Investments and Loans. No Company shall: (a) create, acquire or hold any Subsidiary, (b) make or hold any investment in any stocks, bonds or securities of any kind, (c) be or become a party to any joint venture or other partnership, (d) make or keep outstanding any advance or loan to any Person, or (e) be or become a Guarantor of any kind; provided, that this Section shall not apply to:
(i) any endorsement of a check or other medium of payment for deposit or collection through normal banking channels or similar transaction in the normal course of business;
(ii) any investments in cash or Cash Equivalents;
(iii) the holding of Subsidiaries listed on Schedule 7.1 hereto as of the Closing Date;
(iv) intercompany loans to the extent permitted under Section 5.8(d);
(v) any advance or loan to an officer, director or employee of a Company made in the ordinary course of such Company’s business, so long as all such advances and loans from all Companies aggregate not more than the maximum principal sum of $25,000 at any time outstanding;
(vi) the creation, acquisition or holding of any Wholly-Owned Subsidiary that is a Domestic Subsidiary so long as such Subsidiary is in compliance with Section 5.22 of this Agreement;
(vii) extensions of trade credit in the ordinary course of business;
(viii) investments by Borrowers in Hedge Agreements other than for speculative purposes;
(ix) investments acquired by Borrowers (a) in exchange for any other investment held by Borrowers in connection with or as a result of a bankruptcy, workout, reorganization or recapitalization of the issuer of such other investment or (b) as a result of the foreclosure by Borrowers with respect to any secured investment or other transfer of title with respect to any secured investment in default;
(x) investments, loans and guaranties described on Schedule 5.11 hereto and any renewal or replacement thereof;
(xi) investments that constitute Restricted Payments permitted under Section 5.20 hereof;
(xii) Investments in Capital Expenditures to the extent permitted hereunder;
(xiii) guaranties permitted under Section 5.8 hereof;
(xiv) contributions of capital by any Credit Party to any other Credit Party until such time as Agent or the Required Lenders directs the Credit Parties during the existence of a Default or Event of Default, that no such contribution of capital may be made; or
(xv) other investments in an aggregate amount not to exceed $100,000.
Investments and Loans. Make or permit to exist investments in or --------------------- loans to any other Person, except:
(a) Cash Equivalents; and (b) loans and advances to employees for moving, entertainment, travel and other similar expenses in the ordinary course of business in an aggregate outstanding amount not in excess of $1,000,000 at any time.
Investments and Loans. The Borrower will not, and will not permit any Subsidiary to, make or permit to remain outstanding any Investments in or to any Person or any intercompany loans, except that the foregoing restriction shall not apply to:
(a) Investments as of the Effective Date which are disclosed to the Lenders in Schedule 9.06;
(b) accounts receivable arising in the ordinary course of business and promissory notes received in settlement of any such accounts receivable;
(c) direct obligations of the United States or any agency thereof, or obligations guaranteed by the United States or any agency thereof, in each case maturing within one year from the date of creation thereof;
(d) commercial paper maturing within one year from the date of creation thereof having a rating of at least P-1 or A-1 from either Xxxxx’x or S&P, respectively;
(e) deposits maturing within one year from the date of creation thereof with, including certificates of deposit issued by, any Lender or any office located in the United States of any other bank or trust company which is organized under the laws of the United States or any state thereof, has capital, surplus and undivided profits aggregating at least $1,000,000 (as of the date of such bank or trust company’s most recent financial reports) and has a short term deposit rating of no lower than A1 or P1, as such rating is set forth from time to time, by S&P or Xxxxx’x, respectively;
(f) deposits in money market funds investing not less than 90% of their assets in Investments described in Section 9.06(c), Section 9.06(d) or Section 9.06(e);
(g) Investments (i) made by the Borrower in or to any of the other Loan Parties (other than Parent or any Logistics Subsidiary Guarantor), including any Person who, contemporaneously with the making of such Investment, becomes a Non-Logistics Subsidiary Guarantor, (ii) made by any Loan Party in or to the Borrower or any other Loan Party (other than Parent or any Logistics Subsidiary Guarantor), (iii) made by the Borrower or any other Loan Party in or to any Logistics Subsidiary Guarantor in an aggregate amount at any time outstanding not to exceed $10,000,000 or constituting trade credit arising in the ordinary course of business and not involving Debt for borrowed money, and (iv) made by any Logistics Subsidiary Guarantor in or to any other Logistics Subsidiary Guarantor;
(h) loans or advances made by a Loan Party to its officers and employees on an arm’s-length basis, including payroll, commission, travel, and...
Investments and Loans. Make or permit to exist any Investments in any other Person, except:
(a) Borrowers may make and maintain Investments in Cash Equivalents consistent with the cash management system and subject to securities account control agreements in form and substance satisfactory to Administrative Agent;
(b) Foreign Subsidiaries may make and maintain Investments in Cash Equivalents;
(c) (i) Borrowers and their Subsidiaries may continue loans made to employees and former employees as set forth in Schedule 7.4(c) which loans, after the Closing Date, may not be increased or reborrowed; (ii) InterAct International may make loans to employees of InterAct International for the purpose of exercising options to purchase capital stock in InterAct International as described in Schedule 11.1(C); and (iii) Borrowers and their Subsidiaries may make and maintain additional loans and advances to employees in an aggregate outstanding amount not in excess of $2,000,000 at any time;
(d) Borrowers and their Subsidiaries may make and maintain extensions of trade credit in the ordinary course of business;
(e) Borrowers and their Subsidiaries may make and maintain Investments existing as of the Closing Date in their respective Subsidiaries as set forth in Schedule 7.4(e);
(f) after the Closing Date, Loan Parties may make and replenish Investments in:
(i) Recoton UK up to $2,000,000 in the aggregate (including guaranties);
(ii) Recoton Italy up to $2,000,000 in the aggregate (including guaranties); and
(iii) Recoton Germany up to $7,000,000 in the aggregate (including guaranties);
(g) each Loan Party may make and maintain additional equity Investments in their respective Subsidiaries which are Loan Parties;
(h) Borrowers and their Subsidiaries may make additional equity Investments in existing and new Subsidiaries in connection with the STD Restructuring to the extent permitted under subsection 7.11;
(i) Foreign Subsidiaries may make and maintain additional equity Investments in their respective Subsidiaries;
(j) Borrowers and their Subsidiaries may make intercompany loans to the extent permitted pursuant to subsection 7.1(e);
(k) Borrowers and their Subsidiaries may make loans and advances to suppliers for the purchase and preparation of Inventory in the ordinary course of business not to exceed $2,000,000 at any one time outstanding; provided that no such loan or advance shall be outstanding for more than180 days; and
(l) debt held by any Loan Party or any of their Subsidiaries in a Subsid...
Investments and Loans. 26 SECTION 5.12.
Investments and Loans. Neither the Borrower nor any other Loan Party shall make any Investments or extend any loans or credit facilities to any Persons, except (a) Investments in Cash Equivalents, (b) advances to its employees in the ordinary course of business for travel, entertainment, relocation and general ordinary course of business purposes and loans to employees to purchase Capital Stock of Parent, (c) extensions of credit in the nature of accounts receivable or notes receivable arising from the grant of trade credit in the ordinary course of business, (d) acquisitions of fixed assets, equipment and Inventory in the ordinary course of business to the extent not otherwise prohibited by the terms of this Agreement, (e) Investments and credit accommodations provided by any Loan Party to another Loan Party, (f) the Acquisition and Permitted Acquisitions, (g) loans and advances provided by any Loan Party to any of its Subsidiaries which are subordinated to the repayment of the Obligations and which have been assigned as collateral security to the Agent for the ratable benefit of the Lenders, and (h) Investments or extensions of loans or credit facilities permitted pursuant to Section 6.03, (i) Investments or loans or credit facilities to one or more Foreign Subsidiary in an aggregate amount not exceeding One Million Dollars ($1,000,000.00) in any Fiscal Year, and (j) Investments not otherwise permitted hereunder in an aggregate amount not exceeding Two Million Dollars ($2,000,000.00) in any Fiscal Year; provided, however, if the unpaid balance of the Term Loans and the Revolving Credit Loans are zero, the Borrower may make Short Term Investments provided (i) such Investments are made with cash and Cash Equivalents; (ii) the Borrower maintains cash and Cash Equivalents of not less than Forty Million Dollars ($40,000,000.00) following the making of such Short-Term Investments; and (iii) no Revolving Credit Loans shall be made pursuant to this Agreement while any Investments not otherwise permitted hereunder are owned by the Borrower or any other Loan Party.
Investments and Loans. Neither Borrower nor any Subsidiary shall make any loan, advance, extension of credit or capital contribution to, or purchase or otherwise acquire for consideration, evidences of indebtedness, capital stock or other securities of any Person, except that Borrower and any Subsidiary may:
(a) purchase or otherwise acquire and own short-term money market items;
(b) invest, by way of purchase of securities or capital contributions, in the Subsidiary Banks or any other bank or banks, and upon Borrower’s purchase or other acquisition of twenty-five percent (25%) or more of the stock of any bank, such bank shall thereupon become a “Subsidiary Bank” for all purposes under this Agreement;
(c) invest, by way of loan, advance, extension of credit (whether in the form of lease, conditional sales agreement, or otherwise), purchase of securities, capital contributions, or otherwise, in Subsidiaries other than banks or Subsidiary Banks;
(d) invest, by way of purchase of securities or capital contributions, in other Persons so long as before and after giving effect thereto no Event of Default or Unmatured Event of Default shall have occurred and be continuing and the investment is in compliance with Regulation Y of the Federal Reserve Board; and
(e) in the case of any Trust Issuer, purchase any Trust Indebtedness and, in the case of Borrower, purchase any common securities of any Trust Issuer and issue any Trust Guarantees. Nothing in this Section 5.6 shall prohibit a Subsidiary Bank from making investments, loans, advances, or other extensions of credit in the ordinary course of the banking business upon such terms as may at the time be customary in the banking business.
Investments and Loans. Purchase or otherwise acquire any stock, security, obligation or evidence of indebtedness of, make any capital contribution to, own any equity interest in, or make any loan or advance to, any other Person; provided, however, that the Borrower and its Consolidated Entities may (A) continue to hold all stock of and own partnership interests in the Persons that constitute Consolidated Entities on the Closing Date and Persons that thereafter become Consolidated Entities as a result of Acquisitions permitted under Section 8.8; (B) make Permitted Investments; and (C) make other investments in an amount not exceeding 15% of Consolidated Total Assets.
Investments and Loans. 40 Section 5.12. Merger and Sale of Assets............................... 41 Section 5.13. Acquisitions............................................ 42 Section 5.14. Notices................................................. 42 Section 5.15. Environmental Compliance................................ 43 Section 5.16. Affiliate Transactions.................................. 43 Section 5.17. Use of Proceeds......................................... 43 Section 5.18. Corporate Names......................................... 43 Section 5.19.
Investments and Loans. No Company shall, without the prior written consent of Agent and the Majority Banks (which consent shall not be unreasonably withheld), (a) create, acquire or hold any Subsidiary, (b) make or hold any investment in any stocks, bonds or securities of any kind, (c) be or become a party to any joint venture or other partnership, (d) make or keep outstanding any advance or loan to any Person, or (e) be or become a Guarantor of any kind, except guarantees only for Indebtedness of the Companies incurred or permitted pursuant to this Agreement; provided that this Section shall not apply to (i) any endorsement of a check or other medium of payment for deposit or collection through normal banking channels or similar transaction in the normal course of business, (ii) the holding of Subsidiaries listed on Schedule 6.1 hereto, (iii) loans to a Company from a Company so long as each such Company is Borrower or a Guarantor of Payment (and is not a CTC Company) or loans by a Foreign Subsidiary to Borrower or a Guarantor of Payment, (iv) the outstanding loans and guaranties listed on Schedule 5.10 hereto, by the Companies so listed, provided that the principal amount of each such loan or guaranty shall not hereafter be increased, (v) prepaid expenses and advances made by a Company in the ordinary course of business, or (vi) advances made by a Company in the ordinary course of business to the employees of such Company in an amount not to exceed, for all Companies, the aggregate of Two Hundred Fifty Thousand Dollars ($250,000) at any one time.
