No Excess Cash. The obligation of each Lender to make Revolving Loans, and the obligation of the Swingline Lender to make Swingline Loans, in each case, shall be subject to the satisfaction of the condition that at the time of each such making of a Revolving Loan or Swingline Loan and immediately after giving effect thereto the Borrower and its Subsidiaries shall not hold cash and Cash Equivalents in an aggregate amount (after giving effect to the incurrence of such Credit Event and the application of proceeds therefrom and the application of any other cash or Cash Equivalents on hand (to the extent such proceeds and/or other cash or Cash Equivalents are actually utilized by the Borrower and/or any other Subsidiary of the Borrower on the respective date of incurrence of the respective Credit Event for a permitted purpose other than an investment in Cash Equivalents)) in excess of (i) $25,000,000 at any time on or prior to December 31, 2003 or (ii) $15,000,000 at any time thereafter. The occurrence of the Effective Date and the acceptance of the benefits of each Credit Event shall constitute a representation and warranty by the Borrower to the Administrative Agent and each of the Lenders that all the conditions specified in Section 5 (with respect to the occurrence of the Effective Date and any Credit Events on the Effective Date) and in this Section 6 (with respect to Credit Events on or after the Effective Date) and applicable to such Credit Event are satisfied as of that time. All of the Notes, certificates, legal opinions and other documents and papers referred to in Section 5 and in this Section 6, unless otherwise specified, shall be delivered to the Administrative Agent at the Notice Office for the account of each of the Lenders and, except for the Notes, in sufficient counterparts or copies for each of the Lenders and shall be in form and substance reasonably satisfactory to the Administrative Agent and the Required Lenders.
No Excess Cash. The obligation of each Lender to make Revolving Loans shall be subject to the satisfaction of the condition that the Borrower shall have delivered to the Administrative Agent together with the relevant Notice of Borrowing, a certificate of an Authorized Officer of the Borrower certifying (x) in detail reasonably satisfactory to the Administrative Agent, as to the use of the proceeds of such Borrowing, and (y) that as of the date of such requested Borrowing, the aggregate amount of Unrestricted cash and Cash Equivalents owned or held by the Borrower and its Subsidiaries (other than Excluded Domestic Subsidiaries), determined after giving pro forma effect to such Borrowing and the application of proceeds therefrom, including without limitation, any such application to outstanding interest and amortization payments on the Loans (which application shall be made within two Business Days of the date of such Borrowing and the proceeds thereof applied in a manner consistent with the foregoing certifications) and from any other Unrestricted cash and Cash Equivalents then held or owned by the Borrower and its Subsidiaries (other than Excluded Domestic Subsidiaries) (to the extent such proceeds and/or other Unrestricted cash and Cash Equivalents are to be utilized by the Borrower and its Subsidiaries (other than Excluded Domestic Subsidiaries) within two Business Days of such date for a permitted purpose under this Agreement other than an Investment in Unrestricted cash and Cash Equivalents or in a Subsidiary of the Borrower), shall not exceed $20,000,000.
No Excess Cash. No Borrower shall, nor shall it permit any of its Domestic Subsidiaries to, directly or indirectly, maintain in the aggregate in all of the accounts described in Schedule 6.24, or otherwise, total cash balances and Cash Equivalents in excess of $15,000,000 for more than three (3) consecutive Business Days during which any Loans are outstanding.
No Excess Cash. Permit the maintenance of cash and Cash Equivalents in the accounts of all Foreign Loan Parties and Foreign Subsidiaries in excess of (i) with respect to Foreign Loan Parties and Foreign Subsidiaries organized in Mexico, $500,000 at any time outstanding, and (ii) with respect to all other Foreign Loan Parties and Foreign Subsidiaries, $1,000,000 at any time outstanding.
No Excess Cash. 31 SECTION 7. Representations, Warranties and Agreements............................................ 31
No Excess Cash. No Borrower shall, nor shall it permit any Domestic Restricted Subsidiary to, directly or indirectly, maintain in the aggregate in all of the accounts described in Schedule 6.21(f) total Cash and Cash Equivalents in excess of $10,000,000 at any time during which any Loans are outstanding except for any such excess maintained in the Master Collection Account.
No Excess Cash. Maintain, or permit any of its Subsidiaries to maintain, an average monthly balance of cash and Cash Equivalents in all of the checking, savings and other accounts (other than in (x) Excluded Accounts, (y) accounts subject (or, through the compliance periods provided for in Section 5.03 and Article VIII, intended to be subject to) to Control Agreements) of any Foreign Subsidiaries in excess of $7,500,000 in the aggregate at the close of business on the last Business Day of any month; provided, that, upon the execution of Control Agreements in accordance with Section 8.01(b), any balances of any Person in excess of such amount shall be swept on the last Business Day of each month into an account of the Loan Parties subject to a Control Agreement; provided, that, no such sweep shall be required if amounts in applicable account may not be removed from such account because of local Requirements of Law (including foreign law or regulatory requirements); provided that, the Loan Parties hereby agree to use, and to cause the applicable Foreign Subsidiaries to use, commercially reasonable efforts to take promptly all actions reasonably required by such requirements of law or such regulatory requirements to permit such sweep; and provided, further, that, if and to the extent any portion of such sweep ceases to be prohibited or delayed by applicable local requirements of law or applicable regulatory requirements, the Loan Parties shall reasonably promptly sweep, or cause to be swept, an amount equal to such excess cash amounts, and the Loan Parties shall reasonably promptly sweep such excess cash amounts into an account of the Loan Parties subject to a Control Agreement.
No Excess Cash. No Loan Party nor any of its Subsidiaries shall permit the maintenance of cash and Cash Equivalents in the accounts of all Foreign Subsidiaries in excess of $25,000,000 in the aggregate for any period of five (5) consecutive days, it being understood that any amounts in excess of such threshold for such period shall be promptly repatriated to a Deposit Account held in the United States by a Loan Party and subject to a Control Agreement.
No Excess Cash. Maintain in the aggregate in all of the checking, savings or other accounts of the Borrowers, total cash balances and Permitted Investments in excess of $5,000,000 at any time during which any Loans are outstanding hereunder; provided that, except as provided in Section 9.10 hereof, all such accounts shall be subject to a tri-party lockbox or other blocked account agreement satisfactory to the Agent.
No Excess Cash. The Borrower will not, and will not permit any of its Subsidiaries to, directly or indirectly, maintain in the aggregate in all of the checking, savings or other accounts (other than the Disbursement Accounts, the Sub-Collection Accounts, the Collection Accounts, the Concentration Account, the accounts created pursuant to the Senior Note Documents and the payroll accounts) of the Borrower and its Subsidiaries total cash balances and investments (including Investments in Cash Equivalents) in excess of $500,000 at any time during which any Revolving Loans are outstanding hereunder.
