Common use of Holding Companies Clause in Contracts

Holding Companies. The Company shall not trade, carry on any business, own any assets or incur any liabilities except for any trade, business, assets or liabilities that arise from or in relation to the following: (a) the provision of administrative services (excluding legal and treasury services) to other members of the Restricted Group of a type customarily provided by a holding company to its Subsidiaries; (b) ownership of shares in its Subsidiaries, intra-Group debit balances, intra-Group credit balances and other credit balances in bank accounts, cash and Cash Equivalent Investments but only if those shares, credit balances, cash and Cash Equivalent Investments are subject to the Transaction Security (save where no such Transaction Security is required under the terms of this Agreement); (c) any liabilities and the performance of obligations under the Transaction Documents and Shareholder Loans to which it is a party and incurrence and payment of professional and advisory fees and administration costs in the ordinary course of business as a holding company or as otherwise expressly permitted or not prohibited by any other term of any Finance Document; (d) any guarantee of the obligations of another member of the Group which is permitted under “Limitation on Issuance of Guarantees of Indebtedness by Restricted Subsidiaries” of Schedule 15 (Incurrence Covenants Schedule).

Appears in 6 contracts

Samples: Revolving Facility Agreement (Nord Anglia Education, Inc.), Senior Revolving Facility Agreement (Nord Anglia Education, Inc.), Amendment and Restatement Agreement (Nord Anglia Education, Inc.)

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Holding Companies. The Company Neither Parent nor Borrower shall not trade, carry on any business, own any assets or incur any liabilities except for any trade, business, assets or liabilities that arise from or in relation to the following: (a) the provision of administrative services (excluding legal and treasury services) to other members of the Restricted Group of a type customarily provided by a holding company Holding Company to its Subsidiaries; (b) ownership of shares in its Subsidiaries, intra-Restricted Group debit balances, intra-intra Restricted Group credit balances and other credit balances in bank accounts, cash and Cash Equivalent Investments Equivalents but only if those shares, credit balances, cash and Cash Equivalent Investments Equivalents are subject to the Transaction Security (save where no such Transaction Security is required under the terms of this Agreement); (c) any liabilities and the performance of obligations under the Transaction Credit Documents and/or shareholder loans (and Shareholder Loans in each case, any other documents relating thereto) to which it is a party and incurrence and payment of professional and advisory fees and administration costs in the ordinary course of business as a holding company Holding Company or as otherwise expressly permitted or not prohibited by any other term of any Finance Credit Document; (d) any guarantee of the obligations of another member of the Restricted Group which is permitted under the covenant entitled “Limitation on Issuance of Guarantees of Indebtedness Debt by Restricted Subsidiaries” set forth in Section 6.9; and (e) in the case of Schedule 15 Parent, business and financing activities in connection with the any Equity Issuance (Incurrence Covenants Schedule)including the Initial Public Offering and the Follow-On Public Offering) and otherwise attributable to being a publicly traded company.

Appears in 1 contract

Samples: Credit and Guaranty Agreement (Nord Anglia Education, Inc.)

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Holding Companies. The Company Neither Parent nor Borrower shall not trade, carry on any business, own any assets or incur any liabilities except for any trade, business, assets or liabilities that arise from or in relation to the following: (a) the provision of administrative services (excluding legal and treasury services) to other members of the Restricted Group of a type customarily provided by a holding company Holding Company to its Subsidiaries; (b) ownership of shares in its Subsidiaries, intra-Restricted Group debit balances, intra-intra Restricted Group credit balances and other credit balances in bank accounts, cash and Cash Equivalent Investments Equivalents but only if those shares, credit balances, cash and Cash Equivalent Investments Equivalents are subject to the Transaction Security (save where no such Transaction Security is required under the terms of this Agreement); (c) any liabilities and the performance of obligations under the Transaction Credit Documents and/or shareholder loans (and Shareholder Loans in each case, any other documents relating thereto) to which it is a party and incurrence and payment of professional and advisory fees and administration costs in the ordinary course of business as a holding company Holding Company or as otherwise expressly permitted or not prohibited by any other term of any Finance Credit Document; (d) any guarantee of the obligations of another member of the Restricted Group which is permitted under the covenant entitled “Limitation on Issuance of Guarantees of Indebtedness Debt by Restricted Subsidiaries” set forth in Section 6.9; and (e) in the case of Schedule 15 (Incurrence Covenants Schedule)Parent, business and financing activities in connection with the Initial Public Offering and otherwise attributable to being a publicly traded company.

Appears in 1 contract

Samples: Credit and Guaranty Agreement (Nord Anglia Education, Inc.)

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