Common use of Holdings Clause in Contracts

Holdings. In the case of Holdings, conduct, transact or otherwise engage in any business or operations other than the following (and activities incidental thereto): (i) its direct ownership of the Equity Interests of the Borrower and its indirect ownership of the Equity Interests of the Subsidiaries of the Borrower, (ii) the maintenance of its legal existence (including the ability to incur fees, costs and expenses relating to such maintenance), (iii) the performance of its obligations with respect to the Loan Documents, the ABL Facilities, any Senior Notes, any Qualified Holding Company Debt, any Permitted Ratio Debt, any Term Loan Refinancing Debt or the Merger Agreement and the other agreements contemplated by the Merger Agreement, (iv) any public offering of its common stock or any other issuance of its Equity Interests or any transaction permitted under Section 7.04, (v) 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 in each case solely to the extent permitted hereunder, (vi) participating in tax, accounting and other administrative matters as a member of the consolidated group of Holdings and the Borrower, (vii) holding any cash or property received in connection with Restricted Payments made by the Borrower in accordance with Section 7.06 pending application thereof by Holdings, (viii) providing indemnification to officers and directors and (ix) activities incidental to the businesses or activities described in clauses (i) to (viii) of this Section 7.13.

Holdings. In the case of Holdings, conduct, transact or otherwise engage in any business or operations other than the following (and activities incidental thereto): (i) its direct ownership of the Equity Interests of the Borrower and its indirect ownership of the Equity Interests of the Subsidiaries of the Borrower, (ii) the maintenance of its legal existence (including the ability to incur fees, costs and expenses relating to such maintenance), (iii) the performance of its obligations with respect to the Loan Documents, the ABL Facilities, any Senior Notes, any Qualified Holding Company Debt, any Permitted Ratio Debt, any Term Loan Credit Agreement Refinancing Indebtedness, any Permitted Pari Passu Secured Debt or the Merger Agreement and the any other agreements contemplated Indebtedness permitted to be incurred by the Merger AgreementHoldings pursuant to Section 7.03, (iv) any public offering of its common stock or any other issuance of its Equity Interests or any transaction permitted under Section 7.04, (v) financing activities, including the issuance of securities, incurrence of debt, payment of dividendsRestricted Payments, making contributions to the capital of its Subsidiaries and guaranteeing the obligations of its Subsidiaries in each case solely to the extent permitted hereunder, (vi) participating in tax, accounting and other administrative matters as a member of the consolidated group of Holdings and the Borrower, (vii) holding any cash or property received in connection with Restricted Payments made by the Borrower in accordance with Section 7.06 pending application thereof by Holdings, (viii) providing indemnification to officers and directors and (ix) activities incidental to the businesses or activities described in clauses (i) to (viii) of this Section 7.13.

Holdings. In the case of Holdings, conduct, transact or otherwise engage in any business or operations other than the following (and activities incidental thereto): (i) its direct ownership of the Equity Interests of the Borrower and its indirect ownership of the Equity Interests of the Subsidiaries of the Borrower, (ii) the maintenance of its legal existence (including the ability to incur fees, costs and expenses relating to such maintenance), (iii) the performance of its obligations with respect to the Loan Documents, the ABL FacilitiesTerm Facility, any Senior Notes, any Qualified Holding Company Debt, any Permitted Ratio Debt, any Term Loan Refinancing Debt or the Merger Agreement and the other agreements contemplated by the Merger Agreement, (iv) any public offering of its common stock or any other issuance of its Equity Interests or make payments or restricted payments with any amounts received in any transaction permitted under Section 7.049.6, (v) financing activities, including the incurrence of Qualified Holding Company Debt and the issuance of securitiesQualified Equity Interests, incurrence of debt, payment of dividends, (vi) making contributions to the capital of its Subsidiaries and Subsidiaries, (vii) guaranteeing the obligations of the Borrower and its Subsidiaries in each case solely to the extent permitted such obligations of the Borrower and its Subsidiaries are not prohibited hereunder, (viviii) participating in tax, accounting and other administrative matters as a member of the consolidated group of Holdings and the Borrower, (viiix) holding any cash or property received in connection with Restricted Payments made by the Borrower in accordance with Section 7.06 9.6 pending application thereof by Holdings, (viiix) providing indemnification to officers and directors and (ixxi) activities incidental to the businesses or activities described in clauses (i) to (viiix) of this Section 7.139.15.

Holdings. In the case of Holdings, conduct, transact or otherwise engage in any material business or operations other than the following (and activities incidental thereto): (i) its direct ownership of the Equity Interests of the Parent Borrower and activities incidental thereto, including payment of dividends and other amounts in respect of its indirect ownership of the Equity Interests of the Subsidiaries of the BorrowerInterests, (ii) the maintenance of its legal existence (including the ability to incur fees, costs and expenses relating to such maintenance), (iii) the performance of its obligations with respect to the Loan Documents, the ABL Facilities, any Senior Notes, any Qualified Holding Company Debt, any and Permitted Ratio Debt, and Credit Agreement Refinancing Indebtedness, any Term Loan Refinancing Incremental Equivalent Debt or the Merger Agreement and the other agreements contemplated by the Merger Agreement, (iv) any public offering of its common stock or any other issuance or sale of its Equity Interests or any transaction permitted under Section 7.04, (v) 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 in each case solely to the extent permitted not prohibited hereunder, ; (vi) participating in tax, accounting and other administrative matters as a member of the consolidated group of Holdings and the Parent Borrower, (vii) holding any cash or property received in connection with Restricted Payments made by the Borrower in accordance with Section 7.06 pending application thereof by Holdings(but not operate any property), (viii) providing indemnification to officers and directors and (ix) activities incidental to the businesses or activities described in clauses (i) to (viiivii) of this Section 7.137.14.

Holdings. In the case of Holdings, conduct, transact or otherwise engage in any business or operations other than the following (and activities incidental thereto): (i) its direct ownership of the Equity Interests of the Borrower and its indirect ownership of the Equity Interests of the Subsidiaries of the Borrower, (ii) the maintenance of its legal existence (including the ability to incur fees, costs and expenses relating to such maintenance), (iii) the performance of its obligations with respect to the Loan Documents, the ABL Facilities, any Senior Notesthe First Lien Term Facilities, any Qualified Holding Company Debt, any Permitted Ratio Debt, any Term Loan Credit Agreement Refinancing Indebtedness, any Permitted Pari Passu Secured Debt or the Merger Agreement and the any other agreements contemplated Indebtedness permitted to be incurred by the Merger AgreementHoldings pursuant to Section 7.03, (iv) any public offering of its common stock or any other issuance of its Equity Interests or any transaction permitted under Section 7.04, (v) financing activities, including the issuance of securities, incurrence of debt, payment of dividendsRestricted Payments, making contributions to the capital of its Subsidiaries and guaranteeing the obligations of its Subsidiaries in each case solely to the extent permitted hereunder, (vi) participating in tax, accounting and other administrative matters as a member of the consolidated group of Holdings and the Borrower, (vii) holding any cash or property received in connection with Restricted Payments made by the Borrower in accordance with Section 7.06 pending application thereof by Holdings, (viii) providing indemnification to officers and directors and (ix) activities incidental to the businesses or activities described in clauses (i) to (viii) of this Section 7.13.

Holdings. In the case of Holdings, conduct, transact or otherwise engage in any business or operations other than the following (and activities incidental thereto): (i) its direct ownership of the Equity Interests of the Borrower and its indirect ownership of the Equity Interests of the Subsidiaries of the Borrower, (ii) the maintenance of its legal existence (including the ability to incur fees, costs and expenses relating to such maintenance), (iii) the performance of its obligations with respect to the Loan Documents, the ABL Facilities, any Senior Notes, any Qualified Holding Company Debt, any Permitted Ratio Debt, any Term Loan Credit Agreement Refinancing Indebtedness, any Permitted Pari Passu Secured Debt or the Merger Agreement and the any other agreements contemplated Indebtedness permitted to be incurred by the Merger AgreementHoldings pursuant to Section 7.03, (iv) any public offering of its common stock or any other issuance of its Equity Interests or any transaction permitted under Section 7.04, (v) financing activities, including the issuance of securities, incurrence of debt, payment of dividendsRestricted Payments, making contributions to the capital of its Subsidiaries and guaranteeing the obligations of its Subsidiaries in each case solely to the extent permitted hereunder, (vi) participating in tax, accounting and other administrative matters as a member of the consolidated group of Holdings (or any direct or indirect parent entity of Holdings) and the Borrower, (vii) holding any cash or property received in connection with Restricted Payments made by the Borrower in accordance with Section 7.06 pending application thereof by Holdings, (viii) providing indemnification to officers and directors and (ix) activities incidental to the businesses or activities described in clauses (i) to (viii) of this Section 7.13.

Holdings. In the case of Holdings, conduct, transact or otherwise engage in any business or operations other than the following (and activities incidental thereto): (ia) its direct ownership of the Equity Interests of the Borrower and its indirect ownership of the Equity Interests of the Subsidiaries of the Parent Borrower, (iib) the maintenance of its legal existence (including the ability to incur fees, costs and expenses relating to such maintenance), (iiic) the performance of its obligations with respect to the Loan Documents, the ABL Senior Unsecured Interim Loan Facilities, the Senior Notes, any Senior Unsecured Exchange Notes, any Permitted Subordinated Notes, any Permitted Secured Debt, any Qualified Holding Company Debt, any Permitted Ratio Debt, any Term Loan Refinancing Debt or the Merger Arrangement Agreement and the other agreements contemplated by the Merger Arrangement Agreement, (ivd) any public offering of its common stock or any other issuance of its Equity Interests or any transaction permitted under Section 7.04, (ve) 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 in each case solely to the extent permitted hereunderSubsidiaries, (vif) participating in tax, accounting and other administrative matters as a member of the consolidated group of Holdings and the Parent Borrower, (viig) holding any cash or property received in connection with Restricted Payments made by the Parent Borrower in accordance with Section 7.06 pending application thereof by Holdings, (viiih) providing indemnification to officers and directors and (ix) activities incidental to the businesses or activities described in clauses (i) to (viii) conducting, transacting or otherwise engaging in any business or operations of this Section 7.13the type it conducts, transacts or engages in on the Closing Date.

Holdings. In the case of Holdings, conduct, transact or otherwise engage in any business or operations other than the following (and activities incidental thereto): (i) its direct ownership of the Equity Interests of the Borrower and its indirect ownership of the Equity Interests of the Subsidiaries of the Borrower, (ii) the maintenance of its legal existence (including the ability to incur fees, costs and expenses relating to such maintenance), (iii) the performance of its obligations with respect to the Loan Documents, the ABL Facilities, any Senior Notes, any Qualified Holding Company Debt, any Permitted Ratio Debt, any Term Loan Refinancing Debt or the Merger Agreement and the other agreements contemplated by the Merger Agreement, (iv) any public offering of its common stock or any other issuance of its Equity Interests or any transaction permitted under Section 7.04, (v) 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 in each case solely to the extent permitted hereunder, (vi) participating in tax, accounting and other administrative matters as a member of the consolidated group of Holdings and the Borrower, (vii) holding any cash or property received in connection with Restricted Payments made by the Borrower in accordance with Section 7.06 pending application thereof by Holdings, (viii) providing indemnification to officers and directors and (ix) activities incidental to the businesses or activities described in clauses (i) to (viii) of this Section 7.13.. 115

Holdings. In the case of Holdings, conduct, transact or otherwise engage in any business or operations other than the following (and activities incidental thereto): (i) its direct ownership of the Equity Interests of the Borrower and its indirect ownership of the Equity Interests of the Subsidiaries of the Borrower, (ii) the maintenance of its legal existence (including the ability to incur fees, costs and expenses relating to such maintenance), (iii) the performance of its obligations with respect to the Loan Documents, the ABL FacilitiesTerm Facility, any Senior Notes, Notes or any Qualified Holding Company Debt, any Permitted Ratio Debt, any Term Loan Refinancing Debt or the Merger Agreement and the other agreements contemplated by the Merger Agreement, (iv) any public offering of its common stock or any other issuance of its Equity Interests or make payments or restricted payments with any amounts received in any transaction permitted under Section 7.049.6, (v) financing activities, including the incurrence of Qualified Holding Company Debt and the issuance of securities, incurrence of debtQualified Equity Interests, payment of dividends, (vi) making contributions to the capital of its Subsidiaries and Subsidiaries, (vii) guaranteeing the obligations of its Subsidiaries in each case solely to the extent such obligations of the Borrower and its Subsidiaries are permitted hereunder, (viviii) participating in tax, accounting and other administrative matters as a member of the consolidated group of Holdings and the Borrower, (viiix) holding any cash or property received in connection with Restricted Payments made by the Borrower in accordance with Section 7.06 9.6 pending application thereof by Holdings, (viiix) providing indemnification to officers and directors and (ixxi) activities incidental to the businesses or activities described in clauses (i) to (viiix) of this Section 7.139.13.

Holdings. In the case of Holdings, conduct, transact or otherwise engage in any business or operations other than the following (and activities incidental thereto): (i) its direct ownership of the Equity Interests of the Borrower and its indirect ownership of the Equity Interests of the Subsidiaries of the Borrower, (ii) the maintenance of its legal existence (including the ability to incur fees, costs and expenses relating to such maintenance), (iii) the performance of its obligations with respect to the Loan Documents, the ABL Facilities, any Senior Notes, Term Facility or any Qualified Holding Company Debt, any Permitted Ratio Debt, any Term Loan Refinancing Debt or the Merger Agreement and the other agreements contemplated by the Merger Agreement, (iv) any public offering of its common stock or any other issuance of its Equity Interests or making payments or restricted payments with any amounts received in any transaction permitted under Section 7.049.6, (v) financing activitiesthe incurrence of Qualified Holding Company Debt, including the issuance of securities, and the incurrence of debtQualified Equity Interests, payment of dividends, (vi) making contributions to the capital of its Subsidiaries and Subsidiaries, (vii) guaranteeing the obligations of its Subsidiaries in each case solely to the extent such obligations of the Borrower and its Subsidiaries are permitted hereunder, (viviii) participating in tax, accounting and other administrative matters as a member of the consolidated group of Holdings and the Borrower, (viiix) holding any cash or property received in connection with Restricted Payments made by the Borrower in accordance with Section 7.06 9.6 pending application thereof by Holdings, (viiix) providing indemnification to officers and directors directors, (xi) making investments in Cash Equivalents in the ordinary course of business, and (ixxii) activities incidental to the businesses or activities described in clauses (i) to (viiixi) of this Section 7.139.13.

Holdings. In the case of Holdings, conduct, transact or otherwise engage in any business or operations other than the following (and activities incidental thereto): (i) its direct ownership of the Equity Interests of the Borrower and its indirect ownership of the Equity Interests of the Subsidiaries of the Borrower, (ii) the maintenance of its legal existence (including the ability to incur fees, costs and expenses relating to such maintenance), (iii) the performance of its obligations with respect to the Loan Documents, the ABL Facilities, any Senior Notes, First Lien Term Facility and any Qualified Holding Company Debt, any Permitted Ratio Debt, any Term Loan Refinancing Debt or the Merger Agreement and the other agreements contemplated by the Merger Agreement, (iv) any public offering of its common stock or any other issuance of its Equity Interests or (including Qualified Equity Interests), (v) any transaction permitted under Section 7.049.4, (vvi) financing activitiesthe making of payments or restricted payments (x) to the extent otherwise permitted under this Section 9.13 and (y) with any amounts received in any transaction permitted under Section 9.6, including (vii) the issuance of securities, incurrence of debtQualified Holding Company Debt, payment of dividends, (viii) making contributions to the capital of its Subsidiaries and Subsidiaries, (ix) guaranteeing the obligations of the Borrower and its Subsidiaries in each case solely to the extent permitted such obligations of the Borrower and its Subsidiaries are not prohibited hereunder, (vix) participating in tax, accounting and other administrative matters as a member of the consolidated group of Holdings and the Borrower, (viixi) holding any cash or property received in connection with Restricted Payments made by the Borrower in accordance with Section 7.06 9.6 pending application thereof by Holdings, (viiixii) providing indemnification to officers and directors directors, (xiii) the making of Investments in assets that are Cash Equivalents and (ixxiv) activities incidental to the businesses or activities described in clauses (i) to (viiixiii) of this Section 7.139.13.