Common use of Holdings Covenant Clause in Contracts

Holdings Covenant. Holdings shall not conduct, transact or otherwise engage in any material business or material operations other than (i) the ownership and/or acquisition of the Stock of the Borrowers or any direct or indirect Parent Entities or other equity holders of the Borrowers (and any other Subsidiaries owned on the Amendment No. 6 Effective Date and any direct or indirect Parent Companies or Subsidiaries thereof), (ii) the maintenance of its legal existence, including the ability to incur fees, costs and expenses relating to such maintenance, (iii) participating in tax, accounting and other administrative matters as direct or indirect owner the Borrowers and reporting related to such matters, (iv) the performance of its obligations under and in connection with the Credit Documents, any documentation governing Permitted Other Indebtedness or Refinancing Permitted Other Indebtedness, and the other agreements contemplated hereby and thereby, (v) any public offering of its common stock or any other issuance or registration of its Stock for sale or resale not prohibited by Section 10, including the costs, fees and expenses related thereto, (vi) (A) the making of any dividend or other distribution, (B) the holding of any cash or Cash Equivalents received in connection with dividends or distributions made by the Borrowers in accordance with Section 10.5 and/or (C) the holding of other cash or Cash Equivalents, (vii) incurring fees, costs and expenses relating to overhead and general operating including professional fees for legal, tax and accounting issues and paying taxes, (vii) providing indemnification to officers and directors and as otherwise permitted hereunder, (viii) activities incidental to the consummation of the Transactions, (ix) financing activities, including the issuance of securities, incurrence of debt, payment of dividends, making contributions to the capital of its Subsidiaries and guaranteeing the obligations of its Subsidiaries, (x) any other transaction permitted pursuant to Article X and/or the consummation of any Holdings Reorganization or Replacement Transaction and (xi) activities incidental to the businesses or activities described in clauses (i) to (x) of this Section 10.8.

Holdings Covenant. Holdings shall not conduct, transact or otherwise engage in any material business or material operations other than (i) the ownership and/or acquisition of the Stock of the Borrowers or any direct or indirect Parent Entities or other equity holders of the Borrowers (and any other Subsidiaries owned on the Amendment No. 6 Effective Date and any direct or indirect Parent Companies or Subsidiaries thereof)Borrowers, (ii) the maintenance of its legal existence, including the ability to incur fees, costs and expenses relating to such maintenance, (iii) participating in tax, accounting and other administrative matters as direct or indirect owner the Borrowers and reporting related to such matters, (iv) the performance of its obligations under and in connection with the Credit Documents, any documentation governing Permitted Other Indebtedness or Refinancing Permitted Other Indebtedness, and the other agreements contemplated hereby and thereby, (v) any public offering of its common stock or any other issuance or registration of its Stock for sale or resale not prohibited by Section 10, including the costs, fees and expenses related thereto, (vi) (A) the making of any dividend or other distribution, (B) the holding of -175- any cash or Cash Equivalents received in connection with dividends or distributions made by the Borrowers in accordance with Section 10.5 and/or (C) the holding of other cash or Cash Equivalentspending application thereof, (vii) incurring fees, costs and expenses relating to overhead and general operating including professional fees for legal, tax and accounting issues and paying taxes, (vii) providing indemnification to officers and directors and as otherwise permitted hereunder, (viii) activities incidental to the consummation of the Transactions, (ix) financing activities, including the issuance of securities, incurrence of debt, payment of dividends, making contributions to the capital of its Subsidiaries and guaranteeing the obligations of its Subsidiaries, (x) any other transaction permitted pursuant to Article X and/or the consummation of any Holdings Reorganization or Replacement Transaction and (xi) activities incidental to the businesses or activities described in clauses (i) to (x) of this Section 10.810.

Holdings Covenant. Holdings shall will not conduct, transact or otherwise engage in any material operating or business or material operations activities other than (i) the ownership and/or acquisition of the Stock Equity Interests of the Borrowers or any direct or indirect Parent Entities or Borrower, including receipt and payment of Restricted Payments and other equity holders amounts in respect of Equity Interests permitted to be made by the Borrowers (and any other Subsidiaries owned on Borrower pursuant to the Amendment No. 6 Effective Date and any direct or indirect Parent Companies or Subsidiaries thereof)terms of this Agreement, (ii) the maintenance of its legal existence, including the ability to incur and pay, as applicable, fees, costs and expenses and taxes relating to such maintenance, (iii) participating in tax, accounting and other administrative matters as direct or indirect owner the Borrowers and reporting related to such mattersany Parent Entity, Holdings, and the Borrower or any of their Subsidiaries, (iv) the performance of its obligations under and in connection with the Credit Documents, Documents and any documentation governing Permitted Other any Indebtedness or Refinancing Permitted Other Indebtedness, of the Borrower and the other agreements contemplated hereby and therebyRestricted Subsidiaries permitted hereby, (v) equity financing activities, including any public offering of its common stock or any other issuance or registration of its Stock Equity Interests for sale or resale not prohibited by Section 10resale, including the costs, fees and expenses related thereto, (vi) (A) the receipt and the making (or payment) of any dividend or dividends and distributions, making contributions to the capital of the Borrower and its Restricted Subsidiaries and guaranteeing the obligations of the Borrower and its other distribution, (B) the holding of any cash or Cash Equivalents received in connection with dividends or distributions made by the Borrowers in accordance with Section 10.5 and/or (C) the holding of other cash or Cash EquivalentsRestricted Subsidiaries, (vii) incurring fees, costs and expenses relating to overhead and general operating matters, including professional fees for legal, tax and accounting issues issues, employment of corporate-level executives, administration of executive and employee cash incentive plans and paying taxes, (viiviii) holding any cash or property (but not operating any property) (excluding any Equity Interest of any Person other than the Borrower), (ix) providing indemnification to officers and directors and as otherwise permitted in Section 9.9, (x) activities as necessary to consummate any Permitted Acquisition or any other Investment of the Borrower and its Restricted Subsidiaries permitted hereunder, (viiixi) activities incidental to the consummation of the Transactions, (ixxii) financing activities, including any transaction with the issuance of securities, incurrence of debt, payment of dividends, making contributions Borrower or any Restricted Subsidiary to the capital of its Subsidiaries and guaranteeing the obligations of its Subsidiaries, (x) any other transaction extent expressly permitted pursuant to Article X and/or the consummation of any Holdings Reorganization or Replacement Transaction under this Section 10 and (xixiii) activities incidental to the businesses or activities described in clauses (i) to through (xxi) of this Section 10.8paragraph.