Common use of Parent as Holding Company Clause in Contracts

Parent as Holding Company. Each Borrower will not permit Parent to incur any liabilities, own or acquire any assets, or engage itself in any operations or business, except (i) the ownership of assets or incurrence of liabilities in connection with Parent's ownership of Borrowers and its rights and obligations under the Loan Documents, (ii) the incurrence of liabilities in connection with stock incentive and stock buyback plans not otherwise prohibited hereunder, (iii) the incurrence of indemnification obligations under (A) Parent's organizational documents and (B) letters of intent issued in connection with Permitted Acquisitions, (iv) the guaranty by Parent of any obligations of a Borrower, to the extent such obligations are otherwise permitted hereunder, (v) the issuance of Indebtedness in connection with stock repurchases otherwise permitted hereunder, and the ownership of any stock repurchased in connection therewith, (vi) the incurrence of liabilities constituting ordinary course overhead expenses in connection with Parent's activities as a holding company and related to the business of the Loan Parties, including liabilities for payment of taxes associated with the operations of the Loan Parties and (vii) the incurrence of liabilities arising out of litigation matters not otherwise constituting a default hereunder.

Appears in 4 contracts

Samples: Credit Agreement (MGP Ingredients Inc), Credit Agreement (MGP Ingredients Inc), Credit Agreement (MGP Ingredients Inc)

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Parent as Holding Company. Each Borrower Parent will not permit Parent to incur any liabilities, own or acquire any assets, or engage itself in any operations or business, except liabilities (other than (i) the ownership of assets or incurrence of liabilities in connection with Parent's ownership of Borrowers and its rights and obligations arising under the Loan Documents, (ii) the incurrence of liabilities in connection with stock incentive and stock buyback plans not otherwise prohibited hereunderindemnification obligations under the Parent's organizational documents, (iii) the incurrence of indemnification obligations under (A) Parent's organizational documents and (B) letters of intent issued in connection with Permitted Acquisitions, (iv) the guaranty by Parent of any obligations of a Borrowerany of the other Loan Parties, to the extent such obligations are otherwise permitted hereunderhereunder or under the other Loan Documents, (viv) the issuance of Indebtedness in connection with stock repurchases otherwise permitted hereunder, and the ownership of any stock repurchased in connection therewith, (viv) the incurrence of liabilities constituting ordinary course overhead expenses in connection with Parent's activities as a holding company and related to the business of the Loan Partiesentities within Parent's consolidated tax group, in accordance with applicable law, including liabilities for payment of taxes associated with the operations of the Loan Parties Parties, and (viivi) the incurrence of liabilities arising out of the litigation matters not otherwise constituting a default an Event of Default hereunder), own or acquire any assets (other than the Equity Interests of Emmis) or engage itself in any operations or business, except in connection with its ownership of Emmis and its rights and obligations under the Loan Documents.

Appears in 1 contract

Samples: Credit Agreement (Emmis Communications Corp)

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