Canadian Loan Parties. No Canadian Loan Party shall own any property or assets in the United States without first executing and delivering to Agent a security agreement governed by New York law and such other security documents requested by Agent or any Lender to protect, secure, perfect Agent’s security interest and Xxxx on any such property or assets constituting Collateral, all in form and substance acceptable to Agent.
Canadian Loan Parties. 1. Xxxx Spade Canada Inc. British Columbia, Ontario, New Brunswick SCHEDULE 5.15(a) to Credit Agreement POST-CLOSING OBLIGATIONS –
Canadian Loan Parties. 1. Fifth & Pacific Companies Canada Inc. Alberta, Ontario
Canadian Loan Parties. The Canadian Loan Parties shall indemnify the Canadian Agent and each Canadian Bank, within ten (10) days after demand therefor, for the full amount of any Indemnified Taxes or Other Taxes (including Indemnified Taxes or Other Taxes imposed or asserted on or attributable to amounts payable under this Section 4.9.3.2) paid by the Canadian Agent or such Canadian Bank, as the case may be, and any penalties, interest and reasonable expenses arising therefrom or with respect thereto, whether or not such Indemnified Taxes or Other Taxes were correctly or legally imposed or asserted by the relevant Official Body. A certificate as to the amount of such payment or liability delivered to the Canadian Borrower by a Canadian Bank (with a copy to the Canadian Agent), or by the Canadian Agent on its own behalf or on behalf of a Canadian Bank, shall be conclusive absent manifest error.
Canadian Loan Parties. As of the Activation Date and at all times thereafter, each Canadian Loan Party has, except to the extent that failure to do so would not result in a Material Adverse Change, (i) withheld from each payment made to any of its past or present employees, officers or directors, and to any non-resident of the country in which it is a resident, the amount of all taxes and other deductions required by applicable Laws to be withheld therefrom and has paid the same to the proper Official Body within the time required under any applicable Laws and (ii) collected and remitted to the appropriate Official Body when required by applicable Laws to do so all amounts collectible and remittable in respect of Taxes, and has paid all such amounts payable by it on account of such Taxes. As of the Activation Date and at all times thereafter, all federal, provincial, local and other tax returns required to have been filed with respect to each Canadian Loan Party have been filed, and payment or adequate provision has been made for the payment of all taxes, fees, assessments and other governmental charges which have or may become due pursuant to said returns or to assessments received, except to the extent that (a) the amount thereof is not individually or in the aggregate in an amount that would reasonably be expected to cause a Material Adverse Change, or (b) such taxes, fees, assessments and other charges are being contested in good faith by appropriate proceedings diligently conducted and for which such reserves or other appropriate provisions, if any, as shall be required by GAAP shall have been made.
Canadian Loan Parties. On the Interim Facility Effective Date, immediately prior to giving effect to the transactions contemplated by this Agreement, no Canadian Loan Party owns or leases any property which is located in the United States other than the property set forth on Schedule 4.27.
Canadian Loan Parties. Following the Maturity Date, Xxxx may, upon not less than 30 days’ notice to the Administrative Agent and the Co-Borrowing Base Agents (or such shorter period as may be agreed by the Administrative Agent and the Co-Borrowing Base Agents in their sole discretion), request that the Administrative Agent and the Co-Borrowing Base Agents consent (in their sole discretion) to the termination of each Canadian Loan Party’s status as a Facility Guarantor and a Loan Party hereunder, provided that, any such consent (if given) shall be conditioned upon, among other terms, the satisfaction of the following: (a) all Letters of Credit issued for the account of each Canadian Loan Party shall have expired or terminated (or been collateralized in a manner satisfactory to the Issuing Banks) and all Letter of Credit Outstandings with respect to all Letters of Credit issued for the account of the Canadian Loan Parties have been reduced to zero (or collateralized in a manner satisfactory to the Issuing Banks), as of the effective date of such termination (unless such Obligations have been assumed by a Borrower upon terms satisfactory to the Administrative Agent), (b) after giving effect to such termination and to the release of the Liens held by the Collateral Agent in the assets of the Canadian Loan Parties and the removal of all assets of the Canadian Loan Parties from the Borrowing Base and all component definitions thereof, Excess Availability shall not be less than $100,000,000 and (c) the Term Loan has been paid in full and all Liens on, and security interests in, the assets of the Canadian Loan Parties to secure the Term Loan have been terminated and released to the reasonable satisfaction of the Administrative Agent. The Administrative Agent will promptly notify the Lenders of any such termination of the Canadian Loan Parties status as Facility Guarantors and Loan Parties hereunder. Upon such termination, each Canadian Loan Party shall be released from its obligations hereunder and under the Loan Documents and the Administrative Agent and/or Collateral Agent shall, subject to SECTION
Canadian Loan Parties. On the Closing Date, immediately prior to giving effect to the transactions contemplated by this Agreement (including the execution and delivery of the Xxxxxx Lease Termination Documentation), no Canadian Loan Party owns or leases any property which is located in the United States.
Canadian Loan Parties. WESCO Distribution Canada Co. UCC-1 Financing Statement Washington, D.C. WESCO Distribution II ULC UCC-1 Financing Statement Washington, D.C. TVC Canada Corp. UCC-1 Financing Statement Washington, D.C. WDCC Enterprises Inc. PPSA Alberta, Ontario WESCO Distribution Canada Co. PPSA Alberta, Ontario, Manitoba, British Columbia, Saskatchewan, Nova Scotia, New Brunswick, Newfoundland and Labrador WESCO Distribution Canada GP Inc. PPSA Alberta, Ontario, Manitoba, British Columbia, Saskatchewan, Nova Scotia, New Brunswick, Newfoundland and Labrador WESCO Distribution Canada LP PPSA Alberta, Ontario, Manitoba, British Columbia, Saskatchewan, Nova Scotia, New Brunswick, Newfoundland and Labrador WESCO Distribution Canada LP RPMRR Quebec WESCO Distribution II ULC PPSA Ontario, Nova Scotia WESCO Canada I, LP PPSA Xxxxxxx XXXXX Canada II, LP PPSA Xxxxxxx XXXXX Holdings, LLC UCC-1 Financing Statement Delaware TVC Canada Corp. PPSA Alberta Entity Name Type of Filing Filing Office
Canadian Loan Parties. WESCO Distribution Canada Co. 0000 Xxxxxx Xxxxxx, Xxxxxxxx, ON Ontario Land Registry Office, Wentworth No. 62, Hamilton, ON WESCO Distribution Canada Co. 0000 Xx. Xxxxxxx Xxxxxxxxx, Xxxxxx, XX Xxxxxxx Land Registry Office, Ottawa-Carlton, No. 4, Ottawa, ON WESCO Distribution Canada Co. 00 Xxxxxxxx Xxxxx, Kitchener, ON Ontario Land Registry Office, Waterloo No. 58, Kitchener, ON WESCO Distribution Canada Co. 95 X’Xxxxx Avenue, St. John’s, NF Registry of Deeds for the Province of Newfoundland and Labrador WESCO Distribution Canada Co. 0000 Xxxxxxxx Xxxxxxx, Xxxxxxx, XX New Westminster Land Title Office WESCO Distribution Canada Co. 0000 Xxxxxxxxx Xxxxxx North, Prince Xxxxxx, BC Prince Xxxxxx Xxxx Title Office WESCO Distribution Canada Co. 000 Xxxxxxx Xxxx, Victoria, BC Victoria Land Title Office WESCO Distribution Canada Co. 000-00xx Xxxxxx X.X., Xxxxxxx, XX Land Titles Office in the City of Calgary, Alberta
