Intercompany Notes. The intercompany notes identified in Annex 6 constitute all of the outstanding intercompany notes payable to Obligor.
Intercompany Notes. Any portion of any Advance under the Facility which is loaned by Company to any Subsidiary of Company shall be evidenced by Intercompany Notes in form and substance acceptable to Administrative Agent, and there shall be no prohibition on the ability of the Company to pledge to Administrative Agent each such Intercompany Note. Company shall cause all Intercompany Notes to be subject to a Subordination Agreement.
Intercompany Notes. Borrower shall cause all Intercompany Notes to be pledged to the Administrative Agent on behalf of Lenders to secure the Obligations, and delivered to the Administrative Agent for perfection purposes. Borrower shall cause all Intercompany Notes for which Borrower, the Parent or any Subsidiary of the Borrower is the obligor to be subject to a Subordination Agreement.
Intercompany Notes. All Intercompany Notes, whether executed on the Issue Date or thereafter, from any Restricted Subsidiary, excluding, however, any Intercompany Notes (or substitutes, replacements and proceeds thereof, including the funds and Eligible Cash Equivalents in the Company Convertible Note Escrow Account) evidencing loans or advances made by the Leasing Company with dividends, distributions, payments and products or proceeds of Technocom Preferred Stock or otherwise constituting Collateral under the Company Convertible Note Security Agreement (as defined therein) (collectively, the "Excluded Intercompany Notes"), all Liens securing such Intercompany Notes and the related collateral documents, and the instruments representing such Intercompany Notes, and, except as otherwise provided elsewhere herein, all products and proceeds of such Intercompany Notes, including, without limitation, all interest and principal payments, instruments, and other property from time to time received, receivable or otherwise distributed in respect of or in exchange for such Intercompany Notes; and
Intercompany Notes. All Intercompany Notes have been duly authorized, executed, endorsed, issued and delivered, and are the legal, valid and binding obligation of the issuers thereof, and are not in default.
Intercompany Notes. The Company will cause each Subsidiary (other than Subsidiaries which conduct no business, have minimal assets and have no Indebtedness owing to the Company) or each other Affiliate to execute a promissory note in favor of the Company in an original principal amount equal to the actual amount from time to time outstanding of Indebtedness of such Subsidiary or other Affiliate to the Company (being the sum of the amounts specified pursuant to clause (i) of the next sentence), and dated September 29, 1999 in the case of the Subsidiaries in existence on such date, in the case of any other Subsidiary, the date such Person becomes a Subsidiary and in the case of any other Affiliate, the first date on which any such Indebtedness is incurred by such other Affiliate (collectively, the "Intercompany Notes"). The Company will maintain accounts in which it shall record (i) the amount of the proceeds of each Loan, and each other amount, from time to time advanced to such Subsidiary or such Affiliate; (ii) the interest rate applicable to such advance or payment; and (iii) each payment of principal or interest made by such Subsidiary or other Affiliate.
Intercompany Notes. If required by the terms of Section 7.06(e)(i), the Borrower shall, concurrently with the making of any loan or advance to a Foreign Subsidiary specified therein, cause such Foreign Subsidiary to execute an Intercompany Note in favor of the Borrower and shall forthwith deliver to the Administrative Agent pursuant to the U.S. Pledge Agreement such Intercompany Note, accompanied by an undated bond power executed in blank, and shall take such other action as the Administrative Agent shall reasonably request to perfect the security interest created therein pursuant to such Pledge Agreement (provided that no such pledge will be required to the extent that the Borrower and the Administrative Agent have determined that such pledge would result in adverse tax consequences under Section 956 of the Code).
Intercompany Notes. After the IPO Effective Time, and prior to the IPO Date, Qualtrics shall have issued Note 1 and Note 2 as a dividend payable to all holders of record of Common Stock as of immediately prior to the IPO Effective Time (other than any such holder of Common Stock who shall have waived its right to receive such dividend) in an amount equal to (i) the amount by which the sum of the anticipated net proceeds to Qualtrics in the IPO (but excluding proceeds received in respect of Rollover Shortfall Shares), plus the proceeds to Qualtrics from all sales of Class A common stock in private placement transactions after the filing of the IPO Registration Statement and occurring substantially concurrent with or prior to the IPO Date, minus anticipated transaction expenses, exceeds $500 million (such amount, the “IPO Dividend Amount”), payable in the form of a promissory note in the form of Note 1, and (ii) $500 million, payable in the form of a promissory note in the form of Note 2;
Intercompany Notes. As of the date hereof, the Pledgor hereby represents and warrants that each Intercompany Note has been properly assigned and delivered to the Collateral Agent, accompanied by an endorsement to each such Intercompany Note in the form attached thereto duly executed in blank by the Pledgor.
Intercompany Notes. The payment obligations of each maker of each Intercompany Note payable to such Grantor are and shall be subordinated in right of payment to the Obligations of such maker, whether as a Borrower or as a Guarantor. While any Event of Default exists, such Grantor shall hold in trust and pay over any payments received by it on each Intercompany Note to the Administrative Agent.
