Common use of Limitations on Parent Clause in Contracts

Limitations on Parent. Parent shall not, directly or indirectly, (i) enter into or permit to exist any transaction or agreement (including any agreement for the incurrence or assumption of Indebtedness, other than the Parent Guaranty, any purchase, sale, lease or exchange of any property or the rendering of any service), between itself and any other Person, provided that Parent may enter into transactions with Persons necessary to complete a follow-on public offering (ii) engage in any business or conduct any activity (including the making of any Investment or payment) or transfer any of its assets, other than Investments in Holdings and the Borrower and the performance of ministerial activities and payment of taxes and administrative fees necessary for the compliance with the next succeeding sentence or (iii) consolidate or merge with or into any other Person. Parent shall further preserve, renew and keep in full force and effect its corporate existence and any rights, privileges and franchises necessary or desirable in the conduct of its business, and shall comply in all material respects with all material applicable laws, ordinances, rules, regulations and requirements of Governmental Authorities. Parent shall have no direct Subsidiaries other than the Holdings.

Appears in 1 contract

Sources: Credit Agreement (Medical Staffing Network Holdings Inc)

Limitations on Parent. Parent shall not, directly or indirectly, (i) enter into or permit to exist any transaction or agreement (including any agreement for the incurrence or assumption of Indebtedness, other than the Parent Guaranty, any purchase, sale, lease or exchange of any property or the rendering of any service), between itself and any other Person, provided that Parent may enter into transactions with Persons necessary to complete a follow-on public offering or offering made pursuant to a shelf registration, (ii) engage in any business or conduct any activity (including the making of any Investment or payment) or transfer any of its assets, other than Investments in Holdings and the Borrower and the performance of ministerial activities and payment of taxes and administrative fees necessary for the compliance with the next succeeding sentence or (iii) consolidate or merge with or into any other Person. Parent shall further preserve, renew and keep in full force and effect its corporate existence and any rights, privileges and franchises necessary or desirable in the conduct of its business, and shall comply in all material respects with all material applicable laws, ordinances, rules, regulations and requirements of Governmental Authorities. Parent shall have no direct Subsidiaries other than the Holdings.

Appears in 1 contract

Sources: Credit Agreement (Medical Staffing Network Holdings Inc)