Permitted Holding Company Activity definition

Permitted Holding Company Activity means:
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Permitted Holding Company Activity means, with respect to a Holding Company any activities, transactions and arrangements: (1) related to the incurrence of Debt represented by the Notes or the Super Senior Notes; (2) related to the payment of dividends, the making of distributions to its parent company or payments permitted by Section 4.07; (3) undertaken with the purpose of, and directly related to, granting, entering into or fulfilling its obligations under any Security Document or Subsidiary Guarantee to which it is a party; (4) undertaken with the purpose of, or directly related to, the fulfilment of any other obligations, and the exercise of any other rights, under any Liens permitted to be incurred under the Indenture; (5) related or reasonably incidental to the establishment and/or maintenance of its corporate existence and the corporate existence of its Subsidiaries, if any; (6) involving the provision of administrative services and management services to its Subsidiaries, if any, of a type customarily provided by a holding company to its Subsidiaries and the ownership of assets needed to provide such service (which, for the avoidance of doubt, shall not include any other assets not necessary for such holding company activities); (7) related to the ownership of the Capital Stock of its immediate Subsidiary, if any; (8) related to the ownership of cash and Cash Equivalents; (9) reasonably related to the foregoing; and (10) not specifically enumerated above that is de minimis in nature.
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Permitted Holding Company Activity means, in respect of each Obligor and the Parent (unless otherwise specified below):
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Examples of Permitted Holding Company Activity in a sentence

  • Holdco undertakes that it is and will remain a special purpose company and that it will not engage, in any trading, business or other activities (either alone or in partnership or joint venture) or incur any liabilities, other than a Permitted Holding Company Activity.

  • Except for Permitted Holding Company Activity, before Closing, the Company has not traded or incurred any liabilities or commitments (actual or contingent, present or future).

  • Except as may arise under or in connection with the Transaction Documents or any Permitted Holding Company Activity, before the Initial Closing Date, the Borrower has not traded or incurred any liabilities or commitments (actual or contingent, present or future).

  • Neither the Company or the Parent shall trade, carry on any business, own any material assets or incur any material liabilities except for a Permitted Holding Company Activity or pursuant to this Agreement.

  • None of the Parent Guarantor or the Company shall trade, carry on any business, own any assets or incur any material liabilities except for or pursuant to any Permitted Holding Company Activity.

  • The Members of the Supervisory Board are appointed for a term of office the duration of which is set out in the Articles of Association of the Bank.

  • The Borrower shall not incur or allow to remain outstanding any guarantee in respect of any obligation of any person other than as may arise under a Permitted Guarantee, a Permitted Holding Company Activity or a Permitted Transaction.

  • Camodeca suspects that Cinnamus acted in TPN 51 on behalf of Titinia.31 Thirdly, in TPN 48, the expression in rationem was used, which, according to Camodeca, could indicate that there was a ratio between Priscilla and C.

  • Fisher advised that he will be a speaker at the Greyhound Hearings on December 13, 2017, and will suggest that energy be focused on alternative travel services.

  • Notwithstanding anything to the contrary in this Agreement or any other Finance Document, (a) prior to the Closing Date, no Newco, and (b) on or after the Closing Date, none of Luxco2, Luxco3, the Parent, Bondco and German International Holdco, in each case shall trade, carry on any business, own any assets or incur any liabilities unless it is a Permitted Holding Company Activity.

Related to Permitted Holding Company Activity

  • mixed-activity holding company means a parent undertaking, other than a financial holding company or an institution or a mixed financial holding company, the subsidiaries of which include at least one institution;

  • CFC Holding Company means each Domestic Subsidiary that is treated as a partnership or a disregarded entity for United States federal income tax purposes and that has no material assets other than assets that consist (directly or indirectly through disregarded entities or partnerships) of Equity Interests or indebtedness (as determined for United States tax purposes) in one or more CFCs.

  • Bank Holding Company Act means the Bank Holding Company Act of 1956, as amended.

  • Holding Company Transaction means the occurrence of (a) any transaction (including, without limitation, any acquisition, merger or consolidation) the result of which is that a “person” or “group” within the meaning of Section 13(d) of the Securities Exchange Act of 1934, as amended, (i) becomes the direct or indirect ultimate “beneficial owner,” as defined in Rule 13d-3 under that Act, of common equity of the Issuer representing more than 50% of the voting power of the outstanding Common Stock or (ii) is otherwise required to consolidate the Issuer for purposes of generally accepted accounting principles in the United States, or (b) any consolidation or merger of the Issuer or similar transaction or any sale, lease or other transfer in one transaction or a series of related transactions of all or substantially all of the consolidated assets of the Issuer and its subsidiaries, taken as a whole, to any Person other than one of the Issuer’s subsidiaries; provided that, in the case of either clause (a) or (b), the Issuer or the Acquiror is or becomes a Bank Holding Company or Savings and Loan Holding Company.

  • Holding Company Act means the Public Utility Holding Company Act of 1935, as amended.

  • mixed financial holding company means a mixed financial holding company as defined in point (21) of Article 4(1) of Regulation (EU) No 575/2013;

  • Qualified CFC Holding Company means a Wholly Owned Subsidiary of the Issuer that is a limited liability company, the primary asset of which consists of Equity Interests in either (i) a Foreign Subsidiary or (ii) a limited liability company the primary asset of which consists of Equity Interests in a Foreign Subsidiary.

  • financial holding company means a financial holding company as defined in point (20) of Article 4(1) of Regulation (EU) No 575/2013;

  • Public utility holding company means: (1) any company that,

  • Bank Holding Company means a company registered as such with the Federal Reserve pursuant to 12 U.S.C. §1842 and the regulations of the Federal Reserve promulgated thereunder.

  • Mutual holding company means that term as defined in section 10(o) of the home owners' loan act, chapter 64, titles III and IX of Public Law 101-73, 12 U.S.C. 1467a, and OTS regulations governing mutual holding companies.

  • Foreign Holding Company means any Subsidiary all or substantially all of the assets of which are comprised of Equity Interests in one or more Foreign Subsidiaries or CFC Debt.

  • Ultimate Parent Company means a company which owns at least twenty six percent (26%) equity in the Bidding Company or Member of a Consortium, (as the case may be) and in the Technically Evaluated Entity and/or Financially Evaluated Entity (as the case may be) and such Bidding Company or Member of a Consortium, (as the case may be) and the Technically Evaluated Entity and/or Financially Evaluated Entity (as the case may be) shall be under the direct control or indirectly under the common control of such company;

  • Permitted Holder means (a) Xxxxxxx X. Xxxxxxx, (b) any of his immediate family members or his or their respective heirs by operation of law, will or intestacy or (c) any trust, corporation, partnership or other entity, the beneficiaries, stockholders, partners, owners or Persons beneficially holding a 50.1% or more controlling interest of which consist of Xxxxxxx X. Xxxxxxx and/or his immediate family members.

  • Restricted Group means, collectively the Company, its subsidiaries, the members of the Sponsor Group and their respective Affiliates.

  • New Holding Company means a corporation that is not a bank, association, or national banking association and as to which all of the following apply:

  • Investment Company Act Event means that the Company shall have received an Opinion of Counsel to the effect that, as a result of the occurrence of a change in law or regulation or a written change in interpretation or application of law or regulation by any legislative body, court, governmental agency or regulatory authority, there is more than an insubstantial risk that the Securities Trust is or will be considered an "investment company" that is required to be registered under the Investment Company Act of 1940, as amended, which change becomes effective on or after the Original Issue Date.

  • Permitted Holdings Debt has the meaning assigned to such term in Section 6.01(a)(xviii).

  • Intermediate Holding Company means any Subsidiary of Holdings (of which Holdings, directly or indirectly, owns 100% of the issued and outstanding Equity Interests) that, directly or indirectly, owns 100% of the issued and outstanding Equity Interests of the Lead Borrower.

  • Company Acquisition means (i) a merger, consolidation, business combination, recapitalization, liquidation, dissolution or similar transaction involving the Company pursuant to which the stockholders of the Company immediately preceding such transaction hold less than fifty percent (50%) of the aggregate equity interests in the surviving or resulting entity of such transaction, (ii) a sale or other disposition by the Company of assets representing in excess of fifty percent (50%) of the aggregate fair market value of the Company's business immediately prior to such sale, or (iii) the acquisition by any person or group (including by way of a tender offer or an exchange offer or issuance by the Company), directly or indirectly, of beneficial ownership or a right to acquire beneficial ownership of shares representing in excess of fifty percent (50%) of the voting power of the then outstanding shares of capital stock of the Company.

  • Holding Companies means, collectively, the Company and Holdings, and each is a “Holding Company”.

  • Foreign Subsidiary Holding Company means any Subsidiary the primary assets of which consist of Capital Stock in (i) one or more Foreign Subsidiaries or (ii) one or more Foreign Subsidiary Holding Companies.

  • Holding Company means, in relation to a company or corporation, any other company or corporation in respect of which it is a Subsidiary.

  • Permitted Group means any group of investors that is deemed to be a “person” (as that term is used in Section 13(d)(3) of the Exchange Act), by virtue of the Stockholders Agreement, as the same may be amended, modified or supplemented from time to time; provided that no single Person (other than the Principals and their Related Parties) Beneficially Owns (together with its Affiliates) more of the Voting Stock of the Company that is Beneficially Owned by such group of investors than is then collectively Beneficially Owned by the Principals and their Related Parties in the aggregate.

  • Insurance holding company system means a group of two or more affiliated persons, at least one of whom is an insurer.

  • Permitted Intercompany Activities means any transactions between or among the Issuer and its Restricted Subsidiaries that are entered into in the ordinary course of business of the Issuer and its Restricted Subsidiaries and, in the good faith judgment of the Issuer are necessary or advisable in connection with the ownership or operation of the business of the Issuer and its Restricted Subsidiaries, including, but not limited to, (a) payroll, cash management, purchasing, insurance and hedging arrangements; and (b) management, technology and licensing arrangements.