Common use of Activities of Actavis SCS Clause in Contracts

Activities of Actavis SCS. Actavis SCS will not (i) conduct, transact or otherwise engage in any active trade or business or operations or (ii) own any IP Rights, any operating assets or any other material assets (other than cash and cash equivalents and intercompany loans and advances); provided that the foregoing will not prohibit Actavis SCS from the following: (A) the maintenance of its legal existence (including the ability to incur fees, costs and expenses relating to such maintenance), (B) the performance of its obligations with respect to this Agreement, the Existing Actavis Term Loan Credit Agreement, the New Actavis Term Loan Credit Agreement, the Allergan Bridge Facility, the Allergan Cash Bridge Facility, any Allergan Acquisition Indebtedness or any other Indebtedness in respect of which it is an obligor and any other agreement to which it is a party, (C) the incurrence of Indebtedness, (D) the making of Restricted Payments with, and the lending, advancing or other transfer of, the proceeds of Indebtedness incurred by it to Ultimate Parent or any of the Subsidiaries, (E) providing a Guarantee of Indebtedness or other obligations of Ultimate Parent or any of the Subsidiaries, (F) participating in tax, accounting and other administrative matters as a member or parent of the consolidated group, (G) holding any cash or cash equivalents on a temporary basis, (H) providing indemnification to officers and directors, (I) Disposing of assets that are permitted to be held by it in accordance with this Section 7.09(b) and (J) activities incidental to the businesses or activities described above.

Activities of Actavis SCS. Actavis SCS will not (i) conduct, transact or otherwise engage in any active trade or business or operations or (ii) own any IP Rights, any operating assets or any other material assets (other than cash and cash equivalents and intercompany loans and advances); provided that the foregoing will not prohibit Actavis SCS from the following: (A) the maintenance of its legal existence (including the ability to incur fees, costs and expenses relating to such maintenance), (B) the performance of its obligations with respect to this Agreement, the Actavis Revolving Credit Agreement, the Existing Actavis Term Loan Credit Agreement, the New Actavis Allergan Acquisition Term Loan Credit Agreement, the Allergan Bridge FacilityFacilities, the Allergan Cash Bridge Facility, any Allergan Acquisition Indebtedness or any other Indebtedness in respect of which it is an obligor and any other agreement to which it is a party, (C) the incurrence of Indebtedness, (D) the making of Restricted Payments with, and the lending, advancing or other transfer of, the proceeds of Indebtedness incurred by it to Ultimate Parent or any of the Subsidiaries, (E) providing a Guarantee of Indebtedness or other obligations of Ultimate Parent or any of the Subsidiaries, (F) participating in tax, accounting and other administrative matters as a member or parent of the consolidated group, (G) holding any cash or cash equivalents on a temporary basis, (H) providing indemnification to officers and directors, (I) Disposing of assets that are permitted to be held by it in accordance with this Section 7.09(b) and (J) activities incidental to the businesses or activities described above.

Activities of Actavis SCS. Permit Actavis SCS will not to (i) conduct, transact or otherwise engage in any active trade or business or operations or (ii) own any IP Rights, any operating assets or any other material assets (other than cash and cash equivalents and intercompany loans and advances); provided that the foregoing will not prohibit Actavis SCS from the following: (A) the maintenance of its legal existence (including the ability to incur fees, costs and expenses relating to such maintenance), (B) the performance of its obligations with respect to the Third Amendment Agreement, this Agreement, the Existing Actavis Term Loan Revolving Credit Agreement, the New Actavis Term Loan Credit Agreementany Acquisition Indebtedness, the Allergan Bridge Facility, the Allergan Cash Bridge Facility, any Allergan Acquisition Indebtedness or any other Indebtedness in respect of which it is an obligor and any other agreement to which it is a party, (C) the incurrence of Indebtedness, (D) the making of Restricted Payments with, and the lending, advancing or other transfer of, the proceeds of Indebtedness incurred by it to Ultimate Parent or any of the Subsidiaries, (E) providing a Guarantee of Indebtedness or other obligations of Ultimate Parent or any of the Subsidiaries, (F) participating in tax, accounting and other administrative matters as a member or parent of the consolidated group, (G) holding any cash or cash equivalents on a temporary basis, (H) providing indemnification to officers and directors, (I) Disposing of assets that are permitted to be held by it in accordance with this Section 7.09(b) and (J) activities incidental to the businesses or activities described above.

Activities of Actavis SCS. Actavis SCS will not (i) conduct, transact or otherwise engage in any active trade or business or operations or (ii) own any IP Rights, any operating assets or any other material assets (other than cash and cash equivalents and intercompany loans and advances); provided that the foregoing will not prohibit Actavis SCS from the following: (A) the maintenance of its legal existence (including the ability to incur fees, costs and expenses relating to such maintenance), (B) the performance of its obligations with respect to this Agreement, the Actavis Revolving Credit Agreement, the Existing Actavis Term Loan Credit Agreement, the New Actavis Allergan Acquisition Term Loan Credit AgreementFacilities, the Allergan Bridge Facility, the Allergan Cash Bridge Facility, any Allergan Acquisition Indebtedness or any other Indebtedness in respect of which it is an obligor and any other agreement to which it is a party, (C) the incurrence of Indebtedness, (D) the making of Restricted Payments with, and the lending, advancing or other transfer of, the proceeds of Indebtedness incurred by it to Ultimate Parent or any of the Subsidiaries, (E) providing a Guarantee of Indebtedness or other obligations of Ultimate Parent or any of the Subsidiaries, (F) participating in tax, accounting and other administrative matters as a member or parent of the consolidated group, (G) holding any cash or cash equivalents on a temporary basis, (H) providing indemnification to officers and directors, (I) Disposing of assets that are permitted to be held by it in accordance with this Section 7.09(b) and (J) activities incidental to the businesses or activities described above.

Activities of Actavis SCS. Actavis SCS will not (i) conduct, transact or otherwise engage in any active trade or business or operations or (ii) own any IP Rights, any operating assets or any other material assets (other than cash and cash equivalents and intercompany loans and advances); provided that the foregoing will not prohibit Actavis SCS from the following: (A) the maintenance of its legal existence (including the ability to incur fees, costs and expenses relating to such maintenance), (B) the performance of its obligations with respect to this Agreement, the Existing Actavis Term Loan Revolving Credit Agreement, the New Existing Actavis Term Loan Credit Agreement, the Allergan Bridge Facility, the Allergan Cash Bridge Facility, any Allergan Acquisition Indebtedness or any other Indebtedness in respect of which it is an obligor and any other agreement to which it is a party, (C) the incurrence of Indebtedness, (D) the making of Restricted Payments with, and the lending, advancing or other transfer of, the proceeds of Indebtedness incurred by it to Ultimate Parent or any of the Subsidiaries, (E) providing a Guarantee of Indebtedness or other obligations of Ultimate Parent or any of the Subsidiaries, (F) participating in tax, accounting and other administrative matters as a member or parent of the consolidated group, (G) holding any cash or cash equivalents on a temporary basis, (H) providing indemnification to officers and directors, (I) Disposing of assets that are permitted to be held by it in accordance with this Section 7.09(b) and (J) activities incidental to the businesses or activities described above.