Intercompany Transfers. The Borrower shall maintain accounting systems capable of tracing intercompany transfers of funds and other assets.
Intercompany Transfers. Except as disclosed in the summary information delivered to the Buyer and previous intercompany transfers, no Participation Interest has been acquired by an Affiliate of Seller other than a direct parent of Seller.
Intercompany Transfers. The Company shall (i) not engage in or allow transfers of assets or liabilities or engage or enter into other transactions between any of the Retained Companies, on the one hand, and any of the GBC Companies, on the other hand, except as contemplated by the Distribution Agreement, (ii) from and after the time of execution of any Transaction Agreement, abide and cause the GBC Companies to abide by their respective obligations under such Transaction Agreements and (iii) not terminate or amend, or waive compliance with any obligations under, the Distribution Agreement; provided that nothing herein shall prohibit transfers of cash between the Retained Companies and the GBC Companies, so long as such transfers are properly recorded on the intercompany accounts of the Retained Companies.
Intercompany Transfers. Other than Investments permitted pursuant to Section 7.6, the Borrower and Holdings will not transfer assets to Fleet 10 or Fleet 11.
Intercompany Transfers. Permit the Borrower or any of its Affiliates to invest in, loan to or otherwise transfer to Sino-American without the prior written approval of the Required Banks an amount greater than (a) during the calendar year ending December 31, 2003, Twenty-Five Million Dollars ($25,000,000), and (b) during each subsequent calendar year, Thirty-Five Million Dollars ($35,000,000), provided that, notwithstanding the foregoing restriction on transfers by the Borrower to Sino-American, the Borrower shall be permitted, subject to the two provisos below, to repay the outstanding principal amount of any intercompany loans owed by the Borrower to Sino-American permitted by clause (J) of the definition of Permitted Indebtedness or return the amount of any investment in, or capital contribution to, the Borrower made by Sino-American in accordance with Section 6.05; provided, however, that it shall be a condition of any transfer by Borrower or any of its Affiliates to Sino-American that such amounts transferred by the Borrower or any of its Affiliates to Sino-American be applied, first, to repay and reduce the outstanding principal amount of any intercompany loans owed by Borrower, or return the aggregate amount of investments in or capital contributions to the Borrower from Sino-American, to Sino-American, if any, in each case until repaid in full, and second, as investments in, loans to or other transfers to Sino-American pursuant to the foregoing clauses (a) or (b), as applicable; and further provided, however, in no event shall any such investment in, loan, return or transfer to, or repayment of intercompany loans to, Sino-American, be permitted if: (i) an Event of Default has occurred and is continuing pursuant to any of Sections 7.01(a), (d), (e), (f), (g), (h), (i) or (j) hereof; (ii) Administrative Agent has given Borrower written notice that a Loan Excess has occurred and is continuing; (iii) the Current Ratio calculated pursuant to Section 6.15(a) or (b) is, or as the result of the making of such investment, loan, transfer or repayment would become, less than 0.85 to 1.00; (iv) the EBITDA to Interest Ratio calculated pursuant to Section 6.16 (a) or (b) is, or as the result of the making of such investment, loan, transfer or repayment would become, less than 3.0 to 1.0; or (v) Administrative Agent has accelerated the maturity of Borrower's Obligations as provided in Section 7.03."
Intercompany Transfers. The Seller and the Companies shall have provided the Purchaser with true, complete and correct copies of all agreements, documents and instruments relating to the transfer of the Assets and Assumed Liabilities (but none of the Excluded Liabilities) of the Business to the Company, all of which shall be in form and substance satisfactory to the Purchaser.
Intercompany Transfers. Notwithstanding anything to the contrary contained herein, net transfers from the Borrower and the Guarantors to Non-Borrower Subsidiaries shall not exceed Two Million Dollars ($2,000,000) during any twelve month period.
Intercompany Transfers. Prior to the Closing, Seller shall transfer, or cause to be transferred, the Company Subsidiary Interests to the Company (the “Intercompany Transfers”). The Organizational Documents of the Company formed after the date hereof and prior to the Closing shall be in a form customary for wholly-owned subsidiaries; provided, that the limited liability company agreement shall be substantially in the form attached hereto as Exhibit C. Any fees, costs or expenses incurred in connection with the Intercompany Transfers shall be borne by Seller. The Company shall be formed for the purpose of holding, and, prior to the Closing (a) shall not operate in any manner except to hold, the Company Subsidiary Interests, (b) shall not own interests or investments in any Person (other than the Company Subsidiaries) or any assets other than the Company Subsidiary Interests and (c) shall not assume or incur any Liabilities other than those incidental to its ownership of the Company Subsidiary Interests and Liabilities incurred in connection with the transactions contemplated by the Transaction Documents.
Intercompany Transfers. No Credit Party shall transfer any amount to a Subsidiary of the Company unless such transfer is evidenced by a demand promissory note issued by such Subsidiary in form and substance satisfactory to the Administrative Agent and all such notes are subject to a First Priority Lien securing the Obligations. Each such note shall provide that principal thereof is mandatorily prepayable on a daily basis from amounts transferred from the accounts of the Subsidiary that is the obligor of such note to the Company Account pursuant to Section 5.13 hereof. The aggregate outstanding principal amount of notes issued by Non-Debtor Subsidiaries pursuant to this Section 6.22 shall not at any time exceed $10,000,000 and the portion of such outstanding principal amount attributable to transfers of proceeds of the Loans to Non-Debtor Subsidiaries shall not at any time exceed $5,000,000.
Intercompany Transfers. As of an effective date prior to the "Balance Sheet Date" (as hereafter defined) Seller shall have eliminated all intercompany account balances by way of transfer of intercompany account balances. Further, after the Balance Sheet Date and prior to the Closing Date, Seller may eliminate subsequently accrued intercompany account balances by way of transfer of such account balances, but in no event shall it reduce the current assets of the Companies to an amount less than the current liabilities of the Companies.
