Foreign Subsidiary Investments Sample Clauses

Foreign Subsidiary Investments. The Borrower will not, and will not permit any other Credit Party to, enter into or suffer to exist Foreign Subsidiary Investments at any time in an aggregate amount greater than $500,000,000.
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Foreign Subsidiary Investments. Make or hold or permit any Domestic Subsidiary to make or hold any Investments in Foreign Subsidiaries, except:
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Foreign Subsidiary Investments. (Section 6.24)
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Foreign Subsidiary Investments. So long as the Leverage Ratio (calculated on a pro forma basis based on USI’s most recent financial statements delivered pursuant to Section 6.1 and giving effect to any Permitted Acquisition since the date of such financial statements, such Foreign Subsidiary Investment and any Indebtedness incurred in connection therewith, all in accordance with the terms of this Agreement) is greater than or equal to 2.50 to 1.00, USI and the Borrower will not, nor will they permit any other Loan Party to, enter into Foreign Subsidiary Investments at any time in an aggregate amount greater than $75,000,000 (disregarding any Foreign Subsidiary Investment made when the Leverage Ratio (calculated on a pro forma basis, as aforesaid) was less than 2.50 to 1.00).
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Foreign Subsidiary Investments. The Parent and the Borrower will not, nor will they permit any other Credit Party to, enter into or suffer to exist Foreign Subsidiary Investments at any time in an aggregate amount greater than (i) for all Foreign Subsidiary Investments in Canadian Subsidiaries, the sum of (a) $40,000,000 PLUS (b) the aggregate amount of all receivables attributable to Canadian operations of the Parent and its Subsidiaries and transferred to such Canadian Subsidiaries in connection with the initial capitalization thereof, PROVIDED that the excess over $25,000,000 of all such Foreign Subsidiary Investments described in clause (a) above shall be evidenced by an intercompany note issued to a Credit Party in respect of which the Agent shall have a first priority security interest under the Collateral Documents, or (ii) for all other Foreign Subsidiary Investments, $13,000,000.
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Foreign Subsidiary Investments. 64 6.25. Subordinated Indebtedness........................................64 6.26.
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Foreign Subsidiary Investments. So long as the Leverage Ratio, calculated on a pro forma basis based on USI’s most recent financial statements delivered pursuant to Section 6.1 (or, prior to the delivery of the first such financial statements, as of March 31, 2013) and after giving effect to such Investment and the incurrence of any Indebtedness in connection therewith and any Permitted Acquisition (including any incurrence of Indebtedness in connection therewith) and Material Disposition (including any reduction of Indebtedness in connection therewith) since the date of such financial statements, as if such Investment and any such Permitted Acquisition and Material Disposition (and any incurrence or reduction of Indebtedness in connection with any of the foregoing) had occurred as of the first day of the four quarter period set forth in such financial statements, is greater than or equal to 2.50 to 1.00, USI and the Borrower will not, nor will they permit any other Loan Party to, enter into Foreign Subsidiary Investments at any time in an aggregate amount greater than $125,000,000 (disregarding any Foreign Subsidiary Investment made when the Leverage Ratio, calculated on a pro forma basis based on USI’s most recent financial statements delivered pursuant to Section 6.1 (or, prior to the delivery of the first such financial statements, as of March 31, 2013) and after giving effect to such Investment and the incurrence of any Indebtedness in connection therewith and any Permitted Acquisition (including any incurrence of Indebtedness in connection therewith) and Material Disposition (including any reduction of Indebtedness in connection therewith) since the date of such financial statements, as if such Investment and any such Permitted Acquisition and Material Disposition (and any incurrence or reduction of Indebtedness in connection with any of the foregoing) had occurred as of the first day of the four quarter period set forth in such financial statements, was less than 2.50 to 1.00); provided, however, that if the Leverage Ratio, calculated on a pro forma basis as set forth above, is greater than or equal to 3.25 to 1.00, none of USI, the Borrower or any other Loan Party shall be permitted to enter into Foreign Subsidiary Investments to the extent the aggregate amount thereof would exceed $75,000,000 (disregarding any Foreign Subsidiary Investment made when the Leverage Ratio, calculated on a pro forma basis as set forth above, was less than 3.25 to 1.00) prior to or after giving effect...
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Related to Foreign Subsidiary Investments

  • Foreign Subsidiaries Subject to the following sentence, in the event that, at any time, Foreign Subsidiaries have, in the aggregate, (i) total revenues constituting 5% or more of the total revenues of Borrower and its Subsidiaries on a consolidated basis, or (ii) total assets constituting 5% or more of the total assets of Borrower and its Subsidiaries on a consolidated basis, promptly (and, in any event, within 30 days after such time) the Borrower shall cause one or more of such Foreign Subsidiaries to become Subsidiary Guarantors and to have their Equity Interests pledged, each in the manner set forth in Section 8.12(a), such that, after such Subsidiaries become Subsidiary Guarantors, the non-guarantor Foreign Subsidiaries in the aggregate shall cease to have revenues or assets, as applicable, that meet the thresholds set forth in clauses (i) and (ii) above. Notwithstanding the foregoing, no Foreign Subsidiary shall be required to become a Subsidiary Guarantor, xxxxx x xxxx on any of its assets in favor of the Lenders, or shall have its Equity Interests pledged to secure the Obligations, to the extent that becoming a Subsidiary Guarantor, granting a lien on any of its assets in favor of the Lenders or providing such pledge would result in adverse tax consequences for Borrower and its Subsidiaries, taken as a whole; provided that, if a Foreign Subsidiary is precluded from becoming a Subsidiary Guarantor or having all of its Equity Interests pledged as a result of such adverse tax consequences, to the extent that such Foreign Subsidiary is a “first tier” Foreign Subsidiary, Borrower shall pledge (or cause to be pledged) 65% of the total number of the Equity Interests of such Foreign Subsidiary to the Lenders to secure the Obligations.

  • Foreign Subsidiary Any Subsidiary that is organized under the laws of a jurisdiction other than the United States of America and the States (or the District of Columbia) thereof.

  • Additional Foreign Subsidiaries Notify the Administrative Agent promptly after any Person becomes a Material First Tier Foreign Subsidiary, and at the request of the Administrative Agent, promptly thereafter (and, in any event, within 45 days after such request, as such time period may be extended by the Administrative Agent in its sole discretion), cause (i) the applicable Credit Party to deliver to the Administrative Agent a Foreign Pledge Agreement pledging 65% of the total outstanding voting Equity Interests (and 100% of the non-voting Equity Interests) of any such new Material First Tier Foreign Subsidiary and a consent thereto executed by such new Material First Tier Foreign Subsidiary (including if applicable, original certificated Equity Interests (or the equivalent thereof pursuant to the Applicable Laws and practices of any relevant foreign jurisdiction) evidencing the Equity Interests of such new Material First Tier Foreign Subsidiary, together with an appropriate undated stock or other transfer power for each certificate duly executed in blank by the registered owner thereof), (ii) such Person to deliver to the Administrative Agent such opinions, documents and certificates referred to in Section 6.1 as may be reasonably requested by the Administrative Agent, (iii) such Person to deliver to the Administrative Agent such updated Schedules to the Loan Documents as requested by the Administrative Agent with regard to such Person and (iv) such Person to deliver to the Administrative Agent such other documents as may be reasonably requested by the Administrative Agent, all in form, content and scope reasonably satisfactory to the Administrative Agent.

  • Subsidiaries; Equity Investments 4 2.7 Capitalization . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 4 2.8

  • Disposal of Subsidiary Interests Except for any sale or other disposition of all of its interests in the Equity Interests of any of its Subsidiaries permitted by the provisions of Section 6.08 and any Lien on or disposition of equity interests in a Technology Entity pursuant to a Technology Acquisition Claw-Back, (a) directly or indirectly sell, assign, pledge or otherwise encumber or dispose of any Equity Interests of any of its Subsidiaries, except to qualify directors if required by applicable law; or (b) permit any of its Subsidiaries directly or indirectly to sell, assign, pledge or otherwise encumber or dispose of any Equity Interests of any of its Subsidiaries, except to another Loan Party (subject to the restrictions on such disposition otherwise imposed hereunder), or to qualify directors if required by applicable law.

  • Domestic Subsidiary Any Subsidiary of the Borrower that is organized under the laws of any political subdivision of the United States.

  • Subsidiary Indebtedness The Borrower will not permit any Subsidiary to create, incur, assume or permit to exist any Indebtedness, except:

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