LIBERTY SMC L Sample Clauses

LIBERTY SMC L. L.C. Any contrary provision of this Agreement or any other Loan Document notwithstanding, the Borrower may maintain its Investment in Liberty SMC, L.L.C., a Delaware limited liability company ("Liberty SMC") existing as of the Restatement Effective Date and Liberty SMC may make distributions provided for in its operating agreement as in effect on the date hereof but in each case only so long as the representations set forth below are true and complete and provided that unless and until the Borrower has complied with the provisions of Section 5.12 hereof with respect to Liberty SMC (it being understood and agreed that the Borrower need not comply with Section 5.12 with respect to Liberty SMC, and Liberty SMC shall not be required to execute the Guaranty, Indemnification and Subordination Agreement or the Guarantor Pledge and Security Agreement, in each case so long as the representations set forth below are true and complete), (i) Holdings and the Borrower shall not and shall not permit any of the Borrower Subsidiaries to (A) sell, lend, contribute or otherwise transfer any assets to or for the benefit of Liberty SMC, or (B) permit Liberty SMC to have any assets or liabilities (other than ownership of capital stock in Stockhouse Media Corp. owned as of April 5, 2000 (and any additional shares of such capital stock issued as dividends in respect of such shares) (such shares of such capital stock are referred to herein as the "Stockhouse Shares)" and other than liabilities, such as franchise tax obligations, required by law in connection with the maintenance of its limited liability company existence) or to engage in any business activities other than ownership of the Stockhouse Shares. At the time of contribution thereof, the aggregate fair market value of all assets invested in or otherwise transferred to Liberty SMC Holdings, the Borrower and the Borrower Subsidiaries does not exceed $500,000. Liberty SMC does not engage in any business activities other than the ownership of the Stockhouse Shares and activities directly incidental thereto.
Sample 1
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