Investments Sample Clauses
The Investments clause defines the terms and conditions under which one party provides capital or resources to another, typically in exchange for equity, debt, or other financial interests. It outlines the amount, timing, and form of the investment, as well as any rights or obligations attached, such as reporting requirements or restrictions on use of funds. This clause ensures both parties have a clear understanding of the investment arrangement, reducing the risk of disputes and providing a framework for managing the invested resources.
POPULAR SAMPLE Copied 7 times
Investments. Make or hold any Investments, except:
(a) Investments by the Borrower or any of the Restricted Subsidiaries in assets that are Cash Equivalents;
(b) loans or advances to officers, directors and employees of Holdings (or any direct or indirect parent thereof), the Borrower or any of the Restricted Subsidiaries (i) for reasonable and customary business-related travel, entertainment, relocation and analogous ordinary business purposes, (ii) in connection with such Person’s purchase of Equity Interests of Holdings (or any direct or indirect parent thereof; provided that, to the extent such loans or advances are made in cash, the amount of such loans and advances used to acquire such Equity Interests shall be contributed to Holdings in cash) and (iii) for any other purpose, in an aggregate principal amount outstanding under clauses (i) through (iii) not to exceed $20,000,000 at any time; provided, further, that the aggregate principal amount outstanding under clause (iii) shall not exceed $10,000,000 at any time;
(c) Investments (i) by the Borrower or any Restricted Subsidiary that is a Loan Party in the Borrower or any Restricted Subsidiary that is a Loan Party, (ii) by any Non-Loan Party in any other Non-Loan Party that is a Restricted Subsidiary, (iii) by any Non-Loan Party in the Borrower or any Restricted Subsidiary that is a Loan Party and (iv) without duplication of any other clauses of this Section 9.2, by any Loan Party in any Non-Loan Party that is a Restricted Subsidiary; provided that (A) any such Investments made pursuant to this clause (iv) in the form of intercompany loans shall be evidenced by notes that have been pledged (individually or pursuant to a global note) to the Administrative Agent for the benefit of the Lenders in accordance with the requirements of the Security Agreement and (B) the aggregate amount of Investments made pursuant to this clause (iv) shall not exceed $37,500,000 at any time outstanding;
(d) Investments consisting of 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, and Investments received in satisfaction or partial satisfaction thereof from financially troubled account debtors and other credits to suppliers in the ordinary course of business;
(e) Investments consisting of Liens, Indebtedness, fundamental changes, Dispositions and Restricted Payments permitted under Sections 9.1, 9.3 (other than 9.3(c)(ii) or (d)), 9....
Investments. No more than 45% of the “value” (as defined in Section 2(a)(41) of the Investment Company Act of 1940, as amended (“Investment Company Act”)) of the Company’s total assets consist of, and no more than 45% of the Company’s net income after taxes is derived from, securities other than “Government Securities” (as defined in Section 2(a)(16) of the Investment Company Act) or money market funds meeting the conditions of Rule 2a-7 of the Investment Company Act.
Investments. The Borrower shall not, and shall not permit any of its Subsidiaries to, directly or indirectly make or maintain any Investment except for the following:
(a) Investments existing on the Closing Date and disclosed on Schedule 7.03, and any refinancings of such Investments to the extent constituting Indebtedness otherwise permitted under Section 7.01(b), provided such refinancing complies with the provisions of Section 7.01(e);
(b) Investments held by the Borrower or such Subsidiary in the form of cash or Cash Equivalents;
(c) Investments in accounts, contract rights and chattel paper (each as defined in the UCC), notes receivable and similar items arising or acquired from the sale of Inventory in the ordinary course of business consistent with the past practice of the Borrower and its Subsidiaries;
(d) Investments received in settlement of amounts due to the Borrower or any Subsidiary of the Borrower effected in the ordinary course of business;
(e) Investments by the Borrower in any Wholly-Owned Subsidiary and Investments of any Wholly-Owned Subsidiary in the Borrower or in another Wholly-Owned Subsidiary;
(f) loans or advances to employees of the Borrower or any of its Subsidiaries (or guaranties of loans and advances made by a third party to employees of the Borrower or any of its Subsidiaries) in the ordinary course of business; provided, that the aggregate principal amount of all such loans and advances and guaranties of loans and advances shall not exceed $1,000,000 at any time;
(g) Investments constituting Guaranty Obligations permitted by Section 7.01;
(h) Investments in connection with a Permitted Acquisition;
(i) Investments in Rabbi Trusts in an aggregate amount not to exceed $15,000,000 (plus income and capital growth with respect thereto);
(j) Investments in the nature of, and arising directly as a result of, consideration received in connection with an Asset Sale made in compliance with Section 7.04;
(k) Investments made in connection with the Foreign Subsidiary Reorganization; and
(l) other Investments not constituting Acquisitions by the Borrower or any Subsidiary made after the Closing Date; provided that the aggregate outstanding amount of all Investments made pursuant to this clause (l) at a time when the Leverage Ratio (after giving pro forma effect to such Investments and any Indebtedness incurred in connection therewith) was greater than or equal to 2.00 to 1.00 shall not exceed 10% of the consolidated total assets of the Borrower and i...
Investments. The Trustees shall have power, subject to the Fundamental Policies in effect from time to time with respect to the Trust to:
(a) manage, conduct, operate and carry on the business of an investment company;
(b) subscribe for, invest in, reinvest in, purchase or otherwise acquire, hold, pledge, sell, assign, transfer, exchange, distribute or otherwise deal in or dispose of any and all sorts of property, tangible or intangible, including but not limited to securities of any type whatsoever, whether equity or non-equity, of any issuer, evidences of indebtedness of any person and any other rights, interests, instruments or property of any sort and to exercise any and all rights, powers and privileges of ownership or interest in respect of any and all such investments of every kind and description, including, without limitation, the right to consent and otherwise act with respect thereto, with power to designate one or more Persons to exercise any of said rights, powers and privileges in respect of any of said investments. The Trustees shall not be limited by any law limiting the investments which may be made by fiduciaries.
Investments. No Credit Party shall, nor shall it permit any of its Subsidiaries (including any Regulated Subsidiaries) or any Qualifying Reciprocal Entity in respect of which it is appointed as attorney-in-fact to, directly or indirectly, make or own any Investment in any Person, including any joint venture and any Foreign Subsidiary, except:
(a) Investments in cash and Cash Equivalents and deposit accounts or securities accounts in connection therewith;
(b) equity Investments owned as of the Closing Date in any Subsidiary;
(c) intercompany loans to the extent permitted under Section 8.1(b), and guarantees to the extent permitted under Section 8.1(c);
(d) Investments existing on the Closing Date and described on Schedule 8.6;
(e) Investments constituting Swap Agreements permitted by Section 8.1(f);
(f) Permitted Acquisitions;
(g) Investments constituting accounts receivable, trade debt and deposits for the purchase of goods, in each case made in the ordinary course of business;
(h) Investments made by Regulated Entities in the ordinary course of business that are consistent with the respective investment policies of each such Regulated Entity in effect on the Closing Date, as such policy may be amended or modified from time to time by board (or equivalent) approval;
(i) Guarantees by any Credit Party, any Subsidiary or any other Regulated Entity constituting Indebtedness permitted by Section 8.1;
(j) loans or advances to employees, officers or directors of members of any Credit Party or Subsidiary (other than any Regulated Subsidiary) in the ordinary course of business for travel, relocation and related expenses; provided, that, the aggregate amount of all such loans and advances does not exceed Five-Hundred Thousand Dollars ($500,000) in the aggregate at any time outstanding;
(k) Investments received in connection with the bankruptcy or reorganization of, or settlement of delinquent accounts and disputes with, customers and suppliers, or upon the foreclosure with respect to any secured Investment or other transfer of title with respect to any secured Investment;
(l) Investments resulting from pledges or deposits described in Section 8.2(d);
(m) Investments consisting of ▇▇▇▇ ▇▇▇▇▇▇▇ money deposits in connection with a Permitted Acquisition or other Investment permitted hereunder;
(n) Investments consisting of endorsements for collection or deposit in the ordinary course of business;
(o) Investments by any Credit Party, any Subsidiary, or any other Regulated Entity in ...
Investments. The Company will not, nor will it permit any of its Restricted Subsidiaries to, make or permit to remain outstanding any Investments except:
(a) Investments outstanding on the date hereof and identified in Schedule III hereto;
(b) operating deposit accounts with banks;
(c) Permitted Investments;
(d) escrow or deposit accounts established in connection with the Scheduled Acquisitions or Subsequent Acquisitions, so long as the funds held in such accounts are held in the form of cash or Permitted Investments;
(e) Investments by the Company and its Restricted Subsidiaries in the Company and its Restricted Subsidiaries;
(f) Investments constituting Subsequent Acquisitions by the Company and its Restricted Subsidiaries made in accordance with Section 8.05(b)(iv) hereof;
(g) Interest Rate Protection Agreements entered into in the ordinary course of the Company's financial planning and not for speculative purposes (including Interest Rate Protection Agreements entered into in accordance with Section 8.12 hereof);
(h) loans to employees of the Company or any of its Restricted Subsidiaries or Affiliates in an aggregate amount (as to all such employees) up to $5,000,000 at any one time outstanding;
(i) Investments (collectively, "Disposition Investments") received in connection with any Disposition by the Company or any of its Restricted Subsidiaries permitted hereunder and representing all or a part of the non-cash portion of the consideration received by the Company and its Restricted Subsidiaries pursuant to such Disposition, provided that (i) the aggregate amount of Disposition Investments received in connection with any single Disposition shall not exceed 25% of the fair market value of the consideration received in connection therewith, and the aggregate amount of Disposition Investments received in connection with all Dispositions shall not exceed $75,000,000 and (ii) the respective certificates and notes evidencing such Disposition Investments are delivered in pledge to the Administrative Agent pursuant to the Security Agreement;
(j) the Guarantees referred to in Section 8.07(c) hereof; and
(k) additional Investments (including, without limitation, Investments in Unrestricted Subsidiaries) in an aggregate amount up to but not exceeding $25,000,000 at any one time outstanding or, following the date upon which the Debt Ratio shall have been less than 5.00 to 1 as at the last day of two or more consecutive fiscal quarters in an aggregate amount up to but not exc...
Investments. The Subadviser is hereby authorized and directed and hereby agrees, subject to the stated investment policies and restrictions of the Fund as set forth in the Fund’s prospectus and statement of additional information as currently in effect and, as soon as practical after the Trust, the Fund or the Adviser notifies the Subadviser thereof, as supplemented or amended from time to time (collectively referred to hereinafter as the “Prospectus”) and subject to the directions of the Adviser and the Trust’s Board of Trustees, to monitor on a continuous basis the performance of the Subadviser Assets and to conduct a continuous program of investment, evaluation and, if appropriate, sale and reinvestment of the Subadviser Assets. The Adviser agrees to provide the Subadviser with such assistance as may be reasonably requested by the Subadviser in connection with the Subadviser’s activities under this Agreement, including, without limitation, providing information concerning the Fund, its funds available or to become available for investment, and generally as to the conditions of the Fund’s or the Trust’s affairs.
Investments. Make or hold any Investments, except:
(a) Investments held by the Borrower and its Subsidiaries (i) in the form of accounts receivables owing to any of them if created or acquired in the ordinary course of business and payable or dischargeable in accordance with customary terms, (ii) in the form of Cash Equivalents, (iii) with respect to the endorsement of negotiable instruments held for collection in the ordinary course of business, (iv) regarding lease, utility and other similar deposits in the ordinary course of business; and (v) to acquire and hold accounts receivable and notes receivable from financially troubled franchisees in the ordinary course of business in order to prevent or limit loss; provided that, to the extent required pursuant to Section 6.19, in each case of clauses (i) through (v) herein above, such deposits, accounts, cash or Cash Equivalents are maintained in an account pursuant to Section 6.19;
(b) Loans and advances to officers, directors, employees or consultants of Holdings, the Borrower or any of their respective Subsidiaries for travel, entertainment, relocation, or other bona fide business purposes and to purchase Equity Interests of Holdings and advances of payroll payments and expenses to officers, directors, employees or consultants in the ordinary course of business, in an aggregate amount as to this clause (b) not to exceed $500,000 at any time outstanding;
(i) Investments by the Borrower and its Subsidiaries in their respective Subsidiaries outstanding on the Amendment No. 1 Effective Date and set forth on Schedule 7.03, (ii) additional Investments by the Borrower and its Subsidiaries in Loan Parties (other than Holdings), and (iii) so long as no Default has occurred and is continuing or would result from such Investment, additional Investments by the Borrower and its Subsidiaries in their respective Subsidiaries (including Subsidiaries that are not Loan Parties in an aggregate amount invested from and after the date hereof not to exceed $3,500,000 at any time outstanding; provided that any Investment in the form of a loan or advance shall be evidenced by an intercompany note (and shall be subject to the subordination provisions contained therein if made to a Subsidiary that is a Loan Party) and, in the case of a loan or advance by a Loan Party, pledged by such Loan Party as Collateral pursuant to the Collateral Documents; provided, further, that the amount of any Investment permitted pursuant to this Section 7.03(c)(iii)...
Investments. Make any Investments, except:
(a) Investments held by the Company or such Subsidiary in the form of cash equivalents or short-term marketable securities;
(b) advances to officers, directors and employees of the Company and Subsidiaries in an aggregate amount not to exceed $5,000,000 at any time outstanding, for travel, entertainment, relocation and analogous ordinary business purposes;
(c) Investments of the Company in any Revolving and Floorplan Facility Subsidiary Guarantor and Investments of any Revolving and Floorplan Facility Subsidiary Guarantor in the Company or in another Revolving and Floorplan Facility Subsidiary Guarantor;
(d) Investments consisting of 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, and Investments received in satisfaction or partial satisfaction thereof from financially troubled account debtors to the extent reasonably necessary in order to prevent or limit loss;
(e) Guarantees permitted by Section 7.03;
(f) Acquisitions permitted by Section 7.12;
(g) Buyer Notes obtained by the Company or a Subsidiary in connection with a Disposition permitted by Section 7.05(h), provided, however, that the aggregate amount of all such Investments at any one time shall not exceed $10,000,000;
(h) Investments made in connection with the Company’s supplemental executive retirement plan, as the same may be amended, so long as such Investments do not exceed $5,000,000 in any given calendar year;
(i) Investments in Special Purpose Insurance Captives, such Investments not to exceed $50,000,000 in the aggregate over the term of the Obligations hereunder; and
(j) other Investments not exceeding $50,000,000 in the aggregate in any fiscal year of the Company; provided, however, that, other than with respect to obsolete or worn out fixtures (which may be considered to be part of a Mortgaged Property) in the ordinary course of business, no Investment shall result in the transfer of any Collateral from the Loan Parties except with respect to a Release Property, subject to the satisfaction of the conditions applicable to the Property Substitution or Prepayment Release with respect to such Release Property in accordance with Section 2.19.
Investments. (i) existing on the Closing Date in Subsidiaries existing on the Closing Date; provided that in the case of this clause (i), any such Investments in Restricted Subsidiaries that are not Loan Parties in the form of intercompany loans by Loan Parties shall be evidenced by notes that have been pledged (individually or pursuant to a global note) to the Administrative Agent in form and substance reasonably satisfactory to the Administrative Agent for the benefit of the Secured Parties;
(ii) in Loan Parties (other than Holdings) (including those formed or acquired after the Closing Date so long as the Borrower and its Restricted Subsidiaries comply with the applicable provisions of Section 6.11; provided that, notwithstanding anything to the contrary in this Agreement or any other Loan Document, the Lien of the Administrative Agent for the benefit of the Secured Parties shall not attach to any such Investment in the form of an intercompany loan and any intercompany note evidencing such loan shall not be required to be delivered to the Administrative Agent if any such note is subsequently reasonably promptly contributed to a Subsidiary that is not a Loan Party pursuant to Section 7.02(c)(iv));
(iii) by Restricted Subsidiaries that are not Loan Parties in Restricted Subsidiaries that are not Loan Parties; and
(iv) by the Borrower or any other Loan Party in Unrestricted Subsidiaries or in Restricted Subsidiaries that are not Loan Parties or in a Joint Venture; provided that, in the case of this clause (iv), (A) no Default under Sections 8.01(a), 8.01(f) or 8.01(g) shall have occurred and be continuing or would be caused thereby, (B) the Borrower and its Restricted Subsidiaries comply with the applicable provisions of Section 6.11, (C) the aggregate amount of all such Investments outstanding at any time (determined without regard to any write-downs or write-offs of such Investments) shall not exceed the greater of (x) $12,000,000 and (y) 10% of Consolidated EBITDA of the Borrower and its Restricted Subsidiaries based on the most recent financial statements delivered under Section 6.01(a) or (b); provided, that this clause (C) shall not apply to any such Investment in a Restricted Subsidiary that is not a Loan Party that is in the form of an equity contribution or intercompany loan if, reasonably promptly following receipt of such equity contribution or intercompany loan, the proceeds of such equity contribution or intercompany loan shall be used by such Restricted S...