Common use of Business and Property of Loan Parties Clause in Contracts

Business and Property of Loan Parties. (a) Upon and after the Closing Date, the Companies (excluding Parent) do not propose to engage in any business other than substantially those businesses and activities engaged in by Parent and its Subsidiaries on the Closing Date, any other businesses or activities reasonably related, incidental, ancillary or complementary thereto or reasonable extensions or expansions thereof, as reasonably determined in good faith by the Borrower, including, without limitation, any business relating, incidental, ancillary or complementary to power generation, clean energy or nuclear service or any services relating thereto, and any other businesses that, when taken together with the existing businesses of the Borrower and its Subsidiaries, are immaterial with respect to the assets and liabilities of the Borrower and its Subsidiaries, taken as a whole (collectively, the “Eligible Line of Business”). On the Closing Date, each Company will own or lease all the property and/or possess all of the rights and Consents reasonably necessary for the conduct of the business of such Loan Party. (b) Parent (i) does not engage in any material business or other commercial activities, (ii) does not own any material assets or property, (iii) is not liable with respect to any Indebtedness except for Permitted Indebtedness pursuant to clause (h) of the definition of that term (including the Unsecured Notes), Performance Guarantees or material Contractual Obligations, or (iv) has not granted any Liens over any of its assets or property, in any such case under clauses (i) through (iv) other than: (A) ownership of the Equity Interests of its Subsidiaries and of cash and Cash Equivalents, (B) the maintenance of its corporate existence, and activities and contractual rights incidental thereto and incidental to its status and activities as a holding company for its Subsidiaries; (C) the Obligations hereunder and the Related L/C Facility Obligations, and (D) obligations under the Reimbursement/Cash Collateral Facility and (E) its liabilities, obligations, and Indebtedness under the B. Xxxxx Guarantee Reimbursement Agreement and the B. Xxxxx Fee Letter.

Business and Property of Loan Parties. (a) Upon and after the Closing Date, the Companies (excluding Parent) do not propose to engage in any business other than substantially those businesses and activities engaged in by Parent and its Subsidiaries on the Closing Date, any other businesses or activities reasonably related, incidental, ancillary or complementary thereto or reasonable extensions or expansions thereof, as reasonably determined in good faith by the Borrower, including, without limitation, any business relating, incidental, ancillary or complementary to power generation, clean energy or nuclear service or any services relating thereto, and any other businesses that, when taken together with the existing businesses of the Borrower and its Subsidiaries, are immaterial with respect to the assets and liabilities of the Borrower and its Subsidiaries, taken as a whole (collectively, the “Eligible Line of Business”). On the Closing Date, each Company will own or lease all the property and/or possess all of the rights and Consents reasonably necessary for the conduct of the business of such Loan Party. (b) Parent (i) does not engage in any material business or other commercial activities, (ii) does not own any material assets or property, (iii) is not liable with respect to any Indebtedness except for Permitted Indebtedness pursuant to clause (h) of the definition of that term (including the Unsecured Notes), Performance Guarantees or material Contractual Obligations, or (iv) has not granted any Liens over any of its assets or property, in any such case under clauses (i) through (iv) other than: (A) ownership of the Equity Interests of its Subsidiaries and of cash and Cash Equivalents, (B) the maintenance of its corporate existence, and activities and contractual rights incidental thereto and incidental to its status and activities as a holding company for its Subsidiaries; (C) the Obligations hereunder and the Related L/C Facility Obligations, and (D) obligations under the Reimbursement/Cash Collateral Facility and (E) its liabilities, obligations, and Indebtedness under the B. X. Xxxxx Guarantee Reimbursement Agreement and the B. X. Xxxxx Fee Letter.

Business and Property of Loan Parties. (a) Upon and after the Closing Date, the Companies (excluding Parent) do not propose to engage in any business other than substantially those businesses and activities engaged in by Parent and its Subsidiaries on the Closing Date, any other businesses or activities reasonably related, incidental, ancillary or complementary thereto or reasonable extensions or expansions thereof, as reasonably determined in good faith by the Borrower, including, without limitation, any business relating, incidental, ancillary or complementary to power generation, clean energy or nuclear service or any services relating thereto, and any other businesses that, when taken together with the existing businesses of the Borrower and its Subsidiaries, are immaterial with respect to the assets and liabilities of the Borrower and its Subsidiaries, taken as a whole (collectively, the “Eligible Line of Business”). On the Closing Date, each Company will own or lease all the property and/or possess all of the rights and Consents reasonably necessary for the conduct of the business of such Loan Party. (b) Parent (i) does not engage in any material business or other commercial activities, (ii) does not own any material assets or property, (iii) is not liable with respect to any Indebtedness except for Permitted Indebtedness pursuant to clause (h) of the definition of that term (including the Unsecured Notes), Performance Guarantees or material Contractual Obligations, or (iv) has not granted any Liens over any of its assets or property, in any such case under clauses (i) through (iv) other than: (A) ownership of the Equity Interests of its Subsidiaries and of cash and Cash Equivalents, (B) the maintenance of its corporate existence, and activities and contractual rights incidental thereto and incidental to its status and activities as a holding company for its Subsidiaries; (C) the Obligations hereunder and the Related L/C Facility Obligations, and (D) obligations under the Reimbursement/Cash Collateral ABL Facility and (E) its liabilities, obligations, and Indebtedness under the B. Xxxxx Guarantee Reimbursement Agreement and the B. Xxxxx Fee Letter.

Business and Property of Loan Parties. (a) Upon and after the Closing Date, the Companies (excluding Parent) do not propose to engage in any business other than substantially those businesses and activities engaged in by Parent and its Subsidiaries on the Closing Date, any other businesses or activities reasonably related, incidental, ancillary or complementary thereto or reasonable extensions or expansions thereof, as reasonably determined in good faith by the Borrower, including, without limitation, any business relating, incidental, ancillary or complementary to power generation, clean energy or nuclear service or any services relating thereto, and any other businesses that, when taken together with the existing businesses of the Borrower and its Subsidiaries, are immaterial with respect to the assets and liabilities of the Borrower and its Subsidiaries, taken as a whole (collectively, the “Eligible Line of Business”). On the Closing Date, each Company will own or lease all the property and/or possess all of the rights and Consents reasonably necessary for the conduct of the business of such Loan Party. (b) Parent (i) does not engage in any material business or other commercial activities, (ii) does not own any material assets or property, (iii) is not liable with respect to any Indebtedness except for Permitted Indebtedness pursuant to clause (h) of the definition of that term (including the Unsecured Notes), Performance Guarantees or material Contractual Obligations, or (iv) has not granted any Liens over any of its assets or property, in any such case under clauses (i) through (iv) other than: (A) ownership of the Equity Interests of its Subsidiaries and of cash and Cash Equivalents, (B) the maintenance of its corporate existence, and activities and contractual rights incidental thereto and incidental to its status and activities as a holding company for its Subsidiaries; (C) the Obligations hereunder and the Related L/C Facility Obligations, and (D) obligations under the Reimbursement/Cash Collateral Facility and (E) its liabilities, obligations, and Indebtedness under the B. Xxxxx Guarantee Reimbursement Agreement and the B. Xxxxx Fee Letter.activities

Business and Property of Loan Parties. (a) Upon and after the Closing Date, the Companies (excluding ParentZTI, Premisys, Zhone Technologies, Paradyne Networks, Paradyne Corporation and DNS) do not propose to engage in any business other than substantially those businesses being a global provider of network access solutions and communications equipment for service provider and enterprise networks and activities engaged in by Parent and its Subsidiaries on necessary to conduct the Closing Date, any other businesses or activities reasonably related, incidental, ancillary or complementary thereto or reasonable extensions or expansions thereof, as reasonably determined in good faith by the Borrower, including, without limitation, any business relating, incidental, ancillary or complementary to power generation, clean energy or nuclear service or any services relating thereto, and any other businesses that, when taken together with the existing businesses of the Borrower and its Subsidiaries, are immaterial with respect to the assets and liabilities of the Borrower and its Subsidiaries, taken as a whole (collectively, the “Eligible Line of Business”)foregoing. On the Closing Date, each Company will own or lease all the property and/or possess all of the rights and Consents reasonably necessary for the conduct of the business of such Loan Party. (b) Parent None of ZTI, Premisys, Zhone Technologies, Paradyne Networks, Paradyne Corporation, and DNS (i) does not engage engages in any material business or other commercial activities, (ii) does not own owns any material assets or property, (iii) is not liable with respect to any Indebtedness except for Permitted Indebtedness pursuant to clause (h) of the definition of that term (including the Unsecured Notes), Performance Guarantees or material Contractual Obligations, or (iv) has not granted any Liens over any of its assets or property, in any such case under clauses (i) through (iv) other than: (A) ownership of the Equity Interests of its Subsidiaries existing on the Closing Date and formed or acquired thereafter in accordance with the Agreement, and, in the case of cash and Cash EquivalentsParadyne Corporation, ownership of Intellectual Property, (B) the maintenance of its corporate existence, and activities and contractual rights incidental thereto and incidental to its status and activities as a holding company for its Subsidiariescompany; (C) guarantee obligations in favor of Secured Parties with respect to the Obligations hereunder and the Related L/C Facility Obligations, and (D) the incurrence of Indebtedness and guarantee obligations and performance of its obligations under the Reimbursement/Cash Collateral KeyMile Working Capital Facility Guaranty as in effect on the Closing Date or as amended in accordance with the provisions of this Agreement, and (E) its the incurrence of obligations and liabilities (including indemnification obligations and liabilities, obligations, and Indebtedness ) under the B. Xxxxx Guarantee Reimbursement Agreement and KeyMile Acquisition Documents as in effect on the B. Xxxxx Fee LetterClosing Date or as amended in accordance with the provisions of this Agreement. (c) [RESERVED]. (d) No Dormant Subsidiary (i) renders any services to any Customer (other than another Company) that results in the creation of any Receivable or otherwise currently engages in any business of any kind (other than with any other Company), or (ii) owns any property or assets (other than any asserts of property of de minimus value, which may include the Equity Interests of any other Dormant Subsidiary). (e) As of the Closing Date, there are no Tier II Material Subsidiaries or Tier I Material Subsidiaries.