Common use of Permitted Activities of Holdings Clause in Contracts

Permitted Activities of Holdings. In the case of Holdings, (a) incur, directly or indirectly, any Indebtedness or any other obligation or liability whatsoever other than the Indebtedness and obligations under this Agreement, the other Loan Documents and the Related Documents; (b) create or suffer to exist any Lien upon any assets or property now owned or hereafter acquired, leased or licensed by it other than the Liens created under the Security Documents to which it is a party or permitted pursuant to Section 6.02; (c) engage in any business or activity or own any assets other than (i) holding 100.0% of the Equity Interests of the U.S. Borrower, (ii) performing its obligations and activities incidental thereto under the Loan Documents, and to the extent not inconsistent therewith, the Related Documents; and (iii) making Restricted Junior Payments and Investments to the extent permitted by this Agreement; (d) consolidate with or merge with or into, or convey, transfer, lease or license all or substantially all its assets to, any Person; (e) sell or otherwise dispose of any Equity Interests of any of its Subsidiaries except to the extent expressly permitted by this Agreement; (f) create or acquire any Subsidiary or make or own any Investment in any Person other than the U.S. Borrower; or (g) fail to hold itself out to the public as a legal entity separate and distinct from all other Persons.

Appears in 3 contracts

Samples: Credit and Guaranty Agreement (Fmsa Holdings Inc), Credit and Guaranty Agreement (Fmsa Holdings Inc), Credit and Guaranty Agreement (Fmsa Holdings Inc)

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Permitted Activities of Holdings. In the case of Holdings, Holdings shall not (a) incur, directly or indirectly, any Indebtedness or any other obligation or liability whatsoever other than the Management Fee and other obligations not constituting Indebtedness incurred in the ordinary course of business as a holding company and obligations under not otherwise restricted by this Agreement, the other Loan Documents and the Related DocumentsSection 6.14; (b) create or suffer to exist any Lien upon any property or assets or property now owned or hereafter acquired, leased or licensed acquired by it other than the Liens created under the Security Collateral Documents to which it is a party or permitted pursuant to Section 6.026.2; (c) engage in any business or activity or own any assets other than (i) holding 100.0100% of the Equity Interests Capital Stock of the U.S. BorrowerCompany, (ii) performing its obligations and activities incidental thereto under the Loan Credit Documents, and to the extent not inconsistent therewith, the Related DocumentsAgreements; and (iii) making Restricted Junior Payments and Investments to the extent permitted by this Agreement; (d) consolidate with or merge with or into, or convey, transfer, transfer or lease or license all or substantially all its assets to, any Person; (e) sell or otherwise dispose of any Equity Interests Capital Stock of any of its Subsidiaries except to the extent expressly permitted by this Agreementdirectly owned Subsidiaries; (f) create or acquire any Subsidiary or make or own any Investment in any Person other than the U.S. BorrowerCompany; or (g) fail to hold itself out to the public as a legal entity separate and distinct from all other Persons.

Appears in 1 contract

Samples: Credit and Guaranty Agreement (Bell Powersports, Inc.)

Permitted Activities of Holdings. In the case of Holdings, Holdings shall not (a) incur, directly or indirectly, any Indebtedness or any other obligation or liability whatsoever other than the Sponsor Fee and other obligations not constituting Indebtedness incurred in the ordinary course of business as a holding company and obligations under not otherwise restricted by this Agreement, the other Loan Documents and the Related DocumentsSection 6.14; (b) create or suffer to exist any Lien upon any property or assets or property now owned or hereafter acquired, leased or licensed acquired by it other than the Liens created under the Security Collateral Documents to which it is a party or permitted pursuant to Section 6.026.2; (c) engage in any business or activity or own any assets other than (i) holding 100.0100% of the Equity Interests Capital Stock of the U.S. BorrowerCompany, (ii) performing its obligations and activities incidental thereto under the Loan Credit Documents, and to the extent not inconsistent therewith, the Related DocumentsAgreements; and (iii) making Restricted Junior Payments and Investments to the extent permitted by this Agreement; (d) consolidate with or merge or amalgamate with or into, or convey, transfer, transfer or lease or license all or substantially all its assets to, any Person; (e) sell or otherwise dispose of any Equity Interests Capital 131 Stock of any of its Subsidiaries except to the extent expressly permitted by this Agreementdirectly owned Subsidiaries; (f) create or acquire any Subsidiary or make or own any Investment in any Person other than the U.S. BorrowerCompany; or (g) fail to hold itself out to the public as a legal entity separate and distinct from all other Persons.

Appears in 1 contract

Samples: Credit and Guaranty Agreement (Easton-Bell Sports, Inc.)

Permitted Activities of Holdings. In Notwithstanding anything to the case of Holdingscontrary contained herein, Holdings shall not (a) except as expressly permitted under Section 6.1, incur, directly or indirectly, any Indebtedness or any other obligation or liability whatsoever other than the Indebtedness and obligations under this Agreement, the other Loan Documents and the Related DocumentsAgreements; (b) create or suffer to exist any Lien upon any property or assets or property now owned or hereafter acquired, leased or licensed acquired by it other than the Liens created under the Security Collateral Documents to which it is a party or permitted pursuant to Section 6.026.2; (c) engage in any business or activity or own any assets other than (i) holding 100.0100% of the Equity Interests Capital Stock of the U.S. BorrowerCompany and activities reasonably related thereto, (ii) performing its obligations and activities incidental thereto under the Loan Credit Documents, and to the extent not inconsistent therewith, the Related DocumentsAgreements; and (iii) making Restricted Junior Payments Payments, Investments and Investments Permitted Acquisitions to the extent permitted by this Agreement; (d) consolidate with or merge with or into, or convey, transfer, transfer or lease or license all or substantially all its assets to, any Person; (e) sell or otherwise dispose of any Equity Interests Capital Stock of any of its Subsidiaries except to the extent expressly permitted by this AgreementSubsidiaries; (f) create or acquire any Subsidiary or make or own any Investment in any Person other than the U.S. BorrowerCompany; or (g) fail to hold itself out to the public as a legal entity separate and distinct from all other Persons.

Appears in 1 contract

Samples: Credit and Guaranty Agreement (Vought Aircraft Industries Inc)

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Permitted Activities of Holdings. In the case of Holdings, : (a) incur, directly or indirectly, any Indebtedness or any other obligation or liability whatsoever other than the Indebtedness and obligations under this Agreement, the other Loan Documents and the Related DocumentsAgreements and to the extent expressly permitted pursuant to Section 6.01 ; (b) create or suffer to exist any Lien upon any assets or property now owned or hereafter acquired, leased or licensed by it other than the Liens created under the Security Documents to which it is a party or permitted pursuant to Section 6.02; (c) engage in any business or activity or own any assets other than (i) holding 100.0100% of the Equity Interests of the U.S. Borrower, (ii) performing its obligations and activities incidental thereto under the Loan Documents, and to the extent not inconsistent therewith, the Related Documents; Documents and (iii) making Restricted Junior Payments and Investments to the extent permitted by this Agreement; (d) consolidate with or merge with or into, or convey, transfer, lease or license all or substantially all its assets to, any Person; (e) sell or otherwise dispose of any Equity Interests of any of its Subsidiaries except to the extent expressly permitted by this Agreement; (f) create or acquire any Subsidiary or make or own any Investment in any Person other than the U.S. Borroweras expressly permitted pursuant to this Agreement; or (gf) fail to hold itself out to the public as a legal entity separate and distinct from all other Persons.

Appears in 1 contract

Samples: Term Loan and Guaranty Agreement (Neogenomics Inc)

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