Common use of CONDUCT OF BUSINESS RELATING TO HOLDINGS Clause in Contracts

CONDUCT OF BUSINESS RELATING TO HOLDINGS. Holdings shall engage in any business other than owning the capital stock of Company, Xxxxx Horticulture, Inc. and their respective Subsidiaries and entering into and performing its obligations under and in accordance with the Loan Documents and the Related Agreements to which it is a party; Holdings shall own any assets other than (a) the capital stock of Company, Xxxxx Horticulture, Inc. and their respective Subsidiaries and (b) Cash and Cash Equivalents in an amount not to exceed $100,000 at any one time for the purpose of paying its general operating expenses. Holdings shall directly engage in any business or activities other than those activities necessary to discharge its obligations as a holding company for Company and Xxxxx Horticulture, Inc.; THEN (i) upon the occurrence of any Event of Default described in subsection 8.6 or 8.7, each of (a) the unpaid principal amount of and accrued interest on the Loans, (b) an amount equal to the maximum amount that may at any time be drawn under all Letters of Credit then outstanding (whether or not any beneficiary under any such Letter of Credit shall have presented, or shall be entitled at such time to present, the drafts or other documents or certificates required to draw under such Letter of Credit), and (c) all other Obligations shall automatically become immediately due and payable, without presentment, demand, protest or other requirements of any kind, all of which are hereby expressly waived by each Borrower, and the obligation of each Lender to make any Loan, the obligation of Agent to issue any Letter of Credit and the right of any Lender to issue any Letter of Credit hereunder shall thereupon terminate, and (ii) upon the occurrence and during the continuation of any other Event of Default, Agent shall, upon the written request or with the written consent of Requisite Lenders, by written notice to each Borrower, declare all or any portion of the amounts described in clauses (a) through (c) above to be, and the same shall forthwith become, immediately due and payable, and the obligation of each Lender to make any Loan, the obligation of Agent to issue any Letter of Credit and the right of any Lender to issue any Letter of Credit hereunder shall thereupon terminate; provided that the foregoing shall not affect in any way the obligations of Lenders under subsection 3.3C(i). Any amounts described in clause (b) above, when received by Agent, shall be held by Agent pursuant to the terms of the Collateral Account Agreement and shall be applied as therein provided. Notwithstanding anything contained in the second preceding paragraph, if at any time within 60 days after an acceleration of the Loans pursuant to such paragraph each Borrower shall pay all arrears of interest and all payments on account of principal which shall have become due otherwise than as a result of such acceleration (with interest on principal and, to the extent permitted by law, on overdue interest, at the rates specified in this Agreement) and all Events of Default and Potential Events of Default (other than non-payment of the principal of and accrued interest on the Loans, in each case which is due and payable solely by virtue of acceleration) shall be remedied or waived pursuant to subsection

CONDUCT OF BUSINESS RELATING TO HOLDINGS. Holdings shall engage in any business other than owning 100% of the capital stock of Company, Xxxxx Horticulture, Inc. and their respective Subsidiaries Company and entering into and performing its obligations under and in accordance with the Loan Documents and the Related Agreements to which it is a party; Holdings , or shall own any assets other than (a) the capital stock of Company, Xxxxx Horticulture, Inc. and their respective Subsidiaries Company and (b) Cash and Cash Equivalents in an amount not to exceed $100,000 1,000,000 at any one time for the purpose of paying its general operating expenses. expenses of Holdings or shall directly engage in incur or permit to exist any business Indebtedness or activities any other liabilities other than those activities necessary liabilities related to discharge its obligations as a holding company for Company the permitted business of Holdings and Xxxxx Horticulturewhich are not material in amount, Inc.; either individually or in the aggregate: THEN (i) upon the occurrence of any Event of Default described in subsection 8.6 or 8.7, each of (a) the unpaid principal amount of and accrued interest on the Loans, (b) an amount equal to the maximum amount that may at any time be drawn under all Letters of Credit then outstanding (whether or not any beneficiary under any such Letter of Credit shall have presented, or shall be entitled at such time to present, the drafts or other documents or certificates required to draw under such Letter of Credit), and (c) all other Obligations shall automatically become immediately due and payable, without presentment, demand, protest or other requirements of any kind, all of which are hereby expressly waived by each Borrower, and the obligation of each Lender to make any Loan, the obligation of Agent to issue any Letter of Credit and the right of any Lender to issue any Letter of Credit hereunder shall thereupon terminate, and (ii) upon the occurrence and during the continuation of any other Event of Default, the applicable Agent shall, upon the written request or with the written consent of Requisite Lenders, by written notice to each Borrower, declare all or any portion of the amounts described in clauses (a) through (c) above to be, and the same shall forthwith become, immediately due and payable, and the obligation of each Lender to make any Loan, the obligation of Agent to issue any Letter of Credit and the right of any Lender to issue any Letter of Credit hereunder shall thereupon terminate; provided that the foregoing shall -------- not affect in any way the obligations of Lenders under subsection 3.3C(i). 165 Any amounts described in clause (b) above, when received by Agent, shall be held by Agent pursuant to the terms of the Collateral Account Agreement and shall be applied as therein provided. Notwithstanding anything contained in the second preceding paragraph, if at any time within 60 days after an acceleration of the Loans pursuant to such each paragraph each Borrower shall pay all arrears of interest and all payments on account of principal which shall have become due otherwise than as a result of such acceleration (with interest on principal and, to the extent permitted by law, on overdue interest, at the rates specified in this Agreement) and all Events of Default and Potential Events of Default (other than non-payment of the principal of and accrued interest on the Loans, in each case which is due and payable solely by virtue of acceleration) shall be remedied or waived pursuant to subsectionsubsection 10.6, then Requisite Lenders, by written notice to each Borrower, may at their option rescind and annul such acceleration and its consequences; but such action shall not affect any subsequent Event of Default or Potential Event of Default or impair any right consequent thereon. The provisions of this paragraph are intended merely to bind Lenders to a decision which may be made at the election of Requisite Lenders and are not intended to benefit any Borrower and do not grant any Borrower the right to require Lenders to rescind or annul any acceleration hereunder, even if the conditions set forth herein are met.

CONDUCT OF BUSINESS RELATING TO HOLDINGS. Holdings shall engage in any business other than owning 100% of the capital stock of Company, Xxxxx Horticulture, Inc. and their respective Subsidiaries Company and entering into and performing its obligations under and in accordance with the Loan Documents and the Related Agreements to which it is a party; Holdings , or shall own any assets other than (a) the capital stock of Company, Xxxxx Horticulture, Inc. and their respective Subsidiaries Company and (b) Cash and Cash Equivalents in an amount not to exceed $100,000 1,000,000 at any one time for the purpose of paying its general operating expenses. expenses of Holdings or shall directly engage in incur or permit to exist any business Indebtedness or activities any other liabilities other than those activities necessary liabilities related to discharge its obligations as a holding company for Company the permitted business of Holdings and Xxxxx Horticulturewhich are not material in amount, Inc.; either individually or in the aggregate: THEN (i) upon the occurrence of any Event of Default described in subsection 8.6 or 8.7, each of (a) the unpaid principal amount of and accrued interest on the Loans, (b) an amount equal to the maximum amount that may at any time be drawn under all Letters of Credit then outstanding (whether or not any beneficiary under any such Letter of Credit shall have presented, or shall be entitled at such time to present, the drafts or other documents or certificates required to draw under such Letter of Credit), and (c) all other Obligations shall automatically become immediately due and payable, without presentment, demand, protest or other requirements of any kind, all of which are hereby expressly waived by each Borrower, and the obligation of each Lender to make any Loan, the obligation of Agent to issue any Letter of Credit and the or right of any Issuing Lender to issue any Letter of Credit hereunder shall thereupon terminate, and (ii) upon the occurrence and during the continuation of any other Event of Default, Administrative Agent shall, upon the written request or with the written consent of Requisite Lenders, by written notice to each Borrower, declare all or any portion of the amounts described in clauses (a) through (c) above to be, and the same shall forthwith become, immediately due and payable, without presentment, demand, protest or other requirements of any kind, all of which are hereby expressly waived by each Borrower, and the obligation of each Lender to make any Loan, the obligation of Agent to issue any Letter of Credit and the or right of any Issuing Lender to issue any Letter of Credit hereunder shall thereupon terminate; provided PROVIDED that the foregoing shall not affect in any way the obligations of Lenders under subsection 3.3C(i). Any amounts described in clause (b) above, when received by Administrative Agent, shall be held by Administrative Agent pursuant to the terms of the Collateral Account Agreement and shall be applied as therein provided. Notwithstanding anything contained in the second preceding paragraph, if at any time within 60 days after an acceleration of the Loans pursuant to clause (ii) of such paragraph each Borrower shall pay all arrears of interest and all payments on account of principal which shall have become due otherwise than as a result of such acceleration (with interest on principal and, to the extent permitted by law, on overdue interest, at the rates specified in this Agreement) and all Events of Default and Potential Events of Default (other than non-payment of the principal of and accrued interest on the Loans, in each case which is due and payable solely by virtue of acceleration) shall be remedied or waived pursuant to subsectionsubsection 10.6, then Requisite Lenders, by written notice to each Borrower, may at their option rescind and annul such acceleration and its consequences; but such action shall not affect any subsequent Event of Default or Potential Event of Default or impair any right consequent thereon. The provisions of this paragraph are intended merely to bind Lenders to a decision which may be made at the election of Requisite Lenders and are not intended to benefit any Borrower and do not grant any Borrower the right to require Lenders to rescind or annul any acceleration hereunder, even if the conditions set forth herein are met.

CONDUCT OF BUSINESS RELATING TO HOLDINGS. Holdings shall engage in any business other than owning 100% of the capital stock of Company, Xxxxx Horticulture, Inc. and their respective Subsidiaries Company and entering into and performing its obligations under and in accordance with the Loan Documents and the Related Agreements to which it is a party; Holdings , or shall own any assets other than (a) the capital stock of Company, Xxxxx Horticulture, Inc. and their respective Subsidiaries Company and (b) Cash and Cash Equivalents in an amount not to exceed $100,000 1,000,000 at any one time for the purpose of paying its general operating expenses. expenses of Holdings or shall directly engage in incur or permit to exist any business Indebtedness or activities any other liabilities other than those activities necessary liabilities related to discharge its obligations as a holding company for Company the permitted business of Holdings and Xxxxx Horticulturewhich are not material in amount, Inc.; either individually or in the aggregate: THEN (i) upon the occurrence of any Event of Default described in subsection 8.6 or 8.7, each of (a) the unpaid principal amount of and accrued interest on the Loans, (b) an amount equal to the maximum amount that may at any time be drawn under all Letters of Credit then outstanding (whether or not any beneficiary under any such Letter of Credit shall have presented, or shall be entitled at such time to present, the drafts or other documents or certificates required to draw under such Letter of Credit), and (c) all other Obligations shall automatically become immediately due and payable, without presentment, demand, protest or other requirements of any kind, all of which are hereby expressly waived by each Borrower, and the obligation of each Lender to make any Loan, the obligation of Agent to issue any Letter of Credit and the right of any Lender to issue any Letter of Credit hereunder shall thereupon terminate, and (ii) upon the occurrence and during the continuation of any other Event of Default, the applicable Agent shall, upon the written request or with the written consent of Requisite Lenders, by written notice to each Borrower, declare all or any portion of the amounts described in clauses (a) through (c) above to be, and the same shall forthwith become, immediately due and payable, and the obligation of each Lender to make any Loan, the obligation of Agent to issue any Letter of Credit and the right of any Lender to issue any Letter of Credit hereunder shall thereupon terminate; provided PROVIDED that the foregoing shall not affect in any way the obligations of Lenders under subsection 3.3C(i). Any amounts described in clause (b) above, when received by Agent, shall be held by Agent pursuant to the terms of the Collateral Account Agreement and shall be applied as therein provided. Notwithstanding anything contained in the second preceding paragraph, if at any time within 60 days after an acceleration of the Loans pursuant to such each paragraph each Borrower shall pay all arrears of interest and all payments on account of principal which shall have become due otherwise than as a result of such acceleration (with interest on principal and, to the extent permitted by law, on overdue interest, at the rates specified in this Agreement) and all Events of Default and Potential Events of Default (other than non-payment of the principal of and accrued interest on the Loans, in each case which is due and payable solely by virtue of acceleration) shall be remedied or waived pursuant to subsectionsubsection 10.6, then Requisite Lenders, by written notice to each Borrower, may at their option rescind and annul such acceleration and its consequences; but such action shall not affect any subsequent Event of Default or Potential Event of Default or impair any right consequent thereon. The provisions of this paragraph are intended merely to bind Lenders to a decision which may be made at the election of Requisite Lenders and are not intended to benefit any Borrower and do not grant any Borrower the right to require Lenders to rescind or annul any acceleration hereunder, even if the conditions set forth herein are met.