Investments and other Property Clause Samples

The "Investments and other Property" clause defines how investments and various types of property are to be managed, held, or distributed under the agreement. It typically outlines the rights and responsibilities of the parties regarding the acquisition, maintenance, and disposition of assets such as stocks, bonds, real estate, or other tangible and intangible property. For example, it may specify who has authority to make investment decisions or how income and gains from such property are to be allocated. The core function of this clause is to provide clear guidelines for handling investments and property, thereby reducing disputes and ensuring proper management in accordance with the parties' intentions.
Investments and other Property. Neither the Parent, the Borrower, nor any of their respective Subsidiaries, shall acquire by purchase or otherwise any Investments or other Property, except the following: (a) Investments or Properties owned by such Persons as of the Closing Date; (b) Liquid Investments; (c) trade and customer accounts receivable which are for goods furnished or services rendered in the ordinary course of business and are payable in accordance with customary trade terms, and receivables purchased in connection with the acquisition of an Owned Hospitality Property; (d) Investments in Permitted New Investments or Subsidiaries making Permitted New Investments; provided that (i) within ten (10) Business Days of the acquisition by the Parent or any of the Parent’s Subsidiaries of any Collateral for which the Administrative Agent on behalf of the Lenders does not already have an Acceptable Lien, the Borrower, the Parent and the other Guarantors will execute such Security Documents as are necessary or desirable for the Administrative Agent on behalf of the Lenders to have an Acceptable Lien in such Collateral and (ii) within twenty (20) Business Days of the acquisition of an Owned Hospitality Property by the Parent or any of the Parent’s Subsidiaries which is required by the terms of this Agreement to be Collateral, the Borrower shall deliver to the Administrative Agent a Title Policy for such Owned Hospitality Property; (e) other assets, including Capital Expenditures, acquired or made in the ordinary course of (i) owning the Parent’s and the Parent’s Subsidiaries’ existing Investments and Properties and any Permitted New Investments and (ii) operating a Hospitality Management Business; and (f) loans to employees of the Parent or its Subsidiaries which in the aggregate do not exceed $1,000,000. Notwithstanding the foregoing, neither the Borrower, nor the Parent, nor their respective Subsidiaries shall make an Investment, acquire any other Property, or enter into any Permitted Property Agreement or Permitted Housing Agreement which would (a) cause a Default, (b) cause or result in the Borrower or the Parent failing to comply with any of the financial covenants contained herein, or (c) cause or result in the aggregate Adjusted EBITDA in any Rolling Period derived from all Permitted Property Agreements, Permitted Housing Agreements or other Investments related to Hospitality Properties which are not full-service or limited service hotels or resorts or conference centers to exceed 3...
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Investments and other Property. Neither the Parent, the Borrower, nor any of their respective Subsidiaries, shall acquire by purchase or otherwise any Investments or other Property, except the following: (a) Investments or Properties owned by such Persons as of the Closing Date excluding those Investments and Properties covered under paragraphs (f), (g), (h) and (i) of this Section 6.07; (b) a Future Property or a Subsidiary or Unconsolidated Entity which owns a Future Property for which the Borrower has provided the Administrative Agent the Property Information for such Future Property at least ten (10) days prior to the date of acquisition of such Future Property which Property Information does not reflect (i) any material Environmental problems with such Future Property or any Hazardous Substances in the soil or the groundwater of such Future Property or (ii) any material concerns pertaining to the physical condition of such Future Property, including without limitation the structural, electrical, plumbing, mechanical or other essential components of such Future Property; provided that if such Property Information does reflect any such problems, then the Borrower may still make such Investment if the Borrower and the Administrative Agent agree upon the Required Work to correct or remediate such problems; (c) Capital Expenditures for permitted Hotel Properties for the following purposes and subject to the following limitations based upon the Parent’s Leverage Ratio calculated on a pro forma basis at the time of committing to make such Capital Expenditures taking into account such Capital Expenditures: Type of Capital Expenditure Limitation if the Parent’s pro forma Leverage Ratio is equal to or greater than 6:00 to 1:00 Limitation if the Parent’s pro forma Leverage Ratio is less than 6:00 to 1:00 Maintenance Limited in any Fiscal Year to six percent (6%) of the gross revenues for such Hotel Properties in such Fiscal Year in the aggregate No dollar limitation provided that the Parent is in compliance with all of the financial covenants contained in Article VII. Emergency repairs and to comply with the requirements of Franchise Agreements Limited in any Fiscal Year to $20,000,000; provided that if less than $20,000,000 is expended in any Fiscal Year commencing with Fiscal Year 2003, then such difference will be credited to future Fiscal Years No dollar limitation provided that the Parent is in compliance with all of the financial covenants contained in Article VII. Expansion (10% or more...
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Investments and other Property. Neither the Parent, the Borrower, nor any of their respective Subsidiaries, shall acquire by purchase or otherwise any Investments or other Property, except the following: (a) Investments or Properties owned by such Persons as of the Effective Date and set forth of Schedule 6.06; (b) Liquid Investments; (c) trade and customer accounts receivable which are for goods furnished or services rendered in the ordinary course of business and are payable in accordance with customary trade terms, and receivables purchased in connection with the acquisition of an Owned Hospitality Property; (d) Investments in Permitted New Investments or Subsidiaries making Permitted New Investments; provided that (i) within ten (10) Business Days (and within ninety (90) Business Days in the case of Security Documents in connection with the acquisition of an Owned Hospitality Property) of the acquisition by the Parent or any of the Parent’s Subsidiaries of any Collateral for which the Administrative Agent on behalf of the Lenders does not already have an Acceptable Lien, the Borrower, the Parent and the other Guarantors will execute such Security Documents as are necessary or desirable for the Administrative Agent on behalf of the Lenders to have an Acceptable Lien in such Collateral and
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Related to Investments and other Property

  • Transfers and Other Liens Grantors shall not (i) sell, assign (by operation of law or otherwise) or otherwise dispose of, or grant any option with respect to, any of the Collateral, except as expressly permitted by the Credit Agreement, or (ii) create or permit to exist any Lien upon or with respect to any of the Collateral of any Grantor, except for Permitted Liens. The inclusion of Proceeds in the Collateral shall not be deemed to constitute Agent’s consent to any sale or other disposition of any of the Collateral except as expressly permitted in this Agreement or the other Loan Documents;

  • Documents and Other Materials I will keep and maintain adequate and current records of all Proprietary Information and Company-Related Developments developed by me during my employment, which records will be available to and remain the sole property of the Company at all times. All files, letters, notes, memoranda, reports, records, data, sketches, drawings, notebooks, layouts, charts, quotations and proposals, specification sheets, program listings, blueprints, models, prototypes, or other written, photographic or other tangible material containing Proprietary Information, whether created by me or others, which come into my custody or possession, are the exclusive property of the Company to be used by me only in the performance of my duties for the Company. Any property situated on the Company’s premises and owned by the Company, including without limitation computers, disks and other storage media, filing cabinets or other work areas, is subject to inspection by the Company at any time with or without notice. In the event of the termination of my employment for any reason, I will deliver to the Company all files, letters, notes, memoranda, reports, records, data, sketches, drawings, notebooks, layouts, charts, quotations and proposals, specification sheets, program listings, blueprints, models, prototypes, or other written, photographic or other tangible material containing Proprietary Information, and other materials of any nature pertaining to the Proprietary Information of the Company and to my work, and will not take or keep in my possession any of the foregoing or any copies.

  • Adjustments and Other Rights The Exercise Price and the number of Shares issuable upon exercise of this Warrant shall be subject to adjustment from time to time as follows; provided, that if more than one subsection of this Section 13 is applicable to a single event, the subsection shall be applied that produces the largest adjustment and no single event shall cause an adjustment under more than one subsection of this Section 13 so as to result in duplication:

  • Taxes and Other Liens Each Related Person shall pay and discharge promptly all taxes, assessments and governmental charges or levies imposed upon it or upon its income or upon any of its Property as well as all claims of any kind (including claims for labor, materials, supplies and rent) which, if unpaid, might become a Lien upon any or all of its Property; provided, however, each Related Person shall not be required to pay any such tax, assessment, charge, levy or claim if the amount, applicability or validity thereof shall currently be contested in good faith by appropriate proceedings diligently conducted by or on behalf of such Related Person and if such Related Person shall have set up reserves therefor adequate under GAAP.

  • Agreements and Other Documents 29 3.23 Solvency....................................................................................... 29 3.24