Status of Holdings. Holdings has not engaged (and does not engage) in any business activities and does not own any Property other than (i) ownership of the Stock and Stock Equivalents of the Borrower, (ii) activities and contractual rights incidental to maintenance of its corporate existence and (iii) performance of its obligations under the Loan Documents and the Existing Indebtedness Documents to which it is a party.
Status of Holdings. Prior to the Original Closing Date, Holdings will not have engaged in any business or incurred any Indebtedness or any other liabilities (except in connection with its corporate formation, the Prior Lender Obligations under and as defined in the Original Credit Agreement, the Related Transactions Documents and this Agreement).
Status of Holdings. Holdings (i) is a REIT, (ii) has not revoked its election to be a REIT, (iii) has not engaged in any “prohibited transactions” as defined in Section 856(b)(6)(iii) of the Code (or any successor provision thereto), and (iv) for its current “tax year” (as defined in the Code) is, and for all prior tax years subsequent to its election to be a real estate investment trust has been, entitled to a dividends paid deduction which meets the requirements of Section 857 of the Code. The common stock of Holdings is listed for trading on the New York Stock Exchange.
Status of Holdings. Holdings has not engaged in any business activities and does not own any Property other than (i) ownership of its respective portion of the Stock and Stock Equivalents of the Borrower, (ii) activities and contractual rights incidental to maintenance of its corporate existence or to its participation in tax, accounting or other administrative matters as a member of the consolidated group of the Credit Parties, (iii) performance of its obligations under the Loan Documents and the Restatement Effective Date Related Agreements to which it is a party, (iv) issuing, selling and redeeming its own Stock or Stock Equivalents to the extent permitted under this Agreement, (v) preparing reports to, and preparing and making notices to and filings with, Governmental Authorities and to the holders of its Stock and Stock Equivalents, (vi) incurring liability under the Loan Documents, Indebtedness and other obligations permitted to be incurred by it under this Agreement and liabilities imposed by Requirements of Law, (vii) providing indemnification to its officers and directors, (viii) non-operational activities as necessary to consummate any Permitted Acquisition or any other Investment permitted under Section 5.4, (ix) receipt and payment of dividends permitted by Section 5.11, (v) activities in connection with preparation for an Initial Public Offering and (vi) activities incidental to the foregoing.
Status of Holdings. Holdings has not engaged in any business activities and does not own any Property other than to the extent expressly permitted under Section 5.12.
Status of Holdings. As of the Effective Date, Holdings has no liabilities other than those permitted by Sections 1.01 and 1.08 of Schedule 4 to this Agreement.
Status of Holdings. Holdings has not engaged in any business activities and does not own any Property other than (i) ownership of the Stock and Stock Equivalents of the Borrowers and activities incidental thereto (ii) activities and contractual rights incidental to maintenance of its corporate existence (including the incurrence of corporate overhead), (iii) the hiring and employment of the management of the Borrower’s and activities reasonably related thereto, (iv) performance of its obligations under the Loan Documents and Related Agreements to which it is a party, (v) finding potential Targets for Acquisitions, negotiating the acquisition thereof and being a party to the applicable acquisition agreement (and performing its obligations thereunder), and (vi) activities of Holdings expressly permitted hereunder.
Status of Holdings. As of the Effective Date, Holdings has not engaged in any trade or business and is not obligated to pay any Indebtedness other than the Zero Coupon Debt.
Status of Holdings. Holdings has not engaged in any activities or business or incurred any Indebtedness or other liabilities as of the Closing Date, except as permitted by Section 7.14 and except in connection with its formation and the Loan Documents, nor is it holding assets other than the Equity Interests in the Borrower.
Status of Holdings. Holdings does not and shall not engage in any business activities other than those (a) incidental to (i) ownership of Capital Stock in its Subsidiaries or making capital contributions to its Subsidiaries, (ii) the maintenance of its corporate existence or under any employment agreements and any documents related thereto, (iii) any public offering of its Capital Stock or any other issuance of its Capital Stock not prohibited by Article X, (v) the appointment of directors and officers and the compensation thereof in accordance with the terms of this Agreement, (vi) using the proceeds of Restricted Payments permitted by Section 10.06 as contemplated by Section 10.06 (including, without limitation, making Restricted Payments to the extent permitted by Section 10.06), (vii) purchasing Obligations in accordance with this Agreement, or (b) transactions expressly described herein as involving Holdings and permitted under this Agreement or permitted by the immediately following proviso; provided that Holdings shall not incur any Indebtedness (other than guarantees of Indebtedness permitted hereunder and for the avoidance of doubt, notwithstanding anything contained herein to the contrary, Holdings shall be permitted to enter into guarantees to guaranty the obligations of Borrower and any of its Subsidiaries under real estate leases or with respect to any other obligations of its Subsidiaries not prohibited hereunder), make any Investment or own any Capital Stock in any Person (other than Capital Stock in its Subsidiaries and Investments permitted to be made by Holdings hereunder), or grant any Lien (other than Liens securing the Obligations pursuant to the Credit Documents to the extent permitted hereunder).
