Dormant Subsidiaries. (a) To the extent that any Proposed Dormant Subsidiary is not a Dormant Subsidiary on the date being 12 months from the Closing Date, the Company shall ensure that such Proposed Dormant Subsidiary:
(i) grants such Security as the Agent may require (acting reasonably); and
(ii) becomes an Additional Guarantor in accordance with Clause 29.4 (Additional Guarantors), in each case subject to the Agreed Security Principles and if and to the extent required to ensure the Coverage Test is complied with.
(b) No Obligor shall (and the Company shall ensure no member of the Restricted Group will) cause or permit any member of the Restricted Group which is a Dormant Subsidiary to commence trading or cease to satisfy the criteria for a Dormant Subsidiary unless, subject to the Agreed Security Principles, such Dormant Subsidiary becomes an Additional Guarantor if and to the extent required pursuant to Clause 29.4 (Additional Guarantors).
(c) No Proposed Dormant Subsidiary shall trade, carry on any business or acquire any assets or incur any liability except as required to give effect to such Proposed Dormant Subsidiary becoming a Dormant Subsidiary in accordance with Clause 25.5(a).
Dormant Subsidiaries. No Obligor shall (and the Company shall ensure no member of the Group will) cause or permit any member of the Group which is a Dormant Subsidiary to commence trading or cease to satisfy the criteria for a Dormant Subsidiary unless the Company has given the Agent prior written notice whereupon the relevant entity shall cease to be a Dormant Subsidiary.
Dormant Subsidiaries. The Borrower shall ensure that Southwest Illinois Treatment Center, Inc. and Stonehedge Convalescent Center, Limited Partnership shall remain dormant companies and shall remain dormant until such time as they are dissolved in accordance with the Laws under which they are organized.
Dormant Subsidiaries. The BVI Borrower shall cause each Dormant Subsidiary to maintain its status as a non-operating company.
Dormant Subsidiaries. Each Dormant Subsidiary (a) is not actively engaged in any business, and (b) has no assets with a book value in excess of $1,500,000 or annual revenues in excess of $1,500,000.
Dormant Subsidiaries. Each of the Dormant Subsidiaries is dormant and not engaged in any business activities (other than the maintenance of its corporate existence as a dormant entity under English law or Scottish law, as applicable). Each of the Dormant Subsidiaries does not hold any assets, has no operations or liabilities and has not incurred any Indebtedness nor granted any Liens.
Dormant Subsidiaries. No Obligor shall (and the Borrower shall ensure no other Group Company will) cause or permit any Dormant Subsidiary that is:
(a) a Minority Group Company; and
(b) a Charged Group Company, to commence trading or cease to satisfy the criteria for a Dormant Subsidiary, unless a Minority Shareholder Waiver Letter has been entered into in relation to such Dormant Subsidiary.
Dormant Subsidiaries. As of the date of this Agreement and the Closing Date, each Subsidiary of the Company which is not an Original Guarantor is a Dormant Subsidiary.
Dormant Subsidiaries. The Borrower shall not (and shall ensure no member of the Group shall) cause or permit any member of the Group which is a Dormant Subsidiary to commence trading or cease to satisfy the criteria for a Dormant Subsidiary unless such Dormant Subsidiary becomes an Additional Security Provider in accordance with clause 26.2 (Additional Security Providers).
Dormant Subsidiaries. Borrowers shall not contribute Property to or otherwise Invest in any Dormant Subsidiary or permit such Dormant Subsidiaries to incur any liabilities or conduct any business of any nature whatsoever unless Borrowers (i) provide Administrative Agent with not less than ten Business Day’s prior written notice of the intent to Invest in or conduct business through such Dormant Subsidiary, (ii) pledge all of the issued and outstanding equity securities of such Dormant Subsidiary to Administrative Agent pursuant to pledge agreement substantially similar to those agreements executed in connection with the closing of this Agreement, and (iii) cause such Dormant Subsidiary to join the Guaranty and to gxxxx x Xxxx upon all of its Property in favor of Administrative Agent to secure its obligations under the Guaranty.
