amounts adjusted as if such Investment occurred on the first day of deposit, bankers acceptances and time deposits of United States banks having total assets in excess of $100,000,000the Pro Forma Reference Period)); provided, howeverthat at all times the aggregate amount of all Investments in Insurance Entities shall not exceed 10% of consolidated total assets of the Borrower and its Subsidiaries (as determined by reference to the most recent balance sheet delivered to the Agents pursuant to Section 6.04 or, if earlier than the first delivery thereunder, as indicated in the Audited Financial Statements); provided, further, that the aggregate amount of all Investments in any type of business other than the businesses conducted by the Borrower or its Subsidiaries on the Closing Date and in related, complementary or incidental businesses shall not exceed the U.S. Dollar Equivalent of U.S.$500,000,000 at any time so invested with any single bank having total assets of less than $1,000,000,000 will not exceed $200,000;
outstanding (d) securities commonly known as "commercial paper" issued by a corporation organized and existing under the laws of the United States of America or any State which at the time of purchase are rated by Moody's Investors Service, Inc. or by Standard & Poor's Corporation ax xxx xess than "P 2" if then rated by Moody's Investors Service, Inc., and not less than "A 2", if then ratxx xx Xtandard & Poor's Corporation;
(e) mortgage-backed securities guaranteed by the Government National Mortgage Association, the Federal National Mortgage Association or the Federal Home Loan Mortgage Corporation and other mortgage-backed bonds which at the time of purchase are rated by Moody's Investors Service, Inc. or by Standard & Poor's Corporation ax xxx xess than "Aa" if then rated by Moody's Investors Service, Inc. and not less than "AA" if then rated xx Xxxxdard & Poor's Corporation;
(f) repurchase agreements having a term not greater than 90 days and fully secured by securities described in the foregoing subsection (a), (b) or (e) with banks described in the foregoing subsection (c) or with financial institutions or other corporations having total assets in excess of $500,000,000;
(g) shares of so-called "money market funds" registered with the SEC under the Investment Company Act of 1940 which maintain a level per-share value, invest principally in investments described in the foregoing subsections (a) through (f) and have total assets in excess of $50,000,000;
(h) subject to the provisions of this Section 8.3, it being understood that Investments in fee and leasehold interests in completed and operational Medical Properties and related assets associated therewith, including earnest money deposits relating thereto and transaction costs;
(x) Investments in fee and leasehold interests in land with respect to which no Construction-in-Process has commenced and which land is to any Insurance Entity shall be used for excluded from the development of Medical Properties; provided that the Investments pursuant to this Section 8.3(i) shall not exceed in the aggregate five percent (5%) of Gross Asset Value;
(j) Investments in Construction-in-Process; provided that the aggregate Investments pursuant to this Section 8.3(j) shall not exceed twenty-five percent (25%) of Gross Asset Value;
(k) Investment in Hospital Affiliates Development Corporation and Windrose Medical Properties Management, L.L.C.;
(l) Investments in Subsidiaries of Borrower which are engaged in businesses described in Section 8.3(himmediately preceding limitation), (i) and (j), subject to the limits therein; and.
Appears in 1 contract
Samples: Revolving Credit and Term Loan Agreement (Waste Connections, Inc.)
Restrictions on Investments. The Borrower and None of the Guarantor will notBorrowers will, and none will not permit any of their respective its Subsidiaries to, make or permit to exist or to remain outstanding any Investment except Investments in:
(a) marketable direct or guaranteed obligations of the United States of America that mature within one (1) year from the date of purchase by the Borrower or Guarantorsuch Borrower;
(b) marketable direct obligations of receivables owing to a Borrower or any of its Subsidiaries if created or acquired in the following: Federal Home Loan Mortgage Corporation, Student Loan Marketing Association, Federal Home Loan Banks, Federal National Mortgage Association, Government National Mortgage Association, Bank for Cooperatives, Federal Intermediate Credit Banks, Federal Financing Banks, Export-Import Bank ordinary course of the United States, Federal Land Banks, business and payable or any other agency or instrumentality of the United States of Americadischargeable in accordance with customary trade terms;
(c) demand deposits, certificates of deposit, bankers acceptances and time deposits of United States banks having total assets in excess of $100,000,000; provided, however, that the aggregate amount at any time so invested with any single bank having total assets of less than $1,000,000,000 will not exceed $200,0001,000,000,000;
(d) securities commonly known as "“commercial paper" ” issued by a corporation organized and existing under the laws of the United States of America or any State which state thereof that at the time of purchase have been rated and the ratings for which are not less than “P 1” if rated by Moody's Investors Service, Inc. or by Standard & Poor's Corporation ax xxx xess than "P 2" if then rated by Moody's Xxxxx’x Investors Service, Inc., and not less than "“A 2", 1” if then ratxx xx Xtandard & rated by Standard and Poor's Corporation’s Rating Group;
(e) mortgage-backed securities guaranteed by Investments existing on the Government National Mortgage Association, the Federal National Mortgage Association or the Federal Home Loan Mortgage Corporation date hereof and other mortgage-backed bonds which at the time of purchase are rated by Moody's Investors Service, Inc. or by Standard & Poor's Corporation ax xxx xess than "Aa" if then rated by Moody's Investors Service, Inc. and not less than "AA" if then rated xx Xxxxdard & Poor's Corporationlisted on Schedule 10.3 hereto;
(f) repurchase agreements having a term not greater than 90 days loans, investments and fully secured advances by securities described any Borrower in or to another Borrower to the foregoing subsection (a), (bextent permitted by §§ 10.1(e) or (e10.1(f) with banks described and equity investments made by a Borrower in the foregoing subsection (c) or with financial institutions or other corporations having total assets in excess of $500,000,000another Borrower;
(g) shares of so-called "money market funds" registered with the SEC under the Investment Company Act of 1940 which maintain a level per-share value, invest principally in investments described in the foregoing subsections (a) through (f) and have total assets in excess of $50,000,000[Intentionally Omitted];
(h) subject to securities (including debt obligations) received in connection with the provisions bankruptcy or reorganization of this Section 8.3suppliers and customers and in settlement of delinquent obligations of, Investments and other disputes with, customers and suppliers arising in fee and leasehold interests in completed and operational Medical Properties and related assets associated therewith, including earnest money deposits relating thereto and transaction coststhe ordinary course of business;
(xi) Investments in fee and leasehold interests in land with respect to which no Construction-in-Process has commenced and which land is to be used for the development consisting of Medical Properties; promissory notes received as proceeds of asset dispositions permitted by §10.5.2, provided that the Investments pursuant to this Section 8.3(i) aggregate value of such promissory notes received in connection with any such asset disposition shall not exceed in 50% of the aggregate five percent (5%) value of Gross Asset Value;the proceeds of such asset disposition; and
(j) Investments consisting of loans and advances to employees for moving, entertainment, travel and other similar expenses in Construction-in-Process; provided that the ordinary course of business not to exceed $250,000 in the aggregate Investments pursuant at any time outstanding; provided, however, that, with the exception of demand deposits referred to this Section 8.3(jin §10.3(b) shall not exceed twenty-five percent (25%) of Gross Asset Value;
(k) Investment and loans and advances referred to in Hospital Affiliates Development Corporation and Windrose Medical Properties Management, L.L.C.;
(l) Investments in Subsidiaries of Borrower which are engaged in businesses described in Section 8.3(h§10.3(h), (i) and (j), subject such Investments will be considered Investments permitted by this §10.3 only if all actions have been taken to the limits therein; andsatisfaction of the Agent to provide to the Agent, for the benefit of the Lenders and the Agent, a first priority perfected security interest in all of such Investments free of all encumbrances other than Permitted Liens.
Appears in 1 contract
Restrictions on Investments. The Borrower and the Guarantor will not, and will not permit any of their respective its Subsidiaries to, make or permit to exist or to remain outstanding any Investment except Investments in:
(a) marketable direct or guaranteed obligations of the United States of America that mature within one or any country which is a member of the Organization for Economic Cooperation and Development (1) year from the date of purchase by the Borrower or Guarantor“OECD”);
(b) marketable direct obligations of any of the following: Federal Home Loan Mortgage Corporation, Student Loan Marketing Association, Federal Home Loan Banks, Federal National Mortgage Association, Government National Mortgage Association, Bank for Cooperatives, Federal Intermediate Credit Banks, Federal Financing Banks, Export-Import Bank of the United States, Federal Land Banks, or any other agency or instrumentality of the United States of America;
(c) demand deposits, certificates of deposit, bankers acceptances and time deposits of (i) United States or Canadian banks having total assets in excess of $100,000,000; provided, however, that the aggregate amount at any time so invested with any single 1,000,000,000 or (ii) a commercial bank having total assets of less than $1,000,000,000 will not exceed $200,000;
(d) securities commonly known as "commercial paper" issued by a corporation organized and existing under the laws of any other country which is a member of the United States OECD, or a political subdivision of America or any State which at the time of purchase are rated by Moody's Investors Service, Inc. or by Standard & Poor's Corporation ax xxx xess than "P 2" if then rated by Moody's Investors Service, Inc.such country, and not less than "A 2", if then ratxx xx Xtandard & Poor's Corporation;
(e) mortgage-backed securities guaranteed by the Government National Mortgage Association, the Federal National Mortgage Association or the Federal Home Loan Mortgage Corporation and other mortgage-backed bonds which at the time of purchase are rated by Moody's Investors Service, Inc. or by Standard & Poor's Corporation ax xxx xess than "Aa" if then rated by Moody's Investors Service, Inc. and not less than "AA" if then rated xx Xxxxdard & Poor's Corporation;
(f) repurchase agreements having a term not greater than 90 days and fully secured by securities described in the foregoing subsection (a), (b) or (e) with banks described in the foregoing subsection (c) or with financial institutions or other corporations having total assets in excess of $500,000,0001,000,000,000, provided that such bank is acting through a branch or agency located in the country in which is organized or another country which is a member of the OECD;
(i) securities commonly known as “commercial paper” denominated in Dollars or any Alternative Currency which at the time of purchase have been rated and the ratings for which are not less than “P 1” if rated by Xxxxx’x, and not less than “A 1” if rated by S&P; and (ii) securities commonly known as “short-term bank notes” issued by any Lender 47438543.7 denominated in Dollars or any Alternative Currency which at the time of purchase have been rated and the ratings for which are not less than “P 2” if rated by Xxxxx’x, and not less than “A 2” if rated by S&P;
(d) Investments existing on the Closing Date and listed on Schedule 7.3 attached hereto;
(e) Investments with respect to Indebtedness permitted by §7.1(h) hereof so long as such entities remain Subsidiaries of the Borrower;
(f) taxable or tax-exempt securities which at the time of purchase have been rated and the ratings for which are not less than A 3 if rated by Xxxxx’x, and not less than A- if rated by S&P;
(g) shares Investments consisting of so-called "money market funds" registered with loans and advances to employees of the SEC under Borrower or any Subsidiary of the Investment Company Act of 1940 which maintain a level per-share valueBorrower, invest principally in investments described not exceeding $10,000,000 in the foregoing subsections (a) through (f) and have total assets in excess of $50,000,000aggregate at any one time outstanding;
(h) subject options to invest in or to lease real property to be used in the provisions operations of this Section 8.3, Investments in fee and leasehold interests in completed and operational Medical Properties and related assets associated therewith, including earnest money deposits relating thereto and transaction coststhe Borrower or any Subsidiary of the Borrower;
(xi) Investments in fee and leasehold interests in land with respect to which no Construction-in-Process has commenced and which land is to be used guaranties by endorsement of negotiable instruments for the development of Medical Properties; provided that the Investments pursuant to this Section 8.3(i) shall not exceed deposit or collection or similar transactions effected in the aggregate five percent (5%) ordinary course of Gross Asset Valuebusiness;
(ji) the Borrower’s or any Subsidiary’s guaranty of the Indebtedness of any Subsidiary or the Borrower, and (ii) any other Investments by the Borrower or any Subsidiary of the Borrower in Construction-in-Process; provided that any Subsidiary of the aggregate Investments pursuant to this Section 8.3(j) shall not exceed twenty-five percent (25%) of Gross Asset ValueBorrower or the Borrower;
(k) Investment Investments by the Borrower or any Subsidiary of the Borrower to acquire maintain, and/or support a more than fifty percent (50%) equity interest in Hospital Affiliates Development Corporation and Windrose Medical Properties Managementany Person, L.L.C.provided that such acquisition is permitted under §7.6 hereof;
(l) Investments by the Borrower or any Subsidiary of the Borrower to acquire maintain, and/or support up to and including a fifty percent (50%) equity interest in Subsidiaries another Person, provided that (i) such Person is in line(s) of Borrower which are business substantially the same as, similar to or in complementary fields of enterprise to any line of business then engaged in businesses described by the Borrower or its Subsidiaries, as applicable and (ii) the aggregate amount of (A) such Investments in Section 8.3(hsuch Person and (B) existing Investments made by the Borrower or any Subsidiary of the Borrower pursuant to this §7.3(l) shall at no time exceed 65% of the Stockholders’ Equity of the Borrower;
(m) Investments consisting of Distributions permitted by §7.4;
(n) Investments consisting of loans and advances to, guaranties of the obligations of and equity Investments in Persons not exceeding $75,000,000 in the aggregate at any one time outstanding;
(o) shares of money market mutual or similar funds which invest exclusively in assets satisfying the requirements of clauses (a) (b), (ic) and (j), subject to the limits thereinf) contained in this §7.3; and
(p) shares of money market mutual or similar funds which have an Aaa or MR1+ money market fund rating from Xxxxx’x or an AAA money market fund rating from S&P.
Appears in 1 contract
Samples: Credit Agreement (Staples Inc)
Restrictions on Investments. The Such Borrower and the Guarantor will not, and will not permit any of their respective its Subsidiaries to, make or permit to exist or to remain outstanding any Investment except Investments in:
(a) marketable direct or guaranteed obligations of the United States of America or any OECD country that mature within one (1) year from the date of purchase by the Borrower or Guarantorsuch Borrower;
(b) marketable direct obligations of any of the following: Federal Home Loan Mortgage Corporation, Student Loan Marketing Association, Federal Home Loan Banks, Federal National Mortgage Association, Government National Mortgage Association, Bank for Cooperatives, Federal Intermediate Credit Banks, Federal Financing Banks, Export-Import Bank of the United States, Federal Land Banks, or any other agency or instrumentality of the United States of America;
(c) demand deposits, certificates of deposit, bankers acceptances and time deposits of United States banks having total assets in excess of $100,000,000; provided, however, that 1,000,000,000 or banks organized under the aggregate amount at laws any time so invested with any single bank OECD country and having total assets in excess of less than $1,000,000,000 will not exceed $200,00010,000,000,000;
(dc) securities commonly known as "commercial paper" issued by a corporation organized and existing under the laws of the United States of America or any State which state thereof or any OECD country that at the time of purchase have been rated and the ratings for which are rated by Moody's Investors Service, Inc. or by Standard & Poor's Corporation ax xxx xess not less than "P 21" if then rated by Moody's Xxxxx'x Investors ServiceServices, Inc., and not less than "A 2", 1" if then ratxx xx Xtandard & rated by Standard and Poor's Corporation's;
(d) Investments existing on the date hereof and listed on Schedule 11.3 hereto;
(e) mortgage-backed securities guaranteed Investments with respect to Indebtedness permitted by ss.11.1(f), (g), (h) and (k) so long as (i) in the Government National Mortgage Associationcase of ss.
11.1 (f), (g) and (k), such entities remain Borrowers and/or Guarantors hereunder and remain Subsidiaries of the Federal National Mortgage Association or Company and (ii) such entities remain Subsidiaries of the Federal Home Loan Mortgage Corporation and other mortgage-backed bonds which at the time of purchase are rated by Moody's Investors Service, Inc. or by Standard & Poor's Corporation ax xxx xess than "Aa" if then rated by Moody's Investors Service, Inc. and not less than "AA" if then rated xx Xxxxdard & Poor's CorporationCompany;
(f) repurchase agreements having Investments consisting of the guaranty arrangements provided for in ss.8 hereof or Investments the Company in any Domestic Subsidiary so long as such Domestic Subsidiary is a term not greater than 90 days and fully secured by securities described in the foregoing subsection (a), (b) or (e) with banks described in the foregoing subsection (c) or with financial institutions or other corporations having total assets in excess of $500,000,000Guarantor hereunder;
(g) shares Investments consisting of so-called "money market funds" registered with the SEC under the Investment Company Act promissory notes received as proceeds of 1940 which maintain a level per-share value, invest principally in investments described in the foregoing subsections (a) through (f) and have total assets in excess of $50,000,000;asset dispositions permitted by ss.
(h) subject to Investments made by the provisions Agent on behalf of this Section 8.3such Borrower, including, without limitation, Investments made in fee and leasehold interests in completed and operational Medical Properties and related assets associated therewith, including earnest money deposits relating thereto and transaction costsmarket loan participant notes;
(xi) Investments money market mutual funds provided (i) each such fund in fee and leasehold interests which such Borrower or its Subsidiaries makes an Investment has assets of not less than $50,000,000; (ii) the proportional Investment in land with respect to which no Construction-in-Process has commenced and which land is to be used for the development of Medical Properties; provided that the Investments pursuant to this Section 8.3(i) shall each such fund by such Borrower or such Subsidiary does not exceed in the aggregate five percent (5%) of Gross Asset Valuethe aggregate amount of all Investments in such fund, and (iii) the aggregate Investments in such funds by the Borrowers and their Subsidiaries does not exceed $10,000,000;
(j) Investments Investment by the Company in Construction-in-Process; provided that GenRad Ireland consisting of a capital contribution to GenRad Ireland consisting of not more than $6,000,000 in the aggregate Investments pursuant to this Section 8.3(j) shall not exceed twenty-five percent (25%) of Gross Asset Value;
(k) Investment the intellectual property of GenRad, Inc. purchased in Hospital Affiliates Development Corporation and Windrose Medical Properties Management, L.L.C.;
(l) Investments in Subsidiaries of Borrower which are engaged in businesses described in Section 8.3(h), (i) and (j), subject to the limits thereinNicolet Acquisition; and
Appears in 1 contract
Samples: Revolving Credit and Term Loan Agreement (Genrad Inc)
Restrictions on Investments. The Borrower and the Guarantor will notshall not make or ------------ --------------------------- permit to exist or to remain outstanding, and will not or permit any of their respective its Subsidiaries to, to make or permit to exist or to remain outstanding outstanding, any Investment except Investments inexcept:
(a) marketable Investments in Permitted Hedging Arrangements in a notional principal amount on any date reasonably related to the aggregate principal amount of Indebtedness of the Borrower accruing interest at a floating rate, and only so long as the purpose of such Investments shall be to hedge such floating-rate interest and shall not be to speculate on interest rates;
(b) Investments in commercial paper maturing in 90 days or less from the date of issuance which, at the time of acquisition by the Borrower or any of its Subsidiaries, is accorded a rating of "A1" or better by Standard & Poor's Ratings Group or "P1" or better by Xxxxx'x Investors Service, Inc. or an equivalent rating by another nationally recognized credit-rating agency of similar standing;
(c) Investments in
(i) direct obligations of, or obligations guaranteed obligations of by, the United States of America that mature within one (1) year from the date of purchase by the Borrower or Guarantor;
(b) marketable direct obligations of any of the following: Federal Home Loan Mortgage Corporation, Student Loan Marketing Association, Federal Home Loan Banks, Federal National Mortgage Association, Government National Mortgage Association, Bank for Cooperatives, Federal Intermediate Credit Banks, Federal Financing Banks, Export-Import Bank of the United States, Federal Land Banks, or any other agency or instrumentality that constitutes a full-faith- and-credit obligation of the United States of America;, in any case maturing in 12 months or less from the date of acquisition thereof, and
(cii) demand deposits, certificates repurchase agreements fully secured by underlying securities of deposit, bankers acceptances the type described in clause (i) above and time deposits issued by a bank or trust company meeting the requirements of United States banks having total assets in excess of $100,000,000(S) 7.04(d); provided, however, that the aggregate amount at any time so invested with any single bank having total assets of less than $1,000,000,000 will not exceed $200,000;-----------
(d) securities commonly known as "commercial paper" Investments in certificates of deposit maturing within six months from the date of issuance thereof (i) issued by a corporation bank or trust company organized and existing under the laws of the United States of America or any State which state thereof, having capital, surplus and undivided profits aggregating at least $500,000,000 and whose long-term certificates of deposit are, at the time of purchase are acquisition thereof by the Borrower, rated by Moody's Investors Service, Inc. "AA" or better by Standard & Poor's Corporation ax xxx xess than Ratings Group or "P 2A" if then rated or better by Moody's Xxxxx'x Investors Service, Inc., and not less than "A 2", if then ratxx xx Xtandard & Poor's Corporationor (ii) issued by any Lender;
(e) mortgageInvestments in money-backed securities guaranteed by the Government National Mortgage Association, the Federal National Mortgage Association or the Federal Home Loan Mortgage Corporation and market funds (other mortgagethan single-backed bonds which at the time of purchase are rated by Moody's Investors Service, Inc. or by Standard & Poor's Corporation ax xxx xess than "Aa" if then rated by Moody's Investors Service, Inc. and not less than "AA" if then rated xx Xxxxdard & Poor's Corporation;
(fstate funds) repurchase agreements having a term not greater than 90 days and fully secured by securities described that make investments in the foregoing subsection (a), (b) or (e) with banks described in the foregoing subsection (c) or with financial institutions or other corporations having total assets in excess of $500,000,000;
(g) shares of so-called "money market funds" registered accordance with the SEC regulations of the Securities and Exchange Commission under the Investment Company Act of 1940 which maintain a level per-share value1940, invest principally in investments described in the foregoing subsections (a) through as amended;
(f) the Borrower's investments as of the date hereof in its Subsidiaries;
(g) Investments existing on the date hereof and have total assets in excess of $50,000,000;listed on Schedule -------- 7.04; and ----
(h) subject Investments to the provisions of this Section 8.3, Investments in fee and leasehold interests in completed and operational Medical Properties and related assets associated therewith, including earnest money deposits relating thereto and transaction costs;
extent permitted by (xS) Investments in fee and leasehold interests in land with respect to which no Construction-in-Process has commenced and which land is to be used for the development of Medical Properties; provided that the Investments pursuant to this Section 8.3(i) shall not exceed in the aggregate five percent (5%) of Gross Asset Value;
(j) Investments in Construction-in-Process; provided that the aggregate Investments pursuant to this Section 8.3(j) shall not exceed twenty-five percent (25%) of Gross Asset Value;
(k) Investment in Hospital Affiliates Development Corporation and Windrose Medical Properties Management, L.L.C.;
(l) Investments in Subsidiaries of Borrower which are engaged in businesses described in Section 8.3(h7.05(a), (i) and (j), subject to the limits therein; and. -----------
Appears in 1 contract
Restrictions on Investments. The Borrower and the Guarantor will not, and will not permit any of the Guarantors or their respective Subsidiaries to, make or permit to exist or to remain outstanding any Investment except Investments in:
(a) marketable direct or guaranteed obligations of the United States of America that mature within one (1) year from the date of purchase by the Borrower or Guarantorcash and Cash Equivalents;
(b) marketable direct obligations Vacant Land owned by the Borrower and its Subsidiaries (other than Subsidiary Guarantors); provided that the aggregate Investment pursuant to this Section 7.16(b) shall not exceed two and one-half percent (2.5%) of any of the following: Federal Home Loan Mortgage Corporation, Student Loan Marketing Association, Federal Home Loan Banks, Federal National Mortgage Association, Government National Mortgage Association, Bank for Cooperatives, Federal Intermediate Credit Banks, Federal Financing Banks, Export-Import Bank of the United States, Federal Land Banks, or any other agency or instrumentality of the United States of AmericaTotal Asset Value;
(c) demand deposits, certificates fee or leasehold interests by the Borrower or its Subsidiaries in a Project which is a completed regional mall (inclusive of deposit, bankers acceptances and time deposits of adjacent retail properties) or similar retail mall property located in the United States banks having total assets in excess of $100,000,000; provided, however, that the aggregate amount at any time so invested with any single bank having total assets of less than $1,000,000,000 will not exceed $200,000and businesses and investments incidental thereto;
(d) securities commonly known as "commercial paper" issued by a corporation organized and existing under the laws Subsidiaries of the United States of America Borrower that are directly or any State indirectly one hundred percent (100%) owned by the Borrower, which at the time of purchase are rated in turn own Investments permitted by Moody's Investors Service, Inc. or by Standard & Poor's Corporation ax xxx xess than "P 2" if then rated by Moody's Investors Service, Inc., and not less than "A 2", if then ratxx xx Xtandard & Poor's Corporationthis Section 7.16;
(e) mortgagenon-backed securities guaranteed Wholly-Owned Subsidiaries and Unconsolidated Affiliates of the Borrower, which in turn own Investments permitted by the Government National Mortgage Association, the Federal National Mortgage Association or the Federal Home Loan Mortgage Corporation and other mortgage-backed bonds which at the time of purchase are rated by Moody's Investors Service, Inc. or by Standard & Poor's Corporation ax xxx xess than "Aa" if then rated by Moody's Investors Service, Inc. and not less than "AA" if then rated xx Xxxxdard & Poor's Corporation;
(f) repurchase agreements having a term not greater than 90 days and fully secured by securities described in the foregoing subsection (a), (b) or (e) with banks described in the foregoing subsection (c) or with financial institutions or other corporations having total assets in excess of $500,000,000;
(g) shares of so-called "money market funds" registered with the SEC under the Investment Company Act of 1940 which maintain a level per-share value, invest principally in investments described in the foregoing subsections (a) through (f) and have total assets in excess of $50,000,000;
(h) subject to the provisions of this Section 8.37.16, Investments in fee and leasehold interests in completed and operational Medical Properties and related assets associated therewith, including earnest money deposits relating thereto and transaction costs;
(x) Investments in fee and leasehold interests in land with respect to which no Construction-in-Process has commenced and which land is to be used for the development of Medical Properties; provided that the Investments pursuant to this Section 8.3(i) shall not exceed in the aggregate five percent (5%) of Gross Asset Value;
(j) Investments in Construction-in-Process; provided that the aggregate Investments pursuant to this Section 8.3(j) Investment therein shall not exceed twenty-five percent (25%) of Gross Total Asset Value;
(f) a Project which is the subject of an Alteration, provided that the aggregate Total Budgeted Costs for all such Alterations shall not exceed thirty percent (30%) of Total Asset Value at any time; and
(g) Investments by (x) the Parent and its Subsidiaries in the Parent or any Guarantor, (y) any Subsidiary which is not a Guarantor and is not required to be a Guarantor in any other Subsidiary which is not a Guarantor and is not required to be a Guarantor and (z) the Parent or any Guarantor in any Subsidiary which is not a Guarantor and is not required to be a Guarantor;
(h) any forgiveness of intercompany liabilities of a Subsidiary at the time of, or in contemplation of, a Disposition of such Subsidiary (or its assets) that is not prohibited by this Agreement;
(i) the write-off or write-down of intercompany liabilities in cases where the tax benefit of such a write-off or write-down to the Person making such write-of or write-down would exceed the fair market value of such intercompany liabilities to such Person, as reasonably determined by the Borrower;
(j) the performance of services customarily provided by a parent company to its Subsidiaries in the ordinary course of business on terms substantially consistent with the past practice of the Parent and its Subsidiaries and this Agreement;
(k) Investment loans or advances in Hospital Affiliates Development Corporation an amount not to exceed $50,000 in the aggregate for any individual to directors, officers, members of management and Windrose Medical Properties Managementemployees and consultants in the ordinary course of business for business-related travel, L.L.C.entertainment, relocation and other ordinary business purposes;
(l) Investments consisting of advances to tenants and other extensions of credit in the nature of accounts receivable or notes receivable arising from the grant of credit in the ordinary course of business (including, without limitation, with respect to intercompany transactions), and Investments received in satisfaction or partial satisfaction thereof from financially troubled tenants in the ordinary course of business;
(m) Investments (including debt obligations and equity interests) received in connection with the bankruptcy or reorganization of any Person and in settlement of obligations of, or other disputes with, any Persons arising in the ordinary course of business and upon foreclosure with respect to any secure Investment or other transfer of title with respect to any secured Investment;
(n) advances in an amount not to exceed $2,000,000 of payroll payments to employees in the ordinary course of business;
(o) guarantees of leases entered into in the ordinary course of business;
(p) Investments in the ordinary course of business consisting of endorsements for collection or deposit;
(q) Investments pursuant to the Brookfield Deposit Agreement and the Brookfield Guaranty Agreement; and
(r) deposits and escrows received from tenants in the ordinary course of business. Notwithstanding the foregoing, in no event shall the aggregate value of the holdings of the Borrower and its Subsidiaries of Borrower which are engaged in businesses the Investments described in Section 8.3(h7.16(b), (ie) and (j), subject to the limits therein; andf) exceed thirty percent (30%) of Total Asset Value at any time.
Appears in 1 contract
Restrictions on Investments. The Borrower and the Guarantor None of any Borrower, any Guarantor, or any Subsidiary will not, and will not permit any of their respective Subsidiaries to, make or permit to exist or to remain outstanding any Investment except Investments in:
(a) marketable direct or guaranteed obligations of the United States of America that mature within one (1) year from the date of purchase by the Borrower or Guarantorpurchase;
(b) marketable direct obligations of any of the following: Federal Home Loan Mortgage Corporation, Student Loan Marketing Association, Federal Home Loan Banks, Federal National Mortgage Association, Government National Mortgage Association, Bank for Cooperatives, Federal Intermediate Credit Banks, Federal Financing Banks, Export-Import Bank of the United States, Federal Land Banks, or any other agency or instrumentality of the United States of America;
(c) demand deposits, certificates of deposit, bankers acceptances and time deposits of United States banks having total assets in excess of $100,000,000; provided1,000,000,000 provided that any such deposits may be moved to a qualifying bank within thirty (30) days after any Borrower, however, Guarantor or Subsidiary has knowledge that the aggregate amount at any time so invested with any single depository bank having no longer has total assets in excess of less than $1,000,000,000 will not exceed $200,000such amounts;
(dc) securities commonly known as "commercial paper" issued by a corporation organized and existing under the laws of the United States of America or any State which state thereof, or in both cases any governmental subdivision, that at the time of purchase have been rated and the ratings for which are not less than "P 1" if rated by Moody's Investors Service, Inc. or by Standard & Poor's Corporation ax xxx xess than "P 2" if then rated by Moody's Investors Service, Inc.'s, and not less than "A 2", if then ratxx X 0" xx Xtandard & Poor's Corporationrated by S&P;
(d) Investments existing on the Closing Date and listed on Schedule 8.3(d) hereto;
(e) mortgageSo long as no Event of Default enumerated in ss.8.7(a)(ii) has occurred and is continuing or would occur after giving effect thereto, acquisitions of Real Estate consistent with the requirements of the fourth sentence of ss.7.7 hereof and the equity of Persons, provided (i) that within thirty (30) days after any such Investment the total assets of CRLP, CRC and their Subsidiaries, taken as a whole, shall be comprised of assets of which eighty five percent (85%) or more comply with the parameters of the fourth sentence of ss.7.7 hereof and (ii) that the Borrowers shall not permit any of their Subsidiaries which is not a Borrower or a Guarantor, or which does not become a Borrower or a Guarantor, to acquire any Unencumbered Property, and in all cases such Borrower or Guarantor shall be a wholly-backed securities guaranteed by the Government National Mortgage Association, the Federal National Mortgage Association or the Federal Home Loan Mortgage Corporation and other mortgage-backed bonds which at the time owned Subsidiary of purchase are rated by Moody's Investors Service, Inc. or by Standard & Poor's Corporation ax xxx xess than "Aa" if then rated by Moody's Investors Service, Inc. and not less than "AA" if then rated xx Xxxxdard & Poor's CorporationCRLP;
(f) repurchase agreements having a term not greater than 90 days and fully secured by securities described any Investments now or hereafter made in the foregoing subsection (a)any Borrower, (b) or (e) with banks described in the foregoing subsection (c) or with financial institutions Guarantor or other corporations having total assets Subsidiary, as identified or which will be identified from time to time in excess Schedule 8.3(f) hereto, which Schedule 8.3(f) shall be updated annually at the time of $500,000,000the delivery of the financial statements referred to in ss. 7.4(a) hereof;
(g) Investments in respect of (1) equipment, inventory and other tangible personal property acquired in the ordinary course of business, (2) current trade and customer accounts receivable for services rendered in the ordinary course of business and payable in accordance with customary trade terms, (3) advances to employees for travel expenses, drawing accounts and similar expenditures, and (4) prepaid expenses made in the ordinary course of business;
(h) any other Investments made in the ordinary course of business and consistent with past business practices;
(i) interest rate hedges in connection with Inxxxxxxness; and
(j) shares of so-called "money market funds" registered with the SEC under the Investment Company Act of 1940 which maintain a level per-share value, invest principally in investments described in marketable direct or guaranteed obligations of the foregoing subsections (a) through (f) United States of America and agencies and instrumentalities thereof, and have total assets in excess of $50,000,000;
(h) subject to the provisions of this Section 8.3, Investments in fee and leasehold interests in completed and operational Medical Properties and related assets associated therewith, including earnest money deposits relating thereto and transaction costs;
(x) Investments in fee and leasehold interests in land with respect to which no Construction-in-Process has commenced and which land is to be used for the development of Medical Properties; 50,000,000 provided that the Investments pursuant any such shares are moved to this Section 8.3(ia qualifying money market fund within thirty (30) shall not exceed days after any Borrower, Guarantor or any Subsidiary has knowledge that any money market fund no longer has total assets in the aggregate five percent (5%) excess of Gross Asset Value;
(j) Investments in Construction-in-Process; provided that the aggregate Investments pursuant to this Section 8.3(j) shall not exceed twenty-five percent (25%) of Gross Asset Value;
(k) Investment in Hospital Affiliates Development Corporation and Windrose Medical Properties Management, L.L.C.;
(l) Investments in Subsidiaries of Borrower which are engaged in businesses described in Section 8.3(h), (i) and (j), subject to the limits therein; andamount.
Appears in 1 contract
Samples: Revolving Credit Agreement (Cali Realty Corp /New/)
Restrictions on Investments. The Borrower and the Guarantor will not, and nor will not --------------------------- the Borrower permit any of their respective its Subsidiaries to, to make or permit to exist or to remain outstanding any Investment except Investments in:
(a) marketable direct or guaranteed obligations of the United States of America that mature within one (1) year from the date of purchase by the Borrower or Guarantorand repurchase obligations in respect thereof having a term of not more than thirty (30) days entered into with any United States bank having assets in excess of $1,000,000,000;
(b) marketable direct obligations of any of the following: Federal Home Loan Mortgage Corporation, Student Loan Marketing Association, Federal Home Loan Banks, Federal National Mortgage Association, Government National Mortgage Association, Bank for Cooperatives, Federal Intermediate Credit Banks, Federal Financing Banks, Export-Import Bank of the United States, Federal Land Banks, or any other agency or instrumentality of the United States of America;
(c) demand deposits, certificates of deposit, bankers acceptances and time deposits of (i) United States banks having total assets in excess of $100,000,000; provided, however, that the aggregate amount at any time so invested with any single bank 1,000,000,000 or (ii) United States banks having total assets of less than $1,000,000,000 will as long as such Investments do not remain in such banks for more than seven (7) days in amounts in excess of FDIC insurance coverage and do not exceed $200,000500,000 per bank in the aggregate at any time;
(dc) securities commonly known as "commercial paper" issued by a corporation organized and existing under the laws of the United States of America or any State which state thereof that at the time of purchase have been rated and the ratings for which are rated by Moody's Investors Service, Inc. or by Standard & Poor's Corporation ax xxx xess not less than "P 2" if then rated by Moody's Xxxxx'x Investors ServiceServices, Inc., and or not less than "A 2", " if then ratxx xx Xtandard & rated by Standard and Poor's CorporationRatings Group;
(d) Investments existing on the date hereof and listed on Schedule 10.3 hereto; -------- ----
(e) mortgage-backed securities guaranteed Investments with respect to Indebtedness permitted by (S)10.1(i) and (j) so long as such entities remain Subsidiaries of the Government National Mortgage AssociationBorrower and Guarantors and such Investments are evidenced by intercompany notes which are satisfactory to the Banks, payable to the Federal National Mortgage Association order of the Borrower and pledged to the Agent for the benefit of the Banks in the manner provided in (S)10.1(i) or the Federal Home Loan Mortgage Corporation and other mortgage-backed bonds which at the time of purchase are rated evidenced only by Moody's Investors Service, Inc. or by Standard & Poor's Corporation ax xxx xess than "Aa" if then rated by Moody's Investors Service, Inc. and not less than "AA" if then rated xx Xxxxdard & Poor's Corporationopen account;
(f) repurchase agreements having a term not greater than 90 days and fully secured Investments consisting of the Guarantees, or Investments by securities described the Borrower in Subsidiaries of the Borrower existing on the Closing Date, or Investments with respect to Indebtedness permitted by (S)10.1(o), Investments by Petro Distributing or Petro Financial in the foregoing subsection Old Notes, and Investments by Petro Distributing, Petro Financial or any other Subsidiary in respect of the Senior Notes;
(g) Investments consisting of noncash proceeds of asset dispositions permitted by (S)10.5.2;
(h) Investments consisting of loans and advances to employees for moving, entertainment, travel and other similar expenses in the ordinary course of business not to exceed $750,000 in the aggregate at any time outstanding;
(i) shares of any so-called "money market fund" provided, that -------- such fund is registered under the Investment Company Act of 1940, has net assets in excess of $100,000,000, has an investment portfolio with an average maturity of 365 days or less, and invests substantially all of its assets in Investments of the types listed in clauses (a), (b) or (e) with banks described in the foregoing subsection and (c) or with financial institutions or other corporations having total assets in excess of $500,000,000;
(g) shares of so-called "money market funds" registered with the SEC under the Investment Company Act of 1940 which maintain a level per-share value, invest principally in investments described in the foregoing subsections (a) through (f) and have total assets in excess of $50,000,000;
(h) subject to the provisions of this Section 8.3, Investments in fee and leasehold interests in completed and operational Medical Properties and related assets associated therewith, including earnest money deposits relating thereto and transaction costs;
(x) Investments in fee and leasehold interests in land with respect to which no Construction-in-Process has commenced and which land is to be used for the development of Medical Properties; provided that the Investments pursuant to this Section 8.3(i) shall not exceed in the aggregate five percent (5%) of Gross Asset Valueabove;
(j) Investments consisting of Capital Expenditures (other than Capital Expenditures in Construction-in-Process; provided that the aggregate Investments pursuant to this Section 8.3(j) shall not exceed twenty-five percent (25%) respect of Gross Asset ValueCapital Assets which are capital stock or other equity interests);
(k) Investment Investments in Hospital Affiliates Development Corporation respect of fuel price swaps, fuel price caps, fuel price collars and Windrose Medical Properties Management, L.L.C.fuel price floors and similar agreements and hedging obligations and arrangements incurred in the ordinary course of business consistent with past practices (but only to the extent done to protect against or manage the Borrower or any Subsidiary to exposure to fluctuations in fuel prices and not for speculative purposes);
(l) Investments received in settlement of obligations owed to the Borrower or any of its Subsidiaries or as a result of bankruptcy or insolvency proceedings or upon foreclosure or enforcement of any lien in favor of the Borrower which are engaged in businesses described in Section 8.3(hor any Subsidiary;
(m) Investments by the Borrower or any of its Subsidiaries not otherwise permitted hereunder, provided the aggregate amount of all such outstanding Investments does not exceed $7,500,000 at any time plus, to the extent the Borrower would be permitted to make a ---- Distribution pursuant to (S)10.4(a), the amount the Borrower would be permitted to make pursuant to (S)10.4(a) and did not otherwise make as a Distribution pursuant thereto;
(n) Investments by the Borrower or any of its Subsidiaries in either Wholly-Owned Subsidiaries or Non-Wholly Owned Subsidiaries; provided such Subsidiary has guaranteed all the Obligations of the -------- Borrower hereunder pursuant to a guaranty in form and substance satisfactory to the Agent and has granted to the Agent a first priority perfected security interest in all of its assets (subject only to Permitted Liens) to secure such Obligations pursuant to documents and agreements in form and substance satisfactory to the Agent;
(o) Investments in respect of interest rate swaps, caps, collars and similar agreements and fuel swaps in each case permitted hereunder; and
(p) Investments by the Borrower in respect of the purchase by the Borrower of the Capital Interests or assets of any Person, so long as (i) if Capital Interests such an acquisition is permitted by (S)10.5.1 hereof; (ii) such Person shall become a Wholly-Owned Subsidiary or Non-Wholly Owned Subsidiary and a Guarantor (unless such Person is an Immaterial Subsidiary), and (j), subject iii) the Loan Documents shall be amended and/or supplemented as necessary to make the limits therein; andterms and conditions of the Loan Documents applicable to such new Subsidiary.
Appears in 1 contract
Samples: Revolving Credit and Term Loan Agreement (Petro Stopping Centers L P)
Restrictions on Investments. The Borrower and the Guarantor will not, and will not permit any of their respective its Subsidiaries, other than Excluded Subsidiaries to, make or permit to exist or to remain outstanding any Investment except Investments in:
(a) marketable direct or guaranteed obligations of the United States of America that mature within one (1) year from the date of purchase by the Borrower or GuarantorBorrower;
(b) marketable direct obligations of any of the following: Federal Home Loan Mortgage Corporation, Student Loan Marketing Association, Federal Home Loan Banks, Federal National Mortgage Association, Government National Mortgage Association, Bank for Cooperatives, Federal Intermediate Credit Banks, Federal Financing Banks, Export-Import Bank of the United States, Federal Land Banks, or any other agency or instrumentality of the United States of America;
(c) demand deposits, certificates of deposit, bankers acceptances and time deposits of United States banks having total assets in excess of $100,000,000; provided, however, that the aggregate amount at any time so invested with any single bank having total assets of less than $1,000,000,000 will not exceed $200,0001,000,000,000;
(dc) securities commonly known as "commercial paper" issued by a corporation organized and existing under the laws of the United States of America or any State which state thereof that at the time of purchase have been rated and the ratings for which are rated by Moody's Investors Service, Inc. or by Standard & Poor's Corporation ax xxx xess not less than "P 21" if then as rated by Moody's Xxxxx'x Investors ServiceServices, Inc., and not less than "A 2"1" as rated by Standard and Poor's;
(d) the Investment by the Borrower in Entercitement, if then ratxx xx Xtandard & Poor's CorporationLLC, an Indiana limited liability company, in an aggregate amount not in excess of $4,950,000 and Investments existing on the Closing Date and listed on Schedule 10.3 hereto, including the Investments described elsewhere in this Section 10.3 and existing on the Closing Date;
(e) mortgage-backed securities guaranteed subject to the limitations set forth in Section 10.3(l) hereof, Investments with respect to Indebtedness permitted by Section 10.1(i) so long as such entities remain Subsidiaries of the Government National Mortgage Association, the Federal National Mortgage Association or the Federal Home Loan Mortgage Corporation and other mortgage-backed bonds which at the time of purchase are rated by Moody's Investors Service, Inc. or by Standard & Poor's Corporation ax xxx xess than "Aa" if then rated by Moody's Investors Service, Inc. and not less than "AA" if then rated xx Xxxxdard & Poor's CorporationBorrower;
(f) repurchase agreements having Investments consisting of the Guaranty or, so long as such entities remain Subsidiaries of the Borrower, Investments by the Borrower or by a term not greater Subsidiary of the Borrower, in wholly-owned direct or indirect Subsidiaries, other than 90 days and fully secured by securities described in Excluded Subsidiaries, of the foregoing subsection (a), (b) or (e) with banks described in Borrower existing on the foregoing subsection (c) or with financial institutions or other corporations having total assets in excess of $500,000,000Closing Date;
(g) shares Investments consisting of so-called "money market funds" registered with the SEC under the Investment Company Act promissory notes received as proceeds of 1940 which maintain a level per-share value, invest principally in investments described in the foregoing subsections (a) through (f) and have total assets in excess of $50,000,000asset dispositions permitted by Section 10.5 below;
(h) subject Investments (in addition to the provisions of this Section 8.3, Investments in fee and leasehold interests in completed and operational Medical Properties and related assets associated therewith, including earnest money deposits relating thereto and transaction costs;
(x) Investments in fee and leasehold interests in land with respect to which no Construction-in-Process has commenced and which land is to be used for the development of Medical Properties; provided that the Investments those permitted pursuant to this Section 8.3(iclause (j) shall below) consisting of loans and advances to executive officers and employees of the Borrower or its Subsidiaries for moving, entertainment, travel and other similar expenses in the ordinary course of business not to exceed $1,000,000 in the aggregate five percent (5%) of Gross Asset Valueat any time outstanding;
(j) Investments in Construction-in-Process; provided that the aggregate Investments pursuant to this Section 8.3(j) shall not exceed twenty-five percent (25%) of Gross Asset Value;
(k) Investment in Hospital Affiliates Development Corporation and Windrose Medical Properties Management, L.L.C.;
(l) Investments in Subsidiaries of Borrower which are engaged in businesses described in Section 8.3(h), (i) and (j), subject to the limits therein; and
Appears in 1 contract
Samples: Revolving Credit and Term Loan Agreement (Emmis Communications Corp)
Restrictions on Investments. The Borrower and the Guarantor will not, and will not permit any of their respective its Subsidiaries to, make or permit to exist or to remain outstanding any Investment except Investments in:
(a) marketable direct or guaranteed obligations of the United States of America that mature within one (1) year from the date of purchase by the Borrower or GuarantorAmerica;
(b) marketable direct obligations of any of the following: Federal Home Loan Mortgage Corporation, Student Loan Marketing Association, Federal Home Loan Banks, Federal National Mortgage Association, Government National Mortgage Association, Bank for Cooperatives, Federal Intermediate Credit Banks, Federal Financing Banks, Export-Import Bank of the United States, Federal Land Banks, or any other agency or instrumentality of the United States of America;
(c) demand deposits, certificates of deposit, bankers acceptances and time deposits of (i) United States or Canadian banks having total assets in excess of $100,000,000; provided1,000,000,000 or (ii) a commercial bank organized under the laws of any other country which is a member of the Organization for Economic Cooperation and Development (the "OECD"), howeveror a political subdivision of such country, that the aggregate amount at any time so invested with any single bank and having total assets in excess of less than $1,000,000,000 will not exceed $200,0001,000,000,000, PROVIDED that such bank is acting through a branch or agency located in the country in which its is organized or another country which is a member of the OECD;
(di) securities commonly known as "commercial paper" issued by a corporation organized and existing under the laws of the United States of America or any State denominated in Dollars which at the time of purchase have been rated and the ratings for which are not less than "P 1" if rated by Moody's Investors ServiceXxxxx'x, Inc. or and not less than "A 1" if rated by Standard & Poor's Corporation ax xxx xess S&P; and (ii) securities commonly known as "short-term bank notes" issued by any Bank denominated in Dollars which at the time of purchase have been rated and the ratings for which are not less than "P 2" if then rated by Moody's Investors Service, Inc.Xxxxx'x, and not less than "A 2", " if then ratxx xx Xtandard & Poor's Corporationrated by S&P;
(d) Investments existing on the Closing Date and listed on SCHEDULE 6.3 attached hereto;
(e) mortgageInvestments with respect to Indebtedness permitted by Section 6.1(k) hereof so long as such entities remain Subsidiaries of the Borrower;
(f) taxable or tax-backed exempt securities guaranteed by the Government National Mortgage Association, the Federal National Mortgage Association or the Federal Home Loan Mortgage Corporation and other mortgage-backed bonds which at the time of purchase have been rated and the ratings for which are not less than A 3 if rated by Moody's Investors ServiceXxxxx'x, Inc. or by Standard & Poor's Corporation ax xxx xess than "Aa" if then rated by Moody's Investors Service, Inc. and not less than "AA" A- if then rated xx Xxxxdard & Poor's Corporation;
(f) repurchase agreements having a term not greater than 90 days and fully secured by securities described in the foregoing subsection (a), (b) or (e) with banks described in the foregoing subsection (c) or with financial institutions or other corporations having total assets in excess of $500,000,000S&P;
(g) shares Investments consisting of so-called "money market funds" registered with loans and advances to employees of the SEC under Borrower or any Subsidiary of the Investment Company Act of 1940 which maintain a level per-share valueBorrower, invest principally in investments described not exceeding $1,000,000 in the foregoing subsections (a) through (f) and have total assets in excess of $50,000,000aggregate at any one time outstanding;
(h) subject options to invest in or to lease real property to be used in the provisions operations of this Section 8.3, Investments in fee and leasehold interests in completed and operational Medical Properties and related assets associated therewith, including earnest money deposits relating thereto and transaction coststhe Borrower or any Subsidiary of the Borrower;
(xi) Investments in fee and leasehold interests in land with respect to which no Construction-in-Process has commenced and which land is to be used guaranties by endorsement of negotiable instruments for the development of Medical Properties; provided that the Investments pursuant to this Section 8.3(i) shall not exceed deposit or collection or similar transactions effected in the aggregate five percent (5%) ordinary course of Gross Asset Valuebusiness;
(ji) the Borrower's or any Subsidiary's guaranty of the Indebtedness of any Guarantor or the Borrower, (ii) any other Investments by the Borrower or any Guarantor in Construction-in-Process; provided that any Guarantor or the aggregate Borrower, and (iii) any Investments pursuant to this Section 8.3(j(other than loans) shall not exceed twenty-five percent (25%) by any Subsidiary of Gross Asset Valuethe Borrower in any Guarantor or the Borrower;
(k) Investment Investments by the Borrower or any Subsidiary of the Borrower in Hospital Affiliates Development Corporation any of the Borrower's Subsidiaries (other than Guarantors), PROVIDED that the aggregate amount of (i) such Investments in, intercompany loans to and Windrose Medical Properties Managementguaranties of, L.L.C.the obligations of such Subsidiaries and (ii) Investments otherwise permitted by Section 6.3(m) hereof, shall at no time exceed 65% of the Stockholders' Equity of the Borrower, and PROVIDED, FURTHER, that the aggregate amount of Investments in, intercompany loans to and guaranties of, the obligations of each Domestic Subsidiary (other than Guarantors) shall not exceed $35,000,000 at any time;
(l) Investments by the Borrower or any Subsidiary of the Borrower to acquire any Person, PROVIDED that such acquisition is permitted under Section 6.6 hereof;
(m) Investments by the Borrower or any Subsidiary of the Borrower to acquire up to a fifty percent (50%) equity interest in Subsidiaries of Borrower which are engaged in businesses described in Section 8.3(h)another Person, PROVIDED that (i) such Person is in the same line of business as the Borrower or such Subsidiary, as applicable, (ii) the aggregate amount of (A) such Investments in such Person, (B) existing Investments made by the Borrower or any Subsidiary of the Borrower pursuant to this Section 6.3(m), and (jC) Investments otherwise permitted by Section 6.3(k) hereof, shall at no time exceed 65% of the Stockholders' Equity of the Borrower, and (iii) the consideration for such interest shall be the exchange by the Borrower or such Subsidiary as applicable, of a certain number of shares of its common stock for equity securities of the other Person and/or the payment in cash in an aggregate cash amount for any such Investment not to exceed $50,000,000; and
(n) Investments in respect of (i) loans made by the Borrower to certain of its employees and other Persons and (ii) guaranties of loans made by third parties to certain of the Borrower's employees and other Persons (such loans made by the Borrower and such loans made by third parties and guaranteed by the Borrower are referred to herein, collectively, as the "OPTION LOANS"), subject PROVIDED that (A) the aggregate principal amount of the Option Loans made and guaranteed by the Borrower during the period from October 29, 1999 through October 31, 2000 shall not exceed $30,000,000, (B) the aggregate principal amount of Option Loans made and guaranteed by the Borrower during each twelve (12) month period beginning on November 1st of each year (commencing with November 1, 2000) and ending on October 31st of the following year shall not exceed $12,000,000, and (C) the proceeds of the Option Loans will be paid by such Persons to the limits therein; andBorrower as consideration for the purchase by such Persons of Xxxxxxx.xxx stock pursuant to the Borrower's stock option and stock purchase plans.
Appears in 1 contract
Restrictions on Investments. The None of the Borrowers shall make or permit to exist or to remain outstanding any other Investment other than:
(a) Investments in obligations of the United States of America or Canada and agencies thereof and obligations guaranteed by the United States of America or Canada that are due and payable within one (1) year from the date of acquisition;
(b) certificates of deposit, time deposits, bankers' acceptances or repurchase agreements which are fully insured or are issued by commercial banks organized under the laws of the United States of America or any state thereof or Canada and having total assets in excess of $1,000,000,000;
(c) commercial paper maturing not more than nine (9) months from the date of issue, PROVIDED that, at the time of purchase, such commercial paper is not rated lower than "P-1" by Xxxxx'x or "A-1" by S & P;
(d) Investments associated with insurance policies required or allowed by state or provincial law to be posted as financial assurance for landfill closure and post-closure liabilities;
(e) Investments by any Borrower in any wholly-owned Subsidiary which is also a Borrower;
(f) Investments existing on the Effective Date and listed on SCHEDULE 8.3(F) hereto;
(g) any money market account, short-term asset management account or similar investment account maintained with one of the Lenders;
(h) loans made to employees in an aggregate amount not to exceed $2,000,000 at any time outstanding;
(i) up to $10,000,000 in Investments in the Insurance Subsidiary at any time outstanding;
(j) Existing Investments in the Excluded Subsidiaries (other than the Insurance Subsidiary) listed on SCHEDULE 8.3(F) hereto;
(k) Investments made after the Effective Date in the Cellulose Joint Venture and the Guarantor will notNew Heights Investment to the extent that the aggregate amount of such Investments does not exceed the aggregate amount of actual cash dividends and cash partnership or limited liability company distributions received by the Borrowers therefrom since the Effective Date;
(l) Investments in the form of Permitted Acquisitions permitted pursuant toss.8.4.1; and
(m) other Investments not to exceed $15,000,000 in the aggregate at any time outstanding (including, without limitation, Investments made after the Effective Date in the Cellulose Joint Venture and will not permit any the New Heights Investment in excess of their respective Subsidiaries to, actual cash dividends and partnership or limited liability company distributions received by the Borrowers from the Cellulose Joint Venture and the New Heights Investment after the Effective Date); PROVIDED; that none of the Borrowers shall make or permit to exist or to remain outstanding any Investment except Investments in:
(a) marketable direct in any Subsidiary unless both before and after giving effect thereto there does not exist a Default or guaranteed obligations Event of the United States Default and no Default or Event of America that mature within one (1) year from the date of purchase Default would be created by the Borrower or Guarantor;
(b) marketable direct obligations making of any of the following: Federal Home Loan Mortgage Corporation, Student Loan Marketing Association, Federal Home Loan Banks, Federal National Mortgage Association, Government National Mortgage Association, Bank for Cooperatives, Federal Intermediate Credit Banks, Federal Financing Banks, Export-Import Bank of the United States, Federal Land Banks, or any other agency or instrumentality of the United States of America;
(c) demand deposits, certificates of deposit, bankers acceptances and time deposits of United States banks having total assets in excess of $100,000,000; provided, however, that the aggregate amount at any time so invested with any single bank having total assets of less than $1,000,000,000 will not exceed $200,000;
(d) securities commonly known as "commercial paper" issued by a corporation organized and existing under the laws of the United States of America or any State which at the time of purchase are rated by Moody's Investors Service, Inc. or by Standard & Poor's Corporation ax xxx xess than "P 2" if then rated by Moody's Investors Service, Inc., and not less than "A 2", if then ratxx xx Xtandard & Poor's Corporation;
(e) mortgage-backed securities guaranteed by the Government National Mortgage Association, the Federal National Mortgage Association or the Federal Home Loan Mortgage Corporation and other mortgage-backed bonds which at the time of purchase are rated by Moody's Investors Service, Inc. or by Standard & Poor's Corporation ax xxx xess than "Aa" if then rated by Moody's Investors Service, Inc. and not less than "AA" if then rated xx Xxxxdard & Poor's Corporation;
(f) repurchase agreements having a term not greater than 90 days and fully secured by securities described in the foregoing subsection (a), (b) or (e) with banks described in the foregoing subsection (c) or with financial institutions or other corporations having total assets in excess of $500,000,000;
(g) shares of so-called "money market funds" registered with the SEC under the Investment Company Act of 1940 which maintain a level per-share value, invest principally in investments described in the foregoing subsections (a) through (f) and have total assets in excess of $50,000,000;
(h) subject to the provisions of this Section 8.3, Investments in fee and leasehold interests in completed and operational Medical Properties and related assets associated therewith, including earnest money deposits relating thereto and transaction costs;
(x) Investments in fee and leasehold interests in land with respect to which no Construction-in-Process has commenced and which land is to be used for the development of Medical Properties; provided that the Investments pursuant to this Section 8.3(i) shall not exceed in the aggregate five percent (5%) of Gross Asset Value;
(j) Investments in Construction-in-Process; provided that the aggregate Investments pursuant to this Section 8.3(j) shall not exceed twenty-five percent (25%) of Gross Asset Value;
(k) Investment in Hospital Affiliates Development Corporation and Windrose Medical Properties Management, L.L.C.;
(l) Investments in Subsidiaries of Borrower which are engaged in businesses described in Section 8.3(h), (i) and (j), subject to the limits therein; andsuch Investment.
Appears in 1 contract
Samples: Revolving Credit and Term Loan Agreement (Casella Waste Systems Inc)
Restrictions on Investments. The Borrower and the Guarantor will not, and will not permit any of their respective its Subsidiaries to, make or permit to exist or to remain outstanding any Investment except Investments in:
(a) marketable direct or guaranteed obligations of the United States of America that mature within one (1) year from the date of purchase by the Borrower or GuarantorBorrower;
(b) marketable direct obligations of any of the following: Federal Home Loan Mortgage Corporation, Student Loan Marketing Association, Federal Home Loan Banks, Federal National Mortgage Association, Government National Mortgage Association, Bank for Cooperatives, Federal Intermediate Credit Banks, Federal Financing Banks, Export-Import Bank of the United States, Federal Land Banks, or any other agency or instrumentality of the United States of America;
(c) demand deposits, certificates of deposit, bankers acceptances and time deposits of United States banks having total assets in excess of $100,000,000; provided1,000,000,000, however, provided that such investments are maintained in a manner consistent with the aggregate amount at any time so invested with any single bank having total assets historical cash management practices of less than $1,000,000,000 will not exceed $200,000the Borrower;
(dc) securities commonly known as "commercial paper" issued by a corporation organized and existing under the laws of the United States of America or any State which state thereof that at the time of purchase have been rated and the ratings for which are rated by Moody's Investors Service, Inc. or by Standard & Poor's Corporation ax xxx xess not less than "P 21" if then rated by Moody's Xxxxx'x Investors ServiceServices, Inc., and not less than "A 2", 1" if then ratxx xx Xtandard & rated by Standard and Poor's Corporation's;
(d) Investments existing on the date hereof and listed on Schedule 7.3 hereto;
(e) mortgage-backed securities guaranteed Investments consisting of intercompany loans and advances by (i) any Subsidiary of the Government National Mortgage Association, Borrower in any other Subsidiary of the Federal National Mortgage Association Borrower or (ii) the Federal Home Loan Mortgage Corporation and other mortgage-backed bonds which at Borrower in any Subsidiary of the time of purchase are rated by Moody's Investors Service, Inc. or by Standard & Poor's Corporation ax xxx xess than "Aa" if then rated by Moody's Investors Service, Inc. and not less than "AA" if then rated xx Xxxxdard & Poor's CorporationBorrower;
(f) repurchase agreements having a term not greater than 90 days and fully secured Investments by securities described the Borrower in the foregoing subsection (a)common stock or partnership or membership interests, (b) or (e) with banks described as applicable, of any Subsidiary of the Borrower, and by any Subsidiary of the Borrower in the foregoing subsection (c) common stock or with financial institutions partnership or membership interests, as applicable, of any other corporations having total assets in excess Subsidiary of $500,000,000the Borrower;
(g) shares Investments consisting of so-called "money market funds" registered with the SEC under the Investment Company Act seller notes received as proceeds of 1940 which maintain a level per-share value, invest principally in investments described in the foregoing subsections (a) through (f) and have total assets in excess of $50,000,000asset dispositions permitted by ss.7.5;
(h) subject Investments consisting of loans and advances to officers and employees for moving, entertainment, travel and other similar expenses in the provisions ordinary course of this Section 8.3, Investments business not to exceed $1,500,000 in fee and leasehold interests in completed and operational Medical Properties and related assets associated therewith, including earnest money deposits relating thereto and transaction coststhe aggregate at any time outstanding;
(xi) Investments in fee and leasehold interests in land with respect to which no Construction-in-Process has commenced and which land is to be used for the development of Medical Properties; provided that the Investments pursuant to this Section 8.3(i) shall not exceed in the aggregate five percent (5%) of Gross Asset ValuePermitted Acquisitions;
(j) Investments in Construction-in-Processconstituting Restricted Payments permitted by ss.7.4; provided that the aggregate Investments pursuant to this Section 8.3(j) shall not exceed twenty-five percent (25%) of Gross Asset Value;and
(k) Investment in Hospital Affiliates Development Corporation and Windrose Medical Properties Management, L.L.C.;
(l) other Investments in Subsidiaries of Borrower which are engaged an amount not to exceed $15,000,000 in businesses described in Section 8.3(h), (i) and (j), subject to the limits therein; andaggregate after the Closing Date.
Appears in 1 contract
Restrictions on Investments. The Borrower and the Guarantor will not, and will not permit any of their respective its Subsidiaries to, make or permit to exist or to remain outstanding any Investment except Investments in:
(a) marketable direct or guaranteed obligations of the United States of America that mature within one (1) year from the date of purchase by the Borrower or GuarantorBorrower;
(b) marketable direct obligations of any of the following: Federal Home Loan Mortgage Corporation, Student Loan Marketing Association, Federal Home Loan Banks, Federal National Mortgage Association, Government National Mortgage Association, Bank for Cooperatives, Federal Intermediate Credit Banks, Federal Financing Banks, Export-Import Bank of the United States, Federal Land Banks, or any other agency or instrumentality of the United States of America;
(c) demand deposits, certificates of deposit, bankers bankers' acceptances and time deposits of United States banks having total assets in excess of $100,000,000; provided, however, that the aggregate amount at any time so invested with any single bank having total assets of less than $1,000,000,000 will not exceed $200,0001,000,000,000;
(dc) securities commonly known as "commercial paperCOMMERCIAL PAPER" issued by a corporation organized and existing under the laws of the United States of America or any State which state thereof that at the time of purchase have been rated and the ratings for which are not less than "P 1" if rated by Moody's Investors Service, Inc. or by Standard & Poor's Corporation ax xxx xess than "P 2" if then rated by Moody's Investors Service, Inc.'s, and not less than "A 2"1" if rated by S&P; -52-
(d) Investments existing on the date hereof and listed on SCHEDULE 9.3 hereto and [Investments made in connection with the Borrower's Investment Policy Guideline, if then ratxx xx Xtandard & Poor's Corporationprovided, notwithstanding such Investment Policy Guidelines, the Borrower shall not be permitted to make any Investment in any Subsidiary which is not a Guarantor unless expressly permitted by Section 9.3(e)(iii) hereof);
(e) mortgage-backed securities guaranteed Investments with respect to (i) Indebtedness permitted by Section 9.1(f) so long as such entities remain Subsidiaries of the Government National Mortgage Association, the Federal National Mortgage Association or the Federal Home Loan Mortgage Corporation Borrower and other mortgage-backed bonds which at the time of purchase are rated Guarantors hereunder; (ii) Indebtedness permitted by Moody's Investors Service, Inc. or Section 9.1(g) and (iii) Indebtedness permitted by Standard & Poor's Corporation ax xxx xess than "Aa" if then rated by Moody's Investors Service, Inc. and not less than "AA" if then rated xx Xxxxdard & Poor's CorporationSection 9.1(h);
(f) repurchase agreements having Investments consisting of the Guaranty or Investments by the Borrower in Guarantors, so long as such Guarantors remain a term not greater than 90 days Guarantor hereunder and fully secured by securities described in a Subsidiary of the foregoing subsection (a), (b) or (e) with banks described in the foregoing subsection (c) or with financial institutions or other corporations having total assets in excess of $500,000,000Borrower;
(g) shares Investments consisting of so-called "money market funds" registered promissory notes received as proceeds of asset dispositions permitted by Section 9.5.2 and Investments consisting of a Permitted Acquisition to the extent made in accordance with the SEC under the Investment Company Act of 1940 which maintain a level per-share value, invest principally in investments described in the foregoing subsections (a) through (f) and have total assets in excess of $50,000,000Section 9.5.1;
(h) subject Investments consisting of loans and advances to employees for moving, entertainment, travel and other similar expenses in the provisions ordinary course of this Section 8.3, Investments in fee and leasehold interests in completed and operational Medical Properties and related assets associated therewith, including earnest money deposits relating thereto and transaction costs;
(x) Investments in fee and leasehold interests in land with respect business not to which no Construction-in-Process has commenced and which land is to be used for the development of Medical Properties; provided that the Investments pursuant to this Section 8.3(i) shall not exceed $500,000 in the aggregate five percent (5%) of Gross Asset Value;at any time outstanding; and
(ji) Investments in Construction-in-Process; provided that consisting of the aggregate Investments pursuant to this Section 8.3(j) shall not exceed twenty-five percent (25%) repurchase by the Borrower or any of Gross Asset Value;
(k) Investment in Hospital Affiliates Development Corporation and Windrose Medical Properties Management, L.L.C.;
(l) Investments in its Subsidiaries of Borrower which are engaged the Capital Stock of the Borrower, PROVIDED, unless waived in businesses described in Section 8.3(h)writing by the Required Lenders prior to such repurchase, (i) no Default or Event of Default has occurred and is continuing or would exist as a result of such purchase; (ii) the Borrower has no Revolving Credit Loans outstanding both immediately prior to and after giving effect to such repurchase; and (j), subject iii) the Borrower has demonstrated to the limits therein; andsatisfaction of the Administrative Agent that the Borrower's Unencumbered Cash is not less than $10,000,000.
Appears in 1 contract
Restrictions on Investments. The Borrower and the Guarantor Parent will not, and will not permit any of their respective its Subsidiaries to, make or permit to exist or to remain outstanding any Investment except Investments in:
(a) marketable direct or guaranteed obligations of the United States of America that mature within one (1) year from the date of purchase by the Borrower or GuarantorBorrower;
(b) marketable direct obligations of any of the following: Federal Home Loan Mortgage Corporation, Student Loan Marketing Association, Federal Home Loan Banks, Federal National Mortgage Association, Government National Mortgage Association, Bank for Cooperatives, Federal Intermediate Credit Banks, Federal Financing Banks, Export-Import Bank of the United States, Federal Land Banks, or any other agency or instrumentality of the United States of America;
(c) demand deposits, certificates of deposit, bankers bank acceptances and time deposits of United States banks having total assets in excess of $100,000,000; provided, however, that 1,000,000,000 and any obligations issued by any state of the aggregate amount at United States of America or any time so invested with political subdivision of any single bank having total assets of such state or any public instrumentality thereof which are rated and the ratings for which are not less than $1,000,000,000 will not exceed $200,000"Aaa" if rated by Moody's or "AAA" if rated by S&P;
(di) securities commonly known as "commercial paper" issued by a corporation organized and existing under the laws of the United States of America or any State which state thereof that at the time of purchase have been rated and the ratings for which are not less than "P 1" if rated by Moody's Investors Service, Inc. or by Standard & Poor's Corporation ax xxx xess than "P 2" if then rated by Moody's Investors Service, Inc.'s, and not less than "A 2", if then ratxx 0" xx Xtandard & Poor's Corporation;
(e) mortgage-backed securities guaranteed by the Government National Mortgage Association, the Federal National Mortgage Association or the Federal Home Loan Mortgage Corporation and other mortgage-backed bonds which at the time of purchase are rated by Moody's Investors ServiceS&P and (ii) shares with any so-called "money market fund" provided that such fund is registered under the Investment Company Act of 1940, Inc. has net assets of at least $100,000,000, has an investment portfolio with an average maturity of 30 days or by Standard & Poor's Corporation ax xxx xess than less, is not considered to be a "Aahigh yield" if then rated by Moody's Investors Servicefund, Inc. and not less than "AA" if then rated xx Xxxxdard & Poor's Corporation;
(f) repurchase agreements having a term not greater than 90 days and fully secured by securities described invests substantially all of its assets in Investments of the foregoing subsection type listed in clauses (a), (b) or and (c)(i) above;
(d) Investments existing on the date hereof and listed on Schedule 8.3(d) hereto;
(e) Investments with banks described respect to Indebtedness permitted by (i) ss.8.1(d) so long as such entities remain Subsidiaries of the Parent and (ii) ss.8.1(h) so long as such entities remain Subsidiaries of the Parent and a Borrower or a Guarantor hereunder;
(f) Investments consisting of the Guaranty or Investments by the Parent, any Borrower or Guarantor in the foregoing subsection Domestic Borrower or Guarantor (cother than the Parent) or with financial institutions or other corporations having total assets so long as such Person in excess of $500,000,000which such Investment is made is either the Domestic Borrower or, as the case may be, a Guarantor hereunder existing on the Closing Date;
(g) shares Investments consisting of so-called "money market funds" registered with the SEC under the Investment Company Act promissory notes received as proceeds of 1940 which maintain a level per-share value, invest principally in investments described in the foregoing subsections (a) through (f) and have total assets in excess of $50,000,000asset dispositions permitted byss.8.5.2;
(h) subject (i) an initial Investment of $7,800,000 in a joint venture to be entered into by the Domestic Borrower with Shida Pipe for the purpose of manufacturing flexible connection and related plumbing equipment and (ii) other Investments (other than Investments as of the Closing Date listed on Schedule 8.3(h) hereto and the initial Investment referenced in clause (i) above), in joint ventures in lines of business that are the same or similar to the provisions line of this Section 8.3business in which the Parent is engaged, Investments not to exceed $25,000,000 in fee and leasehold interests in completed and operational Medical Properties and related assets associated therewith, including earnest money deposits relating thereto and transaction coststhe aggregate at any time outstanding;
(xi) Investments in fee and leasehold interests in land with respect to which no Construction-in-Process has commenced and which land is to be used for the development of Medical Properties; provided that the Investments pursuant to this Section 8.3(i) shall not exceed in the aggregate five percent (5%) of Gross Asset ValuePermitted Acquisitions;
(j) Investments consisting of (i) loans and advances to employees for moving, entertainment, travel and other similar expenses in Constructionthe ordinary course of business and (ii) loans to employees of the Parent pursuant to the terms of the Parent's non-in-Processqualified stock option plan, secured by pledges of the stock of the Parent owned by such employee; provided that the aggregate outstanding amount of such Investments permitted pursuant to this Section 8.3(jss.8.3(j) shall not exceed twenty-five percent (25%) of Gross Asset Value;$3,000,000 at any time; and
(k) a one-time Investment by any Borrower in Hospital Affiliates Development Corporation and Windrose Medical Properties ManagementWatts Germany (whether directxx xx indirectly through another Borrower) in the form of either an intercompany loan or a capital contribution in an amount not to exceed the Dollar Equivalent of 20,000,000e, L.L.C.;
(l) Investments in Subsidiaries of Borrower which are engaged in businesses described in Section 8.3(h), provided that (i) such amount is used by Watts Germany toward the retirement xx xxisting Indebtedness and (j)ii) Watts Germany remains a Subsidiary xx xxe Parent; provided, subject however, notwithstanding anything to the limits therein; andcontrary contained herein, all Investments made pursuant to this ss.8.3 must be permitted to be made pursuant to the Senior Note Indenture (or any indenture or other agreement governing any Replacement Indenture Debt).
Appears in 1 contract
Restrictions on Investments. The Borrower None of the Lessees and the Guarantor Guarantors will, nor will not, and will not permit any of their respective its Subsidiaries to, make or permit to exist or to remain outstanding any Investment except Investments in:
(a) marketable direct or guaranteed obligations of the United States of America (or any agency thereof to the extent such obligations are backed by the full faith and credit of the United States of America) that mature within one (1) year from the date of purchase by the Borrower such Lessee or such Guarantor;
(b) marketable direct obligations of any of the following: Federal Home Loan Mortgage Corporation, Student Loan Marketing Association, Federal Home Loan Banks, Federal National Mortgage Association, Government National Mortgage Association, Bank for Cooperatives, Federal Intermediate Credit Banks, Federal Financing Banks, Export-Import Bank of the United States, Federal Land Banks, or any other agency or instrumentality of the United States of America;
(c) demand deposits, certificates of deposit, bankers bank acceptances and time deposits maturing within 180 days from the date of purchase thereof of (i) United States banks having total assets in excess of $100,000,000; provided1,000,000,000 or (ii) a commercial bank organized under the laws of any other country which is a member of the Organization for Economic Cooperation and Development (the "OECD"), howeveror a political subdivision of such country, that the aggregate amount at any time so invested with any single bank and having total assets in excess of less than $1,000,000,000 will not exceed $200,0001,000,000,000, provided that such bank is acting through a branch or agency located in the country in which it is organized or another country which is a member of the OECD;
(dc) securities commonly known as "commercial paper" issued by a corporation organized and existing under denominated in Dollars maturing within 180 days from the laws date of the United States of America or any State which purchase thereof that at the time of purchase have been rated and the ratings for which are not less than "P1" if rated by Moody's Investors Service, Inc. or by Standard & Poor's Corporation ax xxx xess than "P 2" if then rated by Moody's Investors Service, Inc.'s, and not less than "A 2", A1" if then ratxx xx Xtandard & Poor's Corporationrated by S&P;
(ed) mortgage-backed securities guaranteed by the Government National Mortgage Association, the Federal National Mortgage Association money market mutual funds denominated in an Optional Currency in countries in which BGI or the Federal Home Loan Mortgage Corporation and other mortgage-backed bonds any of its Subsidiaries operates a business provided that (i) each such fund in which at the time BGI or any of purchase are rated by Moody's Investors Service, Inc. or by Standard & Poor's Corporation ax xxx xess than "Aa" if then rated by Moody's Investors Service, Inc. and its Subsidiaries makes an Investment has assets of not less than "AA" if then rated xx Xxxxdard & Poor's Corporation;
$50,000,000 and (fii) repurchase agreements having a term not greater than 90 days and fully secured the proportional Investment in each such fund by securities described in the foregoing subsection (a), (b) BGI or (e) with banks described in the foregoing subsection (c) or with financial institutions or other corporations having total assets in excess of $500,000,000;
(g) shares of so-called "money market funds" registered with the SEC under the Investment Company Act of 1940 which maintain a level per-share value, invest principally in investments described in the foregoing subsections (a) through (f) and have total assets in excess of $50,000,000;
(h) subject to the provisions of this Section 8.3, Investments in fee and leasehold interests in completed and operational Medical Properties and related assets associated therewith, including earnest money deposits relating thereto and transaction costs;
(x) Investments in fee and leasehold interests in land with respect to which no Construction-in-Process has commenced and which land is to be used for the development of Medical Properties; provided that the Investments pursuant to this Section 8.3(i) shall such Subsidiary does not exceed in the aggregate five percent (5%) of Gross Asset Valuethe aggregate amount of all Investments in such fund;
(e) Investments existing on the Documentation Date and listed on Schedule 5.18 hereto;
(f) Investments consisting of loans and advances to employees (i) for moving, entertainment, travel and other similar expenses in the ordinary course of business and (ii) for any other purpose, with such Investments under this clause (ii) not to exceed $10,000,000 in the aggregate principal amount at any time outstanding;
(g) trade credit extended on usual and customary terms in the ordinary course of business;
(h) Investments by BGI in any Subsidiary of BGI or by any Subsidiary of BGI in BGI or another Subsidiary of BGI, provided (i) any loans or advances are unsecured and are evidenced by intercompany notes and (ii) before and after giving effect to such Investment, the Lessees and the Guarantors are in compliance with the Obligor Group Requirement;
(i) Acquisitions provided (i) no Default or Event of Default has occurred and is continuing or would result therefrom, (ii) the assets or business subject to such Acquisition is in substantially the same or a similar type of business as BGI and its Subsidiaries, (iii) the Board of Directors and (if required by applicable law) the shareholders of any Person to be acquired has approved the terms of the Acquisition, and (iv) BGI delivers to the Lenders on or before the date on which it or any of its Subsidiaries agrees to or consummates any Acquisition a Compliance Certificate and pro forma financial statements, in form and substance satisfactory to the Agent, showing that on a pro forma basis no Default or Event of Default will occur under Sections 5.30 through 5.33 or with respect to the Obligor Group Requirement over the 12 month period following the effective date of the Acquisition, based on reasonable projections of the financial performance of the Lessees and the Guarantors;
(j) Investments in Construction-in-Process; constituting Permitted Joint Venture Activity, provided that the aggregate Investments pursuant to this Section 8.3(j) shall not exceed twenty-five percent (25%) no Default or Event of Gross Asset ValueDefault has occurred and is continuing or would result therefrom;
(k) Investment repurchases of BGI's common stock in Hospital Affiliates Development Corporation and Windrose Medical Properties Management, L.L.C.accordance with Section 5.19;
(l) guarantees of any obligation of landlord of a Lessee or a Guarantor to the extent that the obligations relate to funds arranged by a Lessee or a Guarantor and used to finance or refinance any stores of a Lessee or a Guarantor and such funds are intended to be repaid through lease payments of a Lessee or a Guarantor; and
(m) Investments in Subsidiaries respect of Borrower which are engaged in businesses described in Section 8.3(h), (i) Hedging Agreements entered into for hedging purposes only and (j), subject to the limits therein; andnot for speculation.
Appears in 1 contract
Samples: Master Agreement (Borders Group Inc)
Restrictions on Investments. The Borrower and the Guarantor will not, and will not permit any of their respective its Subsidiaries to, make or permit to exist or to remain outstanding any Investment except Investments in:
(a) marketable direct or guaranteed obligations of the United States of America or any country in which any Foreign Subsidiary existing on the Closing Date was organized, in each case that mature within one (1) year from the date of purchase by the Borrower or GuarantorBorrower;
(b) marketable direct obligations of any of the following: Federal Home Loan Mortgage Corporation, Student Loan Marketing Association, Federal Home Loan Banks, Federal National Mortgage Association, Government National Mortgage Association, Bank for Cooperatives, Federal Intermediate Credit Banks, Federal Financing Banks, Export-Import Bank of the United States, Federal Land Banks, or any other agency or instrumentality of the United States of America;
(c) demand deposits, certificates of deposit, bankers acceptances and time deposits of United States banks and banks of a country in which any Foreign Subsidiary existing on the Closing Date was organized, in each case having total assets in excess of $100,000,000; provided, however, that the aggregate amount at any time so invested with any single bank having total assets of less than $1,000,000,000 will not exceed $200,0001,000,000,000;
(dc) securities commonly known as "“commercial paper" ” issued by a corporation organized and existing under the laws of the United States of America or any State which state thereof that at the time of purchase have been rated and the ratings for which are not less than “P 1” if rated by Moody's Investors Service, Inc. or by Standard & Poor's Corporation ax xxx xess than "P 2" if then rated by Moody's Investors Service, Inc.Xxxxx’x, and not less than "“A 2", 1” if then ratxx xx Xtandard & Poor's Corporationrated by S&P;
(d) Investments existing on the date hereof and listed on Schedule 9.3 hereto;
(e) mortgage-backed securities guaranteed Investments with respect to Indebtedness permitted by §9.1(f) so long as such entities remain Subsidiaries of the Government National Mortgage Association, the Federal National Mortgage Association or the Federal Home Loan Mortgage Corporation Borrower and other mortgage-backed bonds which at the time of purchase are rated by Moody's Investors Service, Inc. or by Standard & Poor's Corporation ax xxx xess than "Aa" if then rated by Moody's Investors Service, Inc. and not less than "AA" if then rated xx Xxxxdard & Poor's Corporationremain a Guarantor hereunder;
(f) Investments consisting of the Guaranty or Investments by the Borrower in Guarantors and Investments by a Guarantor in the Borrower or another Guarantor, in each case so long as such Guarantor remains a Subsidiary of the Borrower and a Guarantor hereunder;
(g) Investments consisting of promissory notes, deferred payment obligations or similar arrangements received as proceeds of asset dispositions permitted by §9.5.2;
(h) Investments (i) with respect to Indebtedness permitted by §9.1(g) so long as such entities remain Subsidiaries of the Borrower and so long as such Investments are in the form of an intercompany loan, with the note evidencing such loan being pledged to the Agent; and (ii) consisting of equity contributions made for the purpose of forming new Foreign Subsidiaries so long as the aggregate amount of such equity contributions is not in an amount which exceeds that amount required by law to avoid thin capitalization rules in the applicable jurisdictions, provided, that the aggregate amount of all Investments made pursuant to this §9.3(h) does not exceed $2,500,000 at any time;
(i) Investments consisting of a Permitted Acquisition; and
(j) Investments consisting of repurchase agreements having obligations with a term of not greater more than 90 seven (7) days and fully secured by for underlying securities of the types described in the foregoing subsection paragraphs (a), (b) or (e) with banks described in the foregoing subsection and (c) or with financial institutions or other corporations having total assets in excess of $500,000,000;
(g) shares of so-called "money market funds" registered above. provided, however, that, with the SEC under the Investment Company Act exception of 1940 which maintain a level per-share value, invest principally demand deposits referred to in investments described in the foregoing subsections (a) through (f§9.3(b) and loans and advances referred to in §9.3(h), such Investments will be considered Investments permitted by this §9.3 only if all actions have total assets in excess of $50,000,000;
(h) subject been taken to the provisions reasonable satisfaction of this Section 8.3the Agent to provide to the Agent, Investments in fee and leasehold interests in completed and operational Medical Properties and related assets associated therewith, including earnest money deposits relating thereto and transaction costs;
(x) Investments in fee and leasehold interests in land with respect to which no Construction-in-Process has commenced and which land is to be used for the development benefit of Medical Properties; provided that the Banks and the Agent, a first priority perfected security interest in all of such Investments pursuant to this Section 8.3(i) shall not exceed in the aggregate five percent (5%) free of Gross Asset Value;
(j) Investments in Construction-in-Process; provided that the aggregate Investments pursuant to this Section 8.3(j) shall not exceed twenty-five percent (25%) of Gross Asset Value;
(k) Investment in Hospital Affiliates Development Corporation and Windrose Medical Properties Management, L.L.C.;
(l) Investments in Subsidiaries of Borrower which are engaged in businesses described in Section 8.3(h), (i) and (j), subject to the limits therein; andall Liens other than Permitted Liens.
Appears in 1 contract
Restrictions on Investments. The Borrower and None of the Guarantor will not, and will not permit any of their respective Subsidiaries to, Borrowers shall make or permit to exist or to remain outstanding any other Investment except Investments inother than:
(a) marketable direct or guaranteed Investments in obligations of the United States of America or Canada and agencies thereof and obligations guaranteed by the United States of America or Canada that mature are due and payable within one (1) year from the date of purchase by the Borrower or Guarantoracquisition;
(b) marketable direct obligations of any of the following: Federal Home Loan Mortgage Corporation, Student Loan Marketing Association, Federal Home Loan Banks, Federal National Mortgage Association, Government National Mortgage Association, Bank for Cooperatives, Federal Intermediate Credit Banks, Federal Financing Banks, Export-Import Bank of the United States, Federal Land Banks, or any other agency or instrumentality of the United States of America;
(c) demand deposits, certificates of deposit, bankers time deposits, bankers’ acceptances and time deposits of United States banks having total assets in excess of $100,000,000; provided, however, that the aggregate amount at any time so invested with any single bank having total assets of less than $1,000,000,000 will not exceed $200,000;
(d) securities commonly known as "commercial paper" or repurchase agreements which are fully insured or are issued by a corporation commercial banks organized and existing under the laws of the United States of America or any State which at the time of purchase are rated by Moody's Investors Service, Inc. state thereof or by Standard & Poor's Corporation ax xxx xess than "P 2" if then rated by Moody's Investors Service, Inc., Canada and not less than "A 2", if then ratxx xx Xtandard & Poor's Corporation;
(e) mortgage-backed securities guaranteed by the Government National Mortgage Association, the Federal National Mortgage Association or the Federal Home Loan Mortgage Corporation and other mortgage-backed bonds which at the time of purchase are rated by Moody's Investors Service, Inc. or by Standard & Poor's Corporation ax xxx xess than "Aa" if then rated by Moody's Investors Service, Inc. and not less than "AA" if then rated xx Xxxxdard & Poor's Corporation;
(f) repurchase agreements having a term not greater than 90 days and fully secured by securities described in the foregoing subsection (a), (b) or (e) with banks described in the foregoing subsection (c) or with financial institutions or other corporations having total assets in excess of $500,000,0001,000,000,000;
(c) commercial paper maturing not more than nine (9) months from the date of issue, provided that, at the time of purchase, such commercial paper is not rated lower than “P-1” by Xxxxx’x or “A-1” by S&P;
(d) Investments associated with insurance policies required or allowed by state or provincial law to be posted as financial assurance for landfill closure and post-closure liabilities;
(e) Investments by any Borrower in any wholly-owned Subsidiary which is also a Borrower;
(f) Investments existing on the Effective Date and listed on Schedule 8.3(f) hereto;
(g) shares of so-called "any money market funds" registered account, short-term asset management account or similar investment account maintained with one of the SEC under the Investment Company Act of 1940 which maintain a level per-share value, invest principally in investments described in the foregoing subsections (a) through (f) and have total assets in excess of $50,000,000Lenders;
(h) subject loans made to the provisions of this Section 8.3, Investments employees in fee and leasehold interests in completed and operational Medical Properties and related assets associated therewith, including earnest money deposits relating thereto and transaction costsan aggregate amount not to exceed $2,000,000 at any time outstanding;
(xi) up to $10,000,000 in Investments in fee and leasehold interests in land with respect to which no Construction-in-Process has commenced and which land is to be used for the development of Medical Properties; provided that the Investments pursuant to this Section 8.3(i) shall not exceed in the aggregate five percent (5%) of Gross Asset ValueInsurance Subsidiary at any time outstanding;
(j) Existing Investments in Construction-in-Process; provided that the aggregate Investments pursuant to this Section 8.3(jExcluded Subsidiaries (other than the Insurance Subsidiary) shall not exceed twenty-five percent (25%listed on Schedule 8.3(f) of Gross Asset Valuehereto;
(k) Investments made after the Effective Date in the Cellulose Joint Venture and the New Heights Investment in Hospital Affiliates Development Corporation to the extent that the aggregate amount of such Investments does not exceed the aggregate amount of actual cash dividends and Windrose Medical Properties Management, L.L.C.cash partnership or limited liability company distributions received by the Borrowers therefrom since the Effective Date;
(l) Investments in Subsidiaries the form of Borrower which are engaged in businesses described in Section 8.3(h), (i) and (j), subject Permitted Acquisitions permitted pursuant to the limits therein§8.4.1; and
(m) other Investments not to exceed $15,000,000 in the aggregate at any time outstanding (including, without limitation, Investments made after the Effective Date in the Cellulose Joint Venture and the New Heights Investment in excess of actual cash dividends and partnership or limited liability company distributions received by the Borrowers from the Cellulose Joint Venture and the New Heights Investment after the Effective Date);
Appears in 1 contract
Samples: Revolving Credit and Term Loan Agreement (Casella Waste Systems Inc)
Restrictions on Investments. The Borrower and the Guarantor will not, and will not permit any of their respective its Subsidiaries to, make or permit to exist or to remain outstanding any Investment except Investments inexcept:
(a) Investments by the Borrower or its Subsidiaries in marketable direct or guaranteed obligations of the United States of America that mature within one (1) year from the date of purchase by the Borrower or GuarantorBorrower;
(b) marketable direct obligations of any of Investments by the following: Federal Home Loan Mortgage Corporation, Student Loan Marketing Association, Federal Home Loan Banks, Federal National Mortgage Association, Government National Mortgage Association, Bank for Cooperatives, Federal Intermediate Credit Banks, Federal Financing Banks, Export-Import Bank of the United States, Federal Land Banks, Borrower or any other agency or instrumentality of the United States of America;
(c) its Subsidiaries in demand deposits, certificates of deposit, Eurodollar deposits, bankers acceptances and time deposits of United States banks having total assets in excess of $100,000,000; provided1,000,000,000, however, that the aggregate amount at any time so invested with any single bank having total assets or foreign subsidiaries of less than $1,000,000,000 will not exceed $200,000such banks;
(dc) Investments by the Borrower or its Subsidiaries in securities commonly known as "commercial paper" issued by a corporation organized and existing under the laws of the United States of America or any State which state thereof that at the time of purchase have been rated and the ratings for which are not less than "P 1" if rated by Moody's Investors ServiceMoodx'x Xxxestors Services, Inc. or Inc., and not less than "A 1" if rated by Standard & and Poor's Corporation ax xxx xess Ratings Group or, so long as no Obligations are 84 -76- outstanding, not less than "P 2" if then rated by Moody's Investors ServiceMoodx'x Xxxestors Services, Inc., and not less than "A 2", " if then ratxx xx Xtandard & rated by Standard and Poor's CorporationRatings Group;
(d) Investments by the Borrower or its Subsidiaries in debt of any state or political subdivision that is rated "A" or better and due within one (1) year from the date of purchase by the Borrower or its Subsidiaries;
(e) mortgage-backed securities guaranteed Investments by the Government National Mortgage Association, Borrower or its Subsidiaries in repurchase agreements secured by any one or more of the Federal National Mortgage Association or the Federal Home Loan Mortgage Corporation and other mortgage-backed bonds which at the time of purchase are rated by Moody's Investors Service, Inc. or by Standard & Poor's Corporation ax xxx xess than "Aa" if then rated by Moody's Investors Service, Inc. and not less than "AA" if then rated xx Xxxxdard & Poor's Corporationforegoing;
(f) repurchase agreements having a term not greater than 90 days Investments existing on the date hereof and fully secured by securities described in the foregoing subsection (a), (b) or (e) with banks described in the foregoing subsection (c) or with financial institutions or other corporations having total assets in excess of $500,000,000listed on SCHEDULE 9.3 hereto;
(g) Investments with respect to Indebtedness permitted by Section 9.1(k) so long as such entities remain Subsidiaries of the Borrower and Guarantors hereunder;
(h) Investments consisting of non-cash consideration received as proceeds of asset dispositions permitted by Section 9.6;
(i) Investments by the Borrower or its Subsidiaries in shares of any so-called "money market funds" fund", PROVIDED that such fund is registered with the SEC under the Investment Company Act of 1940 which maintain a level per-share value1940, invest principally in investments described in the foregoing subsections (a) through (f) has net assets of at least $500,000,000 and have total assets in excess has an investment portfolio with an average maturity of $50,000,000;
(h) subject to the provisions of this Section 8.3, Investments in fee and leasehold interests in completed and operational Medical Properties and related assets associated therewith, including earnest money deposits relating thereto and transaction costs;
(x) Investments in fee and leasehold interests in land with respect to which no Construction-in-Process has commenced and which land is to be used for the development of Medical Properties; provided that the Investments pursuant to this Section 8.3(i) shall not exceed in the aggregate five percent (5%) of Gross Asset Value365 days or less;
(j) Investments by the Borrower or its Subsidiaries in Construction-in-Process; provided that securities of any Person acquired in full or partial satisfaction of liabilities of said Person to the aggregate Investments pursuant Borrower, in a workout or a bankruptcy or insolvency proceeding with respect to this Section 8.3(j) shall not exceed twenty-five percent (25%) of Gross Asset Valuesuch Person;
(k) Investment Investments by the Borrower or its Subsidiaries in Hospital Affiliates Development Corporation and Windrose Medical Properties Managementinterest rate swaps, L.L.C.caps, collars or similar arrangements or foreign currency exchange transactions entered into in connection with respect to Indebtedness permitted under this Agreement or commodities hedgxx;
(l) Investments permitted by Section 9.5;
(m) Investments consisting of deposits provided to third parties with respect to leases or utilities in the ordinary course of business;
(n) Investments by the Borrower or its Subsidiaries in advances to officers or employees for travel or other expenses incurred in the ordinary course of conducting company business not in excess of $250,000 at any time; and
(o) Investments by the Borrower which are engaged in businesses described or its Subsidiaries consisting of purchases and acquisitions of inventory, supplies, materials and equipment or licenses or leases of intellectual property otherwise not prohibited hereunder. PROVIDED, HOWEVER, that, if an Event of Default shall have occurred and be continuing, upon request by the Administrative Agent, with respect to all Investments other than demand deposits referred to in Section 8.3(h9.3(b), (i) and (j), subject to the limits therein; andInvestments other than short term Investments listed on SCHEDULE 85 -77-
Appears in 1 contract
Samples: Revolving Credit Agreement (Republic Technologies International Holdings LLC)
Restrictions on Investments. The Borrower Borrowers and the Guarantor Guarantors will not, and will not permit any of their respective the Unrestricted Subsidiaries to, make or permit to exist or to remain outstanding any Investment except Investments in:
(a) marketable direct or guaranteed obligations of the United States of America that mature within one (1) year from the date of purchase by the Borrower or Guarantorsuch Person;
(b) marketable direct obligations of any of the following: Federal Home Loan Mortgage Corporation, Student Loan Marketing Association, Federal Home Loan Banks, Federal National Mortgage Association, Government National Mortgage Association, Bank for Cooperatives, Federal Intermediate Credit Banks, Federal Financing Banks, Export-Import Bank of the United States, Federal Land Banks, or any other agency or instrumentality of the United States of America;
(c) demand deposits, certificates of deposit, bankers acceptances and time deposits of United States banks having total assets in excess of $100,000,000; providedPROVIDED, howeverHOWEVER, that the aggregate amount at any time so invested with any single bank having total assets of less than $1,000,000,000 will not exceed $200,000;
(d) securities commonly known as "commercial paper" issued by a corporation organized and existing under the laws of the United States of America or any State which at the time of purchase are rated by Moody's Xxxxx'x Investors Service, Inc. or by Standard & Poor's Corporation ax xxx xess at not less than "P 2" if then rated by Moody's Xxxxx'x Investors Service, Inc., and not less than "A 2", if then ratxx xx Xtandard rated by Standard & Poor's Corporation;
(e) mortgage-backed securities guaranteed by the Government National Mortgage Association, the Federal National Mortgage Association or the Federal Home Loan Mortgage Corporation and other mortgage-backed bonds which at the time of purchase are rated by Moody's Xxxxx'x Investors Service, Inc. or by Standard & Poor's Corporation ax xxx xess at not less than "AaAA" if then rated by Moody's Xxxxx'x Investors Service, Inc. and not less than "AA" if then rated xx Xxxxdard by Standard & Poor's Corporation;
(f) repurchase agreements having a term not greater than 90 days and fully secured by securities described in the foregoing subsection (a), (b) or (e) with banks described in the foregoing subsection (c) or with financial institutions or other corporations having total assets in excess of $500,000,000;
(g) shares of so-called "money market funds" registered with the SEC under the Investment Company Act of 1940 which maintain a level per-share value, invest principally in investments described in the foregoing subsections (a) through (f) and have total assets in excess of $50,000,000;
(h) subject to extensions of credit in connection with the provisions sale of this Section 8.3Land or model homes in the ordinary course of business, Investments in fee and leasehold interests in completed and operational Medical Properties and related assets associated therewithsecured by the Land or model homes sold, including earnest money deposits relating thereto and transaction costs;
(x) Investments in fee and leasehold interests in land with respect to which no Construction-in-Process has commenced and which land is to be used for the development of Medical Properties; provided that the Investments pursuant to this Section 8.3(i) shall do not exceed in the aggregate $15,000,000.00 in any one-time outstanding and which have a maximum maturity of five percent (5%) of Gross Asset Valueyears;
(j) Investments in Construction-in-Process; provided that the aggregate Investments pursuant to this Section 8.3(j) shall not exceed twenty-five percent (25%) of Gross Asset Value;
(k) Investment in Hospital Affiliates Development Corporation and Windrose Medical Properties Management, L.L.C.;
(l) Investments in Subsidiaries of Borrower which are engaged in businesses described in Section 8.3(h), (i) and (j), subject to the limits therein; and
Appears in 1 contract
Restrictions on Investments. The Borrower and the Guarantor Borrowers will not, and will not permit any of their respective Subsidiaries to, make or permit to exist or to remain outstanding any Investment except Investments in:
(a) marketable direct or guaranteed obligations of the United States of America or any agency or instrumentality thereof that mature within one (1) year from the date of purchase by the Borrower or Guarantorany Borrower;
(b) marketable direct obligations of any of the following: Federal Home Loan Mortgage Corporation, Student Loan Marketing Association, Federal Home Loan Banks, Federal National Mortgage Association, Government National Mortgage Association, Bank for Cooperatives, Federal Intermediate Credit Banks, Federal Financing Banks, Export-Import Bank of the United States, Federal Land Banks, or any other agency or instrumentality of the United States of America;
(c) demand deposits, certificates of deposit, bankers acceptances and time deposits of United States banks having total assets in excess of $100,000,000; provided, however, that the aggregate amount at any time so invested with any single bank having total assets of less than $1,000,000,000 will not exceed $200,0001,000,000,000;
(dc) securities commonly known as "commercial paper" issued by a corporation organized and existing under the laws of the United States of America or any State which state thereof that at the time of purchase have been rated and the ratings for which are rated by Moody's Investors Service, Inc. or by Standard & Poor's Corporation ax xxx xess not less than "P 21" if then rated by Moody's Xxxxx'x Investors Service, Inc., and not less than "A 2", 1" if then ratxx xx Xtandard & rated by Standard and Poor's CorporationRating Group;
(d) Investments not otherwise permitted by this Section 9.3 which are existing on the date hereof and listed on SCHEDULE 9.3 hereto;
(e) mortgage-backed securities guaranteed Investments with respect to Indebtedness permitted by the Government National Mortgage AssociationSection 9.1(f) so long as such entities remain Borrowers, the Federal National Mortgage Association or the Federal Home Loan Mortgage Corporation and together with other mortgage-backed bonds which at the time of purchase are rated Investments by Moody's Investors Service, Inc. or by Standard & Poor's Corporation ax xxx xess than "Aa" if then rated by Moody's Investors Service, Inc. and not less than "AA" if then rated xx Xxxxdard & Poor's CorporationBorrowers in Borrowers;
(f) repurchase agreements having a term not greater than 90 days Investments existing on the Closing Date by the Borrowers in Subsidiaries of the Borrowers;
(g) Investments consisting of promissory notes received as proceeds of asset dispositions permitted by Section 9.5.2;
(h) Investments consisting of loans and fully secured by securities described advances to employees for moving, entertainment, travel and other similar expenses in the foregoing subsection ordinary course of business not to exceed $500,000 in the aggregate at any time outstanding; and
(i) Investments in joint ventures to the extent that the cash which the Borrowers invest or are obligated to invest in all such joint ventures shall not exceed $500,000 in the aggregate; PROVIDED, HOWEVER, that such Investments will be considered Investments permitted by this Section 9.3 only if all actions have been taken to the satisfaction of the Agent to provide to the Agent, for the benefit of the Banks and the Agent, a first priority perfected security interest in all of such Investments free of all encumbrances other than Permitted Liens; and PROVIDED FURTHER that the Investments set forth in clauses (a), (b) or (e) with banks described in the foregoing subsection and (c) or with financial institutions or other corporations having total assets in excess of $500,000,000;
(g) shares of so-called "money market funds" registered with the SEC under the Investment Company Act of 1940 which maintain a level per-share value, invest principally in investments described in the foregoing subsections (a) through (f) and have total assets in excess of $50,000,000;
(h) subject to the provisions of this Section 8.3, Investments in fee and leasehold interests in completed and operational Medical Properties and related assets associated therewith, including earnest money deposits relating thereto and transaction costs;
(x) Investments in fee and leasehold interests in land with respect to which no Construction-in-Process has commenced and which land is shall only be permitted to be used for made or extended when no Loans are outstanding or when such Investments are in amounts sufficient to repay outstanding Eurodollar Rate Loans at the development end of Medical Properties; provided that the Investments pursuant to this Section 8.3(i) shall not exceed in the aggregate five percent (5%) of Gross Asset Value;
(j) Investments in Construction-in-Process; provided that the aggregate Investments pursuant to this Section 8.3(j) shall not exceed twenty-five percent (25%) of Gross Asset Value;
(k) Investment in Hospital Affiliates Development Corporation and Windrose Medical Properties Management, L.L.C.;
(l) Investments in Subsidiaries of Borrower which are engaged in businesses described in Section 8.3(h), (i) and (j), subject to the limits therein; andInterest Period applicable thereto.
Appears in 1 contract
Samples: Revolving Credit Agreement (American Restaurant Group Inc)
Restrictions on Investments. The Borrower and None of the Guarantor will notBorrowers will, and none will not permit any of their respective its Subsidiaries to, make or permit to exist or to remain outstanding any Investment except Investments in:
(a) marketable direct or guaranteed obligations of the United States of America that mature within one (1) year from the date of purchase by the Borrower or GuarantorBorrower;
(b) marketable direct obligations of any of the following: Federal Home Loan Mortgage Corporation, Student Loan Marketing Association, Federal Home Loan Banks, Federal National Mortgage Association, Government National Mortgage Association, Bank for Cooperatives, Federal Intermediate Credit Banks, Federal Financing Banks, Export-Import Bank of the United States, Federal Land Banks, or any other agency or instrumentality of the United States of America;
(c) demand deposits, certificates of deposit, bankers acceptances and time deposits of United States banks having total assets in excess of $100,000,000; provided, however, that the aggregate amount at any time so invested with any single bank having total assets of less than $1,000,000,000 will not exceed $200,0001,000,000,000;
(dc) securities commonly known as "commercial paper" issued by a corporation organized and existing under the laws of the United States of America or any State which state thereof that at the time of purchase have been rated and the ratings for which are rated by Moody's Investors Service, Inc. or by Standard & Poor's Corporation ax xxx xess not less than "P 21" if then rated by Moody's Moodx'x Investors Service, Inc., and not less than "A 2", 1" if then ratxx xx Xtandard & rated by Standard and Poor's CorporationRating Group;
(d) Investments existing on the date hereof and listed on Schedule 9.3 hereto;
(e) mortgage-backed securities guaranteed Investments with respect to Indebtedness permitted by Section 9.1(e) so long as such entities remain Subsidiaries of the Government National Mortgage Association, the Federal National Mortgage Association or the Federal Home Loan Mortgage Corporation and other mortgage-backed bonds which at the time of purchase are rated by Moody's Investors Service, Inc. or by Standard & Poor's Corporation ax xxx xess than "Aa" if then rated by Moody's Investors Service, Inc. and not less than "AA" if then rated xx Xxxxdard & Poor's CorporationBorrowers;
(f) repurchase agreements having a term not greater than 90 days and fully secured Investments by securities described the Borrowers in Subsidiaries of any of the foregoing subsection (a), (b) or (e) with banks described in Borrowers existing on the foregoing subsection (c) or with financial institutions or other corporations having total assets in excess of $500,000,000Closing Date;
(g) shares Investments consisting of so-called "money market funds" registered with the SEC under the Investment Company Act promissory notes received as proceeds of 1940 which maintain a level per-share value, invest principally in investments described in the foregoing subsections (a) through (f) and have total assets in excess of $50,000,000asset dispositions permitted by Section 9.5.2;
(h) subject Investments consisting of loans and advances to employees for moving, entertainment, travel and other similar expenses in the provisions ordinary course of this Section 8.3, Investments in fee and leasehold interests in completed and operational Medical Properties and related assets associated therewith, including earnest money deposits relating thereto and transaction costs;
(x) Investments in fee and leasehold interests in land with respect business not to which no Construction-in-Process has commenced and which land is to be used for the development of Medical Properties; provided that the Investments pursuant to this Section 8.3(i) shall not exceed $750,000 in the aggregate five percent (5%) of Gross Asset Value;at any time outstanding; and 88 -80-
(j) Investments in Construction-in-Process; provided that the aggregate Investments pursuant to this Section 8.3(j) shall not exceed twenty-five percent (25%) of Gross Asset Value;
(k) Investment in Hospital Affiliates Development Corporation and Windrose Medical Properties Management, L.L.C.;
(l) Investments in Subsidiaries of Borrower which are engaged in businesses described in Section 8.3(h), (i) additional Investments not to exceed $2,500,000 in the aggregate amount outstanding at any one time for all of the Borrowers; provided, however, that, with the exception of demand deposits referred to in Section 9.3(b) and (jloans and advances referred to in Section 9.3(h), subject such Investments will be considered Investments permitted by this Section 9.3 only if all actions have been taken to the limits therein; andsatisfaction of the Agent to provide to the Agent, for the benefit of the Banks and the Agent, a first priority perfected security interest in all of such Investments free of all encumbrances other than Permitted Liens.
Appears in 1 contract
Restrictions on Investments. The Borrower and the Guarantor will not, and will not permit any Guarantor or any of their respective Subsidiaries to, the Related Companies to make or permit to exist or to remain outstanding any Investment except Investments in:
(a) marketable direct or guaranteed obligations of the United States of America, Federal Home Loan Mortgage Corporation, Federal National Mortgage Association or any agency or instrumentality of the United States of America provided such obligations are backed by the full faith and credit of the United States of America, that mature within one (1) year from the date of purchase by the Borrower or GuarantorBorrower;
(b) marketable direct obligations of any of the following: Federal Home Loan Mortgage Corporation, Student Loan Marketing Association, Federal Home Loan Banks, Federal National Mortgage Association, Government National Mortgage Association, Bank for Cooperatives, Federal Intermediate Credit Banks, Federal Financing Banks, Export-Import Bank of the United States, Federal Land Banks, or any other agency or instrumentality of the United States of America;
(c) demand deposits, certificates of deposit, money market accounts, bankers acceptances acceptances, LIBOR time deposits and time deposits of United States banks having total assets in excess of $100,000,000; provided, however, that 1,000,000,000 or repurchase obligations with a term of not more than 7 days with such banks for underlying securities of the aggregate amount at any time so invested with any single bank having total assets type described in clause (a) of less than $1,000,000,000 will not exceed $200,000this Section 8.2;
(dc) securities commonly known as "commercial paper" issued by a corporation organized and existing under the laws of the United States of America or any State which state thereof that at the time of purchase have been rated and the ratings for which are not less than " P I " if rated by Moody's Xxxxx'x Investors Service, Inc. or by Standard & Poor's Corporation ax xxx xess than "P 2" if then rated by Moody's Investors ServiceServices, Inc., and not less than "A 2", I " if then ratxx xx Xtandard & rated by Standard and Poor's Corporationand participations in short term commercial loans made to such corporations by a commercial bank which provides cash management services to the Borrower;
(d) Investments existing or contemplated on the date hereof and listed on Schedule 8.2(d) hereto;
(e) mortgage-backed securities guaranteed by Investments made in the Government National Mortgage Association, ordinary course of the Federal National Mortgage Association or the Federal Home Loan Mortgage Corporation and other mortgage-backed bonds which at the time of purchase are rated by MoodyBorrower's Investors Service, Inc. or by Standard & Poor's Corporation ax xxx xess than "Aa" if then rated by Moody's Investors Service, Inc. and not less than "AA" if then rated xx Xxxxdard & Poor's Corporationbusiness in Interest Rate Contracts;
(f) repurchase agreements having a term not greater than 90 days and fully secured by securities described Investments in the foregoing subsection (a), (b) or (e) with banks described in the foregoing subsection (c) or with financial institutions or other corporations having total assets in excess of $500,000,000Permitted Acquisitions;
(g) shares Investments in the following categories so long as the aggregate amount, without duplication, of so-called "money market funds" registered with the SEC under the Investment Company Act of 1940 which maintain a level per-share value, invest principally in investments all Investments described in this paragraph (g) does not exceed, at any time, thirty percent (30%) of Total Asset Value and the foregoing subsections (a) through (f) aggregate amount of each of the following categories of Investments does not exceed the specified percentage of Total Asset Value set forth in the following table: Category of Investment Maximum Percentage of Total Asset Value ------------------------------ --------------------------------------- Permitted Developments 30% Unconsolidated Entities 20% Undeveloped Land 10% Mortgages and have total assets in excess of $50,000,000;Notes Receivable 10%
(h) subject to Investments by the provisions of this Section 8.3, Investments Borrower in fee and leasehold interests in completed and operational Medical Properties and related assets associated therewith, including earnest money deposits relating thereto and transaction costs;
(x) Investments in fee and leasehold interests in land with respect to which no Construction-in-Process has commenced and which land is to be used for the development of Medical Properties; provided that the Investments pursuant to this Section 8.3(i) shall not exceed one or more Guarantors or by a Guarantor in the aggregate five percent (5%) of Gross Asset Value;
(j) Investments in Construction-in-Process; provided that the aggregate Investments pursuant to this Section 8.3(j) shall not exceed twenty-five percent (25%) of Gross Asset Value;
(k) Investment in Hospital Affiliates Development Corporation and Windrose Medical Properties Management, L.L.C.;
(l) Investments in Subsidiaries of Borrower which are engaged in businesses described in Section 8.3(h), (i) and (j), subject to the limits therein; andor one or more other Guarantors.
Appears in 1 contract
Samples: Credit Agreement (Liberty Property Limited Partnership)
Restrictions on Investments. The Borrower and the Guarantor will not, and nor will not it permit any of their respective its Subsidiaries to, make or permit to exist or to remain outstanding any Investment except Investments in:
(a) marketable direct or guaranteed obligations of the United States of America that mature within one (1) year from the date of purchase by the Borrower or GuarantorBorrower;
(b) marketable direct obligations of any of the following: Federal Home Loan Mortgage Corporation, Student Loan Marketing Association, Federal Home Loan Banks, Federal National Mortgage Association, Government National Mortgage Association, Bank for Cooperatives, Federal Intermediate Credit Banks, Federal Financing Banks, Export-Import Bank of the United States, Federal Land Banks, or any other agency or instrumentality of the United States of America;
(c) demand deposits, certificates of deposit, bankers bank acceptances and time deposits of United States banks having total assets in excess of $100,000,000; provided, however, that the aggregate amount at any time so invested with any single bank having total assets of less than $1,000,000,000 will not exceed $200,0001,000,000,000;
(dc) securities commonly known as "commercial paper" issued by a corporation organized and existing under the laws of the United States of America or any State which state thereof that at the time of purchase have been rated and the ratings for which are rated by Moody's Investors Service, Inc. or by Standard & Poor's Corporation ax xxx xess not less than "P 21" if then rated by Moody's Investors ServiceMooxx'x, Inc., and xnd not less than "A 2", 1" if then ratxx xx Xtandard & Poor's Corporationrated by S&P;
(d) Investments existing on the date hereof and listed on Schedule 10.3 hereto;
(e) mortgage-backed securities guaranteed Investments with respect to Indebtedness permitted by the Government National Mortgage Association, the Federal National Mortgage Association or the Federal Home Loan Mortgage Corporation and other mortgage-backed bonds which at the time of purchase are rated by Moody's Investors Service, Inc. or by Standard & Poor's Corporation ax xxx xess than "Aa" if then rated by Moody's Investors Service, Inc. and not less than "AA" if then rated xx Xxxxdard & Poor's CorporationSection 10.1(h);
(f) repurchase agreements having a term not greater than 90 days Investments by the Borrower and fully secured its Subsidiaries in respect of any Interest Rate Agreement which is permitted by securities described in the foregoing subsection (aSection 10.1(e), (b) or (e) with banks described in the foregoing subsection (c) or with financial institutions or other corporations having total assets in excess of $500,000,000;
(g) shares Investments consisting of so-called "money market funds" registered promissory notes received as proceeds of asset dispositions permitted by Section 10.5.2, provided that the aggregate value of such promissory notes received in connection with any such asset disposition shall not exceed fifty percent (50%) of the SEC under aggregate value of the Investment Company Act proceeds of 1940 which maintain a level per-share value, invest principally in investments described in the foregoing subsections (a) through (f) and have total assets in excess of $50,000,000such asset disposition;
(h) subject Investments consisting of loans and advances to employees for moving, entertainment, travel and other similar expenses in the ordinary course of business not to exceed $250,000 in the aggregate at any time outstanding; and
(i) Investments by the Borrower in any Subsidiary of the Borrower which has complied with the provisions of Section 9.16; provided, however, that, with the exception of demand deposits referred to in Section 10.3(b), such Investments will be considered Investments permitted by this Section 8.310.3 only if all actions have been taken to the satisfaction of the Administrative Agent to provide to the Administrative Agent, Investments in fee and leasehold interests in completed and operational Medical Properties and related assets associated therewith, including earnest money deposits relating thereto and transaction costs;
(x) Investments in fee and leasehold interests in land with respect to which no Construction-in-Process has commenced and which land is to be used for the development benefit of Medical Properties; provided that the Lenders and the Administrative Agent, a first priority perfected security interest in all of such Investments pursuant to this Section 8.3(i) shall not exceed in the aggregate five percent (5%) free of Gross Asset Value;
(j) Investments in Construction-in-Process; provided that the aggregate Investments pursuant to this Section 8.3(j) shall not exceed twenty-five percent (25%) of Gross Asset Value;
(k) Investment in Hospital Affiliates Development Corporation and Windrose Medical Properties Management, L.L.C.;
(l) Investments in Subsidiaries of Borrower which are engaged in businesses described in Section 8.3(h), (i) and (j), subject to the limits therein; andall Liens other than Permitted Liens.
Appears in 1 contract
Samples: Revolving Credit and Term Loan Agreement (Il Fornaio America Corp)
Restrictions on Investments. The Borrower and the Guarantor will not, and will not permit Guarantor, any of their respective Subsidiaries to, the Related Companies or any Permitted Joint Venture to make or permit to exist or to remain outstanding any Investment except Investments in:
(a) marketable direct or guaranteed obligations of the United States of America that mature within one (1) year from the date of purchase by the Borrower or GuarantorBorrower;
(b) marketable direct obligations of any of the following: Federal Home Loan Mortgage Corporation, Student Loan Marketing Association, Federal Home Loan Banks, Federal National Mortgage Association, Government National Mortgage Association, Bank for Cooperatives, Federal Intermediate Credit Banks, Federal Financing Banks, Export-Import Bank of the United States, Federal Land Banks, or any other agency or instrumentality of the United States of America;
(c) demand deposits, certificates of deposit, money market accounts, bankers acceptances and time deposits of United States banks having total assets in excess of $100,000,000; provided, however, that 1,000,000,000 or repurchase obligations with a term of not more than 7 days with such banks for underlying securities of the aggregate amount at any time so invested with any single bank having total assets type described in clause (a) of less than $1,000,000,000 will not exceed $200,000this 8.2;
(dc) securities commonly known as "commercial paper" issued by a corporation organized and existing under the laws of the United States of America or any State which state thereof that at the time of purchase have been rated and the ratings for which are not less than " P 1 " if rated by Moody's Investors ServiceServices, Inc. or by Standard & Poor's Corporation ax xxx xess than "P 2" if then rated by Moody's Investors Service, Inc., and not less than "A 2", if then ratxx xx Xtandard & 1" ix xxxxx by Standard and Poor's Corporationand participations in short term commercial loans made to such corporations by a commercial bank which provides cash management services to the Borrower;
(d) Investments existing or contemplated on the date hereof and listed on Schedule 8.2(d) hereto;
(e) mortgage-backed securities guaranteed Investments made in the ordinary course of the Borrower's business, in (i) mortgages and notes receivable, (ii) Permitted Joint Ventures (to the extent permitted by the Government National Mortgage Association8.3), the Federal National Mortgage Association (iii) Interest Rate Contracts, or the Federal Home Loan Mortgage Corporation and other mortgage-backed bonds which (iv) undeveloped land provided that aggregate Investments in undeveloped land shall not at the any time exceed 8% of purchase are rated by Moody's Investors Service, Inc. or by Standard & Poor's Corporation ax xxx xess than "Aa" if then rated by Moody's Investors Service, Inc. and not less than "AA" if then rated xx Xxxxdard & Poor's Corporation;
Total Assets; (f) repurchase agreements having a term not greater than 90 days and fully secured by securities described Investments in the foregoing subsection (a), (b) or (e) with banks described in the foregoing subsection (c) or with financial institutions or other corporations having total assets in excess of $500,000,000Permitted Acquisitions;
(g) shares of so-called "money market funds" registered with the SEC under the Investment Company Act of 1940 which maintain a level per-share value, invest principally in investments described in the foregoing subsections (a) through (f) and have total assets in excess of $50,000,000;
(h) subject to the provisions of this Section 8.3, Investments in fee and leasehold interests in completed and operational Medical Properties and related assets associated therewith, including earnest money deposits relating thereto and transaction costs;
(x) Investments in fee and leasehold interests in land with respect to Permitted Developments which no Construction-in-Process has commenced and which land is to be used for the development shall not exceed 25% of Medical PropertiesTotal Assets; provided that the within said aggregate limit Investments pursuant to this Section 8.3(i) in Permitted Developments which are not Permitted Build-to- Suit Developments shall not exceed in the aggregate five percent (5%) 15% of Gross Asset Value;
(j) Investments in Construction-in-Process; provided that the aggregate Investments pursuant to this Section 8.3(j) shall not exceed twenty-five percent (25%) of Gross Asset Value;
(k) Investment in Hospital Affiliates Development Corporation and Windrose Medical Properties Management, L.L.C.;
(l) Investments in Subsidiaries of Borrower which are engaged in businesses described in Section 8.3(h), (i) and (j), subject to the limits therein; andTotal Assets.
Appears in 1 contract
Samples: Term Loan Agreement (Liberty Property Limited Partnership)
Restrictions on Investments. The Borrower and the Guarantor will not, and will not permit any of their respective its Subsidiaries to, make or permit to exist or to remain outstanding any Investment except Investments in:
(a) marketable direct or guaranteed obligations of the United States of America that mature within one (1) year from the date of purchase by the Borrower or GuarantorAmerica;
(b) marketable direct obligations of any of the following: Federal Home Loan Mortgage Corporation, Student Loan Marketing Association, Federal Home Loan Banks, Federal National Mortgage Association, Government National Mortgage Association, Bank for Cooperatives, Federal Intermediate Credit Banks, Federal Financing Banks, Export-Import Bank of the United States, Federal Land Banks, or any other agency or instrumentality of the United States of America;
(c) demand deposits, certificates of deposit, bankers acceptances and time deposits of (i) United States or Canadian banks having total assets in excess of $100,000,000; provided1,000,000,000 or (ii) a commercial bank organized under the laws of any other country which is a member of the Organization for Economic Cooperation and Development (the "OECD"), howeveror a political subdivision of such country, that the aggregate amount at any time so invested with any single bank and having total assets in excess of less than $1,000,000,000 will not exceed $200,0001,000,000,000, PROVIDED that such bank is acting through a branch or agency located in the country in which its is organized or another country which is a member of the OECD;
(di) securities commonly known as "commercial paper" issued by a corporation organized and existing under the laws of the United States of America or any State denominated in Dollars which at the time of purchase have been rated and the ratings for which are not less than "P 1" if rated by Moody's Investors ServiceXxxxx'x, Inc. or and not less than "A 1" if rated by Standard & Poor's Corporation ax xxx xess S&P; and (ii) securities commonly known as "short-term bank notes" issued by any Lender denominated in Dollars which at the time of purchase have been rated and the ratings for which are not less than "P 2" if then rated by Moody's Investors Service, Inc.Xxxxx'x, and not less than "A 2", " if then ratxx xx Xtandard & Poor's Corporationrated by S&P;
(d) Investments existing on the Closing Date and listed on SCHEDULE 6.3 attached hereto;
(e) mortgageInvestments with respect to Indebtedness permitted by section 6.1(k) hereof so long as such entities remain Subsidiaries of the Borrower;
(f) taxable or tax-backed exempt securities guaranteed by the Government National Mortgage Association, the Federal National Mortgage Association or the Federal Home Loan Mortgage Corporation and other mortgage-backed bonds which at the time of purchase have been rated and the ratings for which are not less than A 3 if rated by Moody's Investors ServiceXxxxx'x, Inc. or by Standard & Poor's Corporation ax xxx xess than "Aa" if then rated by Moody's Investors Service, Inc. and not less than "AA" A- if then rated xx Xxxxdard & Poor's Corporation;
(f) repurchase agreements having a term not greater than 90 days and fully secured by securities described in the foregoing subsection (a), (b) or (e) with banks described in the foregoing subsection (c) or with financial institutions or other corporations having total assets in excess of $500,000,000S&P;
(g) shares Investments consisting of so-called "money market funds" registered with loans and advances to employees of the SEC under Borrower or any Subsidiary of the Investment Company Act of 1940 which maintain a level per-share valueBorrower, invest principally in investments described not exceeding $10,000,000 in the foregoing subsections (a) through (f) and have total assets in excess of $50,000,000aggregate at any one time outstanding;
(h) subject options to invest in or to lease real property to be used in the provisions operations of this Section 8.3, Investments in fee and leasehold interests in completed and operational Medical Properties and related assets associated therewith, including earnest money deposits relating thereto and transaction coststhe Borrower or any Subsidiary of the Borrower;
(xi) Investments in fee and leasehold interests in land with respect to which no Construction-in-Process has commenced and which land is to be used guaranties by endorsement of negotiable instruments for the development of Medical Properties; provided that the Investments pursuant to this Section 8.3(i) shall not exceed deposit or collection or similar transactions effected in the aggregate five percent (5%) ordinary course of Gross Asset Valuebusiness;
(ji) the Borrower's or any Subsidiary's guaranty of the Indebtedness of any Subsidiary or the Borrower, and (ii) any other Investments by the Borrower or any Subsidiary in Construction-in-Process; provided that any Subsidiary or the aggregate Investments pursuant to this Section 8.3(j) shall not exceed twenty-five percent (25%) of Gross Asset ValueBorrower;
(k) Investment Investments by the Borrower or any Subsidiary of the Borrower to acquire a more than fifty percent (50%) equity interest in Hospital Affiliates Development Corporation and Windrose Medical Properties Managementany Person, L.L.C.PROVIDED that such acquisition is permitted under section 6.6 hereof;
(l) Investments by the Borrower or any Subsidiary of the Borrower to acquire up to a fifty percent (50%) equity interest in Subsidiaries of Borrower which are engaged in businesses described in Section 8.3(h)another Person, PROVIDED that (i) such Person is in the same line of business as the Borrower or such Subsidiary, as applicable, (ii) the aggregate amount of (A) such Investments in such Person and (j)B) existing Investments made by the Borrower or any Subsidiary pursuant to this section 6.3(l) shall at no time exceed 65% of the Stockholders' Equity of the Borrower, subject and (iii) the consideration for such interest shall be the exchange by the Borrower or such Subsidiary as applicable, of a certain number of shares of its common stock for equity securities of the other Person and/or the payment in cash in an aggregate cash amount for any such Investment not to the limits thereinexceed $50,000,000; and
(m) Investments consisting of Distributions permitted by section 6.4.
Appears in 1 contract
Restrictions on Investments. The Borrower and the Guarantor will shall not, and will not nor shall it permit any of their respective Subsidiaries Subsidiary to, make or permit to exist or to remain outstanding any Investment except Investments inother than:
(a) marketable direct or guaranteed obligations of the United States of America that mature within one (1) year from the date of purchase ordinary course Investments made by the Borrower or Guarantorany of its Subsidiaries from time to time in cash and cash equivalents;
(b) marketable direct obligations subject to Sections 7.01(a) and 7.03(d) (solely with respect of the provisos thereof), Investments in the Borrower or any of the following: Federal Home Loan Mortgage Corporation, Student Loan Marketing Association, Federal Home Loan Banks, Federal National Mortgage Association, Government National Mortgage Association, Bank for Cooperatives, Federal Intermediate Credit Banks, Federal Financing Banks, Exportits direct or indirect wholly-Import Bank of the United States, Federal Land Banks, or any other agency or instrumentality of the United States of Americaowned Subsidiaries;
(c) demand depositsInvestments consisting of guarantees by the Borrower or any of its Subsidiaries of any Indebtedness permitted pursuant to Section 7.01; and
(d) other Investments so long as at the time of making such Investment (i) no Default or Event of Default has occurred and is continuing or would result therefrom under Section 8.01(c) in respect of the financial covenant set forth in Section 7.14 and (ii) the Borrower and its Subsidiaries are in pro forma compliance with the financial covenant set forth in Section 7.14 (using Consolidated EBITDA of the Consolidated Group as of the last day of the applicable Pro Forma Reference Period (but including any permitted addbacks to Consolidated EBITDA in the period following the last day of the applicable Pro Forma Reference Period) and Consolidated Total Funded Debt as of the date of, certificates and after giving effect to, such Investment (with such amounts adjusted as if such Investment occurred on the first day of deposit, bankers acceptances and time deposits of United States banks having total assets in excess of $100,000,000the Pro Forma Reference Period)); provided, howeverthat at all times the aggregate amount of all Investments in Insurance Entities shall not exceed 10% of consolidated total assets of the Borrower and its Subsidiaries (as determined by reference to the most recent balance sheet delivered to the Agents pursuant to Section 6.04 or, if earlier than the first delivery thereunder, as indicated in the Audited Financial Statements); provided, further, that the aggregate amount of all Investments in any type of business other than the businesses conducted by the Borrower or its Subsidiaries on the Closing Date and in related, complementary or incidental businesses, including without limitation, any such line of business whether from an operational, business, financial, technical or administrative standpoint or otherwise, shall not exceed the U.S. Dollar Equivalent of U.S.$500,000,000 at any time so invested with any single bank having total assets of less than $1,000,000,000 will not exceed $200,000;
outstanding (d) securities commonly known as "commercial paper" issued by a corporation organized and existing under the laws of the United States of America or any State which at the time of purchase are rated by Moody's Investors Service, Inc. or by Standard & Poor's Corporation ax xxx xess than "P 2" if then rated by Moody's Investors Service, Inc., and not less than "A 2", if then ratxx xx Xtandard & Poor's Corporation;
(e) mortgage-backed securities guaranteed by the Government National Mortgage Association, the Federal National Mortgage Association or the Federal Home Loan Mortgage Corporation and other mortgage-backed bonds which at the time of purchase are rated by Moody's Investors Service, Inc. or by Standard & Poor's Corporation ax xxx xess than "Aa" if then rated by Moody's Investors Service, Inc. and not less than "AA" if then rated xx Xxxxdard & Poor's Corporation;
(f) repurchase agreements having a term not greater than 90 days and fully secured by securities described in the foregoing subsection (a), (b) or (e) with banks described in the foregoing subsection (c) or with financial institutions or other corporations having total assets in excess of $500,000,000;
(g) shares of so-called "money market funds" registered with the SEC under the Investment Company Act of 1940 which maintain a level per-share value, invest principally in investments described in the foregoing subsections (a) through (f) and have total assets in excess of $50,000,000;
(h) subject to the provisions of this Section 8.3, it being understood that Investments in fee and leasehold interests in completed and operational Medical Properties and related assets associated therewith, including earnest money deposits relating thereto and transaction costs;
(x) Investments in fee and leasehold interests in land with respect to which no Construction-in-Process has commenced and which land is to any Insurance Entity shall be used for excluded from the development of Medical Properties; provided that the Investments pursuant to this Section 8.3(i) shall not exceed in the aggregate five percent (5%) of Gross Asset Value;
(j) Investments in Construction-in-Process; provided that the aggregate Investments pursuant to this Section 8.3(j) shall not exceed twenty-five percent (25%) of Gross Asset Value;
(k) Investment in Hospital Affiliates Development Corporation and Windrose Medical Properties Management, L.L.C.;
(l) Investments in Subsidiaries of Borrower which are engaged in businesses described in Section 8.3(himmediately preceding limitation), (i) and (j), subject to the limits therein; and.
Appears in 1 contract
Samples: Revolving Credit Agreement (Waste Connections, Inc.)
Restrictions on Investments. The Borrower and None of the Guarantor Borrowers will, nor will not, and will not permit any of their respective its Subsidiaries to, make or permit to exist or to remain outstanding any Investment except Investments in:
(a) marketable direct or guaranteed obligations of the United States of America (or any agency thereof to the extent such obligations are backed by the full faith and credit of the United States of America) that mature within one (1) year from the date of purchase by the Borrower or Guarantorsuch Borrower;
(b) marketable direct obligations of any of the following: Federal Home Loan Mortgage Corporation, Student Loan Marketing Association, Federal Home Loan Banks, Federal National Mortgage Association, Government National Mortgage Association, Bank for Cooperatives, Federal Intermediate Credit Banks, Federal Financing Banks, Export-Import Bank of the United States, Federal Land Banks, or any other agency or instrumentality of the United States of America;
(c) demand deposits, certificates of deposit, bankers bank acceptances and time deposits maturing within 180 days from the date of purchase thereof of (i) United States banks having total assets in excess of $100,000,000; provided1,000,000,000 or (ii) a commercial bank organized under the laws of any other country which is a member of the Organization for Economic Cooperation and Development (the "OECD"), howeveror a political subdivision of such country, that the aggregate amount at any time so invested with any single bank and having total assets in excess of less than $1,000,000,000 will not exceed $200,0001,000,000,000, provided that such bank is acting through a branch or agency located in the country in which it is organized or another country which is a member of the OECD;
(dc) securities commonly known as "commercial paper" issued by a corporation organized and existing under denominated in Dollars maturing within 180 days from the laws date of the United States of America or any State which purchase thereof that at the time of purchase have been rated and the ratings for which are not less than "P 1" if rated by Moody's Investors Service, Inc. or by Standard & Poor's Corporation ax xxx xess than "P 2" if then rated by Moody's Investors Service, Inc.'s, and not less than "A 2", 1" if then ratxx xx Xtandard & Poor's Corporationrated by S&P;
(ed) mortgage-backed securities guaranteed by the Government National Mortgage Association, the Federal National Mortgage Association money market mutual funds denominated in an Optional Currency in countries in which BGI or the Federal Home Loan Mortgage Corporation and other mortgage-backed bonds any of its Subsidiaries operates a business provided that (i) each such fund in which at the time BGI or any of purchase are rated by Moody's Investors Service, Inc. or by Standard & Poor's Corporation ax xxx xess than "Aa" if then rated by Moody's Investors Service, Inc. and its Subsidiaries makes an Investment has assets of not less than "AA" if then rated xx Xxxxdard & Poor's Corporation;
$50,000,000 and (fii) repurchase agreements having a term not greater than 90 days and fully secured the proportional Investment in each such fund by securities described in the foregoing subsection (a), (b) BGI or (e) with banks described in the foregoing subsection (c) or with financial institutions or other corporations having total assets in excess of $500,000,000;
(g) shares of so-called "money market funds" registered with the SEC under the Investment Company Act of 1940 which maintain a level per-share value, invest principally in investments described in the foregoing subsections (a) through (f) and have total assets in excess of $50,000,000;
(h) subject to the provisions of this Section 8.3, Investments in fee and leasehold interests in completed and operational Medical Properties and related assets associated therewith, including earnest money deposits relating thereto and transaction costs;
(x) Investments in fee and leasehold interests in land with respect to which no Construction-in-Process has commenced and which land is to be used for the development of Medical Properties; provided that the Investments pursuant to this Section 8.3(i) shall such Subsidiary does not exceed in the aggregate five percent (5%) of Gross Asset Valuethe aggregate amount of all Investments in such fund;
(e) Investments existing on the Closing Date and listed on Schedule 9.3 hereto;
(f) Investments consisting of loans and advances to employees (i) for moving, entertainment, travel and other similar expenses in the ordinary course of business and (ii) for any other purpose, with such Investments under this clause (ii) not to exceed $10,000,000 in the aggregate principal amount at any time outstanding;
(g) trade credit extended on usual and customary terms in the ordinary course of business;
(h) Investments by BGI in any Subsidiary of BGI or by any Subsidiary of BGI in BGI or another Subsidiary of BGI, provided (i) any loans or advances are unsecured and are evidenced by intercompany notes and (ii) before and after giving effect to such Investment, the Borrowers are in compliance with the Obligor Group Requirement;
(i) Acquisitions provided (i) no Default or Event of Default has occurred and is continuing or would result therefrom, (ii) the assets or business subject to such Acquisition is in substantially the same or a similar type of business as BGI and its Subsidiaries, (iii) the Board of Directors and (if required by applicable law) the shareholders of any Person to be acquired has approved the terms of the Acquisition, and (iv) BGI delivers to the Lenders on or before the date on which it or any of its Subsidiaries agrees to or consummates any Acquisition a Compliance Certificate and pro forma financial statements, in form and substance satisfactory to the Bank Agents, showing that on a pro forma basis no Default or Event of Default will occur under ss. 10 or with respect to the Obligor Group Requirement over the 12 month period following the effective date of the Acquisition, based on reasonable projections of the financial performance of the Borrowers;
(j) Investments in Construction-in-Process; constituting Permitted Joint Venture Activity, provided that the aggregate Investments pursuant to this Section 8.3(j) shall not exceed twenty-five percent (25%) no Default or Event of Gross Asset ValueDefault has occurred and is continuing or would result therefrom;
(k) Investment repurchases of BGI's common stock in Hospital Affiliates Development Corporation and Windrose Medical Properties Management, L.L.C.accordance with ss. 9.4;
(l) guarantees of any obligations of landlords of a Borrower to the extent that the obligations relate to funds arranged by a Borrower and used to finance or refinance any stores of a Borrower and such funds are intended to be repaid through lease payments of a Borrower; and
(m) Investments in Subsidiaries respect of Borrower which are engaged in businesses described in Section 8.3(h), (i) Hedging Agreements entered into for hedging purposes only and (j), subject to the limits therein; andnot for speculation.
Appears in 1 contract
Samples: Multicurrency Revolving Credit Agreement (Borders Group Inc)
Restrictions on Investments. The Borrower and the Guarantor will not, and nor will not it permit the Guarantors or any of their respective Subsidiaries to, make or permit to exist or to remain outstanding any Investment except Investments inInvestments:
(a) in marketable direct or guaranteed obligations of the United States of America that mature within one (1) year from the date of purchase by the Borrower or Guarantorsuch Subsidiary;
(b) in marketable direct obligations of any of the following: Federal Home Loan Mortgage Corporation, Student Loan Marketing Association, Federal Home Loan Banks, Federal National Mortgage Association, Government National Mortgage Association, Bank for Cooperatives, Federal Intermediate Credit Banks, Federal Financing Banks, Export-Import Bank of the United States, Federal Land Banks, or any other agency or instrumentality of the United States of America;
(c) in demand deposits, certificates of deposit, bankers acceptances and time deposits of United States banks having total assets in excess of $100,000,000; provided, however, that the aggregate amount at any time so invested with any single bank having total assets of less than $1,000,000,000 will not exceed $200,000;
(d) in securities commonly known as "“commercial paper" ” issued by a corporation organized and existing under the laws of the United States of America or any State which at the time of purchase are rated by Moody's Xxxxx’x Investors Service, Inc. or by Standard & Poor's ’s Corporation ax xxx xess at not less than "“P 2" 1” if then rated by Moody's Xxxxx’x Investors Service, Inc., and not less than "“A 2"1”, if then ratxx xx Xtandard rated by Standard & Poor's ’s Corporation;
(e) mortgage-in mortgage backed securities guaranteed by the Government National Mortgage Association, the Federal National Mortgage Association or the Federal Home Loan Mortgage Corporation and other mortgage-mortgage backed bonds which at the time of purchase are rated by Moody's Xxxxx’x Investors Service, Inc. or by Standard & Poor's ’s Corporation ax xxx xess at not less than "“Aa" ” if then rated by Moody's Xxxxx’x Investors Service, Inc. and not less than "“AA" ” if then rated xx Xxxxdard by Standard & Poor's ’s Corporation;
(f) in repurchase agreements having a term not greater than 90 ninety (90) days and fully secured by securities described in the foregoing subsection (a), (b) or (e) with banks described in the foregoing subsection (c) or with financial institutions or other corporations having total assets in excess of $500,000,000;
(g) in shares of so-so called "“money market funds" ” registered with the SEC under the Investment Company Act of 1940 which maintain a level per-per share value, invest principally in investments described in the foregoing subsections (a) through (f) and have total assets in excess of $50,000,000;
(h) subject to by GKK in the provisions of this Section 8.3, Investments in fee and leasehold interests in completed and operational Medical Properties and related assets associated therewith, including earnest money deposits relating thereto and transaction costsBorrower;
(xi) Investments by the Borrower in fee and leasehold interests Subsidiaries of the Borrower or in land with respect any other Person so long as after giving effect to which no Construction-in-Process has commenced and which land is to be used for the development of Medical Propertiessuch Investment, such Person becomes a Subsidiary; provided that the Investments pursuant to this Section 8.3(i) shall not exceed in the aggregate five percent (5%) of Gross Asset Value;and
(j) Investments by the Borrower and its Subsidiaries in Construction-in-Process; provided that other assets consistent with the aggregate Investments pursuant to this Section 8.3(j) shall not exceed twenty-five percent (25%) current business practices of Gross Asset Value;
(k) Investment in Hospital Affiliates Development Corporation and Windrose Medical Properties Management, L.L.C.;
(l) Investments in Subsidiaries of Borrower which are engaged in businesses described in Section 8.3(h), (i) and (j), subject to the limits therein; andBorrower.
Appears in 1 contract
Restrictions on Investments. The Borrower and the Guarantor will not, and will not permit any Co-Borrower or any of their respective Subsidiaries to, the Related Companies to make or permit to exist or to remain outstanding any Investment except Investments in:
(a) marketable direct or guaranteed obligations of the United States of America, Federal Home Loan Mortgage Corporation, Federal National Mortgage Association or any agency or instrumentality of the United States of America provided such obligations are backed by the full faith and credit of the United States of America, that mature within one (1) year from the date of purchase by the Borrower or GuarantorBorrower;
(b) marketable direct obligations of any of the following: Federal Home Loan Mortgage Corporation, Student Loan Marketing Association, Federal Home Loan Banks, Federal National Mortgage Association, Government National Mortgage Association, Bank for Cooperatives, Federal Intermediate Credit Banks, Federal Financing Banks, Export-Import Bank of the United States, Federal Land Banks, or any other agency or instrumentality of the United States of America;
(c) demand deposits, certificates of deposit, money market accounts, bankers acceptances acceptances, LIBOR time deposits and time deposits of United States banks having total assets in excess of $100,000,000; provided, however, that 1,000,000,000 or repurchase obligations with a term of not more than 7 days with such banks for underlying securities of the aggregate amount at any time so invested with any single bank having total assets type described in clause (a) of less than $1,000,000,000 will not exceed $200,000this ss.8.2;
(dc) securities commonly known as "commercial paper" issued by a corporation organized and existing under the laws of the United States of America or any State which state thereof that at the time of purchase have been rated and the ratings for which are not less than " P 1 " if rated by Moody's Xxxxx'x Investors Service, Inc. or by Standard & Poor's Corporation ax xxx xess than "P 2" if then rated by Moody's Investors ServiceServices, Inc., and not less than "A 2", 1" if then ratxx xx Xtandard & rated by Standard and Poor's Corporationand participations in short term commercial loans made to such corporations by a commercial bank which provides cash management services to the Borrower;
(d) Investments existing or contemplated on the date hereof and listed on Schedule 8.2(d) hereto;
(e) mortgage-backed securities guaranteed by Investments made in the Government National Mortgage Association, ordinary course of the Federal National Mortgage Association or the Federal Home Loan Mortgage Corporation and other mortgage-backed bonds which at the time of purchase are rated by MoodyBorrower's Investors Service, Inc. or by Standard & Poor's Corporation ax xxx xess than "Aa" if then rated by Moody's Investors Service, Inc. and not less than "AA" if then rated xx Xxxxdard & Poor's Corporationbusiness in Interest Rate Contracts;
(f) repurchase agreements having a term not greater than 90 days and fully secured by securities described Investments in the foregoing subsection (a), (b) or (e) with banks described in the foregoing subsection (c) or with financial institutions or other corporations having total assets in excess of $500,000,000Permitted Acquisitions;
(g) shares Investments in the following categories so long as the aggregate amount, without duplication, of so-called "money market funds" registered with the SEC under the Investment Company Act of 1940 which maintain a level per-share value, invest principally in investments all Investments described in the foregoing subsections this paragraph (ag) through (f) and have total assets in excess of $50,000,000;
(h) subject to the provisions of this Section 8.3does not exceed, Investments in fee and leasehold interests in completed and operational Medical Properties and related assets associated therewithat any time, including earnest money deposits relating thereto and transaction costs;
(x) Investments in fee and leasehold interests in land with respect to which no Construction-in-Process has commenced and which land is to be used for the development of Medical Properties; provided that the Investments pursuant to this Section 8.3(i) shall not exceed in the aggregate five thirty percent (530%) of Gross Asset Value;
(j) Investments in Construction-in-Process; provided that Total Assets and the aggregate amount of each of the following categories of Investments pursuant to this Section 8.3(j) shall does not exceed twenty-five percent (the specified percentage of Total Assets set forth in the following table: ----------------------------------------------------------------------------------------------------------- Category of Investment Maximum Percentage of Total Assets ----------------------------------------------------------- ----------------------------------------------- Permitted Developments 25%) of Gross Asset Value;
(k) Investment in Hospital Affiliates Development Corporation % ----------------------------------------------------------- ----------------------------------------------- Permitted Inventory Developments 10% ----------------------------------------------------------- ----------------------------------------------- Undeveloped land 8% ----------------------------------------------------------- ----------------------------------------------- Mortgages and Windrose Medical Properties Management, L.L.C.;
(l) Investments in Subsidiaries of Borrower which are notes receivable 10% ----------------------------------------------------------- ----------------------------------------------- Unconsolidated Entities primarily engaged in businesses described a Related 3% Business ----------------------------------------------------------- ----------------------------------------------- Xxxxx Xxxx Joint Venture 5% ----------------------------------------------------------- ----------------------------------------------- Unconsolidated Entities (including those in Section 8.3(h), the 15% subcategory set forth below in this table) ----------------------------------------------------------- ----------------------------------------------- Unconsolidated Entities (iother than Xxxxx Xxxx Joint 5% Venture) and (j), subject to primarily engaged in the limits therein; andbusiness of development or ownership of real estate located outside of the United States -----------------------------------------------------------------------------------------------------------
Appears in 1 contract
Samples: Credit Agreement (Liberty Property Limited Partnership)
Restrictions on Investments. The Borrower and the Guarantor will not, and will not permit any of their respective its Subsidiaries to, make or permit to exist or to remain outstanding any Investment except Investments in:
(a) marketable direct or guaranteed obligations of the United States of America that mature within one (1) year from the date of purchase by the Borrower or Guarantorany such Subsidiary;
(b) marketable direct obligations of any of the following: Federal Home Loan Mortgage Corporation, Student Loan Marketing Association, Federal Home Loan Banks, Federal National Mortgage Association, Government National Mortgage Association, Bank for Cooperatives, Federal Intermediate Credit Banks, Federal Financing Banks, Export-Import Bank of the United States, Federal Land Banks, or any other agency or instrumentality bank of the United States of America;
(c) demand deposits, certificates of deposit, bankers acceptances and time deposits of any of the Lenders or any United States banks having total assets in excess of $100,000,000; provided, however, that the aggregate amount at any time so invested with any single bank having total assets of less than $1,000,000,000 will not exceed $200,0001,000,000;
(d) securities commonly known as "commercial paper" issued by any Lender, or by a corporation organized and existing under the laws of the United States of America or any State which at the time of purchase are rated by Moody's Xxxxx'x Investors Service, Inc. or by Standard & Poor's Corporation ax xxx xess at not less than "P 21" if then rated by Moody's Xxxxx'x Investors Service, Inc., and not less than "A 21", if then ratxx xx Xtandard rated by Standard & Poor's Corporation;
(e) mortgage-backed securities guaranteed by the Government National Mortgage Association, the Federal National Mortgage Association or the Federal Home Loan Mortgage Corporation and other mortgage-backed bonds which at the time of purchase are rated by Moody's Xxxxx'x Investors Service, Inc. or by Standard & Poor's Corporation ax xxx xess at not less than "AaAA" if then rated by Moody's Xxxxx'x Investors Service, Inc. and not less than "AA" if then rated xx Xxxxdard by Standard & Poor's Corporation;
(f) repurchase agreements having a term not greater than 90 180 days and fully secured by securities described in the foregoing subsection subsections (a), (b) or (e) with the Lenders, banks described in the foregoing subsection (c) or with financial institutions or other corporations having total assets in excess of $500,000,000;
(g) shares of so-called "money market funds" registered with the SEC Securities and Exchange Commission under the Investment Company Act of 1940 which maintain a level per-share value, invest principally in investments described in the foregoing subsections (a) through (f) and have total assets in excess of $50,000,000;
(h) subject to the provisions of this Section 8.3(S)7.16 and (S)9, Investments in options, easements, licenses, fee interests and leasehold interests and similar interests in completed and operational Medical Properties and Real Estate utilized or to be utilized principally for retail shopping center purposes or a related assets associated therewithpurpose, including earnest xxxxxxx money deposits relating thereto and transaction costs;
(xi) subject to the terms of this Agreement, Investments in fee Subsidiaries of Borrower existing as of the date hereof, and leasehold interests Investments in land with respect new wholly-owned Subsidiaries of Borrower created after the date of this Agreement;
(j) loans or advances to which no Construction-in-Process has commenced employees and which land is to be used for the development of Medical Properties; provided that the Investments pursuant to this Section 8.3(i) shall directors not exceed exceeding $1,000,000.00 in the aggregate principal amount outstanding at any time;
(k) deposits required by government agencies or public utilities;
(i) Replacement Property Development Loans, and (ii) other loans and advances by the Borrower and the Guarantors to any JDN Venture which are evidenced by notes (and, if requested by the Agent, acting at the direction of the Required Lenders, with such notes, together with any related mortgage, having been assigned to and pledged to the Agent, for the benefit of itself and the Lenders, as security for the payment of the Obligations and the Hedge Obligations) in an aggregate amount which, together with Investments permitted by (S)8.3(m), do not exceed ten percent (10%) of Borrower's Consolidated Total Assets as of the end of the most recent fiscal quarter of Borrower;
(m) other Investments by the Borrower and the Guarantors (including Investments in Persons over which, after giving effect to such Investment, the Borrower or the Guarantors do not have control) which do not exceed five percent (5%) of Gross Asset Value;Borrower's Consolidated Total Assets as of the end of the most recent fiscal quarter of Borrower; and
(jn) Investments in Construction-in-Process; any common stock issued by the Borrower which has been repurchased by the Borrower or any of its Subsidiaries, provided that in no event shall such Investments exceed in the aggregate Investments pursuant $25,000,000.00 (based upon the cost to this Section 8.3(j) shall not exceed twenty-five percent (25%) of Gross Asset Value;
(k) Investment in Hospital Affiliates Development Corporation and Windrose Medical Properties Management, L.L.C.;
(l) Investments in Subsidiaries of Borrower which are engaged in businesses described in Section 8.3(hacquire such stock), (i) and (j), subject to the limits therein; and.
Appears in 1 contract
Restrictions on Investments. The Borrower and the Guarantor will not, and will not permit any of their respective its Subsidiaries to, make or permit to exist or to remain outstanding any Investment except Investments in:
(a) marketable direct or guaranteed obligations of the United States of America that mature within one or any country which is a member of the Organization for Economic Cooperation and Development (1) year from the date of purchase by the Borrower or Guarantor“OECD”);
(b) marketable direct obligations of any of the following: Federal Home Loan Mortgage Corporation, Student Loan Marketing Association, Federal Home Loan Banks, Federal National Mortgage Association, Government National Mortgage Association, Bank for Cooperatives, Federal Intermediate Credit Banks, Federal Financing Banks, Export-Import Bank of the United States, Federal Land Banks, or any other agency or instrumentality of the United States of America;
(c) demand deposits, certificates of deposit, bankers acceptances and time deposits of (i) United States or Canadian banks having total assets in excess of $100,000,000; provided, however, that the aggregate amount at any time so invested with any single 1,000,000,000 or (ii) a commercial bank having total assets of less than $1,000,000,000 will not exceed $200,000;
(d) securities commonly known as "commercial paper" issued by a corporation organized and existing under the laws of any other country which is a member of the United States OECD, or a political subdivision of America or any State which at the time of purchase are rated by Moody's Investors Service, Inc. or by Standard & Poor's Corporation ax xxx xess than "P 2" if then rated by Moody's Investors Service, Inc.such country, and not less than "A 2", if then ratxx xx Xtandard & Poor's Corporation;
(e) mortgage-backed securities guaranteed by the Government National Mortgage Association, the Federal National Mortgage Association or the Federal Home Loan Mortgage Corporation and other mortgage-backed bonds which at the time of purchase are rated by Moody's Investors Service, Inc. or by Standard & Poor's Corporation ax xxx xess than "Aa" if then rated by Moody's Investors Service, Inc. and not less than "AA" if then rated xx Xxxxdard & Poor's Corporation;
(f) repurchase agreements having a term not greater than 90 days and fully secured by securities described in the foregoing subsection (a), (b) or (e) with banks described in the foregoing subsection (c) or with financial institutions or other corporations having total assets in excess of $500,000,0001,000,000,000, provided that such bank is acting through a branch or agency located in the country in which is organized or another country which is a member of the OECD;
(i) securities commonly known as “commercial paper” denominated in Dollars or any Alternative Currency which at the time of purchase have been rated and the ratings for which are not less than “P 1” if rated by Xxxxx’x, and not less than “A 1” if rated by S&P; and (ii) securities commonly known as “short-term bank notes” issued by any Lender denominated in Dollars or any Alternative Currency which at the time of purchase have been rated and the ratings for which are not less than “P 2” if rated by Xxxxx’x, and not less than “A 2” if rated by S&P;
(d) Investments existing on the Closing Date and listed on Schedule 7.3 attached hereto;
(e) Investments with respect to Indebtedness permitted by §7.1(h) hereof so long as such entities remain Subsidiaries of the Borrower;
(f) taxable or tax-exempt securities which at the time of purchase have been rated and the ratings for which are not less than A 3 if rated by Xxxxx’x, and not less than A- if rated by S&P;
(g) shares Investments consisting of so-called "money market funds" registered with loans and advances to employees of the SEC under Borrower or any Subsidiary of the Investment Company Act of 1940 which maintain a level per-share valueBorrower, invest principally in investments described not exceeding $10,000,000 in the foregoing subsections (a) through (f) and have total assets in excess of $50,000,000aggregate at any one time outstanding;
(h) subject options to invest in or to lease real property to be used in the provisions operations of this Section 8.3, Investments in fee and leasehold interests in completed and operational Medical Properties and related assets associated therewith, including earnest money deposits relating thereto and transaction coststhe Borrower or any Subsidiary of the Borrower;
(xi) Investments in fee and leasehold interests in land with respect to which no Construction-in-Process has commenced and which land is to be used guaranties by endorsement of negotiable instruments for the development of Medical Properties; provided that the Investments pursuant to this Section 8.3(i) shall not exceed deposit or collection or similar transactions effected in the aggregate five percent (5%) ordinary course of Gross Asset Valuebusiness;
(ji) the Borrower’s or any Subsidiary’s guaranty of the Indebtedness of any Subsidiary or the Borrower, and (ii) any other Investments by the Borrower or any Subsidiary of the Borrower in Construction-in-Process; provided that any Subsidiary of the aggregate Investments pursuant to this Section 8.3(j) shall not exceed twenty-five percent (25%) of Gross Asset ValueBorrower or the Borrower;
(k) Investment Investments by the Borrower or any Subsidiary of the Borrower to acquire maintain, and/or support a more than fifty percent (50%) equity interest in Hospital Affiliates Development Corporation and Windrose Medical Properties Managementany Person, L.L.C.provided that such acquisition is permitted under §7.6 hereof;
(l) Investments by the Borrower or any Subsidiary of the Borrower to acquire maintain, and/or support up to and including a fifty percent (50%) equity interest in Subsidiaries another Person, provided that (i) such Person is in line(s) of Borrower which are business substantially the same as, similar to, in complementary fields of enterprise to, or ancillary to any lines of business then engaged in businesses described by the Borrower or its Subsidiaries, as applicable and (ii) the aggregate amount of (A) such Investments in Section 8.3(hsuch Person and (B) existing Investments made by the Borrower or any Subsidiary of the Borrower pursuant to this §7.3(l) shall at no time exceed 65% of the Stockholders’ Equity of the Borrower;
(m) Investments consisting of Distributions permitted by §7.4;
(n) Investments consisting of loans and advances to, guaranties of the obligations of and equity Investments in Persons not exceeding $100,000,000 in the aggregate at any one time outstanding;
(o) shares of money market mutual or similar funds which invest exclusively in assets satisfying the requirements of clauses (a) (b), (ic) and (j), subject to the limits thereinf) contained in this §7.3; and
(p) shares of money market mutual or similar funds which have an Aaa or MR1+ money market fund rating from Xxxxx’x or an AAA money market fund rating from S&P; and
Appears in 1 contract
Samples: Credit Agreement (Staples Inc)
Restrictions on Investments. The Borrower and the Guarantor will not, and will not permit any of their respective its Subsidiaries to, make or permit to exist or to remain outstanding any Investment except Investments in:: 39 -33-
(a) marketable direct or guaranteed obligations of the United States of America that mature within one (1) year from the date of purchase by the Borrower or GuarantorBorrower;
(b) marketable direct obligations of any of the following: Federal Home Loan Mortgage Corporation, Student Loan Marketing Association, Federal Home Loan Banks, Federal National Mortgage Association, Government National Mortgage Association, Bank for Cooperatives, Federal Intermediate Credit Banks, Federal Financing Banks, Export-Import Bank of the United States, Federal Land Banks, or any other agency or instrumentality of the United States of America;
(c) demand deposits, certificates of deposit, bankers acceptances and time deposits of any Bank or of any United States banks having total assets in excess of $100,000,000; provided, however, that the aggregate amount at any time so invested with any single bank having total assets of less than $1,000,000,000 will not exceed $200,0001,000,000,000;
(dc) securities commonly known as "commercial paperCOMMERCIAL PAPER" issued by a corporation organized and existing under the laws of the United States of America or any State which state thereof that at the time of purchase have been rated and the ratings for which are rated by Moody's Investors Service, Inc. or by Standard & Poor's Corporation ax xxx xess not less than "P 2" if then rated by Moody's Investors ServiceMoodx'x Xxxestors Services, Inc., and not less than "A 2"" if rated by Standard and Poor's;
(d) Investments with respect to Indebtedness permitted by Section 9.1(i) so long as such entities remain wholly-owned Subsidiaries of the Borrower if, if then ratxx xx Xtandard & Poor's Corporationand only if, such Subsidiaries have guaranteed payment and performance of the Obligations and have executed and delivered all Security Documents required by the terms hereof;
(e) mortgage-backed securities guaranteed Investments existing on the Effective Date by the Government National Mortgage Association, Borrower in wholly-owned Subsidiaries of the Federal National Mortgage Association or the Federal Home Loan Mortgage Corporation and other mortgage-backed bonds which at the time of purchase are rated by Moody's Investors Service, Inc. or by Standard & Poor's Corporation ax xxx xess than "Aa" if then rated by Moody's Investors Service, Inc. and not less than "AA" if then rated xx Xxxxdard & Poor's CorporationBorrower;
(f) repurchase agreements having a term Investments, not greater than 90 days and fully secured by securities described exceeding $5,000,000 in the foregoing subsection (a)aggregate, (b) or (e) with banks described in respect of the foregoing subsection (c) or with financial institutions or other corporations having total assets purchase by the Borrower after the date hereof of any equity interests in excess any of $500,000,000the Joint Ventures;
(g) shares Investments after the date hereof consisting of so-called "money market funds" registered with mandatory or required (pursuant to the SEC under terms and conditions of any written joint venture agreement of any Joint Venture as in effect on the Investment Company Act of 1940 which maintain a level per-share value, invest principally in investments described date hereof) cash capital contributions to Joint Ventures existing on the date hereof that do not exceed in the foregoing subsections (a) through (f) and have total assets in excess of aggregate $50,000,0001,000,000;
(h) subject to the provisions of Investments (not described above in this Section 8.3, Investments in fee 9.3) existing on the date hereof and leasehold interests in completed and operational Medical Properties and related assets associated therewith, including earnest money deposits relating thereto and transaction costs;listed on Schedule 9.3 hereto; and
(x) Investments in fee and leasehold interests in land with respect to which no Construction-in-Process has commenced and which land is to be used for the development of Medical Properties; provided that the Investments pursuant to this Section 8.3(i) shall not exceed in the aggregate five percent (5%) of Gross Asset Value;
(j) Investments in Construction-in-Process; provided that the aggregate Investments pursuant to this Section 8.3(j) shall not exceed twenty-five percent (25%) of Gross Asset Value;
(k) Investment in Hospital Affiliates Development Corporation and Windrose Medical Properties Management, L.L.C.;
(l) Investments in Subsidiaries of Borrower which are engaged in businesses described in Section 8.3(h), (i) and (j), subject to Investments consisting of guaranties of Subordinated Debt incurred by the limits therein; andBorrower or any Subsidiary of the Borrower.
Appears in 1 contract
Restrictions on Investments. The Borrower and None of the Guarantor Guarantors or the Lessees will, nor will not, and will not such party permit any of their respective its Subsidiaries to, make or permit to exist or to remain outstanding any Investment except Investments in:
(a) marketable direct or guaranteed obligations of the United States of America (or any agency thereof to the extent such obligations are backed by the full faith and credit of the United States of America) that mature within one (1) year from the date of purchase by the Borrower such Guarantor or Guarantorsuch Lessee;
(b) marketable direct obligations of any of the following: Federal Home Loan Mortgage Corporation, Student Loan Marketing Association, Federal Home Loan Banks, Federal National Mortgage Association, Government National Mortgage Association, Bank for Cooperatives, Federal Intermediate Credit Banks, Federal Financing Banks, Export-Import Bank of the United States, Federal Land Banks, or any other agency or instrumentality of the United States of America;
(c) demand deposits, certificates of deposit, bankers bank acceptances and time deposits maturing within 180 days from the date of purchase thereof of (i) United States banks having total assets in excess of $100,000,000; provided1,000,000,000 or (ii) a commercial bank organized under the laws of any other country which is a member of the Organization for Economic Cooperation and Development (the "OECD"), howeveror a political subdivision of such country, that the aggregate amount at any time so invested with any single bank and having total assets in excess of less than $1,000,000,000 will not exceed $200,0001,000,000,000, provided that such bank is acting through a branch or agency located in the country in which it is organized or another country which is a member of the OECD;
(dc) securities commonly known as "commercial paper" issued by a corporation organized and existing under denominated in Dollars maturing within 180 days from the laws date of the United States of America or any State which purchase thereof that at the time of purchase have been rated and the ratings for which are not less than "P 1" if rated by Moody's Investors Service, Inc. or by Standard & Poor's Corporation ax xxx xess than "P 2" if then rated by Moody's Investors Service, Inc.'s, and not less than "A 2", 1" if then ratxx xx Xtandard & Poor's Corporationrated by S&P;
(ed) mortgage-backed securities guaranteed by money market mutual funds denominated in an Optional Currency in countries in which the Government National Mortgage Association, Company or any of its Subsidiaries operates a business provided that (i) each such fund in which the Federal National Mortgage Association Company or the Federal Home Loan Mortgage Corporation and other mortgage-backed bonds which at the time any of purchase are rated by Moody's Investors Service, Inc. or by Standard & Poor's Corporation ax xxx xess than "Aa" if then rated by Moody's Investors Service, Inc. and its Subsidiaries makes an Investment has assets of not less than "AA" if then rated xx Xxxxdard & Poor's Corporation;
$50,000,000 and (fii) repurchase agreements having a term not greater than 90 days and fully secured the proportional Investment in each such fund by securities described in the foregoing subsection (a), (b) Company or (e) with banks described in the foregoing subsection (c) or with financial institutions or other corporations having total assets in excess of $500,000,000;
(g) shares of so-called "money market funds" registered with the SEC under the Investment Company Act of 1940 which maintain a level per-share value, invest principally in investments described in the foregoing subsections (a) through (f) and have total assets in excess of $50,000,000;
(h) subject to the provisions of this Section 8.3, Investments in fee and leasehold interests in completed and operational Medical Properties and related assets associated therewith, including earnest money deposits relating thereto and transaction costs;
(x) Investments in fee and leasehold interests in land with respect to which no Construction-in-Process has commenced and which land is to be used for the development of Medical Properties; provided that the Investments pursuant to this Section 8.3(i) shall such Subsidiary does not exceed in the aggregate five percent (5%) of Gross Asset Valuethe aggregate amount of all Investments in such fund;
(e) Investments existing on the Omnibus Amendment Effective Date and listed on Schedule 12.03 hereto;
(f) Investments consisting of loans and advances to employees (i) for moving, entertainment, travel and other similar expenses in the ordinary course of business and (ii) for any other purpose, with such Investments under this clause (ii) not to exceed $10,000,000 in the aggregate principal amount at any time outstanding;
(g) trade credit extended on usual and customary terms in the ordinary course of business;
(h) Investments by the Company in any Subsidiary of the Company or by any Subsidiary of the Company in the Company or another Subsidiary of the Company, provided (i) any loans or advances are unsecured and are evidenced by intercompany notes and (ii) before and after giving effect to such Investment, the Guarantors or the Lessees are in compliance with the Obligor Group Requirement;
(i) Acquisitions provided (i) no Default or Event of Default has occurred and is continuing or would result therefrom, (ii) the assets or business subject to such Acquisition are in substantially the same or a similar type of business as the Company and its Subsidiaries, (iii) the Board of Directors and (if 44 required by applicable law) the shareholders of any Person to be acquired have approved the terms of the Acquisition, and (iv) the Company delivers to the Lenders on or before the date on which it or any of its Subsidiaries agrees to or consummates any Acquisition a Compliance Certificate and pro forma financial statements, in form and substance satisfactory to the Administrative Agent, showing that on a pro forma basis no Default or Event of Default will occur under any of Section 12.15 through 12.18 or with respect to the Obligor Group Requirement over the 12 month period following the effective date of the Acquisition, based on reasonable projections of the financial performance of the Guarantors or the Lessees;
(j) Investments in Construction-in-Process; constituting Permitted Joint Venture Activity, provided that the aggregate Investments pursuant to this Section 8.3(j) shall not exceed twenty-five percent (25%) no Default or Event of Gross Asset ValueDefault has occurred and is continuing or would result therefrom;
(k) Investment repurchases of the Company's common stock in Hospital Affiliates Development Corporation and Windrose Medical Properties Management, L.L.C.accordance with Section 12.04;
(l) guarantees of any obligations of landlords of a Guarantor or a Lessee to the extent that the obligations relate to funds arranged by a Guarantor or a Lessee and used to finance or refinance any stores of a Guarantor or a Lessee and such funds are intended to be a repaid through lease payments of a Guarantor or a Lessee; and
(m) Investments in Subsidiaries respect of Borrower which are engaged in businesses described in Section 8.3(h), (i) Hedging Agreements entered into for hedging purposes only and (j), subject to the limits therein; andnot for speculation.
Appears in 1 contract
Restrictions on Investments. The Borrower and the Guarantor will not, and will not permit any of their respective its Subsidiaries to, make or permit to exist or to remain outstanding any Investment except Investments in:
(a1) marketable direct or guaranteed obligations of the United States of America that mature within one (1) year from the date of purchase by the Borrower or GuarantorBorrower;
(b) marketable direct obligations of any of the following: Federal Home Loan Mortgage Corporation, Student Loan Marketing Association, Federal Home Loan Banks, Federal National Mortgage Association, Government National Mortgage Association, Bank for Cooperatives, Federal Intermediate Credit Banks, Federal Financing Banks, Export-Import Bank of the United States, Federal Land Banks, or any other agency or instrumentality of the United States of America;
(c2) demand deposits, certificates of deposit, bankers acceptances and time deposits of United States banks having total assets in excess of $100,000,000; provided, however, that the aggregate amount at any time so invested with any single bank having total assets of less than $1,000,000,000 will not exceed $200,0001,000,000,000;
(d3) securities commonly known as "commercial paper" issued by a corporation organized and existing under the laws of the United States of America or any State which state thereof that at the time of purchase have been rated and the ratings for which are rated by Moody's Investors Service, Inc. or by Standard & Poor's Corporation ax xxx xess not less than "P 21" if then rated by Moody's Xxxxx'x Investors Service, Inc., and not less than "A 2", 1" if then ratxx xx Xtandard & rated by Standard and Poor's CorporationRating Group;
(e4) mortgage-backed securities guaranteed by Investments existing on the Government National Mortgage Association, the Federal National Mortgage Association or the Federal Home Loan Mortgage Corporation date hereof and other mortgage-backed bonds which at the time of purchase are rated by Moody's Investors Service, Inc. or by Standard & Poor's Corporation ax xxx xess than "Aa" if then rated by Moody's Investors Service, Inc. and not less than "AA" if then rated xx Xxxxdard & Poor's Corporationlisted on Schedule 10.3 hereto;
(f5) repurchase agreements having a term not greater than 90 days Investments with respect to Indebtedness permitted by Section 10.1(e) so long as such entities remain Guarantors and fully secured by securities described in remain Subsidiaries of the foregoing subsection (a), (b) or (e) with banks described in the foregoing subsection (c) or with financial institutions or other corporations having total assets in excess of $500,000,000Borrower;
(g6) shares Investments consisting of so-called "money market funds" registered with the SEC under Guaranty or Investments by the Investment Company Act Borrower or a Guarantor in another Guarantor, so long as such Guarantors remain Subsidiaries of 1940 which maintain the Borrower, and Investments of a level per-share value, invest principally in investments described Guarantor in the foregoing subsections (a) through (f) and have total assets in excess of $50,000,000Borrower;
(h7) subject to the provisions Investments consisting of this promissory notes received as proceeds of asset dispositions permitted by Section 8.3, Investments in fee and leasehold interests in completed and operational Medical Properties and related assets associated therewith, including earnest money deposits relating thereto and transaction costs10.5.2;
(x) 8) Investments consisting of interest rate protection arrangements or in fee and leasehold interests in land with respect to which no Construction-in-Process has commenced and which land is to be used for the development of Medical Properties; provided that the Investments pursuant to this Section 8.3(i) shall not exceed currency swap arrangements so long as such arrangements are in the aggregate five percent (5%) ordinary course of Gross Asset Valuebusiness and are not for speculative purposes;
(j9) Investments consisting of loans or advances made in Construction-in-Processthe ordinary course of business to officers, directors or employees of the Borrower or any of the Guarantors for travel, transportation, entertainment and moving and other relocation expenses, up to an aggregate amount not to exceed $750,000 at any time; provided that provided, however, that, with the aggregate exception of demand deposits referred to in Section 10.3(b) and advances to employees referred to in Section 10.3(i) hereof, such Investments pursuant to will be considered Investments permitted by this Section 8.3(j) shall not exceed twenty-five percent (25%) of Gross Asset Value;
(k) Investment in Hospital Affiliates Development Corporation and Windrose Medical Properties Management, L.L.C.;
(l) Investments in Subsidiaries of Borrower which are engaged in businesses described in Section 8.3(h), (i) and (j), subject 10.3 only if all actions have been taken to the limits therein; andsatisfaction of the Agent to provide to the Agent, for the benefit of the Banks and the Agent, a first priority perfected security interest in all of such Investments free of all encumbrances other than Permitted Liens.
Appears in 1 contract
Samples: Revolving Credit Agreement (Aztec Technology Partners Inc /De/)
Restrictions on Investments. The Borrower and the Guarantor Borrowers will not, and will not permit any of their respective Subsidiaries to, make or permit to exist or to remain outstanding any Investment except Investments in:
(a) marketable direct or guaranteed obligations of the United States of America that mature within one (1) year from the date of purchase by the Borrower or GuarantorBorrowers;
(b) marketable direct obligations of any of the following: Federal Home Loan Mortgage Corporation, Student Loan Marketing Association, Federal Home Loan Banks, Federal National Mortgage Association, Government National Mortgage Association, Bank for Cooperatives, Federal Intermediate Credit Banks, Federal Financing Banks, Export-Import Bank of the United States, Federal Land Banks, or any other agency or instrumentality of the United States of America;
(c) demand deposits, certificates of deposit, bankers acceptances and time deposits of United States banks having total assets in excess of $100,000,000; provided, however, that the aggregate amount at any time so invested with any single bank having total assets of less than $1,000,000,000 will not exceed $200,0001,000,000,000;
(dc) securities commonly known as "commercial paper" issued by a corporation organized and existing under the laws of the United States of America or any State which state thereof that at the time of purchase have been rated and the ratings for which are rated by Moody's Investors Service, Inc. or by Standard & Poor's Corporation ax xxx xess not less than "P 21" if then rated by Moody's Xxxxx'x Investors Service, Inc., and not less than "A 2", 1" if then ratxx xx Xtandard & rated by Standard and Poor's CorporationRating Group;
(d) Investments existing on the date hereof and listed on Schedule 9.3 hereto, Investments made by any Borrower or its Subsidiaries in the JV pursuant to the GE Joint Venture so long as the time of the making of such Investments, no Default or Event of Default has occurred and is continuing or would exist as a result thereof; provided, the aggregate amount of all Investments made in the JV shall not exceed $3,500,000 from the Closing Date to the first anniversary of the Closing Date and $7,000,000 in the aggregate during the term of the Credit Agreement;
(e) mortgage-backed securities guaranteed Investments with respect to Indebtedness permitted by the Government National Mortgage Associationss.9.1(f)(i) - (iii) so long as such entities remain a Subsidiary of any Borrower and a Borrower, the Federal National Mortgage Association a Guarantor or the Federal Home Loan Mortgage Corporation Foreign Guarantor hereunder and other mortgage-backed bonds which at the time Investments with respect to Indebtedness permitted by ss.9.1(f)(iv) so long as such entities remain a Subsidiary of purchase are rated by Moody's Investors Service, Inc. or by Standard & Poor's Corporation ax xxx xess than "Aa" if then rated by Moody's Investors Service, Inc. and not less than "AA" if then rated xx Xxxxdard & Poor's Corporationany Borrower hereunder;
(f) repurchase agreements having a term not greater than 90 days and fully secured by securities described in the foregoing subsection (a), (b) or (e) with banks described in the foregoing subsection (c) or with financial institutions or other corporations having total assets in excess of $500,000,000;
(g) shares of so-called "money market funds" registered with the SEC under the Investment Company Act of 1940 which maintain a level per-share value, invest principally in investments described in the foregoing subsections (a) through (f) and have total assets in excess of $50,000,000;
(h) subject to the provisions of this Section 8.3, Investments in fee and leasehold interests in completed and operational Medical Properties and related assets associated therewith, including earnest money deposits relating thereto and transaction costs;
(x) Investments in fee and leasehold interests in land with respect to which no Construction-in-Process has commenced Indebtedness permitted by ss.9.1(g) hereof so long as the Person incurring such Indebtedness remains a Subsidiary of any Borrower hereunder and which land is to be used for the development Investments consisting of Medical Properties; provided that the Investments pursuant to this Section 8.3(i) shall not exceed in the aggregate five percent (5%) of Gross Asset Value;
(j) Investments in Construction-in-Process; provided that the aggregate Investments pursuant to this Section 8.3(j) shall not exceed twenty-five percent (25%) of Gross Asset Value;
(k) Investment in Hospital Affiliates Development Corporation and Windrose Medical Properties Management, L.L.C.;
(l) Investments in Subsidiaries of Borrower which are engaged in businesses described in Section 8.3(h), (i) and (j), subject to the limits therein; andPermitted Acquisitions under ss.
Appears in 1 contract
Samples: Revolving Credit and Term Loan Agreement (Holmes Products Corp)
Restrictions on Investments. The Borrower and the Guarantor will not, and will shall not permit any of their respective Subsidiaries to, make or --------------------------- permit to exist or to remain outstanding any Investment except Investments inexcept:
(a) marketable Investments in Rate Hedging Agreements in a notional principal amount on any date not to exceed the aggregate principal amount of Indebtedness of the Borrower accruing interest at a floating rate, and only so long as the purpose of such Investments shall be to hedge such floating- rate interest and shall not be to speculate on interest rates;
(b) Investments in commercial paper maturing in 90 days or less from the date of issuance which, at the time of acquisition by the Borrower, is accorded a rating of A1 or better by Standard & Poor's Ratings Group or P1 or better by Xxxxx'x Investors Service, Inc. or an equivalent rating by another nationally recognized credit-rating agency of similar standing;
(c) Investments in
(i) direct obligations of, or obligations guaranteed obligations of by, the United States of America that mature within one (1) year from the date of purchase by the Borrower or Guarantor;
(b) marketable direct obligations of any of the following: Federal Home Loan Mortgage Corporation, Student Loan Marketing Association, Federal Home Loan Banks, Federal National Mortgage Association, Government National Mortgage Association, Bank for Cooperatives, Federal Intermediate Credit Banks, Federal Financing Banks, Export-Import Bank of the United States, Federal Land Banks, or any other agency or instrumentality that constitutes a full-faith- and-credit obligation of the United States of America;, in any case maturing in 12 months or less from the date of acquisition thereof, and
(cii) demand deposits, certificates repurchase agreements fully secured by underlying securities of deposit, bankers acceptances the type described in clause (i) and time deposits issued by a bank or trust company meeting the requirements of United States banks having total assets in excess of $100,000,000; provided, however, that the aggregate amount at any time so invested with any single bank having total assets of less than $1,000,000,000 will not exceed $200,000(S)7.04(d);
(d) securities commonly known as "commercial paper" Investments in certificates of deposit maturing within six months from the date of issuance thereof (i) issued by a corporation bank or trust company organized and existing under the laws of the United States of America or any State which state thereof, having capital, surplus and undivided profits aggregating at least $500,000,000 and whose long-term certificates of deposit are, at the time of purchase are acquisition thereof by the Borrower, rated by Moody's Investors Service, Inc. AA or better by Standard & Poor's Corporation ax xxx xess than "P 2" if then rated Ratings Group or Aa or better by Moody's Xxxxx'x Investors Service, Inc., and not less than "A 2", if then ratxx xx Xtandard & Poor's Corporationor (ii) issued by any Lender;
(e) mortgageInvestments in money-backed securities guaranteed by the Government National Mortgage Association, the Federal National Mortgage Association or the Federal Home Loan Mortgage Corporation and market funds (other mortgagethan single-backed bonds which at the time of purchase are rated by Moody's Investors Service, Inc. or by Standard & Poor's Corporation ax xxx xess than "Aa" if then rated by Moody's Investors Service, Inc. and not less than "AA" if then rated xx Xxxxdard & Poor's Corporation;
(fstate funds) repurchase agreements having a term not greater than 90 days and fully secured by securities described that make investments in the foregoing subsection (a), (b) or (e) with banks described in the foregoing subsection (c) or with financial institutions or other corporations having total assets in excess of $500,000,000;
(g) shares of so-called "money market funds" registered accordance with the SEC regulations of the Securities and Exchange Commission under the Investment Company Act of 1940 which maintain a level per-share value1940, invest principally in investments described in the foregoing subsections (a) through as amended;
(f) Loans or advances in the usual and have total assets in excess ordinary course of $50,000,000;business to officers, directors and employees for expenses (including moving expenses related to a transfer) incidental to carrying on the business of the Borrower; and
(h) subject to the provisions of this Section 8.3, Investments in fee and leasehold interests in completed and operational Medical Properties and related assets associated therewith, including earnest money deposits relating thereto and transaction costs;
(xg) Investments in fee existing on the date hereof and leasehold interests in land with respect to which no Construction-in-Process has commenced and which land is to be used for the development of Medical Properties; provided that the Investments pursuant to this Section 8.3(i) shall not exceed in the aggregate five percent (5%) of Gross Asset Value;
(j) Investments in Construction-in-Process; provided that the aggregate Investments pursuant to this Section 8.3(j) shall not exceed twenty-five percent (25%) of Gross Asset Value;
(k) Investment in Hospital Affiliates Development Corporation and Windrose Medical Properties Management, L.L.C.;
(l) Investments in Subsidiaries of Borrower which are engaged in businesses described in Section 8.3(h), (i) and (j), subject to the limits therein; andlisted on Schedule -------- 7.04. ----
Appears in 1 contract
Samples: Loan Agreement (Omnipoint Corp \De\)
Restrictions on Investments. The Borrower and None of the Guarantor Borrower, any Guarantor, any Operating Subsidiary or any wholly-owned Subsidiary will not, and will not permit any of their respective Subsidiaries to, make or permit to exist or to remain outstanding any Investment except Investments in:
(a) marketable direct or guaranteed obligations of the United States of America that mature within one two (12) year years from the date of purchase by the Borrower or Guarantorpurchase;
(b) marketable direct obligations of any of the following: Federal Home Loan Mortgage Corporation, Student Loan Marketing Association, Federal Home Loan Banks, Federal National Mortgage Association, Government National Mortgage Association, Bank for Cooperatives, Federal Intermediate Credit Banks, Federal Financing Banks, Export-Import Bank of the United States, Federal Land Banks, or any other agency or instrumentality of the United States of America;
(c) demand deposits, certificates of deposit, bankers acceptances and time deposits of United States banks having total assets in excess of $100,000,000; provided, however, that the aggregate amount at any time so invested with any single bank having total assets of less than $1,000,000,000 will not exceed $200,0001,000,000,000;
(dc) securities commonly known as "commercial paper" issued by a corporation organized and existing under the laws of the United States of America or any State which state thereof that at the time of purchase have been rated and the ratings for which are rated by Moody's Investors Service, Inc. or by Standard & Poor's Corporation ax xxx xess not less than "P 21" if then rated by Moody's Investors Service, Inc.Xxxxx'x, and not less than "A 2"1" if rated by S&P;
(d) Investments existing on the Closing Date and listed in the SEC Filings or in the financial statements referred to in ss.6.4 hereof, if then ratxx xx Xtandard & Poor's Corporationand any other Investments hereafter made with respect to Real Estate Assets held by the Borrower, by any wholly-owned Subsidiary or by any Partially-Owned Real Estate Holding Entity as of the Closing Date (including, without limitation, Investments in any such Partially-Owned Real Estate Holding Entity);
(e) mortgageSo long as no Event of Default has occurred and is continuing or would occur after giving effect thereto, Investments (i) in Real Estate Assets, (ii) in interests in Partially-backed securities guaranteed by Owned Real Estate Holding Entities, (iii) in the Government National Mortgage Associationstock of or other beneficial interests in Persons whose primary operations consist of the ownership, the Federal National Mortgage Association development, operation or management of Real Estate Assets or the Federal Home Loan Mortgage Corporation and other mortgage-backed bonds which at ownership of Indebtedness for borrowed money secured by mortgage liens on Real Estate Assets, or (iv) consisting of the time acquisition of purchase are rated (A) contracts for the management of Real Estate Assets or (B) Indebtedness for borrowed money secured by Moody's Investors Servicemortgage liens on Real Estate Assets, Inc. or by Standard & Poor's Corporation ax xxx xess than "Aa" if then rated by Moody's Investors Service, Inc. and not less than "AA" if then rated xx Xxxxdard & Poor's Corporationin each case consistent with the provisions of ss.7.27 hereof;
(f) any Investments now or hereafter made in the Operating Subsidiaries or any wholly-owned Subsidiary;
(g) Investments in respect of (1) equipment, inventory and other tangible personal property acquired in the ordinary course of business, (2) current trade and customer accounts receivable for services rendered in the ordinary course of business and payable in accordance with customary trade terms, (3) advances to employees for travel expenses, drawing accounts and similar expenditures, (4) prepaid expenses made in the ordinary course of business;
(h) any other Investments made in the ordinary course of business, provided that the aggregate value of all Investments under this subsection (h) by the Borrower shall not exceed at any time $1,000,000;
(i) repurchase agreements having a term not greater than 90 days and fully secured by securities obligations described in the foregoing subsection (a), (b) or (e) with banks described in the foregoing subsection (cb) or with financial institutions or other corporations having total assets in excess of $500,000,000;
(gj) interest rate xxxxxx in connection with Indebtedness; and
(k) shares of so-called "money market funds" registered with the SEC under the Investment Company Act of 1940 which maintain a level per-share value, invest principally in investments described in marketable direct or guaranteed obligations of the foregoing subsections (a) through (f) United States of America and agencies and instrumentalities thereof, and have total assets in excess of $50,000,000;
(h) subject to the provisions of this Section 8.3, Investments in fee and leasehold interests in completed and operational Medical Properties and related assets associated therewith, including earnest money deposits relating thereto and transaction costs;
(x) Investments in fee and leasehold interests in land with respect to which no Construction-in-Process has commenced and which land is to be used for the development of Medical Properties; provided that the Investments pursuant to this Section 8.3(i) shall not exceed in the aggregate five percent (5%) of Gross Asset Value;
(j) Investments in Construction-in-Process; provided that the aggregate Investments pursuant to this Section 8.3(j) shall not exceed twenty-five percent (25%) of Gross Asset Value;
(k) Investment in Hospital Affiliates Development Corporation and Windrose Medical Properties Management, L.L.C.;
(l) Investments in Subsidiaries of Borrower which are engaged in businesses described in Section 8.3(h), (i) and (j), subject to the limits therein; and.
Appears in 1 contract
Restrictions on Investments. The Borrower and the Guarantor will not, and will not --------------------------- permit any of their respective its Subsidiaries to, make or permit to exist or to remain outstanding any Investment except Investments in:
(a) marketable direct or guaranteed obligations of the United States of America and its agencies that mature within one five (15) year years from the date of purchase by the Borrower or GuarantorBorrower;
(b) marketable direct obligations of any of the following: Federal Home Loan Mortgage Corporation, Student Loan Marketing Association, Federal Home Loan Banks, Federal National Mortgage Association, Government National Mortgage Association, Bank for Cooperatives, Federal Intermediate Credit Banks, Federal Financing Banks, Export-Import Bank of the United States, Federal Land Banks, or any other agency or instrumentality of the United States of America;
(c) demand deposits, certificates of deposit, bankers acceptances and time deposits of United States banks having total assets in excess of $100,000,000; provided, however, that the aggregate amount at any time so invested with any single bank having total assets of less than $1,000,000,000 will not exceed $200,0001,000,000,000;
(dc) securities commonly known as "commercial paper" issued by a corporation organized and existing under the laws of the United States of America or any State which state thereof that at the time of purchase have been rated and the ratings for which are rated by Moody's Investors Service, Inc. or by Standard & Poor's Corporation ax xxx xess not less than "P 21" if then rated by Moody's Xxxxx'x Investors ServiceServices, Inc., and not less than "A 2", 1" if then ratxx xx Xtandard & rated by Standard and Poor's Corporation's;
(d) Investments existing on the date hereof and listed on Schedule 7.3 hereto; -------- ---
(e) mortgage-backed securities guaranteed Investments with respect to Indebtedness permitted by (S)7.1(g);
(f) Investments by the Government National Mortgage AssociationBorrower in Subsidiaries;
(g) Investments consisting of loans and advances to employees for moving, entertainment, travel and other similar expenses in the ordinary course of business not to exceed $3,000,000 in the aggregate at any time outstanding;
(h) Obligations of a State, Territory or a possession of the United States of America, or any political subdivision of any of the foregoing, or of the District of Columbia, the Federal National Mortgage Association or interest on which is exempt from federal income taxation under Section 103(a)(1) of the Federal Home Loan Mortgage Corporation and other mortgage-backed bonds Internal Revenue Code of 1986, as amended, which at the time of purchase are have been rated "M1G1", if rated by Moody's Investors Service, Inc. or by Standard & Poor's Corporation ax xxx xess than "Aa" if then rated by Moody's Investors ServiceXxxxx'x Investor Services, Inc. and not less than "AAA-1" or "SP-1", if then rated xx Xxxxdard & by Standard and Poor's Corporationand which mature within one year from the date of issue;
(fi) repurchase Repurchase agreements having a term not greater than 90 days and fully secured by securities described any one or more of the Investments in which the foregoing subsection Company is permitted to invest in pursuant to this (aS)7.3(a), (b) or (e) with banks described in the foregoing subsection and (c) or with financial institutions or other corporations having total assets in excess of $500,000,000;
(g) shares of so-called "money market funds" registered with the SEC under the Investment Company Act of 1940 which maintain a level per-share value, invest principally in investments described in the foregoing subsections (a) through (f) and have total assets in excess of $50,000,000;
(h) subject to the provisions of this Section 8.3, Investments in fee and leasehold interests in completed and operational Medical Properties and related assets associated therewith, including earnest money deposits relating thereto and transaction costs;
(x) Investments in fee and leasehold interests in land with respect to which no Construction-in-Process has commenced and which land is to be used for the development of Medical Properties; provided that the Investments pursuant to this Section 8.3(i) shall not exceed in the aggregate five percent (5%) of Gross Asset Value);
(j) Investments in ConstructionCorporate and mortgage-in-Process; provided that backed securities having a maturity of not more than five years and which at the aggregate Investments pursuant to this Section 8.3(j) shall time of purchase have been rated, and the ratings for which are not exceed twenty-five percent (25%) of Gross Asset Valueless than "A" if rated by Standard and Poor's or its equivalent if rated by any other rating agency;
(k) Investment Investments in Hospital Affiliates Development Corporation joint ventures, partnerships and Windrose Medical Properties Managementcorporations that are engaged in the health care, L.L.C.;health insurance and health care information technology industries; and
(l) Investments in Subsidiaries any mutual or other similar fund which invests exclusively in any of Borrower which are engaged the Investments described above in businesses described in Section 8.3(h), (i) and (j), subject to the limits therein; andS)7.3.
Appears in 1 contract
Restrictions on Investments. The Borrower and the Guarantor will Company shall not, and will not nor shall it permit any of their respective Subsidiaries Subsidiary to, make or permit to exist or to remain outstanding any Investment except Investments inother than:
(a) marketable direct or guaranteed obligations of the United States of America that mature within one (1) year from the date of purchase ordinary course Investments made by the Borrower Company or Guarantorany of its Subsidiaries from time to time in cash and cash equivalents;
(b) marketable direct obligations subject to Sections 10.1(a) and 10.3(d) (solely in respect of the proviso thereof), Investments in the Company or any of the following: Federal Home Loan Mortgage Corporation, Student Loan Marketing Association, Federal Home Loan Banks, Federal National Mortgage Association, Government National Mortgage Association, Bank for Cooperatives, Federal Intermediate Credit Banks, Federal Financing Banks, Export-Import Bank of the United States, Federal Land Banks, or any other agency or instrumentality of the United States of Americaits Subsidiaries;
(c) demand depositsInvestments consisting of guarantees by the Company or any of its Subsidiaries of any Indebtedness permitted pursuant to Section 10.1; and
(d) other Investments so long as (i) the Company and its Subsidiaries are in compliance with each of the financial covenants set forth in Sections 10.13 and 10.14 hereof, certificates determined on a pro forma basis (using Consolidated EBITDA of depositthe Consolidated Group as of the last day of the applicable Pro Forma Reference Period (but including any addbacks to Consolidated EBITDA permitted pursuant to the Bank Credit Agreement during the period following the last day of the applicable Pro Forma Reference Period) and Consolidated Total Funded Debt as of the date of, bankers acceptances and after giving effect to, such Investment (with such amounts adjusted as if such Investment occurred on the first day of the applicable Pro Forma Reference Period)) and (ii) at the time deposits of United States banks having total assets in excess such Investment, no Default or Event of $100,000,000Default has occurred and is continuing or would result therefrom; provided, however, that the aggregate amount of all Investments in non-Wholly-Owned Subsidiaries of the Company and Insurance Entities shall not exceed 10% of consolidated total assets of the Company and its Subsidiaries (as determined by reference to the most recent balance sheet delivered to the holders pursuant to Section 7.1 or, if earlier than the first delivery thereunder, as indicated in the Company’s most recent consolidated audited financial statements); provided, further, that the aggregate amount of all Investments in any type of business other than the businesses conducted by the Company or its Subsidiaries on the First Amendment Date and in related businesses shall not exceed $200,000,000 (or its equivalent in the relevant currency) at any time so invested with outstanding (it being understood that Investments in any single bank having total assets of less than $1,000,000,000 will not exceed $200,000;
(d) securities commonly known as "commercial paper" issued by a corporation organized and existing under Insurance Entity shall be excluded from the laws of the United States of America or any State which at the time of purchase are rated by Moody's Investors Serviceimmediately preceding limitation). Waste Connections, Inc. or by Standard & Poor's Corporation ax xxx xess than "P 2" if then rated by Moody's Investors Service, Inc., and not less than "A 2", if then ratxx xx Xtandard & Poor's Corporation;
(e) mortgage-backed securities guaranteed by the Government National Mortgage Association, the Federal National Mortgage Association or the Federal Home Loan Mortgage Corporation and other mortgage-backed bonds which at the time of purchase are rated by Moody's Investors Service, Inc. or by Standard & Poor's Corporation ax xxx xess than "Aa" if then rated by Moody's Investors Service, Inc. and not less than "AA" if then rated xx Xxxxdard & Poor's Corporation;
(f) repurchase agreements having a term not greater than 90 days and fully secured by securities described in the foregoing subsection (a), (b) or (e) with banks described in the foregoing subsection (c) or with financial institutions or other corporations having total assets in excess of $500,000,000;
(g) shares of so-called "money market funds" registered with the SEC under the Investment Company Act of 1940 which maintain a level per-share value, invest principally in investments described in the foregoing subsections (a) through (f) and have total assets in excess of $50,000,000;
(h) subject to the provisions of this Section 8.3, Investments in fee and leasehold interests in completed and operational Medical Properties and related assets associated therewith, including earnest money deposits relating thereto and transaction costs;
(x) Investments in fee and leasehold interests in land with respect to which no Construction-in-Process has commenced and which land is to be used for the development of Medical Properties; provided that the Investments pursuant to this Section 8.3(i) shall not exceed in the aggregate five percent (5%) of Gross Asset Value;
(j) Investments in Construction-in-Process; provided that the aggregate Investments pursuant to this Section 8.3(j) shall not exceed twenty-five percent (25%) of Gross Asset Value;
(k) Investment in Hospital Affiliates Development Corporation and Windrose Medical Properties Management, L.L.C.;
(l) Investments in Subsidiaries of Borrower which are engaged in businesses described in Section 8.3(h), (i) and (j), subject to the limits therein; andNote Purchase Agreement
Appears in 1 contract
Samples: Master Note Purchase Agreement (Waste Connections, Inc.)
Restrictions on Investments. The Borrower and the Guarantor Borrowers will not, and will not permit any of their respective the Designated Subsidiaries to, make or permit to exist or to remain outstanding any Investment except Investments in:
(a) marketable direct or guaranteed obligations of the United States of America that mature within one (1) year from the date of purchase by the such Borrower or Guarantorsuch Designated Subsidiary;
(b) marketable direct obligations of any of the following: Federal Home Loan Mortgage Corporation, Student Loan Marketing Association, Federal Home Loan Banks, Federal National Mortgage Association, Government National Mortgage Association, Bank for Cooperatives, Federal Intermediate Credit Banks, Federal Financing Banks, Export-Import Bank of the United States, Federal Land Banks, or any other agency or instrumentality of the United States of America;
(c) demand deposits, certificates of deposit, bankers acceptances and time deposits of United States banks having total assets in excess of $100,000,000; provided, however, that the aggregate amount at any time so invested with any single bank having total assets of less than $1,000,000,000 will not exceed $200,0001,000,000,000;
(dc) securities commonly known as "commercial paper" issued by the Agent, or a corporation organized and existing under the laws of the United States of America or any state thereof that at the time of purchase have been rated and the ratings for which are not less than "P 1" if rated by Moodx'x Xxxestors Services, Inc. or any successor service thereto having a substantially similar rating system, or not less than "A 1" if rated by Standard & Poor's Corporation or any successor service thereto having a substantially similar rating system;
(d) demand notes issued by a corporation organized and existing under the laws of the United States of America or any State which state thereof that at the time of purchase have been rated and the ratings for which are not less than "P 1" if rated by Moody's Investors ServiceMoodx'x Xxxestors Services, Inc. or any successor service thereto having a substantially similar rating system, or not less than "A 1" if rated by Standard & Poor's Corporation ax xxx xess or any successor service thereto having a substantially similar rating system;
(e) repurchase agreements, purchased through the Agent, or a corporation organized and existing under the laws of the United States of America or any state thereof that at the time of purchase have been rated and the ratings for which are not less than "P 21" if then rated by Moody's Investors ServiceMoodx'x Xxxestors Services, Inc.Inc. or any successor service thereto having a substantially similar rating system, and or not less than "A 2", 1" if then ratxx xx Xtandard & Poor's Corporation;
(e) mortgage-backed securities guaranteed by the Government National Mortgage Association, the Federal National Mortgage Association or the Federal Home Loan Mortgage Corporation and other mortgage-backed bonds which at the time of purchase are rated by Moody's Investors Service, Inc. or by Standard & Poor's Corporation ax xxx xess than "Aa" if then rated or any successor service thereto having a substantially similar rating system, which repurchase agreements are collateralized by Moody's Investors Service, Inc. and not less than "AA" if then rated xx Xxxxdard & Poor's Corporationsecurities of the United States of America or any agency thereof in an amount equal to at least 102% of the amount of such Investment;
(f) repurchase agreements having a term not greater than 90 days and fully secured by securities described in the foregoing subsection (a), (b) or (e) with banks described in the foregoing subsection (c) or with financial institutions or other corporations having total assets in excess of $500,000,000;
(g) shares of any so-called "money market fundsfund" advised, serviced or sold by any of the Lenders or by any other financial institution provided that such fund is registered with the SEC under the Investment Company Act of 1940 which maintain 1940, has net assets of at least $250,000,000, has an investment portfolio with an average maturity of 365 days or less and is not considered to be a level per"high-share value, invest principally in investments described in yield" fund;
(g) Investments existing on the foregoing subsections (a) through (f) date hereof and have total assets in excess of $50,000,000listed on Schedule 9.3 hereto;
(h) subject to Investments by either Borrower in any Designated Subsidiary or the provisions other Borrower or by any Designated Subsidiary in either Borrower or any other Designated Subsidiary, existing as of this Section 8.3, Investments in fee and leasehold interests in completed and operational Medical Properties and related assets associated therewith, including earnest money deposits relating thereto and transaction coststhe Closing Date;
(xi) Investments after the date hereof by (i) any of the Borrowers and the Designated Subsidiaries in fee and leasehold interests in land with respect (A) any of the Excluded Subsidiaries other than Zale Xxxuisition Corp., JHC Holding Corporation, Zale Xxxding Corporation or ZHCL Corp., not to which no Construction-in-Process has commenced and which land is to be used for the development of Medical Properties; provided that the Investments pursuant to this Section 8.3(i) shall not exceed $2,500,000 in the aggregate, and (B) Zale Xxxuisition Corp., JHC Holding Corporation, Zale Xxxding Corporation or ZHCL Corp. in order to enable such Subsidiaries to maintain their corporate existence and good standing or for other similar purposes, in an aggregate five percent amount not to exceed $100,000, (5%ii) either of Gross Asset Valuethe Borrowers in any of the Designated Subsidiaries (other than JFS) in an aggregate amount not to exceed $12,000,000, (iii) any of the Designated Subsidiaries in either of the Borrowers in an aggregate amount not to exceed $12,000,000, and (iii) either of the Borrowers in JFS, solely in respect of operating expenses of JFS and capital expenditures of JFS, in an aggregate amount not to exceed $35,000,000 during any fiscal year of the Borrowers;
(j) Investments existing on the Closing Date by Zale in Construction-in-Process; provided that the aggregate Investments pursuant to this Section 8.3(j) shall not exceed twenty-five percent (25%) Subsidiaries of Gross Asset ValueZale;
(k) Investment in Hospital Affiliates Development Corporation and Windrose Medical Properties Management, L.L.C.Investments consisting of promissory notes received as proceeds of asset dispositions permitted by Section 9.5.2;
(l) Investments consisting of loans and advances to employees for moving, entertainment, travel and other similar expenses in the ordinary course of business not to exceed $2,000,000 in the aggregate at any time outstanding;
(m) Investments in the Trust Certificates, the Trust Interest or similar Investments in any other Receivables Securitization Subsidiary and Investments in the Subordinated Note;
(n) Investments in the corporate general partner of the Litigation Entity in an aggregate amount not to exceed $3,500,000;
(o) Investments in a new Subsidiary of either of the Borrowers constituting a credit card bank in an aggregate amount not to exceed $10,000,000;
(p) Investments in registered investment companies which invest solely in Investments otherwise permitted by this Section 9.3;
(q) Investments consisting of the repurchase by Zale xx warrants in respect of its capital stock to the extent permitted by Section 9.4;
(r) Investments consisting of acquisitions of stock or assets to the extent permitted by Section 9.5.1;
(s) Investments in an amount up to the amount of funds under any Rabbi Trust, similar trust arrangement or account established or maintained by any of Zale xxx its Subsidiaries as permitted by Section 9.2(q), but in no event in excess of Borrower which are engaged $5,000,000 in businesses described the aggregate;
(t) Investments in Zale xxxck, whether or not permitted under Section 8.3(h9.4, in connection with the satisfaction of the Borrowers' obligations under the 401(k) plan and/or the Zale Xxxibus Stock Incentive Plan or similar employee benefit plans maintained by the Borrowers, or either of them; and
(u) Investments consisting of guaranties of Indebtedness permitted by Sections 9.1(f), (ig), (h), (l), (q) and (js), subject to the limits therein; and.
Appears in 1 contract
Restrictions on Investments. The Borrower and the Guarantor will not, and will not --------------------------- permit any of their respective its Subsidiaries to, make or permit to exist or to remain outstanding any Investment except Investments in:
(a) marketable direct or guaranteed obligations of the United States of America that mature within one (1) year from the date of purchase by the Borrower or GuarantorBorrower;
(b) marketable direct obligations of any of the following: Federal Home Loan Mortgage Corporation, Student Loan Marketing Association, Federal Home Loan Banks, Federal National Mortgage Association, Government National Mortgage Association, Bank for Cooperatives, Federal Intermediate Credit Banks, Federal Financing Banks, Export-Import Bank of the United States, Federal Land Banks, or any other agency or instrumentality of the United States of America;
(c) demand deposits, certificates of deposit, bankers acceptances and time deposits of United States banks having total assets in excess of $100,000,000; provided, however, that the aggregate amount at any time so invested with any single bank having total assets of less than $1,000,000,000 will not exceed $200,0001,000,000,000;
(dc) securities commonly known as "commercial paper" issued by a corporation organized and existing under the laws of the United States of America or any State which state thereof that at the time of purchase have been rated and the ratings for which are rated by Moody's Investors Service, Inc. or by Standard & Poor's Corporation ax xxx xess not less than "P 21" if then rated by Moody's Xxxxx'x Investors ServiceServices, Inc., and not less than "A 2", 1" if then ratxx xx Xtandard & rated by Standard and Poor's CorporationRating Group;
(d) Investments existing on the date hereof and listed on Schedule 8.3 hereto; -------- ---
(e) mortgage-backed securities guaranteed Investments with respect to Indebtedness permitted by (S)8.1(e) so long as such entities remain Subsidiaries of the Government National Mortgage Association, Borrower and such Subsidiary is a party to the Federal National Mortgage Association or the Federal Home Loan Mortgage Corporation and other mortgage-backed bonds which at the time of purchase are rated by Moody's Investors Service, Inc. or by Standard & Poor's Corporation ax xxx xess than "Aa" if then rated by Moody's Investors Service, Inc. and not less than "AA" if then rated xx Xxxxdard & Poor's CorporationGuaranty;
(f) repurchase agreements having a term not greater than 90 days and fully secured Investments consisting of the Guaranty or Investments by securities described the Borrower in Subsidiaries of the foregoing subsection (a), (b) or (e) with banks described in Borrower which are party to the foregoing subsection (c) or with financial institutions or other corporations having total assets in excess of $500,000,000;Guaranty; and
(g) shares Investments consisting of so-called "money market funds" registered promissory notes received as proceeds of asset dispositions permitted by (S)8.5.2; provided, however, that, with the SEC under the Investment Company Act exception of 1940 which maintain a level per-share valuedemand deposits referred to in -------- ------- (S)8.3(b), invest principally in investments described in the foregoing subsections such Investments will be considered Investments permitted by this (a) through (f) and S)8.3 only if all actions have total assets in excess of $50,000,000;
(h) subject been taken to the provisions satisfaction of this Section 8.3the Agent to provide to the Agent, Investments in fee and leasehold interests in completed and operational Medical Properties and related assets associated therewith, including earnest money deposits relating thereto and transaction costs;
(x) Investments in fee and leasehold interests in land with respect to which no Construction-in-Process has commenced and which land is to be used for the development benefit of Medical Properties; provided that the Banks and the Agent, a first priority perfected security interest in all of such Investments pursuant to this Section 8.3(i) shall not exceed in the aggregate five percent (5%) free of Gross Asset Value;
(j) Investments in Construction-in-Process; provided that the aggregate Investments pursuant to this Section 8.3(j) shall not exceed twenty-five percent (25%) of Gross Asset Value;
(k) Investment in Hospital Affiliates Development Corporation and Windrose Medical Properties Management, L.L.C.;
(l) Investments in Subsidiaries of Borrower which are engaged in businesses described in Section 8.3(h), (i) and (j), subject to the limits therein; andall encumbrances other than Permitted Liens.
Appears in 1 contract
Samples: Revolving Credit Agreement (Answer Think Consulting Group Inc)
Restrictions on Investments. The Borrower and the Guarantor will not, and will not permit any of their respective its Subsidiaries to, make or permit to exist or to remain outstanding any Investment except Investments inexcept:
(a) Investments by the Borrower in marketable direct or guaranteed obligations of the United States of America that mature within one (1) year from the date of purchase by the Borrower or GuarantorBorrower;
(b) marketable direct obligations of any of Investments by the following: Federal Home Loan Mortgage Corporation, Student Loan Marketing Association, Federal Home Loan Banks, Federal National Mortgage Association, Government National Mortgage Association, Bank for Cooperatives, Federal Intermediate Credit Banks, Federal Financing Banks, Export-Import Bank of the United States, Federal Land Banks, or any other agency or instrumentality of the United States of America;
(c) Borrower in demand deposits, certificates of deposit, Eurodollar deposits, bankers acceptances and time deposits of United States banks having total assets in excess of $100,000,000; provided1,000,000,000, however, that the aggregate amount at any time so invested with any single bank having total assets or foreign subsidiaries of less than $1,000,000,000 will not exceed $200,000such banks;
(dc) Investments by the Borrower in securities commonly known as "commercial paper" issued by a corporation organized and existing under the laws of the United States of America or any State which state thereof that at the time of purchase have been rated and the ratings for which are not less than "P 1" if rated by Moody's Xxxxx'x Investors ServiceServices, Inc. or Inc., and not less than "A 1" if rated by Standard & and Poor's Corporation ax xxx xess Ratings Group or, so long as no Obligations are outstanding, not less than "P 2" if then rated by Moody's Xxxxx'x Investors ServiceServices, Inc., and not less than "A 2", " if then ratxx xx Xtandard & rated by Standard and Poor's CorporationRatings Group;
(d) Investments by the Borrower in debt of any state or political subdivision that is rated "A" or better and due within one (1) year from the date of purchase by the Borrower or its Subsidiaries;
(e) mortgage-backed securities guaranteed Investments by the Government National Mortgage Association, Borrower in repurchase agreements secured by any one or more of the Federal National Mortgage Association or the Federal Home Loan Mortgage Corporation and other mortgage-backed bonds which at the time of purchase are rated by Moody's Investors Service, Inc. or by Standard & Poor's Corporation ax xxx xess than "Aa" if then rated by Moody's Investors Service, Inc. and not less than "AA" if then rated xx Xxxxdard & Poor's Corporationforegoing;
(f) repurchase agreements having a term not greater than 90 days Investments existing on the date hereof and fully secured by securities described in the foregoing subsection (a), (b) or (e) with banks described in the foregoing subsection (c) or with financial institutions or other corporations having total assets in excess of $500,000,000listed on Schedule 9.3 hereto;
(g) shares of so-called "money market funds" registered with the SEC under the Investment Company Act of 1940 which maintain a level per-share value, invest principally in investments described in the foregoing subsections (a) through (f) and have total assets in excess of $50,000,000;
(h) subject to the provisions of this Section 8.3, Investments in fee and leasehold interests in completed and operational Medical Properties and related assets associated therewith, including earnest money deposits relating thereto and transaction costs;
(x) Investments in fee and leasehold interests in land with respect to which no Construction-in-Process has commenced and which land is to be used for the development of Medical Properties; provided that the Investments pursuant to this Section 8.3(i) shall not exceed in the aggregate five percent Indebtedness permitted by (5%) of Gross Asset Value;
(j) Investments in Construction-in-Process; provided that the aggregate Investments pursuant to this Section 8.3(j) shall not exceed twenty-five percent (25%) of Gross Asset Value;
(k) Investment in Hospital Affiliates Development Corporation and Windrose Medical Properties Management, L.L.C.;
(l) Investments in Subsidiaries of Borrower which are engaged in businesses described in Section 8.3(h), (i) and (j), subject to the limits therein; andS)9.1
Appears in 1 contract
Samples: Revolving Credit Agreement (Blue Steel Capital Corp)
Restrictions on Investments. The Borrower and the Guarantor will not, and will not permit any of their respective its Subsidiaries to, make or permit to exist or to remain outstanding any Investment except Investments in:
(a) marketable direct or guaranteed obligations of the United States of America that mature within one (1) year from the date of purchase by the Borrower or GuarantorBorrower;
(b) marketable direct obligations of any of the following: Federal Home Loan Mortgage Corporation, Student Loan Marketing Association, Federal Home Loan Banks, Federal National Mortgage Association, Government National Mortgage Association, Bank for Cooperatives, Federal Intermediate Credit Banks, Federal Financing Banks, Export-Import Bank of the United States, Federal Land Banks, or any other agency or instrumentality of the United States of America;
(c) demand deposits, certificates of deposit, bankers bank acceptances and time deposits of United States banks having total assets in excess of $100,000,000; provided, however, that the aggregate amount at any time so invested with any single bank having total assets of less than $1,000,000,000 will not exceed $200,0001,000,000,000;
(dc) securities commonly known as "“commercial paper" ” issued by a corporation organized and existing under the laws of the United States of America or any State which state thereof that at the time of purchase have been rated and the ratings for which are not less than “P 1” if rated by Moody's Investors Service, Inc. or by Standard & Poor's Corporation ax xxx xess than "P 2" if then rated by Moody's Investors Service, Inc.Mxxxx’x, and not less than "“A 2", 1” if then ratxx xx Xtandard & Poor's Corporationrated by S&P;
(d) Investments existing on the date hereof and listed on Schedule 10.3 hereto;
(e) mortgage-backed securities guaranteed Investments in the Borrower and in Subsidiaries, either in the form of equity Investments or Indebtedness permitted by §10.1
(i) so long as such entities remain the Government National Mortgage Association, Borrower or Subsidiaries of the Federal National Mortgage Association or the Federal Home Loan Mortgage Corporation and other mortgage-backed bonds which at the time of purchase are rated by Moody's Investors Service, Inc. or by Standard & Poor's Corporation ax xxx xess than "Aa" if then rated by Moody's Investors Service, Inc. and not less than "AA" if then rated xx Xxxxdard & Poor's CorporationBorrower;
(f) repurchase agreements having a term not greater than 90 days Investments consisting of the Guaranty, the Subordinated Guaranties and fully secured subordinated guaranties constituting Additional Subordinated Debt made in accordance with the definition of “Subordinated Debt”, provided that such subordinated guarantees otherwise constitute Indebtedness permitted by securities described §10.1(e);
(g) Investments consisting of promissory notes or other deferred payment arrangements received as proceeds of, or entered into in connection with, asset dispositions permitted by §10.5.2;
(h) Investments consisting of loans and advances to employees for moving, entertainment, travel and other similar expenses in the foregoing subsection ordinary course of business not to exceed $1,000,000 in the aggregate at any time outstanding;
(ai) Investments by the Borrower or a Subsidiary of the Borrower in Subsidiaries formed for the purpose of consummating Permitted Acquisitions or acquired in connection with Permitted Acquisitions;
(j) other Investments; provided that (i) at the time such Investment is made, the aggregate amount of all Investments made by the Borrower or any of its Subsidiaries under this clause (j) after the date hereof and after giving effect to such Investment shall not exceed $175,000,000 net of cash returns of capital received after the date hereof with respect to any Investments made under this clause (j), (ii) no Default or Event of Default has occurred and is continuing at the time such Investment is made or would result on a pro forma basis therefrom after taking into account any Loans advanced to finance such Investment, and (iii) the Borrower delivers to the Administrative Agent a duly executed certificate substantially in the form of Exhibit F hereto in connection with such Investment; provided, however, that, with the exception of Investments referred to in §10.3(a), (b) or (e) with banks described in the foregoing subsection and (c) or with financial institutions or other corporations having total assets and loans and advances referred to in excess of $500,000,000;
(g) shares of so-called "money market funds" registered with the SEC under the Investment Company Act of 1940 which maintain a level per-share value, invest principally in investments described in the foregoing subsections (a) through (f) and have total assets in excess of $50,000,000;
§(h) subject and Excluded Assets, such Investments will be considered Investments permitted by this §10.3 only if all actions have been taken to the provisions reasonable satisfaction of this Section 8.3the Administrative Agent to provide to the Administrative Agent, Investments in fee and leasehold interests in completed and operational Medical Properties and related assets associated therewith, including earnest money deposits relating thereto and transaction costs;
(x) Investments in fee and leasehold interests in land with respect to which no Construction-in-Process has commenced and which land is to be used for the development benefit of Medical Properties; provided that the Lenders and the Administrative Agent, a first priority perfected security interest in all of such Investments pursuant to this Section 8.3(i) shall not exceed in the aggregate five percent (5%) free of Gross Asset Value;
(j) Investments in Construction-in-Process; provided that the aggregate Investments pursuant to this Section 8.3(j) shall not exceed twenty-five percent (25%) of Gross Asset Value;
(k) Investment in Hospital Affiliates Development Corporation and Windrose Medical Properties Management, L.L.C.;
(l) Investments in Subsidiaries of Borrower which are engaged in businesses described in Section 8.3(h), (i) and (j), subject to the limits therein; andall Liens other than Permitted Liens.
Appears in 1 contract
Samples: Revolving Credit and Term Loan Agreement (Emmis Operating Co)
Restrictions on Investments. The Borrower and None of the Guarantor will notBorrower, and will not permit the --------------------------- Guarantor, or any of their respective Subsidiaries to, will make or permit to exist or to remain outstanding any Investment except Investments in:
(a) marketable direct or guaranteed obligations of the United States of America that mature within one two (12) year years from the date of purchase (including investments in securities guaranteed by the Borrower or GuarantorUnited States of America such as securities in so-called "overseas private investment corporations");
(b) marketable direct obligations of any of the following: Federal Home Loan Mortgage Corporation, Student Loan Marketing Association, Federal Home Loan Banks, Federal National Mortgage Association, Government National Mortgage Association, Bank for Cooperatives, Federal Intermediate Credit Banks, Federal Financing Banks, Export-Import Bank of the United States, Federal Land Banks, or any other agency or instrumentality of the United States of America;
(c) demand deposits, certificates of deposit, bankers acceptances and time deposits of United States banks having total assets in excess of $100,000,000; provided, however, that the aggregate amount at any time so invested with any single bank having total assets of less than $1,000,000,000 will not exceed $200,0001,000,000,000;
(dc) securities commonly known as "commercial paper" issued by a corporation organized and existing under the laws of the United States of America or any State which state thereof that at the time of purchase have been rated and the ratings for which are rated by Moody's Investors Service, Inc. or by Standard & Poor's Corporation ax xxx xess not less than "P 21" if then rated by Moody's Investors Service, Inc.Xxxxx'x, and not less than "A 2", 1" if then ratxx xx Xtandard & Poor's Corporationrated by S&P;
(d) Investments existing on the Closing Date and listed in the SEC Filings or in the financial statements referred to in (S)7.4 hereof;
(e) mortgage-backed securities guaranteed other Investments hereafter in connection with the acquisition and development of Permitted Properties by the Government National Mortgage AssociationBorrower or any Wholly-owned Subsidiary of the Borrower, provided that the aggregate amounts -------- actually invested by Borrower (or if not invested directly by Borrower, actually invested by an Affiliate of the Borrower for which the Borrower has any funding obligation), the Federal National Mortgage Association or Guarantor and such Wholly-owned Subsidiary at any time in Real Estate Assets Under Development will not exceed twenty-five percent (25%) of the Federal Home Loan Mortgage Corporation and other mortgage-backed bonds which Fair Market Value of Assets at the time of purchase are rated by Moody's Investors Service, Inc. or by Standard & Poor's Corporation ax xxx xess than "Aa" if then rated by Moody's Investors Service, Inc. and not less than "AA" if then rated xx Xxxxdard & Poor's Corporationany such Investment;
(f) repurchase agreements having a term not greater than 90 days so long as no Event of Default has occurred and fully secured by securities described is continuing or would occur after giving effect thereto, Investments (i) in Real Estate Assets, (ii) in interests in Partially-Owned Real Estate Holding Entities, (iii) in the foregoing subsection (a)stock of or other beneficial interests in Persons whose primary operations consist of the ownership, (b) development, operation or management of Real Estate Assets or the ownership of Mortgages, or (eiv) with banks described consisting of the acquisition of (A) contracts for the management of real estate assets for third parties unrelated to the Borrower, or (B) Mortgages, provided that the aggregate fair market value of Borrower's, Guarantor's, and any such Subsidiary's interest in such other businesses (excluding management and development businesses except to the foregoing subsection extent of amounts actually invested by the Borrower, the Guarantor or any such Subsidiary therein) does not exceed twenty- five percent (c25%) or with financial institutions or other corporations having total assets in excess of $500,000,000the Consolidated Total Adjusted Asset Value at the time of any such Investment;
(g) any Investments now or hereafter made in the Operating Subsidiaries or any Wholly-owned Subsidiary;
(h) Investments in respect of (1) equipment, inventory and other tangible personal property acquired in the ordinary course of business, (2) current trade and customer accounts receivable for services rendered in the ordinary course of business and payable in accordance with customary trade terms, (3) advances in the ordinary course of business to employees for travel expenses, drawing accounts and similar expenditures, (4) prepaid expenses made in the ordinary course of business; and
(i) shares of so-called "money market funds" registered with the SEC under the Investment Company Act of 1940 which maintain a level per-share value, invest principally in investments described in marketable direct or guaranteed obligations of the foregoing subsections (a) through (f) United States of America and agencies and instrumentalities thereof, and have total assets in excess of $50,000,000;
(h) subject to the provisions of this Section 8.3, Investments in fee and leasehold interests in completed and operational Medical Properties and related assets associated therewith, including earnest money deposits relating thereto and transaction costs;
(x) Investments in fee and leasehold interests in land with respect to which no Construction-in-Process has commenced and which land is to be used for the development of Medical Properties; provided that the Investments pursuant to this Section 8.3(i) shall not exceed in the aggregate five percent (5%) of Gross Asset Value;
(j) Investments in Construction-in-Process; provided that the aggregate Investments pursuant to this Section 8.3(j) shall not exceed twenty-five percent (25%) of Gross Asset Value;
(k) Investment in Hospital Affiliates Development Corporation and Windrose Medical Properties Management, L.L.C.;
(l) Investments in Subsidiaries of Borrower which are engaged in businesses described in Section 8.3(h), (i) and (j), subject to the limits therein; and.
Appears in 1 contract
Restrictions on Investments. The Borrower and None of the Guarantor will notBorrower, and will not permit BPI, or any of their respective Subsidiaries to, will make or permit to exist or to remain outstanding any Investment except except, with respect to the Borrower and its Subsidiaries only, Investments in:
(a) marketable direct or guaranteed obligations of the United States of America that mature within one two (12) year years from the date of purchase (including investments in securities guaranteed by the Borrower or GuarantorUnited States of America such as securities in so-called "overseas private investment corporations");
(b) marketable direct obligations of any of the following: Federal Home Loan Mortgage Corporation, Student Loan Marketing Association, Federal Home Loan Banks, Federal National Mortgage Association, Government National Mortgage Association, Bank for Cooperatives, Federal Intermediate Credit Banks, Federal Financing Banks, Export-Import Bank of the United States, Federal Land Banks, or any other agency or instrumentality of the United States of America;
(c) demand deposits, certificates of deposit, bankers acceptances and time deposits of United States banks having total assets in excess of $100,000,000; provided, however, that the aggregate amount at any time so invested with any single bank having total assets of less than $1,000,000,000 will not exceed $200,0001,000,000,000;
(dc) securities commonly known as "commercial paper" issued by a corporation organized and existing under the laws of the United States of America or any State which state thereof that at the time of purchase have been rated and the ratings for which are rated by Moody's Investors Service, Inc. or by Standard & Poor's Corporation ax xxx xess not less than "P 21" if then rated by Moody's Investors Service, Inc.Xxxxx'x, and not less than "A 2", 1" if then ratxx xx Xtandard & Poor's Corporationrated by S&P;
(d) Investments existing on the Closing Date and listed in the SEC Filings or in the financial statements referred to in Section 7.4;
(e) mortgage-backed securities guaranteed other Investments hereafter in connection with the acquisition and development of Permitted Properties by the Government National Mortgage AssociationBorrower or any Wholly-owned Subsidiary of the Borrower, PROVIDED that the Federal National Mortgage Association aggregate amounts actually invested by Borrower (or if not invested directly by Borrower, actually invested by an Affiliate of the Federal Home Loan Mortgage Corporation Borrower for which the Borrower has any funding obligation) and other mortgagesuch Wholly-backed bonds owned Subsidiary at any time as Development Costs in Real Estate Assets Under Development (and without regard to any obligations of the Borrower or such Subsidiary to provide funds which have not yet been invested) will not exceed twenty-five percent (25%) of the Fair Market Value of Real Estate Assets at the time of purchase are rated by Moody's Investors Service, Inc. or by Standard & Poor's Corporation ax xxx xess than "Aa" if then rated by Moody's Investors Service, Inc. and not less than "AA" if then rated xx Xxxxdard & Poor's Corporationany such Investment;
(f) repurchase agreements having a term not greater than 90 days subject at all times to the restrictions of Section 9.7 hereof and fully secured by securities described subject to what is permitted in the foregoing subsection (a), (b) or clause (e) with banks described above, so long as no Event of Default has occurred and is continuing or would occur after giving effect thereto, Investments (i) in Real Estate Assets, (ii) in interests in Partially-Owned Real Estate Holding Entities, (iii) in the foregoing subsection (c) or with financial institutions stock of or other corporations having total beneficial interests in Persons whose primary operations consist of the ownership, development, operation or management of Real Estate Assets or the ownership of Mortgages, or (iv) consisting of the acquisition of (A) contracts for the management of real estate assets for third parties unrelated to the Borrower, or (B) Mortgages, PROVIDED that the aggregate fair market value of Borrower's and any such Subsidiary's interest in excess such other businesses (excluding management and development businesses except to the extent of $500,000,000amounts actually invested by the Borrower or any such Subsidiary therein) does not exceed twenty-five percent (25%) of the Consolidated Total Adjusted Asset Value at the time of any such Investment;
(g) any Investments now or hereafter made in any Wholly-owned Subsidiary;
(h) Investments in respect of (1) equipment, inventory and other tangible personal property acquired in the ordinary course of business, (2) current trade and customer accounts receivable for services rendered in the ordinary course of business and payable in accordance with customary trade terms, (3) advances in the ordinary course of business to employees for travel expenses, drawing accounts and similar expenditures, (4) prepaid expenses made in the ordinary course of business;
(i) shares of so-called "money market funds" registered with the SEC under the Investment Company Act of 1940 which maintain a level per-share value, invest principally in investments described in marketable direct or guaranteed obligations of the foregoing subsections (a) through (f) United States of America and agencies and instrumentalities thereof, and have total assets in excess of $50,000,000;
(hj) subject to Investments made by the Borrower in businesses which are not in the business of commercial real estate so long as such businesses have real estate related purposes or such Investment is in connection with a real estate related transaction, PROVIDED that the aggregate amounts actually invested by the Borrower in such businesses shall not exceed two percent (2%) of the Consolidated Total Adjusted Asset Value at the time of each such Investment. Without limitation of the provisions of this the foregoing sentence, the Banks retroactively increase the amount of the waiver of the restrictions on Investments set forth in Section 8.39.3 which is contained in the August 23, Investments 1999 waiver letter in fee and leasehold interests in completed and operational Medical Properties and related assets associated therewith, including earnest money deposits relating thereto and transaction costs;favor of the Borrower by $1,500,000; and
(xk) Investments made by the Borrower in fee Real Estate Assets constituting multi-family, retail and leasehold interests in land with respect to which no Construction-in-Process has commenced and which land is to be used for the development of Medical Properties; provided parking properties, PROVIDED that the Investments pursuant aggregate amounts actually invested by the Borrower in such businesses which are not ancillary or related to this Section 8.3(i) Permitted Properties, shall not exceed in the aggregate five percent (5%) of Gross the Consolidated Total Adjusted Asset Value;
(j) Investments in Construction-in-Process; provided that Value at the aggregate Investments pursuant to this Section 8.3(j) shall not exceed twenty-five percent (25%) time of Gross Asset Value;
(k) Investment in Hospital Affiliates Development Corporation and Windrose Medical Properties Management, L.L.C.;
(l) Investments in Subsidiaries of Borrower which are engaged in businesses described in Section 8.3(h), (i) and (j), subject to the limits therein; andeach such Investment.
Appears in 1 contract
Restrictions on Investments. The Borrower and the Guarantor will not, and will not permit any of their respective its Subsidiaries to, make or permit to exist or to remain outstanding any Investment except Investments in:
(a) marketable direct or guaranteed obligations of the United States of America that mature within one or any country which is a member of the Organization for Economic Cooperation and Development (1) year from the date of purchase by the Borrower or Guarantor“OECD”);
(b) marketable direct obligations of any of the following: Federal Home Loan Mortgage Corporation, Student Loan Marketing Association, Federal Home Loan Banks, Federal National Mortgage Association, Government National Mortgage Association, Bank for Cooperatives, Federal Intermediate Credit Banks, Federal Financing Banks, Export-Import Bank of the United States, Federal Land Banks, or any other agency or instrumentality of the United States of America;
(c) demand deposits, certificates of deposit, bankers acceptances and time deposits of (i) United States or Canadian banks having total assets in excess of $100,000,000; provided, however, that the aggregate amount at any time so invested with any single 1,000,000,000 or (ii) a commercial bank having total assets of less than $1,000,000,000 will not exceed $200,000;
(d) securities commonly known as "commercial paper" issued by a corporation organized and existing under the laws of any other country which is a member of the United States OECD, or a political subdivision of America or any State which at the time of purchase are rated by Moody's Investors Service, Inc. or by Standard & Poor's Corporation ax xxx xess than "P 2" if then rated by Moody's Investors Service, Inc.such country, and not less than "A 2", if then ratxx xx Xtandard & Poor's Corporation;
(e) mortgage-backed securities guaranteed by the Government National Mortgage Association, the Federal National Mortgage Association or the Federal Home Loan Mortgage Corporation and other mortgage-backed bonds which at the time of purchase are rated by Moody's Investors Service, Inc. or by Standard & Poor's Corporation ax xxx xess than "Aa" if then rated by Moody's Investors Service, Inc. and not less than "AA" if then rated xx Xxxxdard & Poor's Corporation;
(f) repurchase agreements having a term not greater than 90 days and fully secured by securities described in the foregoing subsection (a), (b) or (e) with banks described in the foregoing subsection (c) or with financial institutions or other corporations having total assets in excess of $500,000,0001,000,000,000, provided that such bank is acting through a branch or agency located in the country in which its is organized or another country which is a member of the OECD;
(i) securities commonly known as “commercial paper” denominated in Dollars or any Alternative Currency which at the time of purchase have been rated and the ratings for which are not less than “P 1” if rated by Xxxxx’x, and not less than “A 1” if rated by S&P; and (ii) securities commonly known as “short-term bank notes” issued by any Lender denominated in Dollars or any Alternative Currency which at the time of purchase have been rated and the ratings for which are not less than “P 2” if rated by Xxxxx’x, and not less than “A 2” if rated by S&P;
(d) Investments existing on the Closing Date and listed on Schedule 7.3 attached hereto;
(e) Investments with respect to Indebtedness permitted by §7.1(k) hereof so long as such entities remain Subsidiaries of the Borrower;
(f) taxable or tax-exempt securities which at the time of purchase have been rated and the ratings for which are not less than A 3 if rated by Xxxxx’x, and not less than A- if rated by S&P;
(g) shares Investments consisting of so-called "money market funds" registered with loans and advances to employees of the SEC under Borrower or any Subsidiary of the Investment Company Act of 1940 which maintain a level per-share valueBorrower, invest principally in investments described not exceeding $10,000,000 in the foregoing subsections (a) through (f) and have total assets in excess of $50,000,000aggregate at any one time outstanding;
(h) subject options to invest in or to lease real property to be used in the provisions operations of this Section 8.3, Investments in fee and leasehold interests in completed and operational Medical Properties and related assets associated therewith, including earnest money deposits relating thereto and transaction coststhe Borrower or any Subsidiary of the Borrower;
(xi) Investments in fee and leasehold interests in land with respect to which no Construction-in-Process has commenced and which land is to be used guaranties by endorsement of negotiable instruments for the development of Medical Properties; provided that the Investments pursuant to this Section 8.3(i) shall not exceed deposit or collection or similar transactions effected in the aggregate five percent (5%) ordinary course of Gross Asset Valuebusiness;
(ji) the Borrower’s or any Subsidiary’s guaranty of the Indebtedness of any Subsidiary or the Borrower, and (ii) any other Investments by the Borrower or any Subsidiary of the Borrower in Construction-in-Process; provided that any Subsidiary of the aggregate Investments pursuant to this Section 8.3(j) shall not exceed twenty-five percent (25%) of Gross Asset ValueBorrower or the Borrower;
(k) Investment Investments by the Borrower or any Subsidiary of the Borrower to acquire a more than fifty percent (50%) equity interest in Hospital Affiliates Development Corporation and Windrose Medical Properties Managementany Person, L.L.C.provided that such acquisition is permitted under §7.6 hereof;
(l) Investments by the Borrower or any Subsidiary of the Borrower to acquire up to and including a fifty percent (50%) equity interest in Subsidiaries another Person, provided that (i) such Person is in line(s) of business reasonably related to the line(s) of business of the Borrower or its Subsidiaries, as applicable and (ii) the aggregate amount of (A) such Investments in such Person and (B) existing Investments made by the Borrower or any Subsidiary of the Borrower pursuant to this §7.3(l) shall at no time exceed 65% of the Stockholders’ Equity of the Borrower;
(m) Investments consisting of Distributions permitted by §7.4;
(n) Investments consisting of loans and advances to, guaranties of the obligations of and equity Investments in, Persons in a related line of business as the Borrower, not exceeding $25,000,000 in the aggregate at any one time outstanding;
(o) shares of money market mutual or similar funds which are engaged invest exclusively in businesses described in Section 8.3(hassets satisfying the requirements of clauses (a) (b), (ic) and (j), subject to the limits thereinf) contained in this §7.3; and
(p) shares of money market mutual or similar funds which have an Aaa or MR1+ money market fund rating from Xxxxx’x or an AAA money market fund rating from S&P.
Appears in 1 contract
Samples: Credit Agreement (Staples Inc)
Restrictions on Investments. The Borrower and the Guarantor Borrowers will not, and will not permit any of their respective Subsidiaries Guarantor or any Subsidiary to, make or permit to exist or to remain outstanding any Investment except Investments in:
(a) marketable direct or guaranteed obligations of the United States of America that mature within one (1) year from the date of purchase by the Borrower or Guarantorpurchase;
(b) marketable direct obligations of any of the following: Federal Home Loan Mortgage Corporation, Student Loan Marketing Association, Federal Home Loan Banks, Federal National Mortgage Association, Government National Mortgage Association, Bank for Cooperatives, Federal Intermediate Credit Banks, Federal Financing Banks, Export-Import Bank of the United States, Federal Land Banks, or any other agency or instrumentality of the United States of America;
(c) demand deposits, certificates of deposit, bankers acceptances and time deposits of United States banks having total assets in excess of $100,000,000; provided, however, that the aggregate amount at any time so invested with any single bank having total assets of less than $1,000,000,000 will not exceed $200,0001,000,000,000;
(dc) securities commonly known as "“commercial paper" ” issued by a corporation organized and existing under the laws of the United States of America or any State which state thereof that at the time of purchase have been rated and the ratings for which are not less than “P1” if rated by Moody's Investors ServiceMxxxx’x, Inc. or by Standard & Poor's Corporation ax xxx xess not less than "P 2" “A -1” if then rated by Moody's Investors Service, Inc., S&P and not less than "A 2", “F1” if then ratxx xx Xtandard & Poor's Corporationrated by Fitch;
(d) Investments existing on the Restatement Date and listed on Schedule 9.3(d) hereto;
(e) mortgageSo long as no Default or Event of Default has occurred and is continuing or would occur after giving effect thereto, acquisitions of Real Estate consisting of self storage facilities, warehouses and mini-backed securities guaranteed by warehouses and the Government National Mortgage Associationequity of Persons whose primary operations consist of the ownership, development, operation and management of self storage facilities, warehouses and mini-warehouses; provided, however that (i) the Federal National Mortgage Association Borrowers shall not, and shall not permit any Guarantor or any of its Subsidiaries to, acquire any such Real Estate without the Federal Home Loan Mortgage Corporation prior written consent of the Administrative Agent if the environmental investigation for such Real Estate determines that the potential environmental remediation costs and other mortgageenvironmental liabilities associated with such Real Estate exceed $200,000; and (ii) the Borrowers shall not permit any of their Subsidiaries which is not a Borrower or a Guarantor, or which does not become a Borrower or a Guarantor, to acquire any Unencumbered Property, and in all cases such Guarantor shall be a wholly-backed bonds which at the time owned Subsidiary of purchase are rated by Moody's Investors Service, Inc. SALP or by Standard & Poor's Corporation ax xxx xess than "Aa" if then rated by Moody's Investors Service, Inc. and not less than "AA" if then rated xx Xxxxdard & Poor's CorporationSovran;
(f) repurchase agreements having a term not greater than 90 days any Investments now or hereafter made in any Guarantor and, so long as no Default or Event of Default has occurred and fully secured by securities described is continuing hereunder, Investments now or hereafter made in the foregoing subsection (a), (b) or (e) with banks described in the foregoing subsection (c) or with financial institutions or any other corporations having total assets in excess of $500,000,000Subsidiary;
(g) Investments in respect of (i) equipment, inventory and other tangible personal property acquired in the ordinary course of business, (ii) current trade and customer accounts receivable for services rendered in the ordinary course of business and payable in accordance with customary trade terms, (iii) advances to employees for travel expenses, drawing accounts and similar expenditures, and (iv) prepaid expenses made in the ordinary course of business;
(h) any other Investments made in the ordinary course of business and consistent with past business practices in an aggregate amount not to exceed $20,000,000 outstanding at any time;
(i) a Hedge Agreement or other interest rate hxxxxx in connection with Indebtedness;
(j) shares of so-called "“money market funds" ” registered with the SEC under the Investment Company Act of 1940 which maintain a level per-share value, invest principally in investments described in marketable direct or guaranteed obligations of the foregoing subsections (a) through (f) United States of America and agencies and instrumentalities thereof, and have total assets in excess of $50,000,000;
(h) subject to the provisions of this Section 8.3, Investments in fee and leasehold interests in completed and operational Medical Properties and related assets associated therewith, including earnest money deposits relating thereto and transaction costs;
(xk) Investments in fee and leasehold interests in land with respect to which no Construction-in-Process has commenced and which land is to be used for the development consisting of Medical Properties; provided that the Investments pursuant to this Section 8.3(iDistributions permitted under §9.7(a) shall not exceed in the aggregate five percent (5%) of Gross Asset Value;
(j) Investments in Construction-in-Process; provided that the aggregate Investments pursuant to this Section 8.3(j) shall not exceed twenty-five percent (25%) of Gross Asset Value;
(k) Investment in Hospital Affiliates Development Corporation and Windrose Medical Properties Management, L.L.C.hereof;
(l) Investments consisting of the Sovran Treasury Stock not to exceed 25% (by value) of the consolidated assets of Sovran, for purposes of Regulations U and X of the Board of Governors of the Federal Reserve System (as referred to in Subsidiaries §7.17 hereof). For the avoidance of Borrower which are engaged in businesses described in Section 8.3(h)doubt, (i) and (j), subject Sovran Treasury Stock shall not be deemed to constitute an asset of the limits therein; andBorrowers for any other purpose hereunder.
Appears in 1 contract
Samples: Revolving Credit and Term Loan Agreement (Sovran Self Storage Inc)
Restrictions on Investments. The Borrower and the Guarantor will not, and will not permit any Co-Borrower or any of their respective Subsidiaries to, the Related Companies to make or permit to exist or to remain outstanding any Investment except Investments in:
(a) marketable direct or guaranteed obligations of the United States of America, Federal Home Loan Mortgage Corporation, Federal National Mortgage Association or any agency or instrumentality of the United States of America provided such obligations are backed by the full faith and credit of the United States of America, that mature within one (1) year from the date of purchase by the Borrower or GuarantorBorrower;
(b) marketable direct obligations of any of the following: Federal Home Loan Mortgage Corporation, Student Loan Marketing Association, Federal Home Loan Banks, Federal National Mortgage Association, Government National Mortgage Association, Bank for Cooperatives, Federal Intermediate Credit Banks, Federal Financing Banks, Export-Import Bank of the United States, Federal Land Banks, or any other agency or instrumentality of the United States of America;
(c) demand deposits, certificates of deposit, money market accounts, bankers acceptances acceptances, LIBOR time deposits and time deposits of United States banks having total assets in excess of $100,000,000; provided, however, that 1,000,000,000 or repurchase obligations with a term of not more than 7 days with such banks for underlying securities of the aggregate amount at any time so invested with any single bank having total assets type described in clause (a) of less than $1,000,000,000 will not exceed $200,000this ss.8.2;
(dc) securities commonly known as "commercial paper" issued by a corporation organized and existing under the laws of the United States of America or any State which state thereof that at the time of purchase have been rated and the ratings for which are not less than " P 1 " if rated by Moody's Xxxxx'x Investors Service, Inc. or by Standard & Poor's Corporation ax xxx xess than "P 2" if then rated by Moody's Investors ServiceServices, Inc., and not less than "A 2", 1" if then ratxx xx Xtandard & rated by Standard and Poor's Corporationand participations in short term commercial loans made to such corporations by a commercial bank which provides cash management services to the Borrower;
(d) Investments existing or contemplated on the date hereof and listed on Schedule 8.2(d) hereto;
(e) mortgage-backed securities guaranteed by Investments made in the Government National Mortgage Association, ordinary course of the Federal National Mortgage Association or the Federal Home Loan Mortgage Corporation and other mortgage-backed bonds which at the time of purchase are rated by MoodyBorrower's Investors Service, Inc. or by Standard & Poor's Corporation ax xxx xess than "Aa" if then rated by Moody's Investors Service, Inc. and not less than "AA" if then rated xx Xxxxdard & Poor's Corporationbusiness in Interest Rate Contracts;
(f) repurchase agreements having a term not greater than 90 days and fully secured by securities described Investments in the foregoing subsection (a), (b) or (e) with banks described in the foregoing subsection (c) or with financial institutions or other corporations having total assets in excess of $500,000,000Permitted Acquisitions;
(g) shares Investments in the following categories so long as the aggregate amount, without duplication, of so-called "money market funds" registered with the SEC under the Investment Company Act of 1940 which maintain a level per-share value, invest principally in investments all Investments described in the foregoing subsections this paragraph (ag) through (f) and have total assets in excess of $50,000,000;
(h) subject to the provisions of this Section 8.3does not exceed, Investments in fee and leasehold interests in completed and operational Medical Properties and related assets associated therewithat any time, including earnest money deposits relating thereto and transaction costs;
(x) Investments in fee and leasehold interests in land with respect to which no Construction-in-Process has commenced and which land is to be used for the development of Medical Properties; provided that the Investments pursuant to this Section 8.3(i) shall not exceed in the aggregate five thirty percent (530%) of Gross Asset Value;
(j) Investments in Construction-in-Process; provided that Total Assets and the aggregate amount of each of the following categories of Investments pursuant to this Section 8.3(j) shall does not exceed twenty-five percent (the specified percentage of Total Assets set forth in the following table: ---------------------------------------------------------------------------------------------------------------- Category of Investment Maximum Percentage of Total Assets ---------------------------------------------------------------------------------------------------------------- Permitted Developments 25%) of Gross Asset Value;
(k) Investment in Hospital Affiliates Development Corporation % ---------------------------------------------------------------------------------------------------------------- Permitted Inventory Developments 10% ---------------------------------------------------------------------------------------------------------------- Undeveloped land 8% ---------------------------------------------------------------------------------------------------------------- Mortgages and Windrose Medical Properties Management, L.L.C.;
(l) Investments in Subsidiaries of Borrower which are notes receivable 10% ---------------------------------------------------------------------------------------------------------------- Unconsolidated Entities primarily engaged in businesses described a Related 3% Business ---------------------------------------------------------------------------------------------------------------- Xxxxx Xxxx Joint Venture 5% ---------------------------------------------------------------------------------------------------------------- Unconsolidated Entities (including those in Section 8.3(h), the 15% subcategory set forth below in this table) ---------------------------------------------------------------------------------------------------------------- Unconsolidated Entities (iother than Xxxxx Xxxx Joint 5% Venture) and (j), subject to primarily engaged in the limits therein; andbusiness of development or ownership of real estate located outside of the United States ----------------------------------------------------------------------------------------------------------------
Appears in 1 contract
Samples: Credit Agreement (Liberty Property Limited Partnership)
Restrictions on Investments. The Borrower and the Guarantor Borrowers will not, and will not permit any of their respective Subsidiaries to, make or permit to exist or to remain outstanding any Investment except Investments in:
(a) marketable direct or guaranteed obligations of the United States of America America, any OECD Country that mature within one (1) year from the date of purchase by the Borrower or Guarantorany Borrower;
(b) marketable direct obligations of any of the following: Federal Home Loan Mortgage Corporation, Student Loan Marketing Association, Federal Home Loan Banks, Federal National Mortgage Association, Government National Mortgage Association, Bank for Cooperatives, Federal Intermediate Credit Banks, Federal Financing Banks, Export-Import Bank of the United States, Federal Land Banks, or any other agency or instrumentality of the United States of America;
(c) demand deposits, certificates of deposit, bankers acceptances and time deposits of United States banks or banks organized under the laws of Sweden, the United Kingdom, Hong Kong, Singapore or Malaysia and having total assets in excess of $100,000,000; provided, however, that the aggregate amount at any time so invested with any single bank having total assets of less than $1,000,000,000 will not exceed $200,0001,000,000,000;
(dc) securities commonly known as "commercial paper" issued by a corporation organized and existing under the laws of the United States of America or any State which state thereof that at the time of purchase have been rated and the ratings for which are rated by Moody's Investors Service, Inc. or by Standard & Poor's Corporation ax xxx xess not less than "P 2" if then rated by Moody's Investors ServiceMoodx'x Xxxestors Services, Inc., and not less than "A 2", " if then ratxx xx Xtandard & rated by Standard and Poor's Corporation's;
(d) Investments listed on Schedule 10.3 hereto;
(e) mortgage-backed securities guaranteed Investments with respect to Indebtedness permitted by Section 10.1(j) so long as such entities remain Borrowers or Guarantors hereunder or FIUI Guarantors under the Government National Mortgage AssociationFIUI Credit Agreement, as the Federal National Mortgage Association or the Federal Home Loan Mortgage Corporation and other mortgage-backed bonds which at the time of purchase are rated by Moody's Investors Service, Inc. or by Standard & Poor's Corporation ax xxx xess than "Aa" if then rated by Moody's Investors Service, Inc. and not less than "AA" if then rated xx Xxxxdard & Poor's Corporationcase may be;
(f) repurchase agreements having a term not greater than 90 days Investments consisting of the Guarantees and fully secured the FIUI Guarantees or Investments by securities described the Borrowers in the foregoing subsection (a), (b) Guarantors or (e) with banks described in the foregoing subsection (c) Investments by any Subsidiary into any Borrower or with financial institutions or other corporations having total assets in excess of $500,000,000any Guarantor;
(g) shares Investments consisting of so-called "money market funds" registered with the SEC under the Investment Company Act promissory notes received as proceeds of 1940 which maintain a level per-share value, invest principally asset dispositions permitted by Section 10.5.2 and Investments consisting of promissory notes or equity securities received in investments described in the foregoing subsections (a) through (f) and have total assets in excess settlement of $50,000,000any claims;
(h) subject Investments consisting of Permitted Acquisitions pursuant to the provisions of this Section 8.3, Investments in fee and leasehold interests in completed and operational Medical Properties and related assets associated therewith, including earnest money deposits relating thereto and transaction costs10.5.1 hereof;
(xi) Investments in fee and leasehold interests in land with respect to which no Construction-in-Process has commenced and which land is to be used for the development Indebtedness permitted by Section 10.1(n) so long as such Person remains a Subsidiary of Medical Properties; provided that the Investments pursuant to this Section 8.3(i) shall not exceed in the aggregate five percent (5%) of Gross Asset Valuea Borrower;
(j) Investments by any Borrower in Construction-in-Process; provided that any Person other than a Subsidiary, which Person is in a related business, which Investment does not exceed, in the aggregate, $15,000,000 during the term of this Credit Agreement plus the amount of any Returned Investments (with respect to the return or repayment of the "principal" or "capital" component of any prior Investments under this Section 10.1(j)) received after the date hereof but prior to the relevant time of determination hereunder and not previously utilized to permit additional Investments under this Section 10.1(j) in excess of such $15,000,000 amount, but in no event shall the total Investments made after the date hereof over the term of this Credit Agreement under this Section 10.1(j) exceed $50,000,000 in the aggregate after giving effect to "utilizing" the amount of any such Returned Investments pursuant after the date hereof over the term of this Credit Agreement, and for purposes hereof, in the case of any Investment made by transfers of non-cash property, the amount of such Investments shall be deemed to this Section 8.3(j) shall not exceed twentybe the fair market value of such non-five percent (25%) cash property at the time of Gross Asset Valuethe applicable transfer;
(k) Investment Investments consisting of loans or advances made in Hospital Affiliates Development Corporation the ordinary course of business consistent with past practices to officers, directors or employees of the Company or any of its Subsidiaries for travel, transportation (including the purchase and Windrose Medical Properties Managementrentals of automobiles for such officers, L.L.C.;directors or employees), entertainment and moving and other relocation expenses; and
(l) Investments in Subsidiaries of Borrower which are engaged in businesses described in Section 8.3(h), (i) and (j), subject made pursuant to the limits thereinInvestment Policy Guidelines; andprovided, however, that all Investments made pursuant to this Section 10.3 must be permitted to be made pursuant to the Subordinated Indenture.
Appears in 1 contract
Samples: Revolving Credit Agreement (Flextronics International LTD)
Restrictions on Investments. The Borrower and the Guarantor will not, and will not permit any of their respective its Subsidiaries to, make or permit to exist or to remain outstanding any Investment except Investments in:
(a) marketable direct or guaranteed obligations of the United States of America or any other country which is a member of the OECD that mature within one (1) year from the date of purchase by the Borrower or GuarantorBorrower;
(b) marketable direct obligations of any of the following: Federal Home Loan Mortgage Corporation, Student Loan Marketing Association, Federal Home Loan Banks, Federal National Mortgage Association, Government National Mortgage Association, Bank for Cooperatives, Federal Intermediate Credit Banks, Federal Financing Banks, Export-Import Bank of the United States, Federal Land Banks, or any other agency or instrumentality of the United States of America;
(c) demand deposits, certificates of deposit, bankers acceptances and time deposits of United States banks or banks of any other country which is a member of the OECD having total assets in excess of $100,000,000; provided, however, that the aggregate amount at any time so invested with any single bank having total assets of less than $1,000,000,000 will not exceed $200,0001,000,000,000;
(dc) securities commonly known as "commercial paper" issued by a corporation organized and existing under the laws of the United States of America or any State which state thereof that at the time of purchase have been rated and the ratings for which are rated by Moody's Investors Service, Inc. or by Standard & Poor's Corporation ax xxx xess not less than "P 21" if then rated by Moody's Investors ServiceMoodx'x Xxxestors Services, Inc., and not less than "A 2", 1" if then ratxx xx Xtandard & rated by Standard and Poor's CorporationRating Group;
(d) Investments existing on the date hereof and listed on Schedule 10.3 hereto (including those Investments in the Strategic Partners set forth on Schedule 10.3);
(e) mortgage-backed securities guaranteed Investments consisting or required by the Government National Mortgage Association, terms of the Federal National Mortgage Association or the Federal Home Loan Mortgage Corporation and other mortgage-backed bonds which at the time of purchase are rated by Moody's Investors Service, Inc. or by Standard & Poor's Corporation ax xxx xess than "Aa" if then rated by Moody's Investors Service, Inc. Subordinated Notes (and not less than "AA" if then rated xx Xxxxdard & Poor's Corporationotherwise prohibited by the terms of the subordination provisions contained in the Subordinated Indenture) and Investments with respect to Indebtedness permitted by Section 10.1(g) so long as such entities remain Guarantors, and Investments with respect to Indebtedness permitted by Section 10.1(h) so long as such entities remain Subsidiaries of the Borrower;
(f) repurchase agreements having a term not greater than 90 days and fully secured Investments consisting of the Guaranty or Investments by securities described the Borrower in the foregoing subsection (a), (b) or (e) with banks described in the foregoing subsection (c) or with financial institutions or other corporations having total assets in excess of $500,000,000Guarantors so long as such entities remain Guarantors hereunder;
(g) shares Investments of so-called "money market funds" registered with the SEC under Borrower made after the Closing Date in Strategic Partners, provided that no Default or Event of Default has occurred and is continuing on the date of such Investment Company Act or would exist as a result of 1940 which maintain a level per-share value, invest principally in investments described in such Investment and the foregoing subsections (a) through (f) and have total assets in excess aggregate amount of all such Investments made after the Closing Date shall not exceed $50,000,000;15,000,000 at any time; and
(h) subject Investments made in the ordinary course of business consistent with past practices consisting (and not for speculative purposes) of contracts entered into for foreign exchange and interest rate hedging purposes; provided, however, that, with the exception of demand deposits referred to the provisions of in Section 10.3(b), such Investments will be considered Investments permitted by this Section 8.3, 10.3 only if all actions have been taken as required by the Security Documents and the Agent has a first priority perfected security interest in all of such Investments in fee and leasehold interests in completed and operational Medical Properties and related assets associated therewith, including earnest money deposits relating thereto and transaction costs;
(x) Investments in fee and leasehold interests in land with respect to which no Construction-in-Process has commenced and which land is to be used for the development free of Medical Properties; provided that the Investments pursuant to this Section 8.3(i) shall not exceed in the aggregate five percent (5%) of Gross Asset Value;
(j) Investments in Construction-in-Process; provided that the aggregate Investments pursuant to this Section 8.3(j) shall not exceed twenty-five percent (25%) of Gross Asset Value;
(k) Investment in Hospital Affiliates Development Corporation and Windrose Medical Properties Management, L.L.C.;
(l) Investments in Subsidiaries of Borrower which are engaged in businesses described in Section 8.3(h), (i) and (j), subject to the limits therein; andall encumbrances other than Permitted Liens.
Appears in 1 contract
Samples: Revolving Credit and Term Loan Agreement (Western Digital Corp)
Restrictions on Investments. The Borrower and the Guarantor will not, and nor will not the Borrower permit any of their respective its Subsidiaries to, make or permit to exist or to remain outstanding any Investment except Investments inexcept:
(a) marketable direct or guaranteed obligations of the United States of America that mature within one (1) year from the date of purchase by the Borrower or Guarantorpurchase;
(b) marketable direct obligations of any of the following: Federal Home Loan Mortgage Corporation, Student Loan Marketing Association, Federal Home Loan Banks, Federal National Mortgage Association, Government National Mortgage Association, Bank for Cooperatives, Federal Intermediate Credit Banks, Federal Financing Banks, Export-Import Bank of the United States, Federal Land Banks, or any other agency or instrumentality of the United States of America;
(c) demand deposits, certificates of deposit, bankers bank acceptances and time deposits of United States banks having total assets in excess of $100,000,000; provided, however, that the aggregate amount at any time so invested with any single bank having total assets of less than $1,000,000,000 will not exceed $200,000500,000,000;
(dc) securities commonly known as "“commercial paper" ” issued by a corporation organized and existing under the laws of the United States of America or any State which state thereof that at the time of purchase have been rated and the ratings for which are not less than “P-1” if rated by Moody's Investors Service, Inc. or by Standard & Poor's Corporation ax xxx xess than "P 2" if then rated by Moody's Investors Service, Inc.Xxxxx’x, and not less than "A 2", “A-1” if then ratxx xx Xtandard & Poor's Corporationrated by S&P;
(d) repurchase agreements secured by one or more of the foregoing;
(e) mortgage-backed securities guaranteed by Investments existing on the Government National Mortgage Association, the Federal National Mortgage Association or the Federal Home Loan Mortgage Corporation date hereof and other mortgage-backed bonds which at the time of purchase are rated by Moody's Investors Service, Inc. or by Standard & Poor's Corporation ax xxx xess than "Aa" if then rated by Moody's Investors Service, Inc. and not less than "AA" if then rated xx Xxxxdard & Poor's Corporationlisted on Schedule 8.3 hereto;
(f) repurchase agreements having a term not greater than 90 days and fully secured Investments consisting of the Subsidiary Guaranty or Investments by securities described the Borrower in Subsidiaries of the foregoing subsection (a), (b) or (e) with banks described in Borrower existing on the foregoing subsection (c) or with financial institutions or other corporations having total assets in excess of $500,000,000Closing Date;
(g) shares Investments by the Borrower or any of so-called "money market funds" registered its Subsidiaries made in connection with the SEC any Indebtedness permitted under the Investment Company Act of 1940 which maintain a level per-share value, invest principally in investments described in the foregoing subsections (a§8.1(c) through (f) and have total assets in excess of $50,000,000hereof;
(h) subject to Investments by the provisions of this Section 8.3, Investments Borrower or any Subsidiary in fee and leasehold interests in completed and operational Medical Properties and related assets associated therewith, including earnest money deposits relating thereto and transaction costsconnection with Permitted Acquisitions;
(xi) Investments in fee and leasehold interests in land with respect to which no Construction-in-Process has commenced and which land is to be used for the development consisting of Medical Properties; provided that the Investments pursuant to this Section 8.3(i) shall not exceed in the aggregate five percent (5%) promissory notes or other instruments received as proceeds of Gross Asset Valueasset dispositions permitted by §8.5.2;
(j) Investments by the Borrower or any of its Subsidiaries in Construction-in-Process; provided that the aggregate Investments pursuant to this Section 8.3(j) shall not exceed twenty-five percent (25%) of Gross Asset ValueCash Equivalents;
(k) Investments by any Insurance Subsidiary pursuant to and in accordance with the Safety Insurance Investment Policy, as in Hospital Affiliates Development Corporation and Windrose Medical Properties Managementeffect on the Closing Date, L.L.C.;or as amended, modified or supplemented in compliance with the provisions of §8.12 hereof; and
(l) any other Investment not otherwise permitted by this §8.3, so long as the aggregate amount of such other Investments made by the Borrower and its Subsidiaries while any Commitment or Obligations are outstanding does not exceed $10,000,000. provided, however, that, with the exception of demand deposits referred to in Subsidiaries of Borrower which are engaged in businesses described in Section 8.3(h), (i§8.3(b) and Investments permitted by §8.3(g) and (jk), subject all such Investments by the Borrower or any Subsidiary Guarantor will be considered Investments permitted by this §9.3 only if all actions have been taken to the limits therein; andreasonable satisfaction of the Administrative Agent to provide to the Administrative Agent, for the benefit of the Lenders and the Administrative Agent, a first priority perfected security interest in all of such Investments free of all Liens other than Permitted Liens.
Appears in 1 contract
Samples: Revolving Credit Agreement (Safety Insurance Group Inc)
Restrictions on Investments. The Borrower and the Guarantor Borrowers will not, and will not permit any of their respective Subsidiaries to, make or permit to exist or to remain outstanding any Investment except Investments in:
(a) marketable direct or guaranteed obligations of the United States of America America, the Federal Republic of Germany or the United Kingdom that mature within one (1) year from the date of purchase by the Borrower or Guarantorpurchase;
(b) marketable direct obligations of any of the following: Federal Home Loan Mortgage Corporation, Student Loan Marketing Association, Federal Home Loan Banks, Federal National Mortgage Association, Government National Mortgage Association, Bank for Cooperatives, Federal Intermediate Credit Banks, Federal Financing Banks, Export-Import Bank of the United States, Federal Land Banks, or any other agency or instrumentality of the United States of America;
(c) demand deposits, certificates of deposit, bankers acceptances and time deposits of United States banks having total assets in excess of $100,000,000; provided1,000,000,000 or, howeverwith respect to Subsidiaries of TransTechnology located outside the United States, that the aggregate amount at any time so invested deposit accounts with any single bank local banks having total assets in excess of less than $1,000,000,000 will not exceed $200,000or the local currency equivalent thereof;
(dc) securities commonly known as "commercial paper" issued by a corporation organized and existing under the laws of the United States of America or any State which state thereof that at the time of purchase have been rated and the ratings for which are rated by Moody's Investors Service, Inc. or by Standard & Poor's Corporation ax xxx xess not less than "P 21" if then rated by Moody's Investors ServiceMoodx'x Xxxestors Services, Inc., and not less than "A 2", 1" if then ratxx xx Xtandard & rated by Standard and Poor's Corporation's;
(d) Investments existing on the date hereof and listed on Schedule 10.3 hereto;
(e) mortgage-backed securities guaranteed Investments with respect to Indebtedness permitted by the Government National Mortgage Association, the Federal National Mortgage Association or the Federal Home Loan Mortgage Corporation and other mortgage-backed bonds which at the time Section 10.1(j) so long as such entities remain Subsidiaries of purchase are rated by Moody's Investors Service, Inc. or by Standard & Poor's Corporation ax xxx xess than "Aa" if then rated by Moody's Investors Service, Inc. and not less than "AA" if then rated xx Xxxxdard & Poor's CorporationTransTechnology;
(f) repurchase agreements having a term not greater than 90 days and fully secured Investments consisting of the Guaranties or Investments by securities described TransTechnology in Subsidiaries of TransTechnology existing on the foregoing subsection (a), (b) or (e) with banks described in the foregoing subsection (c) or with financial institutions or other corporations having total assets in excess of $500,000,000Closing Date;
(g) shares Investments consisting of so-called "money market funds" registered with the SEC under the Investment Company Act promissory notes received as proceeds of 1940 which maintain a level per-share value, invest principally in investments described in the foregoing subsections (a) through (f) and have total assets in excess of $50,000,000asset dispositions permitted by Section 10.5.2;
(h) subject Investments consisting of loans and advances to employees for moving, entertainment, travel and other similar expenses in the provisions ordinary course of this Section 8.3, Investments in fee and leasehold interests in completed and operational Medical Properties and related assets associated therewith, including earnest money deposits relating thereto and transaction costs;
(x) Investments in fee and leasehold interests in land with respect business not to which no Construction-in-Process has commenced and which land is to be used for the development of Medical Properties; provided that the Investments pursuant to this Section 8.3(i) shall not exceed $250,000 in the aggregate five percent (5%) of Gross Asset Value;at any time outstanding; and
(j) Investments in Construction-in-Process; provided that the aggregate Investments pursuant to this Section 8.3(j) shall not exceed twenty-five percent (25%) of Gross Asset Value;
(k) Investment in Hospital Affiliates Development Corporation and Windrose Medical Properties Management, L.L.C.;
(l) Investments in Subsidiaries of Borrower which are engaged in businesses described in Section 8.3(h), (i) other Investments in an aggregate amount not in excess of $100,000; provided, however, that, with the exception of demand deposits referred to in Section 10.3(b) and (jloans and advances referred to in Section 10.3(h), subject such Investments will be considered Investments permitted by this Section 10.3 only if all actions have been taken to the limits therein; andsatisfaction of the Agent to provide to the Agent, for the benefit of the 75 -68- Lenders and the Agent, a first priority perfected security interest in all of such Investments free of all encumbrances other than Permitted Liens.
Appears in 1 contract
Restrictions on Investments. The Borrower and the Guarantor will not, and will not permit any of their respective its Subsidiaries, other than Excluded Subsidiaries to, make or permit to exist or to remain outstanding any Investment except Investments in:
(a) marketable direct or guaranteed obligations of the United States of America that mature within one (1) year from the date of purchase by the Borrower or GuarantorBorrower;
(b) marketable direct obligations of any of the following: Federal Home Loan Mortgage Corporation, Student Loan Marketing Association, Federal Home Loan Banks, Federal National Mortgage Association, Government National Mortgage Association, Bank for Cooperatives, Federal Intermediate Credit Banks, Federal Financing Banks, Export-Import Bank of the United States, Federal Land Banks, or any other agency or instrumentality of the United States of America;
(c) demand deposits, certificates of deposit, bankers acceptances and time deposits of United States banks having total assets in excess of $100,000,000; provided, however, that the aggregate amount at any time so invested with any single bank having total assets of less than $1,000,000,000 will not exceed $200,0001,000,000,000;
(dc) securities commonly known as "commercial paper" issued by a corporation organized and existing under the laws of the United States of America or any State which state thereof that at the time of purchase have been rated and the ratings for which are rated by Moody's Investors Service, Inc. or by Standard & Poor's Corporation ax xxx xess not less than "P 21" if then as rated by Moody's Investors ServiceMoodx'x Xxxestors Services, Inc., and not less than "A 2"1" as rated by Standard and Poor's;
(d) Investments existing on February 12, if then ratxx xx Xtandard & Poor's Corporation1999 and listed on Schedule 10.3 hereto, including the Investments described elsewhere in this Section 10.3 and existing on February 12, 1999;
(e) mortgage-backed securities guaranteed subject to the limitations set forth in Section 10.3(l) hereof, Investments with respect to Indebtedness incurred by a Subsidiary (other than an Excluded Subsidiary) to the Government National Mortgage Association, extent permitted by Section 10.1(i) so long as such entities remain Subsidiaries (other than Excluded Subsidiaries) of the Federal National Mortgage Association or the Federal Home Loan Mortgage Corporation and other mortgage-backed bonds which at the time of purchase are rated by Moody's Investors Service, Inc. or by Standard & Poor's Corporation ax xxx xess than "Aa" if then rated by Moody's Investors Service, Inc. and not less than "AA" if then rated xx Xxxxdard & Poor's CorporationBorrower;
(f) repurchase agreements having Investments consisting of the Guaranty or, so long as such entities remain Subsidiaries of the Borrower, Investments by the Borrower or by a term not greater Subsidiary of the Borrower, in wholly-owned direct or indirect Subsidiaries, other than 90 days and fully secured by securities described in Excluded Subsidiaries, of the foregoing subsection (a), (b) or (e) with banks described in Borrower existing on the foregoing subsection (c) or with financial institutions or other corporations having total assets in excess of $500,000,000Closing Date;
(g) shares Investments consisting of so-called "money market funds" registered with the SEC under the Investment Company Act promissory notes received as proceeds of 1940 which maintain a level per-share value, invest principally in investments described in the foregoing subsections (a) through (f) and have total assets in excess of $50,000,000asset dispositions permitted by Section 10.5 below;
(h) subject Investments (in addition to the provisions of this Section 8.3, Investments in fee and leasehold interests in completed and operational Medical Properties and related assets associated therewith, including earnest money deposits relating thereto and transaction costs;
(x) Investments in fee and leasehold interests in land with respect to which no Construction-in-Process has commenced and which land is to be used for the development of Medical Properties; provided that the Investments those permitted pursuant to this Section 8.3(iclause (j) shall below) consisting of loans and advances to executive officers and employees of the Borrower or its Subsidiaries for moving, entertainment, travel and other similar expenses in the ordinary course of business not to exceed $1,000,000 in the aggregate five percent (5%) of Gross Asset Valueat any time outstanding;
(j) Investments in Construction-in-Process; provided that the aggregate Investments pursuant to this Section 8.3(j) shall not exceed twenty-five percent (25%) of Gross Asset Value;
(k) Investment in Hospital Affiliates Development Corporation and Windrose Medical Properties Management, L.L.C.;
(l) Investments in Subsidiaries of Borrower which are engaged in businesses described in Section 8.3(h), (i) and (j), subject to the limits therein; and
Appears in 1 contract
Samples: Revolving Credit and Term Loan Agreement (Emmis Communications Corp)
Restrictions on Investments. The Borrower and the Guarantor will not, and will not permit any of their respective its Subsidiaries to, make or permit to exist or to remain outstanding any Investment except Investments in:
(a) marketable direct or guaranteed obligations of the United States of America that mature within one (1) year from the date of purchase by the Borrower or GuarantorBorrower;
(b) marketable direct obligations of any of the following: Federal Home Loan Mortgage Corporation, Student Loan Marketing Association, Federal Home Loan Banks, Federal National Mortgage Association, Government National Mortgage Association, Bank for Cooperatives, Federal Intermediate Credit Banks, Federal Financing Banks, Export-Import Bank of the United States, Federal Land Banks, or any other agency or instrumentality of the United States of America;
(c) demand deposits, certificates of deposit, bankers acceptances and time deposits of United States banks having total assets in excess of $100,000,000; provided, however, that the aggregate amount at any time so invested with any single bank having total assets of less than $1,000,000,000 will not exceed $200,0001,000,000,000;
(dc) securities commonly known as "commercial paper" issued by a corporation organized and existing under the laws of the United States of America or any State which state thereof that at the time of purchase have been rated and the ratings for which are rated by Moody's Investors Service, Inc. or by Standard & Poor's Corporation ax xxx xess not less than "P 21" if then rated by Moody's Xxxxx'x Investors ServiceServices, Inc., and not less than "A 2", 1" if then ratxx xx Xtandard & rated by Standard and Poor's CorporationRating Group;
(d) Investments existing on the date hereof and listed on Schedule 9.3 hereto;
(e) mortgage-backed securities guaranteed Investments with respect to Indebtedness permitted by ss 9.1(e) so long as such entities remain Subsidiaries of the Government National Mortgage Association, the Federal National Mortgage Association or the Federal Home Loan Mortgage Corporation Borrower and other mortgage-backed bonds which at the time of purchase are rated by Moody's Investors Service, Inc. or by Standard & Poor's Corporation ax xxx xess than "Aa" if then rated by Moody's Investors Service, Inc. and not less than "AA" if then rated xx Xxxxdard & Poor's Corporationsuch Subsidiary is a Guarantor;
(f) repurchase agreements having a term not greater than 90 days Investments consisting of the Guaranty or Investments by the Borrower in Subsidiaries of the Borrower which are party to the Guaranty and fully secured by securities described in which are Subsidiaries of the foregoing subsection (a), (b) or (e) with banks described in the foregoing subsection (c) or with financial institutions or other corporations having total assets in excess of $500,000,000Borrower;
(g) shares Investments consisting of so-called "money market funds" registered with the SEC under the Investment Company Act promissory notes received as proceeds of 1940 which maintain a level per-share value, invest principally in investments described in the foregoing subsections (a) through (f) and have total assets in excess of $50,000,000asset dispositions permitted by ss 9.5.2.;
(h) subject to Investments by the provisions Borrower or any of this Section 8.3, Investments its Subsidiaries in fee and leasehold interests in completed and operational Medical Properties and the capital stock and/or equity related assets associated therewith, including earnest money deposits relating thereto and transaction costs;
(x) Investments in fee and leasehold interests in land with respect instrument of other Persons pursuant to which no Construction-in-Process has commenced and which land is the Borrower or such Subsidiary accepts such capital stock and/or equity related instrument as payment for services rendered to be used for such Person by the development Borrower or any Subsidiary, provided the aggregate original cost amount of Medical Properties; provided that the all such Investments made pursuant to this Section 8.3(iss 9.3(h) shall does not exceed $6,000,000; and
(i) Investments by the Borrower consisting of equity Investments by the Borrower not otherwise included in ss 9.3(h), provided, however, the aggregate five percent (5%) original cost amount of Gross Asset Value;
(j) all such Investments in Construction-in-Process; provided that the aggregate Investments made pursuant to this Section 8.3(jss 9.3(i) shall does not exceed twenty-five percent (25%) of Gross Asset Value;
(k) Investment in Hospital Affiliates Development Corporation and Windrose Medical Properties Management, L.L.C.;
(l) Investments in Subsidiaries of Borrower which are engaged in businesses described in Section 8.3(h), (i) and (j), subject to the limits therein; and$3,000,000.
Appears in 1 contract
Restrictions on Investments. The Borrower and the Guarantor will not, and will not permit any of their respective Subsidiaries to, make or permit to exist or to remain outstanding any Investment except Investments in:
(a) marketable direct or guaranteed obligations of the United States of America that mature within one (1) year from the date of purchase by the Borrower or Guarantorany such Subsidiary;
(b) marketable direct obligations of any of the following: Federal Home Loan Mortgage Corporation, Student Loan Marketing Association, Federal Home Loan Banks, Federal National Mortgage Association, Government National Mortgage Association, Bank for Cooperatives, Federal Intermediate Credit Banks, Federal Financing Banks, Export-Import Bank of the United States, Federal Land Banks, or any other agency or instrumentality bank of the United States of America;
(c) demand deposits, certificates of deposit, bankers acceptances and time deposits of any of the Lenders or any United States banks having total assets in excess of $100,000,000; provided, however, that the aggregate amount at any time so invested with any single bank having total assets of less than $1,000,000,000 will not exceed $200,0001,000,000;
(d) securities commonly known as "commercial paper" issued by any Lender, or by a corporation organized and existing under the laws of the United States of America or any State which at the time of purchase are rated by Moody's Investors Service, Inc. or by Standard & Poor's Corporation ax xxx xess Xxxxxxation at not less than "P 21" if then rated by Moody's Investors Service, Inc., and not less than "A 21", if then ratxx xx Xtandard txxx xxxed by Standard & Poor's Corporation;
(e) mortgage-backed securities guaranteed by the Government National Mortgage Association, the Federal National Mortgage Association or the Federal Home Loan Mortgage Corporation and other mortgage-backed bonds which at the time of purchase are rated by Moody's Investors Service, Inc. or by Standard & Poor's Corporation ax xxx xess Corporxxxxx xt not less than "AaAA" if then rated by Moody's Investors Service, Inc. and not less than "AA" if then rated raxxx xx Xxxxdard Standard & Poor's Corporation;
(f) repurchase agreements having a term not greater than 90 180 days and fully secured by securities described in the foregoing subsection subsections (a), (b) or (e) with the Lenders, banks described in the foregoing subsection (c) or with financial institutions or other corporations having total assets in excess of $500,000,000;
(g) shares of so-called "money market funds" registered with the SEC Securities and Exchange Commission under the Investment Company Act of 1940 which maintain a level per-share value, invest principally in investments described in the foregoing subsections (a) through (f) and have total assets in excess of $50,000,000;
(h) subject to the provisions of this Section 8.3ss.9, Investments options, easements, licenses, fee interests, partnership interests, interests in fee limited liability companies and leasehold interests and similar interests in completed and operational Medical Properties and related assets associated therewithReal Estate, including earnest money deposits relating thereto and transaction costs;
(xi) subject to the terms of this Agreement, Investments in fee Subsidiaries of Borrower existing as of the date hereof, and leasehold interests Investments in land with respect to which no Construction-in-Process has commenced and which land is to be used for new Subsidiaries of Borrower created after the development date of Medical Properties; provided that the Investments pursuant to this Section 8.3(i) shall not exceed in the aggregate five percent (5%) of Gross Asset ValueAgreement;
(j) Investments in Construction-in-Process; provided that the aggregate Investments pursuant to this Section 8.3(j) shall not exceed twenty-five percent (25%) of Gross Asset Valuedeposits required by government agencies or public utilities;
(k) Investment in Hospital Affiliates Development Corporation and Windrose Medical Properties Management, L.L.C.;
(l) Investments in Subsidiaries of Borrower which are engaged in businesses described in Section 8.3(h), (i) and (j), subject to the limits therein; and
Appears in 1 contract
Samples: Master Credit Agreement (Entertainment Properties Trust)
Restrictions on Investments. The Borrower and the Guarantor will shall not, and will not nor shall it permit any of their respective Subsidiaries Subsidiary to, make or permit to exist or to remain outstanding any Investment except Investments inother than:
(a) marketable direct or guaranteed obligations of the United States of America that mature within one (1) year from the date of purchase ordinary course Investments made by the Borrower or Guarantorany of its Subsidiaries from time to time in cash and cash equivalents;
(b) marketable direct obligations subject to Sections 7.01(a) and 7.03(d) (solely with respect of the provisos thereof), Investments in the Borrower or any of the following: Federal Home Loan Mortgage Corporation, Student Loan Marketing Association, Federal Home Loan Banks, Federal National Mortgage Association, Government National Mortgage Association, Bank for Cooperatives, Federal Intermediate Credit Banks, Federal Financing Banks, Exportits direct or indirect wholly-Import Bank of the United States, Federal Land Banks, or any other agency or instrumentality of the United States of Americaowned Subsidiaries;
(c) demand depositsInvestments consisting of guarantees by the Borrower or any of its Subsidiaries of any Indebtedness permitted pursuant to Section 7.01; and
(d) other Investments so long as at the time of making such Investment (i) no Default or Event of Default has occurred and is continuing or would result therefrom under Section 8.01(c) in respect of the financial covenant set forth in Section 7.14 and (ii) the Borrower and its Subsidiaries are in pro forma compliance with the financial covenant set forth in Section 7.14 (using Consolidated EBITDA of the Consolidated Group as of the last day of the applicable Pro Forma Reference Period (but including any permitted addbacks to Consolidated EBITDA in the period following the last day of the applicable Pro Forma Reference Period) and Consolidated Total Funded Debt as of the date of, certificates and after giving effect to, such Investment (with such amounts adjusted as if such Investment occurred on the first day of deposit, bankers acceptances and time deposits of United States banks having total assets in excess of $100,000,000the Pro Forma Reference Period)); provided, howeverthat at all times the aggregate amount of all Investments in Insurance Entities shall not exceed 10% of consolidated total assets of the Borrower and its Subsidiaries (as determined by reference to the most recent balance sheet delivered to the Agent pursuant to Section 6.04 or, if earlier than the first delivery thereunder, as indicated in the Audited Financial Statements); provided, further, that the aggregate amount of all Investments in any type of business other than the businesses conducted by the Borrower or its Subsidiaries on the Closing Date and in related, complementary or incidental businesses shall not exceed the U.S. Dollar Equivalent of $500,000,000 at any time so invested with any single bank having total assets of less than $1,000,000,000 will not exceed $200,000;
outstanding (d) securities commonly known as "commercial paper" issued by a corporation organized and existing under the laws of the United States of America or any State which at the time of purchase are rated by Moody's Investors Service, Inc. or by Standard & Poor's Corporation ax xxx xess than "P 2" if then rated by Moody's Investors Service, Inc., and not less than "A 2", if then ratxx xx Xtandard & Poor's Corporation;
(e) mortgage-backed securities guaranteed by the Government National Mortgage Association, the Federal National Mortgage Association or the Federal Home Loan Mortgage Corporation and other mortgage-backed bonds which at the time of purchase are rated by Moody's Investors Service, Inc. or by Standard & Poor's Corporation ax xxx xess than "Aa" if then rated by Moody's Investors Service, Inc. and not less than "AA" if then rated xx Xxxxdard & Poor's Corporation;
(f) repurchase agreements having a term not greater than 90 days and fully secured by securities described in the foregoing subsection (a), (b) or (e) with banks described in the foregoing subsection (c) or with financial institutions or other corporations having total assets in excess of $500,000,000;
(g) shares of so-called "money market funds" registered with the SEC under the Investment Company Act of 1940 which maintain a level per-share value, invest principally in investments described in the foregoing subsections (a) through (f) and have total assets in excess of $50,000,000;
(h) subject to the provisions of this Section 8.3, it being understood that Investments in fee and leasehold interests in completed and operational Medical Properties and related assets associated therewith, including earnest money deposits relating thereto and transaction costs;
(x) Investments in fee and leasehold interests in land with respect to which no Construction-in-Process has commenced and which land is to any Insurance Entity shall be used for excluded from the development of Medical Properties; provided that the Investments pursuant to this Section 8.3(i) shall not exceed in the aggregate five percent (5%) of Gross Asset Value;
(j) Investments in Construction-in-Process; provided that the aggregate Investments pursuant to this Section 8.3(j) shall not exceed twenty-five percent (25%) of Gross Asset Value;
(k) Investment in Hospital Affiliates Development Corporation and Windrose Medical Properties Management, L.L.C.;
(l) Investments in Subsidiaries of Borrower which are engaged in businesses described in Section 8.3(himmediately preceding limitation), (i) and (j), subject to the limits therein; and.
Appears in 1 contract
Restrictions on Investments. The Borrower and the Guarantor will not, and will not permit Guarantor or any of their respective Subsidiaries to, the Related Companies to make or permit to exist or to remain outstanding any Investment except Investments in:
(a) marketable direct or guaranteed obligations of the United States of America, Federal Home Loan Mortgage Corporation, Federal National Mortgage Association or any agency or instrumentality of the United States of America provided such obligations are backed by the full faith and credit of the United States of America, that mature within one (1) year from the date of purchase by the Borrower or GuarantorBorrower;
(b) marketable direct obligations of any of the following: Federal Home Loan Mortgage Corporation, Student Loan Marketing Association, Federal Home Loan Banks, Federal National Mortgage Association, Government National Mortgage Association, Bank for Cooperatives, Federal Intermediate Credit Banks, Federal Financing Banks, Export-Import Bank of the United States, Federal Land Banks, or any other agency or instrumentality of the United States of America;
(c) demand deposits, certificates of deposit, money market accounts, bankers acceptances eurodollar time deposits and time deposits of United States banks having total assets in excess of $100,000,000; provided, however, that 1,000,000,000 or repurchase obligations with a term of not more than 7 days with such banks for underlying securities of the aggregate amount at any time so invested with any single bank having total assets type described in clause (a) of less than $1,000,000,000 will not exceed $200,000this §8.2;
(dc) securities commonly known as "“commercial paper" ” issued by a corporation organized and existing under the laws of the United States of America or any State which state thereof that at the time of purchase have been rated and the ratings for which are not less than “ P 1 “ if rated by Moody's Investors Service, Inc. or by Standard & Poor's Corporation ax xxx xess than "P 2" if then rated by Moody's Investors Service, Inc., Xxxxx’x and not less than "“A 2", 1” if then ratxx xx Xtandard & Poor's Corporationrated by S&P and participations in short term commercial loans made to such corporations by a commercial bank which provides cash management services to the Borrower;
(d) Investments existing or contemplated on the date hereof and listed on Schedule 8.2(d) hereto;
(e) mortgage-backed securities guaranteed by Investments made in the Government National Mortgage Association, ordinary course of the Federal National Mortgage Association or the Federal Home Loan Mortgage Corporation and other mortgage-backed bonds which at the time of purchase are rated by Moody's Investors Service, Inc. or by Standard & Poor's Corporation ax xxx xess than "Aa" if then rated by Moody's Investors Service, Inc. and not less than "AA" if then rated xx Xxxxdard & Poor's CorporationBorrower’s business in Interest Rate Contracts;
(f) repurchase agreements having a term not greater than 90 days and fully secured by securities described in the foregoing subsection (a), (b) or (e) with banks described in the foregoing subsection (c) or with financial institutions or other corporations having total assets in excess of $500,000,000[Intentionally Omitted];
(g) shares direct Investments in class B (or better) office properties (including the development of so-called "money market funds" registered with the SEC under the Investment Company Act of 1940 which maintain a level per-share value, invest principally in investments described same) located in the foregoing subsections (a) through (f) greater New York City area, including fee simple and have total assets leasehold interests, in excess Real Estate Effective Control Assets, and in consolidated joint ventures in which the Borrower or its wholly-owned Subsidiary owns at least a 75% beneficial interest and has the right to control policy and management of $50,000,000;the subject joint venture; and
(h) subject to the provisions of this Section 8.3, Investments in fee and leasehold interests in completed and operational Medical Properties and related assets associated therewith, including earnest money deposits relating thereto and transaction costs;
(x) Investments in fee and leasehold interests in land with respect to which no Construction-in-Process has commenced and which land is to be used for the development of Medical Properties; provided that the Investments pursuant to this Section 8.3(i) shall not exceed in following categories so long as the aggregate five percent amount, without duplication, of all Investments described in this paragraph (5%h) of Gross Asset Value;
(j) Investments in Construction-in-Process; provided that the aggregate Investments pursuant to this Section 8.3(j) shall does not exceed exceed, at any time, twenty-five percent (25%) of Gross Asset Value;
Total Assets (kthe “Permitted Investments Cap”) and the aggregate amount of each of the following categories of Investments does not exceed the specified percentage of Total Assets set forth in the following table: Permitted Developments (calculated at total project cost) 10% Unconsolidated Entities primarily engaged in the business of development or ownership of class B (or better) office real estate located in the greater New York City area (calculated at book value of such Investment) 20% Investment in Hospital Affiliates Development Corporation and Windrose Medical Properties Managementproperties (including the development of same) acquired in accordance with the provisions of §1031 of the Code (single tenant, L.L.C.;
(ltriple net leased to tenant rated “A” or better by S&P or Xxxxx’x, minimum remaining lease term of 15 years) 2% Structured Finance Investments 15% Other Investments in Subsidiaries of Borrower which are Real Estate Assets (including land) and in entities primarily engaged in businesses described the business of owning such assets 10% Other Investments not otherwise specifically identified in Section 8.3(h)this §8.2 10% Notwithstanding the foregoing to the contrary, if, but only for so long as either (x) all Indebtedness of the Unconsolidated Entities does not exceed seventy-two percent (72%) of the aggregate dollar amount of the As-Is Values for all Real Estate Assets of such Unconsolidated Entities or (y) Structured Finance Investments do not exceed twelve percent (12%) of Total Assets, then
(i) the Permitted Investments Cap shall increase from twenty-five percent (25%) of Total Assets to (A) during the 1221 Avenue of the Americas Investment Period, thirty-nine percent (39%) of Total Assets, and (jB) during all other periods, thirty percent (30%) of Total Assets; and
(ii) the Maximum Percentage of Total Assets in respect of Unconsolidated Entities (as described above) shall increase from twenty percent (20%) to (A) during the 1221 Avenue of the Americas Investment Period, thirty percent (30%), subject and (B) during all other periods, twenty-five percent (25%). Notwithstanding anything in this Agreement to the limits therein; andcontrary, none of the provisions of § 8.2(h), and no Default or Event of Default arising out of a breach of any of the provisions of § 8.2(h), may be amended, modified or waived without the written consent of the Requisite Lenders.
Appears in 1 contract
Samples: Revolving Secured Credit and Guaranty Agreement (Sl Green Realty Corp)
Restrictions on Investments. The Borrower and the Guarantor will not, and will not permit any of their respective its Subsidiaries to, make or permit to exist or to remain outstanding any Investment except Investments in:
(a) marketable direct or guaranteed obligations of the United States of America that mature within one (1) year from or any country which is a member of the date of purchase by the Borrower or GuarantorOECD;
(b) marketable direct obligations of any of the following: Federal Home Loan Mortgage Corporation, Student Loan Marketing Association, Federal Home Loan Banks, Federal National Mortgage Association, Government National Mortgage Association, Bank for Cooperatives, Federal Intermediate Credit Banks, Federal Financing Banks, Export-Import Bank of the United States, Federal Land Banks, or any other agency or instrumentality of the United States of America;
(c) demand deposits, certificates of deposit, bankers acceptances and time deposits of (i) United States or Canadian banks having total assets in excess of $100,000,000; provided, however, that the aggregate amount at any time so invested with any single 1,000,000,000 or (ii) a commercial bank having total assets of less than $1,000,000,000 will not exceed $200,000;
(d) securities commonly known as "commercial paper" issued by a corporation organized and existing under the laws of any other country which is a member of the United States Organization for Economic Cooperation and Development (the “OECD”), or a political subdivision of America or any State which at the time of purchase are rated by Moody's Investors Service, Inc. or by Standard & Poor's Corporation ax xxx xess than "P 2" if then rated by Moody's Investors Service, Inc.such country, and not less than "A 2", if then ratxx xx Xtandard & Poor's Corporation;
(e) mortgage-backed securities guaranteed by the Government National Mortgage Association, the Federal National Mortgage Association or the Federal Home Loan Mortgage Corporation and other mortgage-backed bonds which at the time of purchase are rated by Moody's Investors Service, Inc. or by Standard & Poor's Corporation ax xxx xess than "Aa" if then rated by Moody's Investors Service, Inc. and not less than "AA" if then rated xx Xxxxdard & Poor's Corporation;
(f) repurchase agreements having a term not greater than 90 days and fully secured by securities described in the foregoing subsection (a), (b) or (e) with banks described in the foregoing subsection (c) or with financial institutions or other corporations having total assets in excess of $500,000,0001,000,000,000, provided that such bank is acting through a branch or agency located in the country in which its is organized or another country which is a member of the OECD;
(i) securities commonly known as “commercial paper” denominated in Dollars or any Alternative Currency which at the time of purchase have been rated and the ratings for which are not less than “P 1” if rated by Xxxxx’x, and not less than “A 1” if rated by S&P; and (ii) securities commonly known as “short-term bank notes” issued by any Lender denominated in Dollars or any Alternative Currency which at the time of purchase have been rated and the ratings for which are not less than “P 2” if rated by Xxxxx’x, and not less than “A 2” if rated by S&P;
(d) Investments existing on the Closing Date and listed on Schedule 7.3 attached hereto;
(e) Investments with respect to Indebtedness permitted by §7.1(k) hereof so long as such entities remain Subsidiaries of the Borrower;
(f) taxable or tax-exempt securities which at the time of purchase have been rated and the ratings for which are not less than A 3 if rated by Xxxxx’x, and not less than A- if rated by S&P;
(g) shares Investments consisting of so-called "money market funds" registered with loans and advances to employees of the SEC under Borrower or any Subsidiary of the Investment Company Act of 1940 which maintain a level per-share valueBorrower, invest principally in investments described not exceeding $10,000,000 in the foregoing subsections (a) through (f) and have total assets in excess of $50,000,000aggregate at any one time outstanding;
(h) subject options to invest in or to lease real property to be used in the provisions operations of this Section 8.3, Investments in fee and leasehold interests in completed and operational Medical Properties and related assets associated therewith, including earnest money deposits relating thereto and transaction coststhe Borrower or any Subsidiary of the Borrower;
(xi) Investments in fee and leasehold interests in land with respect to which no Construction-in-Process has commenced and which land is to be used guaranties by endorsement of negotiable instruments for the development of Medical Properties; provided that the Investments pursuant to this Section 8.3(i) shall not exceed deposit or collection or similar transactions effected in the aggregate five percent (5%) ordinary course of Gross Asset Valuebusiness;
(ji) the Borrower’s or any Subsidiary’s guaranty of the Indebtedness of any Subsidiary or the Borrower, and (ii) any other Investments by the Borrower or any Subsidiary of the Borrower in Construction-in-Process; provided that any Subsidiary of the aggregate Investments pursuant to this Section 8.3(j) shall not exceed twenty-five percent (25%) of Gross Asset ValueBorrower or the Borrower;
(k) Investment Investments by the Borrower or any Subsidiary of the Borrower to acquire a more than fifty percent (50%) equity interest in Hospital Affiliates Development Corporation and Windrose Medical Properties Managementany Person, L.L.C.provided that such acquisition is permitted under §7.6 hereof;
(l) Investments by the Borrower or any Subsidiary of the Borrower to acquire up to a fifty percent (50%) equity interest in Subsidiaries another Person, provided that (i) such Person is in the same line of business as the Borrower or such Subsidiary, as applicable and (ii) the aggregate amount of (A) such Investments in such Person and (B) existing Investments made by the Borrower or any Subsidiary of the Borrower pursuant to this §7.3(l) shall at no time exceed 65% of the Stockholders’ Equity of the Borrower;
(m) Investments consisting of Distributions permitted by §7.4;
(n) Investments consisting of loans and advances to, guaranties of the obligations of and equity Investments in, Persons in a related line of business as the Borrower, not exceeding $25,000,000 in the aggregate at any one time outstanding;
(o) shares of money market mutual or similar funds which are engaged invest exclusively in businesses described in Section 8.3(hassets satisfying the requirements of clauses (a) (b), (ic) and (j), subject to the limits thereinf) contained in this §7.3; and
(p) shares of money market mutual or similar funds which have an Aaa or MR1+ money market fund rating from Xxxxx’x or an AAA money market fund rating from S&P.
Appears in 1 contract
Restrictions on Investments. The Borrower and None of the Guarantor will notBorrower, and will not permit BPI, or any of their respective Subsidiaries to, will make or permit to exist or to remain outstanding any Investment except except, with respect to the Borrower and its Subsidiaries only, Investments in:
(a) marketable direct or guaranteed obligations of the United States of America that mature within one two (12) year years from the date of purchase (including investments in securities guaranteed by the Borrower or GuarantorUnited States of America such as securities in so called “overseas private investment corporations”);
(b) marketable direct obligations of any of the following: Federal Home Loan Mortgage Corporation, Student Loan Marketing Association, Federal Home Loan Banks, Federal National Mortgage Association, Government National Mortgage Association, Bank for Cooperatives, Federal Intermediate Credit Banks, Federal Financing Banks, Export-Import Bank of the United States, Federal Land Banks, or any other agency or instrumentality of the United States of America;
(cx) demand deposits, certificates of deposit, bankers acceptances and time deposits of United States banks having total assets in excess of $100,000,000; provided1,000,000,000, however, that the aggregate amount at any time so invested with any single bank having total assets of less than $1,000,000,000 will not exceed $200,000(y) mutual funds and (z) other Investments which are rated by S&P as BBB or better or by Moody’s as Baa2 or better;
(dc) securities commonly known as "“commercial paper" ” issued by a corporation organized and existing under the laws of the United States of America or any State which state thereof that at the time of purchase have been rated and the ratings for which are not less than “P 1” if rated by Moody's Investors Service, Inc. or by Standard & Poor's Corporation ax xxx xess than "P 2" if then rated by Moody's Investors Service, Inc.’s, and not less than "“A 2", 1” if then ratxx xx Xtandard & Poor's Corporationrated by S&P;
(d) Investments existing on the Closing Date and listed in the SEC Filings or in the financial statements referred to in §7.4;
(e) mortgage-backed securities guaranteed by other Investments hereafter in connection with the Government National Mortgage Association, the Federal National Mortgage Association or the Federal Home Loan Mortgage Corporation acquisition and development of Permitted Properties and other mortgage-backed bonds Real Estate Assets (other than with respect to Real Estate Assets Under Development which at the time of purchase are rated covered by Moody's Investors Serviceclause (f), Inc. or by Standard & Poor's Corporation ax xxx xess than "Aa" if then rated by Moody's Investors Servicebelow, Inc. and not less than "AA" if then rated xx Xxxxdard & Poor's Corporationsubject to any applicable limitations contained in clause (l) below);
(f) repurchase agreements having a term not greater than 90 days and fully secured by securities described Investments in the foregoing subsection (a), (b) or (e) with banks described Development Costs in the foregoing subsection (c) or with financial institutions or other corporations having total assets in excess of $500,000,000Real Estate Assets Under Development;
(g) Investments in Subsidiaries (other than Wholly-owned Subsidiaries) and/or Partially-Owned Entities (other than with respect to Development Costs in Real Estate Assets under Development which are covered by clause (f), above), including, without limitation, preferred equity investments in and loans to such Subsidiaries and Partially-Owned Entities;
(h) any Investments now or hereafter made in any Wholly-owned Subsidiary;
(i) Investments in respect of (1) equipment, inventory and other tangible personal property acquired in the ordinary course of business, (2) current trade and customer accounts receivable for services rendered in the ordinary course of business and payable in accordance with customary trade terms, (3) advances in the ordinary course of business to employees for travel expenses, drawing accounts and similar expenditures, (4) prepaid expenses made in the ordinary course of business;
(j) shares of so-called "“money market funds" ” registered with the SEC under the Investment Company Act of 1940 which maintain a level per-share value, invest principally in investments described in marketable direct or guaranteed obligations of the foregoing subsections (a) through (f) United States of America and agencies and instrumentalities thereof, and have total assets in excess of $50,000,000;
(hk) subject to Investments made by the provisions Borrower in businesses which are not in the business of this Section 8.3commercial real estate so long as such businesses have real estate related purposes or such Investments are in connection with a real estate related transaction, including, without limitation, Investments in fee and leasehold interests in completed and operational Medical Properties and related assets associated therewithMezzanine Loans, including earnest money deposits relating thereto and transaction costs;
(x) Investments in fee and leasehold interests in land with respect to which no Construction-in-Process has commenced and which land is to be used Mortgages, contracts for the development management of Medical Properties; provided that real estate assets for third parties unrelated to the Investments pursuant to this Section 8.3(i) shall not exceed Borrower, and swaps, capped calls, xxxxxx and other derivatives and similar or dissimilar hedging instruments entered into by the Borrower in the aggregate five percent (5%) ordinary course of Gross Asset Value;
(j) Investments business for the purpose of mitigating risks associated with liabilities, commitments, investments, assets, or property held or reasonably anticipated by the Borrower, or changes in Construction-in-Process; provided that the aggregate Investments pursuant to this Section 8.3(j) shall value of securities issued by the Borrower, and not exceed twenty-five percent (25%) as an investment for purposes of Gross Asset Value;
(k) Investment in Hospital Affiliates Development Corporation and Windrose Medical Properties Management, L.L.C.speculation;
(l) Investments made, directly or indirectly, by the Borrower in Subsidiaries of Borrower Real Estate Assets which are engaged in businesses described in Section 8.3(hnot office properties (including as “office properties” for such purpose, office, industrial, research and development, technology and laboratory properties and other properties and facilities which are ancillary to any such property investment, mixed-use properties that include office and retail and/or residential space and mixed-use developments that contain one or more office buildings and one or more buildings with retail and/or residential space (collectively, “Permitted Properties”), (i) and (j), subject to the limits therein; and.
Appears in 1 contract
Samples: Credit Agreement (Boston Properties LTD Partnership)
Restrictions on Investments. The Borrower and the Guarantor Borrowers will not, and will not permit any of their respective Subsidiaries Guarantor or any Subsidiary to, make or permit to exist or to remain outstanding any Investment except Investments in:
(a) marketable direct or guaranteed obligations of the United States of America that mature within one (1) year from the date of purchase by the Borrower or Guarantorpurchase;
(b) marketable direct obligations of any of the following: Federal Home Loan Mortgage Corporation, Student Loan Marketing Association, Federal Home Loan Banks, Federal National Mortgage Association, Government National Mortgage Association, Bank for Cooperatives, Federal Intermediate Credit Banks, Federal Financing Banks, Export-Import Bank of the United States, Federal Land Banks, or any other agency or instrumentality of the United States of America;
(c) demand deposits, certificates of deposit, bankers acceptances and time deposits of United States banks having total assets in excess of $100,000,000; provided, however, that the aggregate amount at any time so invested with any single bank having total assets of less than $1,000,000,000 will not exceed $200,0001,000,000,000;
(dc) securities commonly known as "commercial paper" issued by a corporation organized and existing under the laws of the United States of America or any State which state thereof that at the time of purchase have been rated and the ratings for which are rated by Moody's Investors Service, Inc. or by Standard & Poor's Corporation ax xxx xess not less than "P 21" if then rated by Moody's Investors Service, Inc.Mxxxx'x, and not less than "A 2", 1" if then ratxx xx Xtandard & Poor's Corporationrated by S&P;
(d) Investments existing on the Restatement Date and listed on Schedule 9.3(d) hereto;
(e) mortgageSo long as no Default or Event of Default has occurred and is continuing or would occur after giving effect thereto, acquisitions of Real Estate consisting of self storage facilities, warehouses and mini-backed securities guaranteed by warehouses and the Government National Mortgage Associationequity of Persons whose primary operations consist of the ownership, development, operation and management of self storage facilities, warehouses and mini-warehouses; provided, however that (i) the Federal National Mortgage Association Borrowers shall not, and shall not permit any Guarantor or any of its Subsidiaries to, acquire any such Real Estate without the Federal Home Loan Mortgage Corporation prior written consent of the Administrative Agent if the environmental investigation for such Real Estate determines that the potential environmental remediation costs and other mortgageenvironmental liabilities associated with such Real Estate exceed $200,000; and (ii) the Borrowers shall not permit any of their Subsidiaries which is not a Borrower or a Guarantor, or which does not become a Borrower or a Guarantor, to acquire any Unencumbered Property, and in all cases such Guarantor shall be a wholly-backed bonds which at the time owned Subsidiary of purchase are rated by Moody's Investors Service, Inc. SALP or by Standard & Poor's Corporation ax xxx xess than "Aa" if then rated by Moody's Investors Service, Inc. and not less than "AA" if then rated xx Xxxxdard & Poor's CorporationSovran;
(f) repurchase agreements having a term not greater than 90 days and fully secured by securities described any Investments now or hereafter made in the foregoing subsection (a), (b) or (e) with banks described in the foregoing subsection (c) or with financial institutions or other corporations having total assets in excess of $500,000,000any Subsidiary;
(g) Investments in respect of (i) equipment, inventory and other tangible personal property acquired in the ordinary course of business, (ii) current trade and customer accounts receivable for services rendered in the ordinary course of business and payable in accordance with customary trade terms, (iii) advances to employees for travel expenses, drawing accounts and similar expenditures, and (iv) prepaid expenses made in the ordinary course of business;
(h) any other Investments made in the ordinary course of business and consistent with past business practices in an aggregate amount not to exceed $10,000,000 outstanding at any time;
(i) a Hedge Agreement or other interest rate hxxxxx in connection with Indebtedness;
(j) shares of so-called "money market funds" registered with the SEC under the Investment Company Act of 1940 which maintain a level per-share value, invest principally in investments described in marketable direct or guaranteed obligations of the foregoing subsections (a) through (f) United States of America and agencies and instrumentalities thereof, and have total assets in excess of $50,000,000;
(h) subject to the provisions of this Section 8.3, Investments in fee and leasehold interests in completed and operational Medical Properties and related assets associated therewith, including earnest money deposits relating thereto and transaction costs;
(xk) Investments in fee and leasehold interests in land with respect to which no Construction-in-Process has commenced and which land is to be used for the development consisting of Medical Properties; provided that the Investments pursuant to this Section 8.3(iDistributions permitted under §9.7(a) shall not exceed in the aggregate five percent (5%) of Gross Asset Value;
(j) Investments in Construction-in-Process; provided that the aggregate Investments pursuant to this Section 8.3(j) shall not exceed twenty-five percent (25%) of Gross Asset Value;
(k) Investment in Hospital Affiliates Development Corporation and Windrose Medical Properties Management, L.L.C.hereof;
(l) Investments consisting of the Sovran Treasury Stock not to exceed 25% (by value) of the consolidated assets of Sovran, for purposes of Regulations U and X of the Board of Governors of the Federal Reserve System (as referred to in Subsidiaries §7.17 hereof). For the avoidance of Borrower which are engaged in businesses described in Section 8.3(h)doubt, (i) and (j), subject Sovran Treasury Stock shall not be deemed to constitute an asset of the limits therein; andBorrowers for any other purpose hereunder.
Appears in 1 contract
Samples: Revolving Credit and Term Loan Agreement (Sovran Self Storage Inc)
Restrictions on Investments. The Borrower and the Guarantor will not, and will not permit any of their respective its Subsidiaries to, make or permit to exist or to remain outstanding any Investment except Investments inInvestments:
(a) in marketable direct or guaranteed obligations of the United States of America that mature within one (1) year from the date of purchase by the Borrower or GuarantorBorrower;
(b) marketable direct obligations of any of the following: Federal Home Loan Mortgage Corporation, Student Loan Marketing Association, Federal Home Loan Banks, Federal National Mortgage Association, Government National Mortgage Association, Bank for Cooperatives, Federal Intermediate Credit Banks, Federal Financing Banks, Export-Import Bank of the United States, Federal Land Banks, or any other agency or instrumentality of the United States of America;
(c) in demand deposits, certificates of deposit, bankers acceptances and time deposits of United States banks having total assets in excess of $100,000,000; provided, however, that the aggregate amount at any time so invested with any single bank having total assets of less than $1,000,000,000 will not exceed $200,0001,000,000,000;
(dc) in securities commonly known as "commercial paper" issued by a corporation organized and existing under the laws of the United States of America or any State which state thereof that at the time of purchase have been rated and the ratings for which are rated by Moody's Investors Service, Inc. or by Standard & Poor's Corporation ax xxx xess not less than "P 21" if then rated by Moody's Xxxxx'x Investors ServiceServices, Inc., and not less than "A 2", 1" if then ratxx xx Xtandard & rated by Standard and Poor's Corporation's;
(d) existing on the date hereof and listed on Schedule 8.3 hereto;
(e) mortgage-backed securities guaranteed by the Government National Mortgage Association, Borrower in Subsidiaries of the Federal National Mortgage Association or Borrower existing on the Federal Home Loan Mortgage Corporation and other mortgage-backed bonds which at the time of purchase are rated by Moody's Investors Service, Inc. or by Standard & Poor's Corporation ax xxx xess than "Aa" if then rated by Moody's Investors Service, Inc. and not less than "AA" if then rated xx Xxxxdard & Poor's CorporationClosing Date;
(f) repurchase agreements having a term not greater than 90 days and fully secured consisting of promissory notes received as proceeds of asset dispositions permitted by securities described in the foregoing subsection (a), (b) or (e) with banks described in the foregoing subsection (c) or with financial institutions or other corporations having total assets in excess of $500,000,000;ss.
(g) shares consisting of so-called "money market funds" registered with the SEC under the Investment Company Act of 1940 which maintain a level per-share valueloans and advances to employees for moving, invest principally in investments described in the foregoing subsections entertainment and travel (other than ordinary course business expenses) not to exceed (a) $250,000 in the aggregate at any time outstanding as of the Closing Date through the first anniversary thereof, and (fb) and have total assets $100,000 in excess of $50,000,000the aggregate at any time outstanding thereafter;
(h) subject to the provisions of this Section 8.3, Investments in fee and leasehold interests in completed and operational Medical Properties and related assets associated therewith, including earnest money deposits relating thereto and transaction costs;
(x) Investments in fee and leasehold interests in land with respect to which no Construction-in-Process has commenced and which land is to be used SPV's formed for the development purpose of Medical Propertieseffectuating Permitted Securitization Transactions; provided that the Investments pursuant to this Section 8.3(i) shall not exceed in the aggregate five percent (5%) of Gross Asset Value;and
(j) Investments in Construction-in-Process; provided that the aggregate Investments pursuant to this Section 8.3(j) shall not exceed twenty-five percent (25%) of Gross Asset Value;
(k) Investment in Hospital Affiliates Development Corporation and Windrose Medical Properties Management, L.L.C.;
(l) Investments in Subsidiaries of Borrower which are engaged in businesses described in Section 8.3(h), (i) and (j), subject in purchases of Eligible Vehicle Loans at purchase prices not greater than fair market value that are made pursuant to good xxxxx xxxx fide transactions consistent with the limits therein; andcriteria enumerated on Exhibit H attached hereto with third parties that are not Affiliates of the Borrower.
Appears in 1 contract
Samples: Revolving Credit Agreement (National Auto Finance Co Inc)
Restrictions on Investments. The Borrower and the Guarantor will not, and will not permit --------------------------- any of their respective its Subsidiaries to, make or permit to exist or to remain outstanding any Investment except Investments in:
(a) marketable direct or guaranteed obligations of the United States of America that mature within one (1) year from the date of purchase by the Borrower or Guarantorand repurchase obligations in respect thereof having a term of not more than thirty (30) days entered into with any United States bank having assets in excess of $1,000,000,000;
(b) marketable direct obligations of any of the following: Federal Home Loan Mortgage Corporation, Student Loan Marketing Association, Federal Home Loan Banks, Federal National Mortgage Association, Government National Mortgage Association, Bank for Cooperatives, Federal Intermediate Credit Banks, Federal Financing Banks, Export-Import Bank of the United States, Federal Land Banks, or any other agency or instrumentality of the United States of America;
(c) demand deposits, certificates of deposit, bankers acceptances and time deposits of (i) United States banks having total assets in excess of $100,000,000; provided, however, that the aggregate amount at any time so invested with any single bank 1,000,000,000 or (ii) United States banks having total assets of less than $1,000,000,000 will as long as such Investments do not remain in such banks for more than seven (7) days in amounts in excess of FDIC insurance coverage and do not exceed $200,000500,000 per bank in the aggregate at any time;
(dc) securities commonly known as "commercial paper" issued by a corporation organized and existing under the laws of the United States of America or any State which state thereof that at the time of purchase have been rated and the ratings for which are rated by Moody's Investors Service, Inc. or by Standard & Poor's Corporation ax xxx xess not less than "P 2" if then rated by Moody's Xxxxx'x Investors ServiceServices, Inc., and or not less than "A 2", " if then ratxx xx Xtandard & rated by Standard and Poor's CorporationRatings Group;
(d) Investments existing on the date hereof and listed on Schedule 12.3 -------- ---- hereto;
(e) mortgage-backed securities guaranteed Investments with respect to Indebtedness permitted by (S)12.1(i) and (j) so long as such entities remain Subsidiaries of the Government National Mortgage AssociationBorrower and such Investments are evidenced by intercompany notes which are satisfactory to the Banks, payable to the Federal National Mortgage Association or order of the Federal Home Loan Mortgage Corporation Borrower and other mortgage-backed bonds which at pledged to the time Agent for the benefit of purchase are rated by Moody's Investors Service, Inc. or by Standard & Poor's Corporation ax xxx xess than "Aa" if then rated by Moody's Investors Service, Inc. and not less than "AA" if then rated xx Xxxxdard & Poor's Corporationthe Banks in the manner provided in (S)12.1(i);
(f) repurchase agreements having a term not greater than 90 days Investments consisting of the Guaranty, or Investments by the Borrower in Subsidiaries of the Borrower existing on the Closing Date, or Investments with respect to Indebtedness permitted by (S)12.1(o), Investments by Petro Distributing or Petro Financial in respect of the Old Notes and fully secured Investments by securities described Petro Distributing, Petro Financial or any other Subsidiary in respect of the New Notes;
(g) Investments consisting of noncash proceeds of asset dispositions permitted by (S)12.5.2;
(h) Investments consisting of loans and advances to employees for moving, entertainment, travel and other similar expenses in the foregoing subsection ordinary course of business not to exceed $750,000 in the aggregate at any time outstanding;
(i) shares of any so-called "money market fund" provided, that such -------- fund is registered under the Investment Company Act of 1940, has net assets in excess of $100,000,000, has an investment portfolio with an average maturity of 365 days or less, and invests substantially all of its assets in Investments of the types listed in clauses (a), (b) or (e) with banks described in the foregoing subsection and (c) or with financial institutions or other corporations having total assets in excess of $500,000,000;
(g) shares of so-called "money market funds" registered with the SEC under the Investment Company Act of 1940 which maintain a level per-share value, invest principally in investments described in the foregoing subsections (a) through (f) and have total assets in excess of $50,000,000;
(h) subject to the provisions of this Section 8.3, Investments in fee and leasehold interests in completed and operational Medical Properties and related assets associated therewith, including earnest money deposits relating thereto and transaction costs;
(x) Investments in fee and leasehold interests in land with respect to which no Construction-in-Process has commenced and which land is to be used for the development of Medical Properties; provided that the Investments pursuant to this Section 8.3(i) shall not exceed in the aggregate five percent (5%) of Gross Asset Valueabove;
(j) Investments in Construction-in-Process; provided that the aggregate Investments pursuant to this Section 8.3(j) shall not exceed twenty-five percent consisting of Capital Expenditures permitted under (25%) of Gross Asset ValueS)13.5;
(k) Investment Investments in Hospital Affiliates Development Corporation respect of fuel price swaps, fuel price caps, fuel price collars and Windrose Medical Properties Management, L.L.C.fuel price floors and similar agreements and hedging obligations and arrangements incurred in the ordinary course of business consistent with past practices (but only to the extent done to protect against or manage the Borrower or any Subsidiary to exposure to fluctuations in fuel prices and not for speculative purposes);
(l) Investments received in settlement of obligations owed to the Borrower or any of its Subsidiaries or as a result of bankruptcy or insolvency proceedings or upon foreclosure or enforcement of any lien in favor of the Borrower which are engaged in businesses described in Section 8.3(hor any Subsidiary;
(m) Investments by the Borrower or any of its Subsidiaries not otherwise permitted hereunder, provided the aggregate amount of all such outstanding Investments does not exceed $5,000,000 plus, to the extent the ---- Borrower would be permitted to make a Distribution pursuant to (S)12.4(c), the amount the Borrower would be permitted to make pursuant to (S)12.4(c) and did not otherwise make as a Distribution pursuant thereto;
(n) Investments by the Borrower or any of its Subsidiaries in either Wholly-Owned Subsidiaries or Non-Wholly Owned Subsidiaries; provided such -------- Subsidiary has guaranteed all the Obligations of the Borrower hereunder pursuant to a guaranty in form and substance satisfactory to the Agent and has granted to the Agent a first priority perfected security interest in all of its assets (subject only to Permitted Liens) to secure such Obligations pursuant to documents and agreements in form and substance satisfactory to the Agent;
(o) Investments in respect of interest rate swaps, caps, collars and similar agreements and fuel swaps permitted hereunder; and
(p) Investments by the Borrower in respect of the purchase by the Borrower of the Capital Interests of any Person, so long as (i) such an acquisition is permitted by (S)12.5.1 hereof; (ii) such Person shall become a Wholly-Owned Subsidiary or Non-Wholly Owned Subsidiary, and (j), subject iii) the Loan Document shall be amended and/or supplemented as necessary to make the limits therein; andterms and conditions of the Loan Documents applicable to such new Subsidiary.
Appears in 1 contract
Samples: Revolving Credit and Term Loan Agreement (Petro Stopping Centers L P)
Restrictions on Investments. The Borrower and the Guarantor Borrowers will not, and will not permit any of their respective Subsidiaries to, make or permit to exist or to remain outstanding any Investment except Investments in:
(a) marketable direct or guaranteed obligations of the United States of America that mature within one (1) year from the date of purchase by the Borrower or GuarantorBorrowers;
(b) marketable direct obligations of any of the following: Federal Home Loan Mortgage Corporation, Student Loan Marketing Association, Federal Home Loan Banks, Federal National Mortgage Association, Government National Mortgage Association, Bank for Cooperatives, Federal Intermediate Credit Banks, Federal Financing Banks, Export-Import Bank of the United States, Federal Land Banks, or any other agency or instrumentality of the United States of America;
(c) demand deposits, certificates of deposit, bankers acceptances and time deposits of United States banks having total assets in excess of $100,000,000; provided, however, that the aggregate amount at any time so invested with any single bank having total assets of less than $1,000,000,000 will not exceed $200,0001,000,000,000;
(dc) securities commonly known as "commercial paper" issued by a corporation organized and existing under the laws of the United States of America or any State which state thereof that at the time of purchase have been rated and the ratings for which are rated by Moody's Investors Service, Inc. or by Standard & Poor's Corporation ax xxx xess not less than "P 21" if then rated by Moody's Investors Service, Inc., and not less than "A 2", 1" if then ratxx xx Xtandard & xxxxx by Standard and Poor's CorporationRating Group;
(d) Investments existing on the date hereof and listed on Schedule 9.3 hereto, Investments made by any Borrower or its Subsidiaries in the JV pursuant to the GE Joint Venture so long as the time of the making of such Investments, no Default or Event of Default has occurred and is continuing or would exist as a result thereof; provided, the aggregate amount of all Investments made in the JV shall not exceed $3,500,000 from the Closing Date to the first anniversary of the Closing Date and $7,000,000 in the aggregate during the term of the Credit Agreement;
(e) mortgage-backed securities guaranteed Investments with respect to Indebtedness permitted by the Government National Mortgage Associationss.9.1(f)(i) -- (iii) so long as such entities remain a Subsidiary of any Borrower and a Borrower, the Federal National Mortgage Association a Guarantor or the Federal Home Loan Mortgage Corporation Foreign Guarantor hereunder and other mortgage-backed bonds which at the time Investments with respect to Indebtedness permitted by ss.9.1(f)(iv) so long as such entities remain a Subsidiary of purchase are rated by Moody's Investors Service, Inc. or by Standard & Poor's Corporation ax xxx xess than "Aa" if then rated by Moody's Investors Service, Inc. and not less than "AA" if then rated xx Xxxxdard & Poor's Corporationany Borrower hereunder;
(f) repurchase agreements having a term not greater than 90 days and fully secured by securities described in the foregoing subsection (a), (b) or (e) with banks described in the foregoing subsection (c) or with financial institutions or other corporations having total assets in excess of $500,000,000;
(g) shares of so-called "money market funds" registered with the SEC under the Investment Company Act of 1940 which maintain a level per-share value, invest principally in investments described in the foregoing subsections (a) through (f) and have total assets in excess of $50,000,000;
(h) subject to the provisions of this Section 8.3, Investments in fee and leasehold interests in completed and operational Medical Properties and related assets associated therewith, including earnest money deposits relating thereto and transaction costs;
(x) Investments in fee and leasehold interests in land with respect to which no Construction-in-Process has commenced Indebtedness permitted by ss.9.1(g) hereof so long as the Person incurring such Indebtedness remains a Subsidiary of any Borrower hereunder and which land is to be used for the development Investments consisting of Medical Properties; provided that the Investments pursuant to this Section 8.3(i) shall not exceed in the aggregate five percent (5%) of Gross Asset Value;
(j) Investments in Construction-in-Process; provided that the aggregate Investments pursuant to this Section 8.3(j) shall not exceed twenty-five percent (25%) of Gross Asset Value;
(k) Investment in Hospital Affiliates Development Corporation and Windrose Medical Properties Management, L.L.C.;
(l) Investments in Subsidiaries of Borrower which are engaged in businesses described in Section 8.3(h), (i) and (j), subject to the limits therein; andPermitted Acquisitions under ss.
Appears in 1 contract
Samples: Revolving Credit and Term Loan Agreement (Holmes Group Inc)
Restrictions on Investments. The Borrower and the Guarantor will not, and will not permit Guarantor or any of their respective Subsidiaries to, the Related Companies to make or permit to exist or to remain outstanding any Investment except Investments in:
(a) marketable direct or guaranteed obligations of the United States of America, Federal Home Loan Mortgage Corporation, Federal National Mortgage Association or any agency or instrumentality of the United States of America provided such obligations are backed by the full faith and credit of the United States of America, that mature within one (1) year from the date of purchase by the Borrower or GuarantorBorrower;
(b) marketable direct obligations of any of the following: Federal Home Loan Mortgage Corporation, Student Loan Marketing Association, Federal Home Loan Banks, Federal National Mortgage Association, Government National Mortgage Association, Bank for Cooperatives, Federal Intermediate Credit Banks, Federal Financing Banks, Export-Import Bank of the United States, Federal Land Banks, or any other agency or instrumentality of the United States of America;
(c) demand deposits, certificates of deposit, money market accounts, bankers acceptances acceptances, eurodollar time deposits and time deposits of United States banks having total assets in excess of $100,000,000; provided, however, that 1,000,000,000 or repurchase obligations with a term of not more than 7 days with such banks for underlying securities of the aggregate amount at any time so invested with any single bank having total assets type described in clause (a) of less than $1,000,000,000 will not exceed $200,000this Section 8.2;
(dc) securities commonly known as "commercial paper" issued by a corporation organized and existing under the laws of the United States of America or any State which state thereof that at the time of purchase have been rated and the ratings for which are not less than " P 1 " if rated by Moody's Mxxxx'x Investors ServiceServices, Inc. or by Standard & Poor's Corporation ax xxx xess than "P 2" if then rated by Moody's Investors Service, Inc., and not less than "A 2", 1" if then ratxx xx Xtandard & rated by Standard and Poor's Corporationand participations in short term commercial loans made to such corporations by a commercial bank which provides cash management services to the Borrower;
(d) Investments existing or contemplated on the date hereof and listed on Schedule 8.2(d) hereto;
(e) mortgage-backed securities guaranteed by Investments made in the Government National Mortgage Association, ordinary course of the Federal National Mortgage Association or the Federal Home Loan Mortgage Corporation and other mortgage-backed bonds which at the time of purchase are rated by MoodyBorrower's Investors Service, Inc. or by Standard & Poor's Corporation ax xxx xess than "Aa" if then rated by Moody's Investors Service, Inc. and not less than "AA" if then rated xx Xxxxdard & Poor's Corporationbusiness in Interest Rate Contracts;
(f) repurchase agreements having a term not greater than 90 days and fully secured by securities described Investments in the foregoing subsection (a), (b) or (e) with banks described in the foregoing subsection (c) or with financial institutions or other corporations having total assets in excess of $500,000,000Permitted Acquisitions;
(g) shares Investments in the following categories so long as the aggregate amount, without duplication, of so-called "money market funds" registered with the SEC under the Investment Company Act of 1940 which maintain a level per-share value, invest principally in investments all Investments described in the foregoing subsections this paragraph (ag) through (f) and have total assets in excess of $50,000,000;
(h) subject to the provisions of this Section 8.3does not exceed, Investments in fee and leasehold interests in completed and operational Medical Properties and related assets associated therewithat any time, including earnest money deposits relating thereto and transaction costs;
(x) Investments in fee and leasehold interests in land with respect to which no Construction-in-Process has commenced and which land is to be used for the development of Medical Properties; provided that the Investments pursuant to this Section 8.3(i) shall not exceed in the aggregate five thirty percent (530%) of Gross Asset Value;
(j) Investments in Construction-in-Process; provided that Total Assets and the aggregate amount of each of the following categories of Investments pursuant to this Section 8.3(j) shall does not exceed twenty-five percent (the specified percentage of Total Assets set forth in the following table: Category of Investment Maximum Percentage of Total Assets ---------------------------------- ---------------------------------- Permitted Developments 25%) of Gross Asset Value;
(k) Investment in Hospital Affiliates Development Corporation and Windrose Medical Properties Management, L.L.C.;
(l) Investments in Subsidiaries of Borrower which are % Permitted Inventory Developments 10% Unconsolidated Entities primarily engaged in businesses described either the business of development or ownership of real estate located in Section 8.3(h), (i) the United States or in a Related Business 15% Unconsolidated Entities primarily engaged in a Related Business 3% Undeveloped land 8% Mortgages and (j), subject to the limits therein; andnotes receivable 10% Rxxxx Xxxx Joint Venture 5%
Appears in 1 contract
Samples: Credit Agreement (Liberty Property Limited Partnership)
Restrictions on Investments. The Borrower and the Guarantor Borrowers will not, and will not permit any of their respective Subsidiaries Guarantor or any Subsidiary to, make or permit to exist or to remain outstanding any Investment except Investments in:
(a) marketable direct or guaranteed obligations of the United States of America that mature within one (1) year from the date of purchase by the Borrower or Guarantorpurchase;
(b) marketable direct obligations of any of the following: Federal Home Loan Mortgage Corporation, Student Loan Marketing Association, Federal Home Loan Banks, Federal National Mortgage Association, Government National Mortgage Association, Bank for Cooperatives, Federal Intermediate Credit Banks, Federal Financing Banks, Export-Import Bank of the United States, Federal Land Banks, or any other agency or instrumentality of the United States of America;
(c) demand deposits, certificates of deposit, bankers acceptances and time deposits of United States banks having total assets in excess of $100,000,000; provided, however, that the aggregate amount at any time so invested with any single bank having total assets of less than $1,000,000,000 will not exceed $200,0001,000,000,000;
(dc) securities commonly known as "commercial paper" issued by a corporation organized and existing under the laws of the United States of America or any State which state thereof that at the time of purchase have been rated and the ratings for which are rated by Moody's Investors Service, Inc. or by Standard & Poor's Corporation ax xxx xess not less than "P 21" if then rated by Moody's Investors ServiceMxxxx'x, Inc., not less than "A -1" if rated by S&P and not less than "A 2", F1" if then ratxx xx Xtandard & Poor's Corporationrated by Fitch;
(d) Investments existing on the Restatement Date and listed on Schedule 9.3(d) hereto;
(e) mortgageSo long as no Default or Event of Default has occurred and is continuing or would occur after giving effect thereto, acquisitions of Real Estate consisting of self storage facilities, warehouses and mini-backed securities guaranteed by warehouses and the Government National Mortgage Associationequity of Persons whose primary operations consist of the ownership, development, operation and management of self storage facilities, warehouses and mini-warehouses; provided, however that (i) the Federal National Mortgage Association Borrowers shall not, and shall not permit any Guarantor or any of its Subsidiaries to, acquire any such Real Estate without the Federal Home Loan Mortgage Corporation prior written consent of the Administrative Agent if the environmental investigation for such Real Estate determines that the potential environmental remediation costs and other mortgageenvironmental liabilities associated with such Real Estate exceed $200,000; and (ii) the Borrowers shall not permit any of their Subsidiaries which is not a Borrower or a Guarantor, or which does not become a Borrower or a Guarantor, to acquire any Unencumbered Property, and in all cases such Guarantor shall be a wholly-backed bonds which at the time owned Subsidiary of purchase are rated by Moody's Investors Service, Inc. SALP or by Standard & Poor's Corporation ax xxx xess than "Aa" if then rated by Moody's Investors Service, Inc. and not less than "AA" if then rated xx Xxxxdard & Poor's CorporationSovran;
(f) repurchase agreements having a term not greater than 90 days any Investments now or hereafter made in any Guarantor and, so long as no Default or Event of Default has occurred and fully secured by securities described is continuing hereunder, Investments now or hereafter made in the foregoing subsection (a), (b) or (e) with banks described in the foregoing subsection (c) or with financial institutions or any other corporations having total assets in excess of $500,000,000Subsidiary;
(g) Investments in respect of (i) equipment, inventory and other tangible personal property acquired in the ordinary course of business, (ii) current trade and customer accounts receivable for services rendered in the ordinary course of business and payable in accordance with customary trade terms, (iii) advances to employees for travel expenses, drawing accounts and similar expenditures, and (iv) prepaid expenses made in the ordinary course of business;
(h) any other Investments made in the ordinary course of business and consistent with past business practices in an aggregate amount not to exceed $10,000,000 outstanding at any time;
(i) a Hedge Agreement or other interest rate hxxxxx in connection with Indebtedness;
(j) shares of so-called "money market funds" registered with the SEC under the Investment Company Act of 1940 which maintain a level per-share value, invest principally in investments described in marketable direct or guaranteed obligations of the foregoing subsections (a) through (f) United States of America and agencies and instrumentalities thereof, and have total assets in excess of $50,000,000;
(h) subject to the provisions of this Section 8.3, Investments in fee and leasehold interests in completed and operational Medical Properties and related assets associated therewith, including earnest money deposits relating thereto and transaction costs;
(xk) Investments in fee and leasehold interests in land with respect to which no Construction-in-Process has commenced and which land is to be used for the development consisting of Medical Properties; provided that the Investments pursuant to this Section 8.3(iDistributions permitted under §9.7(a) shall not exceed in the aggregate five percent (5%) of Gross Asset Value;
(j) Investments in Construction-in-Process; provided that the aggregate Investments pursuant to this Section 8.3(j) shall not exceed twenty-five percent (25%) of Gross Asset Value;
(k) Investment in Hospital Affiliates Development Corporation and Windrose Medical Properties Management, L.L.C.hereof;
(l) Investments consisting of the Sovran Treasury Stock not to exceed 25% (by value) of the consolidated assets of Sovran, for purposes of Regulations U and X of the Board of Governors of the Federal Reserve System (as referred to in Subsidiaries §7.17 hereof). For the avoidance of Borrower which are engaged in businesses described in Section 8.3(h)doubt, (i) and (j), subject Sovran Treasury Stock shall not be deemed to constitute an asset of the limits therein; andBorrowers for any other purpose hereunder.
Appears in 1 contract
Samples: Revolving Credit and Term Loan Agreement (Sovran Self Storage Inc)
Restrictions on Investments. The Borrower and the Guarantor will shall not, and will not nor shall it permit any of their respective Subsidiaries Subsidiary to, make or permit to exist or to remain outstanding any Investment except Investments inother than:
(a) marketable direct or guaranteed obligations of the United States of America that mature within one (1) year from the date of purchase ordinary course Investments made by the Borrower or Guarantorany of its Subsidiaries from time to time in cash and cash equivalents;
(b) marketable direct obligations subject to Sections 7.01(a) and 7.03(d) (solely with respect of the provisos thereof), Investments in the Borrower or any of the following: Federal Home Loan Mortgage Corporation, Student Loan Marketing Association, Federal Home Loan Banks, Federal National Mortgage Association, Government National Mortgage Association, Bank for Cooperatives, Federal Intermediate Credit Banks, Federal Financing Banks, Exportits direct or indirect wholly-Import Bank of the United States, Federal Land Banks, or any other agency or instrumentality of the United States of Americaowned Subsidiaries;
(c) demand depositsInvestments consisting of guarantees by the Borrower or any of its Subsidiaries of any Indebtedness permitted pursuant to Section 7.01; and
(d) other Investments so long as at the time of making such Investment (i) no Default or Event of Default has occurred and is continuing or would result therefrom under Section 8.01(c) in respect of the financial covenant set forth in Section 7.14 and (ii) the Borrower and its Subsidiaries are in pro forma compliance with the financial covenant set forth in Section 7.14 (using Consolidated EBITDA of the Consolidated Group as of the last day of the applicable Pro Forma Reference Period (but including any permitted addbacks to Consolidated EBITDA in the period following the last day of the applicable Pro Forma Reference Period) and Consolidated Total Funded Debt as of the date of, certificates and after giving effect to, such Investment (with such amounts adjusted as if such Investment occurred on the first day of deposit, bankers acceptances and time deposits of United States banks having total assets in excess of $100,000,000the Pro Forma Reference Period)); provided, howeverthat at all times the aggregate amount of all Investments in Insurance Entities shall not exceed 10% of Consolidated Total Assets of the Borrower and its Subsidiaries (as determined by reference to the most recent balance sheet delivered to the Agents pursuant to Section 6.04 or, if earlier than the first delivery thereunder, as indicated in the Audited Financial Statements); provided, further, that the aggregate amount of all Investments in any type of business other than the businesses conducted by the Borrower or its Subsidiaries on the Closing Date and in related, complementary or incidental businesses shall not exceed the U.S. Dollar Equivalent of U.S.$500,000,000 at any time so invested with any single bank having total assets of less than $1,000,000,000 will not exceed $200,000;
outstanding (d) securities commonly known as "commercial paper" issued by a corporation organized and existing under the laws of the United States of America or any State which at the time of purchase are rated by Moody's Investors Service, Inc. or by Standard & Poor's Corporation ax xxx xess than "P 2" if then rated by Moody's Investors Service, Inc., and not less than "A 2", if then ratxx xx Xtandard & Poor's Corporation;
(e) mortgage-backed securities guaranteed by the Government National Mortgage Association, the Federal National Mortgage Association or the Federal Home Loan Mortgage Corporation and other mortgage-backed bonds which at the time of purchase are rated by Moody's Investors Service, Inc. or by Standard & Poor's Corporation ax xxx xess than "Aa" if then rated by Moody's Investors Service, Inc. and not less than "AA" if then rated xx Xxxxdard & Poor's Corporation;
(f) repurchase agreements having a term not greater than 90 days and fully secured by securities described in the foregoing subsection (a), (b) or (e) with banks described in the foregoing subsection (c) or with financial institutions or other corporations having total assets in excess of $500,000,000;
(g) shares of so-called "money market funds" registered with the SEC under the Investment Company Act of 1940 which maintain a level per-share value, invest principally in investments described in the foregoing subsections (a) through (f) and have total assets in excess of $50,000,000;
(h) subject to the provisions of this Section 8.3, it being understood that Investments in fee and leasehold interests in completed and operational Medical Properties and related assets associated therewith, including earnest money deposits relating thereto and transaction costs;
(x) Investments in fee and leasehold interests in land with respect to which no Construction-in-Process has commenced and which land is to any Insurance Entity shall be used for excluded from the development of Medical Properties; provided that the Investments pursuant to this Section 8.3(i) shall not exceed in the aggregate five percent (5%) of Gross Asset Value;
(j) Investments in Construction-in-Process; provided that the aggregate Investments pursuant to this Section 8.3(j) shall not exceed twenty-five percent (25%) of Gross Asset Value;
(k) Investment in Hospital Affiliates Development Corporation and Windrose Medical Properties Management, L.L.C.;
(l) Investments in Subsidiaries of Borrower which are engaged in businesses described in Section 8.3(himmediately preceding limitation), (i) and (j), subject to the limits therein; and.
Appears in 1 contract
Samples: Revolving Credit and Term Loan Agreement (Waste Connections, Inc.)
Restrictions on Investments. The Borrower and the Guarantor will not, and will not permit any of their respective its Subsidiaries to, make or permit to exist or to remain outstanding any Investment except Investments in:
(a) marketable direct or guaranteed obligations of the United States of America that mature within one (1) year from the date of purchase by the Borrower or GuarantorBorrower;
(b) marketable direct obligations of any of the following: Federal Home Loan Mortgage Corporation, Student Loan Marketing Association, Federal Home Loan Banks, Federal National Mortgage Association, Government National Mortgage Association, Bank for Cooperatives, Federal Intermediate Credit Banks, Federal Financing Banks, Export-Import Bank of the United States, Federal Land Banks, or any other agency or instrumentality of the United States of America;
(c) demand deposits, certificates of deposit, bankers acceptances and time deposits of United States banks having total assets in excess of $100,000,000; provided1,000,000,000, however, that the aggregate amount at any time so invested with any single bank and demand deposits or certificates of deposit of foreign banks having total assets in excess of less than the equivalent of $1,000,000,000 will not exceed $200,00025,000,000,000;
(dc) securities commonly known as "commercial paper" issued by a corporation organized and existing under the laws of the United States of America or any State which state thereof that at the time of purchase have been rated and the ratings for which are rated by Moody's Investors Service, Inc. or by Standard & Poor's Corporation ax xxx xess not less than "P 21" if then rated by Moody's Xxxxx'x Investors ServiceServices, Inc., and not less than "A 2", 1" if then ratxx xx Xtandard & rated by Standard and Poor's Corporation's;
(d) Investments existing on the date hereof and listed on Schedule 7.3 hereto;
(e) mortgage-backed securities guaranteed Investments with respect to Indebtedness permitted by Section 7.1(i) and Section 7.1(j) so long as such entities remain Subsidiaries of the Government National Mortgage Association, the Federal National Mortgage Association or the Federal Home Loan Mortgage Corporation and other mortgage-backed bonds which at the time of purchase are rated by Moody's Investors Service, Inc. or by Standard & Poor's Corporation ax xxx xess than "Aa" if then rated by Moody's Investors Service, Inc. and not less than "AA" if then rated xx Xxxxdard & Poor's CorporationBorrower;
(f) repurchase agreements having a term not greater than 90 days and fully secured by securities described in the foregoing subsection (a), (b) or (e) with banks described in the foregoing subsection (c) or with financial institutions or other corporations having total assets in excess Investments consisting of $500,000,000any Guaranty;
(g) shares Investments consisting of so-called "money market funds" registered with the SEC under the Investment Company Act promissory notes received as proceeds of 1940 which maintain a level per-share value, invest principally in investments described in the foregoing subsections (a) through (f) and have total assets in excess of $50,000,000asset dispositions permitted by Section 7.5.2;
(h) subject Investments consisting of loans and advances to employees for moving, entertainment, travel, hardship and other similar expenses in the provisions ordinary course of this Section 8.3, Investments in fee and leasehold interests in completed and operational Medical Properties and related assets associated therewith, including earnest money deposits relating thereto and transaction costs;
(x) Investments in fee and leasehold interests in land with respect business not to which no Construction-in-Process has commenced and which land is to be used for the development of Medical Properties; provided that the Investments pursuant to this Section 8.3(i) shall not exceed $1,000,000 in the aggregate five percent at any time outstanding; and
(5%i) of Gross Asset Valuetax exempt municipal bonds or bond funds rated AA or higher by Standard and Poor's Ratings Group or Xxxxx'x Investors Services, Inc.;
(j) Investments (i) existing as of the Closing Date, in Construction-in-Process; provided that Subsidiaries of the Borrower and (ii) made following the Closing Date in Subsidiaries of the Borrower in an aggregate Investments pursuant amount for all such Subsidiaries not to this Section 8.3(j) shall not exceed twenty-five percent (25%) of Gross Asset Value$7,500,000;
(k) Investment Investments in Hospital Affiliates Development Corporation respect of (i) Permitted Acquisitions (other than the Rapidforms Acquisition) to the extent permitted by the definition thereof and Windrose Medical Properties Management, L.L.C.(ii) the Rapidforms Acquisition to the extent permitted by the definition thereof and Section 7.1(n);
(l) Investments by a foreign Subsidiary in Subsidiaries marketable direct or guaranteed obligations of the national government of its country of incorporation that mature within one (1) year following the date of purchase by such Subsidiary;
(m) Investments by the Borrower which are engaged in businesses described in Section 8.3(h), its capital stock held as treasury stock (i) and (j), subject existing as of the Closing Date or to the limits thereinextent repurchased in accordance with the requirements of Section 7.4) or in any employee benefit plan of the Borrower; and
(n) Investments not otherwise expressly permitted under Subsections (a) - (m) of this Section 7.3, in an aggregate amount not to exceed $5,000,000 at any one time.
Appears in 1 contract
Samples: Revolving Credit Agreement (New England Business Service Inc)
Restrictions on Investments. The Borrower and the Guarantor will not, and will not permit Guarantor or any of their respective Subsidiaries to, the Related Companies to make or permit to exist or to remain outstanding any Investment except Investments in:
(a) marketable direct or guaranteed obligations of the United States of America, Federal Home Loan Mortgage Corporation, Federal National Mortgage Association or any agency or instrumentality of the United States of America provided such obligations are backed by the full faith and credit of the United States of America, that mature within one (1) year from the date of purchase by the Borrower or GuarantorBorrower;
(b) marketable direct obligations of any of the following: Federal Home Loan Mortgage Corporation, Student Loan Marketing Association, Federal Home Loan Banks, Federal National Mortgage Association, Government National Mortgage Association, Bank for Cooperatives, Federal Intermediate Credit Banks, Federal Financing Banks, Export-Import Bank of the United States, Federal Land Banks, or any other agency or instrumentality of the United States of America;
(c) demand deposits, certificates of deposit, money market accounts, bankers acceptances eurodollar time deposits and time deposits of United States banks having total assets in excess of $100,000,000; provided, however, that 1,000,000,000 or repurchase obligations with a term of not more than 7 days with such banks for underlying securities of the aggregate amount at any time so invested with any single bank having total assets type described in clause (a) of less than $1,000,000,000 will not exceed $200,000this §8.2;
(dc) securities commonly known as "“commercial paper" ” issued by a corporation organized and existing under the laws of the United States of America or any State which state thereof that at the time of purchase have been rated and the ratings for which are not less than “ P 1 “ if rated by Moody's Investors Service, Inc. or by Standard & Poor's Corporation ax xxx xess than "P 2" if then rated by Moody's Investors Service, Inc.Xxxxx’x, and not less than "“A 2", 1” if then ratxx xx Xtandard & Poor's Corporationrated by S&P and participations in short term commercial loans made to such corporations by a commercial bank which provides cash management services to the Borrower;
(d) Investments existing or contemplated on the date hereof and listed on Schedule 8.2(d) hereto;
(e) mortgage-backed securities guaranteed by Investments made in the Government National Mortgage Association, ordinary course of the Federal National Mortgage Association or the Federal Home Loan Mortgage Corporation and other mortgage-backed bonds which at the time of purchase are rated by Moody's Investors Service, Inc. or by Standard & Poor's Corporation ax xxx xess than "Aa" if then rated by Moody's Investors Service, Inc. and not less than "AA" if then rated xx Xxxxdard & Poor's CorporationBorrower’s business in Interest Rate Contracts;
(f) repurchase agreements having a term not greater than 90 days and fully secured by securities described in the foregoing subsection (a), (b) or (e) with banks described in the foregoing subsection (c) or with financial institutions or other corporations having total assets in excess of $500,000,000[Intentionally Omitted];
(g) shares direct Investments in class B (or better) office properties (including the development of so-called "money market funds" registered with the SEC under the Investment Company Act of 1940 which maintain a level per-share value, invest principally in investments described same) located in the foregoing subsections (a) through (f) greater New York City area, including fee simple and have total assets leasehold interests, in excess Real Estate Effective Control Assets, and in consolidated joint ventures in which the Borrower or its wholly-owned Subsidiary owns at least a 75% beneficial interest and has the right to control policy and management of $50,000,000;the subject joint venture; and
(h) subject to the provisions of this Section 8.3, Investments in fee and leasehold interests in completed and operational Medical Properties and related assets associated therewith, including earnest money deposits relating thereto and transaction costs;
(x) Investments in fee and leasehold interests in land with respect to which no Construction-in-Process has commenced and which land is to be used for the development of Medical Properties; provided that the Investments pursuant to this Section 8.3(i) shall not exceed in following categories so long as the aggregate five percent amount, without duplication, of all Investments described in this paragraph (5%h) of Gross Asset Value;
(j) Investments in Construction-in-Process; provided that the aggregate Investments pursuant to this Section 8.3(j) shall does not exceed exceed, at any time, twenty-five percent (25%) of Gross Asset Value;
Total Assets (kthe “Permitted Investments Cap”) and the aggregate amount of each of the following categories of Investments does not exceed the specified percentage of Total Assets set forth in the following table: Permitted Developments (calculated at total project cost) 10 % Unconsolidated Entities primarily engaged in the business of development or ownership of class B (or better) office real estate located in the greater New York City area (calculated at book value of such Investment) 20 % Investment in Hospital Affiliates Development Corporation and Windrose Medical Properties Managementproperties (including the development of same) acquired in accordance with the provisions of §1031 of the Code (single tenant, L.L.C.;
(ltriple net leased to tenant rated “A” or better by S&P or Xxxxx’x, minimum remaining lease term of 15 years) 2 % Structured Finance Investments 15 % Other Investments in Subsidiaries of Borrower which are Real Estate Assets (including land) and in entities primarily engaged in businesses described the business of owning such assets 10 % Other Investments not otherwise specifically identified in Section 8.3(h)this § 8.2 10 % Notwithstanding the foregoing to the contrary, if, but only for so long as either (x) all Indebtedness of the Unconsolidated Entities does not exceed seventy-two percent (72%) of the aggregate Adjusted Net Operating Income for the immediately preceding fiscal quarter, annualized, for all Real Estate Assets of such Unconsolidated Entities divided by nine percent (9.0%) or (y) Structured Finance Investments do not exceed twelve percent (12%) of Total Assets, then (i) the Permitted Investments Cap shall increase from twenty-five percent (25%) of Total Assets to thirty percent (30%) of Total Assets and (jii) the Maximum Percentage of Total Assets in respect of Unconsolidated Entities (as described above) shall increase from twenty percent (20%) to twenty-five percent (25%). Notwithstanding anything in this Agreement to the contrary, none of the provisions of § 8.2(h), subject to and no Default or Event of Default arising out of a breach of any of the limits therein; andprovisions of § 8.2(h), may be amended, modified or waived without the written consent of the Requisite Lenders.
Appears in 1 contract
Samples: Revolving Credit and Guaranty Agreement (Sl Green Realty Corp)
Restrictions on Investments. The Borrower and the Guarantor will not, and will not permit any of their respective its Subsidiaries to, make or permit to exist or to remain outstanding any Investment except Investments in:
(a) marketable direct or guaranteed obligations of the United States of America that mature within one (1) year from the date of purchase by the Borrower or GuarantorBorrower;
(b) marketable direct obligations of any of the following: Federal Home Loan Mortgage Corporation, Student Loan Marketing Association, Federal Home Loan Banks, Federal National Mortgage Association, Government National Mortgage Association, Bank for Cooperatives, Federal Intermediate Credit Banks, Federal Financing Banks, Export-Import Bank of the United States, Federal Land Banks, or any other agency or instrumentality of the United States of America;
(c) demand deposits, certificates of deposit, bankers acceptances and acceptances, time deposits of United States banks having total assets in excess of $100,000,000; provideddeposits, however, that the aggregate amount at investment accounts issued by any time so invested with any single bank having total assets of less than $1,000,000,000 will not exceed $200,000Bank or Xxxxxxx Xxxxx Money Market Account No. 000-0000000-5;
(dc) securities commonly known as "commercial paper" issued by a corporation organized and existing under the laws of the United States of America or any State which state thereof that at the time of purchase have been rated and the ratings for which are rated by Moody's Investors Service, Inc. or by Standard & Poor's Corporation ax xxx xess not less than "P 21" if then rated by Moody's Xxxxx'x Investors Service, Inc., and not less than "A 2", 1" if then ratxx xx Xtandard & rated by Standard and Poor's CorporationRating Group;
(d) Investments existing on the date hereof and listed on Schedule 10.3 hereto;
(e) mortgage-backed securities guaranteed Investments with respect to Indebtedness permitted by §10.1(e) so long as such entities remain Subsidiaries of the Borrower and a Guarantor hereunder and other Investments by the Government National Mortgage Association, Borrower in Foreign Subsidiaries (and which Investments would not constitute Indebtedness of such Foreign Subsidiary (collectively the Federal National Mortgage Association or "Equity Investments")) provided the Federal Home Loan Mortgage Corporation and other mortgage-backed bonds which at aggregate amount of all such Equity Investments does not exceed $5,000,000 in the time of purchase are rated by Moody's Investors Service, Inc. or by Standard & Poor's Corporation ax xxx xess than "Aa" if then rated by Moody's Investors Service, Inc. and not less than "AA" if then rated xx Xxxxdard & Poor's Corporationaggregate;
(f) Investments consisting of the Guaranty;
(g) Investments with respect to Indebtedness permitted by §10.1(f) so long as such entities remain Subsidiaries of the Borrower and so long as such Investments are in the form of an intercompany loan, with the note evidencing such loan being pledged to the Agent, and Investments with respect to an equity contribution made by the Borrower to Subsidiaries in an aggregate amount not to exceed $2,000,000;
(h) Investments consisting of promissory notes, deferred payment obligations or similar arrangements, received as proceeds of asset dispositions permitted by §10.5.2;
(i) Investments consisting of Permitted Acquisitions; and
(j) Investments consisting of repurchase agreements having a term not greater than 90 days and fully secured collateralized by securities described in the foregoing subsection paragraphs (a), (b) or (e) with banks described in the foregoing subsection (c) or with financial institutions or other corporations having total assets in excess of $500,000,000;
(g) shares of so-called "money market funds" registered above. provided, however, that with the SEC under the Investment Company Act exception of 1940 which maintain a level per-share valuedemand deposits referred to in §10.3(b), invest principally in investments described in the foregoing subsections (a) through (f) and such Investments will be considered Investments permitted by this §10.3 only if all actions have total assets in excess of $50,000,000;
(h) subject been taken to the provisions satisfaction of this Section 8.3the Agent to provide to the Agent, Investments in fee and leasehold interests in completed and operational Medical Properties and related assets associated therewith, including earnest money deposits relating thereto and transaction costs;
(x) Investments in fee and leasehold interests in land with respect to which no Construction-in-Process has commenced and which land is to be used for the development benefit of Medical Properties; provided that the Banks and the Agent, a first priority perfected security interest in all of such Investments pursuant to this Section 8.3(i) shall not exceed in the aggregate five percent (5%) free of Gross Asset Value;
(j) Investments in Construction-in-Process; provided that the aggregate Investments pursuant to this Section 8.3(j) shall not exceed twenty-five percent (25%) of Gross Asset Value;
(k) Investment in Hospital Affiliates Development Corporation and Windrose Medical Properties Management, L.L.C.;
(l) Investments in Subsidiaries of Borrower which are engaged in businesses described in Section 8.3(h), (i) and (j), subject to the limits therein; andall encumbrances other than Permitted Liens.
Appears in 1 contract
Restrictions on Investments. The Borrower and the Guarantor will not, and will not permit any of their respective its Subsidiaries to, make or permit to exist or to remain outstanding any Investment except Investments in:
(a) marketable direct or guaranteed obligations of the United States of America America, any OECD Country that mature within one (1) year from the date of purchase by the Borrower or GuarantorBorrower;
(b) marketable direct obligations of any of the following: Federal Home Loan Mortgage Corporation, Student Loan Marketing Association, Federal Home Loan Banks, Federal National Mortgage Association, Government National Mortgage Association, Bank for Cooperatives, Federal Intermediate Credit Banks, Federal Financing Banks, Export-Import Bank of the United States, Federal Land Banks, or any other agency or instrumentality of the United States of America;
(c) demand deposits, certificates of deposit, bankers acceptances and time deposits of United States banks or banks organized under the laws of 69 -61- Sweden, the United Kingdom, Hong Kong, Singapore or Malaysia and having total assets in excess of $100,000,000; provided, however, that the aggregate amount at any time so invested with any single bank having total assets of less than $1,000,000,000 will not exceed $200,0001,000,000,000;
(dc) securities commonly known as "commercial paper" issued by a corporation organized and existing under the laws of the United States of America or any State which state thereof that at the time of purchase have been rated and the ratings for which are rated by Moody's Investors Service, Inc. or by Standard & Poor's Corporation ax xxx xess not less than "P 2" if then rated by Moody's Investors ServiceMoodx'x Xxxestors Services, Inc., and not less than "A 2", " if then ratxx xx Xtandard & rated by Standard and Poor's Corporation's;
(d) Investments listed on Schedule 10.3 hereto;
(e) mortgage-backed securities guaranteed Investments with respect to Indebtedness permitted by Section 10.1(j) so long as such entities remain Guarantors hereunder or FIUI Guarantors under the Government National Mortgage AssociationFIUI Credit Agreement, as the Federal National Mortgage Association or the Federal Home Loan Mortgage Corporation and other mortgage-backed bonds which at the time of purchase are rated by Moody's Investors Service, Inc. or by Standard & Poor's Corporation ax xxx xess than "Aa" if then rated by Moody's Investors Service, Inc. and not less than "AA" if then rated xx Xxxxdard & Poor's Corporationcase may be;
(f) repurchase agreements having a term not greater than 90 days Investments consisting of the Guarantees and fully secured the FIUI Guarantees or Investments by securities described the Borrower in the foregoing subsection (a), (b) Guarantors or (e) with banks described in Investments by any Subsidiary into the foregoing subsection (c) Borrower or with financial institutions or other corporations having total assets in excess of $500,000,000any Guarantor;
(g) shares Investments consisting of so-called "money market funds" registered with promissory notes received as proceeds of asset dispositions permitted by Section 10.5.2 and Investments consisting of promissory notes or equity securities received in settlement of any claims, provided the SEC under the Investment Company Act aggregate amount of 1940 which maintain a level per-share value, invest principally in investments described all such Investments for settlements of claims or shall not exceed $5,000,000 in the foregoing subsections (a) through (f) and have total assets in excess of $50,000,000aggregate;
(h) subject Investments consisting of Permitted Acquisitions pursuant to the provisions of this Section 8.3, Investments in fee and leasehold interests in completed and operational Medical Properties and related assets associated therewith, including earnest money deposits relating thereto and transaction costs10.5.1 hereof;
(xi) Investments in fee and leasehold interests in land with respect to which no Construction-in-Process has commenced and which land is to be used for Indebtedness permitted by Section 10.1(n) so long as such Person remains a Subsidiary of the development of Medical Properties; provided that the Investments pursuant to this Section 8.3(i) shall not exceed in the aggregate five percent (5%) of Gross Asset ValueBorrower;
(j) Investments by the Borrower in Construction-in-Process; provided that any Person other than a Subsidiary, which Person is in a related business, which Investment does not exceed, in the aggregate, $5,000,000 during the term of this Credit Agreement plus the amount of any Returned Investments (with respect to the return or repayment of the "principal" or "capital" component of any prior Investments under this Section 10.1(j)) received after the date hereof but prior to the relevant time of determination hereunder and not previously utilized to permit additional Investments under this Section 10.1(j) in excess of such $5,000,000 amount, but in no event shall the total Investments made after the date hereof over the term of this Credit Agreement under this Section 10.1(j) exceed $20,000,000 in the aggregate after giving effect to "utilizing" the amount of any such Returned Investments pursuant after the date hereof over the term of this Credit Agreement, and for purposes hereof, in the case of any Investment made by transfers of non-cash property, the amount of such Investments shall be deemed to this Section 8.3(j) shall not exceed twentybe the fair market value of such non-five percent (25%) cash property at the time of Gross Asset Valuethe applicable transfer;
(k) Investment Investments consisting of loans or advances made in Hospital Affiliates Development Corporation the ordinary course of business consistent with past practices to officers, directors or employees of the Borrower or any of its Subsidiaries for travel, transportation (including the purchase and Windrose Medical Properties Managementrentals of automobiles for such officers, L.L.C.;
(l) Investments in Subsidiaries of Borrower which are engaged in businesses described in Section 8.3(hdirectors or employees), (i) entertainment and (j), subject to the limits therein; andmoving and other relocation expenses.
Appears in 1 contract
Samples: Revolving Credit and Term Loan Agreement (Flextronics International LTD)
Restrictions on Investments. The Borrower and the Guarantor Borrowers will not, and will --------------------------- not permit any of their respective Non-Excluded Subsidiaries to, make or permit to exist or to remain outstanding any Investment except Investments inInvestments:
(a) in readily marketable direct or guaranteed obligations of the United States of America or those other specific governments or jurisdictions (if any) listed on Schedule 10.3
(a) hereto that mature ---------------- within one (1) year from the date of purchase by the Borrower or Guarantorsuch Person;
(b) marketable direct obligations of any of the following: Federal Home Loan Mortgage Corporation, Student Loan Marketing Association, Federal Home Loan Banks, Federal National Mortgage Association, Government National Mortgage Association, Bank for Cooperatives, Federal Intermediate Credit Banks, Federal Financing Banks, Export-Import Bank of the United States, Federal Land Banks, or any other agency or instrumentality of the United States of America;
(c) in demand deposits, certificates of deposit, bankers acceptances and time deposits of United States banks or banks organized under the laws of those specific other jurisdictions (if any) listed on Schedule 10.3(b) hereto having in each case total assets ---------------- capital and surplus in excess of $100,000,000; provided, however, that the aggregate amount at any time so invested with any single bank having total assets of less than $1,000,000,000 will not exceed $200,0001,000,000,000;
(dc) in securities commonly known as "commercial paper" issued by a corporation organized and existing under the laws of the United States of America or any State which state thereof or those specific other jurisdictions (if any) listed on Schedule 10.3(c) hereto that at the ---------------- time of purchase have been rated and the ratings for which are not less than "P 1" if rated by Moody's Investors Service, Inc. or by Standard & Poor's Corporation ax xxx xess than "P 2" if then rated by Moody's Investors Service, Inc.'s, and not less than "A 2", 1" if then ratxx xx Xtandard rated by Standard & Poor's Corporation's;
(d) existing on the date hereof that are listed and described on Schedule 10.3(d) hereto, including Investments in respect of the Tax ---------------- Sharing Agreement and the Distribution Agreement;
(e) mortgage-backed securities guaranteed in Guarantors or Borrowers, consisting of Indebtedness permitted by (S)10.1(i) (other than in XxXxxxxx and its Subsidiaries) so long as, in the Government National Mortgage Associationcase of clauses (x) and (y) of (S)10.1(i), such entities remain Guarantors or Borrowers, as the Federal National Mortgage Association or the Federal Home Loan Mortgage Corporation and other mortgage-backed bonds which at the time of purchase are rated by Moody's Investors Service, Inc. or by Standard & Poor's Corporation ax xxx xess than "Aa" if then rated by Moody's Investors Service, Inc. and not less than "AA" if then rated xx Xxxxdard & Poor's Corporationcase may be;
(f) repurchase agreements having in Wholly-Owned Non-Excluded Subsidiaries (including any Wholly-Owned Non-Excluded Subsidiary constituting a term "conduit" organized solely for the purpose of directly holding the Company's or a Non-Excluded Subsidiary's equity interest in one or more Joint Venture Subsidiaries; each such Wholly-Owned Non-Excluded Subsidiary being referred to as a "JV Interest Holding Company") and Joint Venture Subsidiaries consisting of (i) intercompany loans or advances permitted by (S)10.1(m) hereof, in an aggregate principal amount outstanding not greater than 90 days to exceed that amount permitted by (S)10.1(m) (less the amount of Investments pursuant to clause (ii) of this (S)10.3(f)) at any time, provided each such Investment complies with the -------- requirements of (S)(S)10.1(m) and fully secured by securities described in the foregoing subsection (a), (b) 10.21 hereof; or (e) with banks described in the foregoing subsection (c) or with financial institutions or other corporations having total assets in excess of $500,000,000;
(g) shares of so-called "money market funds" registered with the SEC under the Investment Company Act of 1940 which maintain a level per-share value, invest principally in investments described in the foregoing subsections (a) through (f) and have total assets in excess of $50,000,000;
(hii) subject to the provisions of (S)10.21, transfers of cash or non-cash property as capital contributions to Joint Venture Subsidiaries (or to JV Interest Holding Companies, provided such capital contributions are -------- concurrently contributed by such JV Interest Holding Companies to their applicable Joint Venture Subsidiaries), not to exceed $5,000,000 in the aggregate, on a cumulative basis after the date hereof plus the ---- amount of any Returned Investments (with respect to the return or repayment of the "principal" or "capital" component of any prior Investments under this Section 8.3(S)10.3(f)) received after the date hereof but prior to the relevant time of determination hereunder and not previously utilized to permit additional Investments under this (S)10.3(f)(ii) in excess of such $5,000,000 amount, but in no event -------- shall the total Investments made after the date hereof over the term of this Credit Agreement under this (S)10.3(f)(ii) exceed $10,000,000 in fee and leasehold interests in completed and operational Medical Properties and related assets associated therewiththe aggregate after giving effect to "utilizing" the amount of any such Returned Investments after the date hereof over the term of this Credit Agreement; for purposes hereof, including earnest money deposits relating thereto and transaction coststhe amount of any such non-cash property capital contribution Investments shall be deemed to be the fair market value of such non-cash property at the time of the applicable transfer thereof to such Joint Venture Subsidiary (or JV Interest Holding Company, as the case may be);
(xg) consisting of the Loan Documents (including the Guarantees hereof) or Investments by the Borrowers and their Non-Excluded Subsidiaries in their Subsidiaries (other than Excluded Entities) but only as (and to the extent) such Investments in fee such Subsidiaries actually exist on the Closing Date;
(h) in any Excluded Entity which is in a Related Business, permitted under clause (iv) of the definition of "Permitted Investments" in the Subordinated Indenture, which do not exceed, in the aggregate, (i) in the fiscal period commencing on the Closing Date under (and leasehold interests as defined in) the Prior Credit Agreement and ending on July 31, 1998 or any fiscal period commencing on any August 1 thereafter and ending on July 31 of the subsequent year $10,000,000 of Investments made in land such fiscal period, plus the amount of any ---- Returned Investments (with respect to which the return or repayment of the "principal" or "capital" component of any prior Investments under this (S)10.3(h)) that were received after the date hereof but prior to the relevant time of determination hereunder, and not previously utilized to permit additional Investments under this clause (i) of this (S)10.3(h) in any such fiscal period in excess of the otherwise applicable maximum amount limitation for such fiscal period; and (ii) in the aggregate after the date hereof over the term of this Credit Agreement $50,000,000 plus the amount of any Returned Investments ---- (with respect to the return or repayment of the "principal" or "capital" component of any prior Investments under this (S)10.3(h)) received after the date hereof but prior to the relevant time of determination hereunder and not previously utilized to permit additional Investments under this clause (ii) of this (S)10.3(h) in excess of such $50,000,000 amount, but in no Construction-in-Process has commenced and which land is event shall the total -------- Investments made after the date hereof over the term of this Credit Agreement under this (S)10.3(h) exceed $70,000,000 in the aggregate after giving effect to be used for "utilizing" the development amount of Medical Properties; provided that any such Returned Investments after the date hereof over the term of this Credit Agreement (the Investments pursuant to this Section 8.3(i) shall not exceed in the aggregate five percent (5%) of Gross Asset Value;
(j) Investments in Construction-in-Process; provided that the aggregate Investments pursuant to this Section 8.3(j) shall not exceed twenty-five percent (25%) of Gross Asset Value;
(k) Investment in Hospital Affiliates Development Corporation and Windrose Medical Properties Management, L.L.C.;
(l) Investments in Subsidiaries of Borrower which are engaged in businesses described in Section 8.3(h), (i) and (j), subject to the limits therein; andS)10.3
Appears in 1 contract
Samples: Multicurrency Revolving Credit and Term Loan Agreement (Samsonite Holdings Inc)
Restrictions on Investments. The Borrower and each of the Guarantor Guarantors will not, and will not permit any of their respective its Subsidiaries to, make or permit to exist or to remain outstanding any Investment except Investments in:
(a) marketable direct or guaranteed obligations of the United States of America that mature within one three (13) year years from the date of purchase by the Borrower or GuarantorBorrower;
(b) marketable direct obligations of any of the following: Federal Home Loan Mortgage Corporation, Student Loan Marketing Association, Federal Home Loan Banks, Federal National Mortgage Association, Government National Mortgage Association, Bank for Cooperatives, Federal Intermediate Credit Banks, Federal Financing Banks, Export-Import Bank of the United States, Federal Land Banks, or any other agency or instrumentality of the United States of America;
(c) demand deposits, certificates of deposit, bankers acceptances and time deposits of United States banks or banks organized under the laws of any OECD nation having total assets in excess of $100,000,000; provided, however, that the aggregate amount at any time so invested with any single bank having total assets of less than $1,000,000,000 will not exceed $200,000500,000,000;
(dc) securities commonly known as "bankers acceptances" and "commercial paper" issued by a corporation organized and existing under the laws of the United States of America or any State which state thereof that at the time of purchase have been rated and the ratings for which are rated by Moody's Investors Service, Inc. or by Standard & Poor's Corporation ax xxx xess not less than "P 21" if then rated by Moody's Investors ServiceMoodx'x Xxxestors Services, Inc., and not less than "A 2", 1" if then ratxx xx Xtandard & rated by Standard and Poor's Corporationand commercial paper known as "repurchase agreements" which are at least 101% secured by collateral that meets the criteria set forth in paragraphs (a) and (b) above, with such collateral being held by a third party custodian;
(d) Investments or publicly traded corporate debt instruments which have a minimum rating of "A" by a major recognized rating service reasonably acceptable to the Agent and on money market funds that invest all of their assets in securities meeting the criteria set forth in paragraphs (a) - (c) above;
(e) mortgage-backed securities guaranteed by Investments existing on the Government National Mortgage Association, the Federal National Mortgage Association or the Federal Home Loan Mortgage Corporation date hereof and other mortgage-backed bonds which at the time of purchase are rated by Moody's Investors Service, Inc. or by Standard & Poor's Corporation ax xxx xess than "Aa" if then rated by Moody's Investors Service, Inc. and not less than "AA" if then rated xx Xxxxdard & Poor's Corporationlisted on SCHEDULE 10.3 hereto;
(f) repurchase agreements having Investments with respect to Indebtedness permitted by sec.
(i) so long as such entities remain Subsidiaries of the Borrower and remain a term not greater than 90 days and fully secured by securities described in the foregoing subsection (a), (b) or (e) with banks described in the foregoing subsection (c) or with financial institutions or other corporations having total assets in excess of $500,000,000Guarantor hereunder;
(g) shares Investments consisting of so-called "money market funds" registered with the SEC under Guaranty or Investments by the Investment Company Act Borrower or the Guarantors in Subsidiaries of 1940 which maintain a level per-share value, invest principally in investments described in the foregoing subsections (a) through (f) and have total assets in excess of $50,000,000Borrower or such Guarantor existing on the Closing Date;
(h) subject to Investments consisting of promissory notes received as proceeds of asset dispositions permitted by sec.10.5.2 and Investments consisting of the provisions of this Section 8.3, Permitted Acquisitions.
(i) Investments by the Borrower or a Guarantor in a Guarantor and Investments in fee and leasehold interests in completed and operational Medical Properties and related assets associated therewithForeign Material Subsidiaries, including earnest money deposits relating thereto and transaction costs;
(x) Investments in fee and leasehold interests in land with respect to which no Construction-in-Process has commenced and which land is to be used for the development of Medical Properties; provided PROVIDED that the aggregate amount of Investments pursuant to this Section 8.3(i) made after the date hereof in such Foreign Material Subsidiaries shall not not, as the end of any fiscal year, exceed in the aggregate five percent (5%) 20% of Gross Asset ValueConsolidated Tangible Net Worth for such year;
(j) Investments in Construction-in-Processthe capital stock of the Borrower which is held by the Borrower as treasury stock, is restored to unissued status or is eliminated from authorized shares; provided that the aggregate Investments pursuant to this Section 8.3(j) shall not exceed twenty-five percent (25%) of Gross Asset Value;and
(k) Investment in Hospital Affiliates Development Corporation and Windrose Medical Properties ManagementInvestments not otherwise specified hereunder, L.L.C.;
(l) provided the aggregate amount of all such Investments in Subsidiaries of Borrower which are engaged in businesses described in Section 8.3(h), (i) and (j), subject to the limits therein; andshall not exceed $15,000,000 at any time.
Appears in 1 contract
Samples: Revolving Credit and Term Loan Agreement (Dynatech Corp)
Restrictions on Investments. The Borrower and the Guarantor will Company shall not, and will not nor shall it permit any of their respective Subsidiaries Subsidiary to, make or permit to exist or to remain outstanding any Investment except Investments inother than:
(a) marketable direct or guaranteed obligations of the United States of America that mature within one (1) year from the date of purchase ordinary course Investments made by the Borrower Company or Guarantorany of its Subsidiaries from time to time in cash and cash equivalents;
(b) marketable direct obligations subject to Sections 10.1(a) and 10.3(d) (solely in respect of the proviso thereof), Investments in the Company or any of the following: Federal Home Loan Mortgage Corporation, Student Loan Marketing Association, Federal Home Loan Banks, Federal National Mortgage Association, Government National Mortgage Association, Bank for Cooperatives, Federal Intermediate Credit Banks, Federal Financing Banks, Export-Import Bank of the United States, Federal Land Banks, or any other agency or instrumentality of the United States of Americaits Subsidiaries;
(c) demand depositsInvestments consisting of guarantees by the Company or any of its Subsidiaries of any Indebtedness permitted pursuant to Section 10.1; and Waste Connections, certificates Inc. Note Purchase Agreement
(d) other Investments so long as (i) the Company and its Subsidiaries are in compliance with each of depositthe financial covenants set forth in Sections 10.13 and 10.14 hereof, bankers acceptances determined on a pro forma basis (using Consolidated EBITDA of the Consolidated Group as of the last day of the applicable Pro Forma Reference Period (but including any addbacks to Consolidated EBITDA permitted pursuant to the Bank Credit Agreement during the period following the last day of the applicable Pro Forma Reference Period) and Consolidated Total Funded Debt as of the date of, and after giving effect to, such Investment (with such amounts adjusted as if such Investment occurred on the first day of the applicable Pro Forma Reference Period)) and (ii) at the time deposits of United States banks having total assets in excess such Investment, no Default or Event of $100,000,000Default has occurred and is continuing or would result therefrom; provided, however, that the aggregate amount of all Investments in non-Wholly-Owned Subsidiaries of the Company and Insurance Entities shall not exceed 10% of consolidated total assets of the Company and its Subsidiaries (as determined by reference to the most recent balance sheet delivered to the holders pursuant to Section 7.1 or, if earlier than the first delivery thereunder, as indicated in the Company’s most recent consolidated audited financial statements); provided, further, that the aggregate amount of all Investments in any type of business other than the businesses conducted by the Company or its Subsidiaries on the Seventh Amendment Date and in related businesses shall not exceed $200,000,000 (or its equivalent in the relevant currency) at any time so invested with any single bank having total assets of less than $1,000,000,000 will not exceed $200,000;
outstanding (d) securities commonly known as "commercial paper" issued by a corporation organized and existing under the laws of the United States of America or any State which at the time of purchase are rated by Moody's Investors Service, Inc. or by Standard & Poor's Corporation ax xxx xess than "P 2" if then rated by Moody's Investors Service, Inc., and not less than "A 2", if then ratxx xx Xtandard & Poor's Corporation;
(e) mortgage-backed securities guaranteed by the Government National Mortgage Association, the Federal National Mortgage Association or the Federal Home Loan Mortgage Corporation and other mortgage-backed bonds which at the time of purchase are rated by Moody's Investors Service, Inc. or by Standard & Poor's Corporation ax xxx xess than "Aa" if then rated by Moody's Investors Service, Inc. and not less than "AA" if then rated xx Xxxxdard & Poor's Corporation;
(f) repurchase agreements having a term not greater than 90 days and fully secured by securities described in the foregoing subsection (a), (b) or (e) with banks described in the foregoing subsection (c) or with financial institutions or other corporations having total assets in excess of $500,000,000;
(g) shares of so-called "money market funds" registered with the SEC under the Investment Company Act of 1940 which maintain a level per-share value, invest principally in investments described in the foregoing subsections (a) through (f) and have total assets in excess of $50,000,000;
(h) subject to the provisions of this Section 8.3, it being understood that Investments in fee and leasehold interests in completed and operational Medical Properties and related assets associated therewith, including earnest money deposits relating thereto and transaction costs;
(x) Investments in fee and leasehold interests in land with respect to which no Construction-in-Process has commenced and which land is to any Insurance Entity shall be used for excluded from the development of Medical Properties; provided that the Investments pursuant to this Section 8.3(i) shall not exceed in the aggregate five percent (5%) of Gross Asset Value;
(j) Investments in Construction-in-Process; provided that the aggregate Investments pursuant to this Section 8.3(j) shall not exceed twenty-five percent (25%) of Gross Asset Value;
(k) Investment in Hospital Affiliates Development Corporation and Windrose Medical Properties Management, L.L.C.;
(l) Investments in Subsidiaries of Borrower which are engaged in businesses described in Section 8.3(himmediately preceding limitation), (i) and (j), subject to the limits therein; and.
Appears in 1 contract
Samples: Master Note Purchase Agreement (Waste Connections, Inc.)
Restrictions on Investments. The Borrower and None of the Guarantor will notBorrowers will, and will not permit any of their respective Subsidiaries the Guarantors to, make or permit to exist or to remain outstanding any Investment except that the Borrowers and the Guarantors may make Investments in:
(a) marketable direct or guaranteed obligations of the United States of America that mature within one (1) year from the date of purchase by the Borrower or Guarantor;
(b) marketable direct obligations of any of the following: Federal Home Loan Mortgage Corporation, Student Loan Marketing Association, Federal Home Loan Banks, Federal National Mortgage Association, Government National Mortgage Association, Bank for Cooperatives, Federal Intermediate Credit Banks, Federal Financing Banks, Export-Import Bank of the United States, Federal Land Banks, or any other agency or instrumentality of the United States of America;
(c) demand deposits, certificates of deposit, bankers acceptances and time deposits of United States banks having total assets in excess of $100,000,000; provided, however, that the aggregate amount at any time so invested with any single bank having total assets of less than $1,000,000,000 will not exceed $200,0001,000,000,000;
(dc) securities commonly known as "commercial paper" issued by a corporation organized and existing under the laws of the United States of America or any State which state thereof that at the time of purchase have been rated and the ratings for which are rated by Moody's Investors Service, Inc. or by Standard & Poor's Corporation ax xxx xess not less than "P 21" if then rated by Moody's Mxxxx'x Investors Service, Inc., and not less than "A 2", 1" if then ratxx xx Xtandard & rated by Standard and Poor's CorporationRating Group;
(ed) mortgage-backed securities guaranteed by the Government National Mortgage Associationmutual funds, the Federal National Mortgage Association or the Federal Home Loan Mortgage Corporation money markets, and other mortgage-backed bonds pooled investment vehicles which at invest in investments of the time of purchase are rated by Moody's Investors Service, Inc. or by Standard & Poor's Corporation ax xxx xess than "Aa" if then rated by Moody's Investors Service, Inc. and not less than "AA" if then rated xx Xxxxdard & Poor's Corporation;
(f) repurchase agreements having a term not greater than 90 days and fully secured by securities described type set forth in the foregoing subsection items (a), (b) or and (c) above;
(e) Investments existing on the date hereof and listed on Schedule 9.3 hereto;
(f) Investments with banks described in the foregoing subsection (crespect to Indebtedness permitted by ss.9.1(g) so long as such entities remain Borrowers or with financial institutions or other corporations having total assets in excess of $500,000,000Guarantors;
(g) shares Investments consisting of so-called "money market funds" registered with the SEC under the Investment Company Act of 1940 which maintain a level per-share value, invest principally in investments described in the foregoing subsections (a) through (f) and have total assets in excess of $50,000,000Guarantees;
(h) subject to the provisions of this Section 8.3, Investments in fee and leasehold interests in completed and operational Medical Properties and related assets associated therewith, including earnest money deposits relating thereto and transaction costsconstituting Permitted Acquisitions;
(xi) Investments in fee and leasehold interests in land with respect to which no Construction-in-Process has commenced and which land is to be used for the development consisting of Medical Properties; provided that the Investments pursuant to this Section 8.3(i) shall not exceed in the aggregate five percent (5%) promissory notes received as proceeds of Gross Asset Valueasset dispositions permitted by 9.5.2;
(j) Investments made by any Borrower or any Guarantor (i) in Construction-in-Process; provided that or to Century Kentucky, LLC to fund the aggregate Investments pursuant general operating activities of the Hawesville Facility to this Section 8.3(jthe extent required from time to time by the Owners Agreement plus up to $500,000 and (ii) shall not exceed twenty-five percent (25%) as required by the Mt. Hxxxx Owners Agreement to fund the general operating activities of Gross Asset Valuethe Mt. Hxxxx aluminum facility;
(k) Investment Investments made by any Borrower or any Guarantor in Hospital Affiliates Development Corporation and Windrose Medical Properties Management, L.L.C.or to any other Borrower or Guarantor;
(l) Investments consisting of loans and advances to employees for moving, entertainment, travel and other similar expenses in Subsidiaries the ordinary course of Borrower which are engaged business not to exceed $1,000,000 in businesses described in Section 8.3(h), (i) and (j), subject to the limits therein; andaggregate at any time outstanding;
Appears in 1 contract
Restrictions on Investments. The Borrower Borrower, REA and the Guarantor Guarantors will not, and will not permit any of their respective Subsidiaries to, make or permit to exist or to remain outstanding any Investment except Investments in:
(a) marketable direct or guaranteed obligations of the United States of America that mature within one (1) year from the date of purchase by the Borrower Borrower, REA, any Guarantor or Guarantorany such Subsidiary;
(b) marketable direct obligations of any of the following: Federal Home Loan Mortgage Corporation, Student Loan Marketing Association, Federal Home Loan Banks, Federal National Mortgage Association, Government National Mortgage Association, Bank for Cooperatives, Federal Intermediate Credit Banks, Federal Financing Banks, Export-Import Bank of the United States, Federal Land Banks, or any other agency or instrumentality bank of the United States of America;
(c) demand deposits, certificates of deposit, bankers acceptances and time deposits of any of the Lenders or any United States banks having total assets in excess of $100,000,000; providedPROVIDED, howeverHOWEVER, that the aggregate amount at any time so invested with any single bank having total assets of less than $1,000,000,000 will not exceed $200,0001,000,000;
(d) securities commonly known as "commercial paper" issued by any Lender, or by a corporation organized and existing under the laws of the United States of America or any State which at the time of purchase are rated by Moody's Xxxxx'x Investors Service, Inc. or by Standard & Poor's Corporation ax xxx xess at not less than "P 21" if then rated by Moody's Xxxxx'x Investors Service, Inc., and not less than "A 21", if then ratxx xx Xtandard rated by Standard & Poor's Corporation;
(e) mortgage-backed securities guaranteed by the Government National Mortgage Association, the Federal National Mortgage Association or the Federal Home Loan Mortgage Corporation and other mortgage-backed bonds which at the time of purchase are rated by Moody's Xxxxx'x Investors Service, Inc. or by Standard & Poor's Corporation ax xxx xess at not less than "Aa" if then rated by Moody's Xxxxx'x Investors Service, Inc. and not less than "AA" if then rated xx Xxxxdard by Standard & Poor's Corporation;
(f) repurchase agreements having a term not greater than 90 180 days and fully secured by securities described in the foregoing subsection subsections (a), (b) or (e) with the Lenders, banks described in the foregoing subsection (c) or with financial institutions or other corporations having total assets in excess of $500,000,000;
(g) shares of so-called "money market funds" registered with the SEC Securities and Exchange Commission under the Investment Company Act of 1940 which maintain a level per-share value, invest principally in investments described in the foregoing subsections (a) through (f) and have total assets in excess of $50,000,000;
(h) subject to the provisions of this Section 8.37.17 and Section 9, Investments in fee interests and leasehold interests in completed and operational Medical Properties and related assets associated therewithReal Estate utilized or to be utilized principally for office and/or industrial purposes, including earnest xxxxxxx money deposits relating thereto and transaction costs; PROVIDED that the Borrower, REA, or its Subsidiaries shall be permitted to acquire or lease interests in Real Estate which is not utilized or to be utilized for office or industrial purposes if (i) such Real Estate is acquired or leased by the Borrower, REA, or its Subsidiaries in connection with the acquisition of a portfolio of predominantly office and/or industrial properties and (ii) the aggregate cost of such non-office/industrial Real Estate and all other non-office/industrial Real Estate previously acquired or leased by the Borrower pursuant to this proviso does not exceed at any time ten percent (10%) of the Consolidated Total Assets of REA;
(xi) Investments in fee Subsidiaries of the Borrower listed on SCHEDULE 6.21 and leasehold interests in land with respect to which no Constructionany wholly-in-Process has commenced and which land is to be used for owned Subsidiaries of the development of Medical Properties; provided that the Investments Borrower who become Guarantors pursuant to this Section 8.3(i) shall not exceed in the aggregate five percent (5%) of Gross Asset Value5.3 hereof;
(j) Investments in Construction-in-Processsubject to Section 7.17, joint ventures formed for the purpose of owning, leasing and/or developing Real Estate and which are not Subsidiaries of REA or the Borrower; provided PROVIDED that the aggregate amount of such Investments pursuant to this Section 8.3(jshall not at any time exceed ten percent (10%) of the Consolidated Total Assets of REA; and
(k) mortgages secured principally by real property which is improved by an office and/or industrial building or other income-producing real property; PROVIDED, HOWEVER, that the aggregate cost of such mortgages and related debt (or if originated by Borrower or REA, the principal amount outstanding thereunder) shall not exceed twenty-five ten percent (2510%) of Gross Asset Value;
(k) Investment in Hospital Affiliates Development Corporation and Windrose Medical Properties Management, L.L.C.;
(l) Investments in Subsidiaries of Borrower which are engaged in businesses described in Section 8.3(h), (i) and (j), subject to the limits therein; andREA's Consolidated Total Assets.
Appears in 1 contract
Samples: Revolving Credit Agreement (American Real Estate Investment Corp)
Restrictions on Investments. The Borrower and the Guarantor will not, and will not permit any of their respective its Subsidiaries to, make or permit to exist or to remain outstanding any Investment except Investments in:in the following (each of which categories shall be interpreted as being separately permitted, notwithstanding any overlap among such categories):
(a) marketable direct or guaranteed obligations of the United States of America or any state or city therein, in each case that mature within one two (12) year years from the date of purchase by the Borrower Borrower; provided that such obligations of any such state or Guarantorcity shall have a long-term credit rating of not less than "A" by Moody'x Xxxxstors Service, Inc. and Standard & Poors Ratings Services;
(b) marketable direct obligations of any of the following: Federal Home Loan Mortgage Corporation, Student Loan Marketing Association, Federal Home Loan Banks, Federal National Mortgage Association, Government National Mortgage Association, Bank for Cooperatives, Federal Intermediate Credit Banks, Federal Financing Banks, Export-Import Bank of the United States, Federal Land Banks, or any other agency or instrumentality of the United States of America;
(c) demand deposits, certificates of deposit, bankers acceptances and time deposits of United States banks (including any offshore branches thereof) having total assets in excess of $100,000,000; provided, however, that the aggregate amount at any time so invested with any single bank having total assets of less than $1,000,000,000 will not exceed $200,0001,000,000,000;
(dc) securities commonly known as "commercial paper" issued by a corporation organized and existing under the laws of the United States of America or any State which state thereof that at the time of purchase have been rated and the ratings for which are not less than "P 1" if rated by Moody's Investors Moody'x Xxxxstors Service, Inc. Inc., or not less than "A 1" if rated by Standard & Poor's Corporation ax xxx xess than "P 2" if then rated by Moody's Investors Service, Inc., and not less than "A 2", if then ratxx xx Xtandard & Poor's CorporationRatings Services;
(ei) mortgage-backed Repurchase agreements secured by any one or more of the securities guaranteed by the Government National Mortgage Association, the Federal National Mortgage Association or the Federal Home Loan Mortgage Corporation and other mortgage-backed bonds which at the time of purchase are rated Investments permitted by Moody's Investors Service, Inc. or by Standard & Poor's Corporation ax xxx xess than "Aa" if then rated by Moody's Investors Service, Inc. and not less than "AA" if then rated xx Xxxxdard & Poor's Corporation;
(f) repurchase agreements having a term not greater than 90 days and fully secured by securities described in the foregoing subsection (a), (b) or (ec) with banks described above, or (ii) mutual or other investment funds that invest primarily in any one or more of the foregoing subsection securities and other Investments permitted by (a), (b) or (c) or with financial institutions or other corporations having total assets in excess of $500,000,000above;
(ge) shares of so-called "money market funds" registered with Investments existing on the SEC under the Investment Company Act of 1940 which maintain a level per-share value, invest principally in investments described date hereof (including existing Investments in the foregoing subsections (aForeign Subsidiaries and Joint Ventures) through and listed on Schedule 8.3 hereto;
(f) Investments with respect to Indebtedness permitted by Section 8.1(f);
(i) Investments by the Guarantors consisting of the Guaranty, (ii) Investments by any Subsidiary in the Borrower, (iii) Investments by the Borrower in any Guarantor, (iv) Investments in World Properties not to exceed $750,000 at any time outstanding, and have total assets (v) Investments made after the Closing Date in excess of the Foreign Subsidiaries not to exceed $50,000,00015,000,000 at any time outstanding;
(h) subject Investments made after the Closing Date in Joint Ventures in an aggregate amount not to the provisions of this Section 8.3, Investments in fee and leasehold interests in completed and operational Medical Properties and related assets associated therewith, including earnest money deposits relating thereto and transaction costsexceed $30,000,000 at any time outstanding;
(xi) Investments in fee and leasehold interests in land with respect to which no Construction-in-Process has commenced and which land is to be used for the development of Medical Properties; provided that the Investments pursuant to this Guarantied JV/Foreign Indebtedness permitted by Section 8.3(i) shall not exceed in the aggregate five percent (5%) of Gross Asset Value8.1(i);
(j) Investments in Construction-in-Processrespect of guaranties by the Borrower or any of its Domestic Subsidiaries of contractual obligations (not constituting Indebtedness) of Foreign Subsidiaries or Joint Ventures requiring payments in any fiscal year in excess of $500,000 ("Material JV/Foreign Contracts"); provided that the aggregate Investments pursuant to this Section 8.3(j) amount of required payments under all such guarantied Material JV/Foreign Contracts shall not exceed twenty-five percent (25%) $5,000,000 in any fiscal year of Gross Asset Valuethe Borrower;
(k) Investment in Hospital Affiliates Development Corporation and Windrose Medical Properties Management, L.L.C.Investments consisting of promissory notes received as proceeds of asset dispositions permitted by Section 8.5.2;
(l) Investments consisting of loans and advances to employees or former employees for moving, entertainment, travel and other similar expenses in Subsidiaries the ordinary course of Borrower which are engaged business not to exceed $1,500,000 in businesses described the aggregate at any time outstanding;
(m) Investments in respect of mergers, consolidations and acquisitions permitted by Section 8.3(h), (i) and (j), subject to the limits therein8.5.1; and
(n) Investments other than as permitted by clauses (a) through (m) above; provided that the aggregate amount of all such Investments shall not exceed $750,000 at any time outstanding. For the avoidance of doubt, the foregoing restrictions shall not apply to investments made by any Guaranteed Pension Plan or Multiemployer Plan or so-called "Rabbi Trust" established for the benefit of directors or executives of the Borrower (or former executives or directors).
Appears in 1 contract
Samples: Multicurrency Revolving Credit Agreement (Rogers Corp)
