Limited purpose company. Notwithstanding anything herein to the contrary, the Borrower shall not: (a) create, incur, assume or have outstanding any Indebtedness or other liabilities or obligations except for obligations under or in respect of the Loan Documents; (b) own any Property except for the Preferred Stock and dividends thereon; (c) enter into any transaction of merger, consolidation or amalgamation, or liquidate, wind up or dissolve itself (or suffer any liquidation or dissolution); (d) create, incur or permit to exist any Lien (other than the Lien created by the Company Pledge Agreement) on or in respect of, or convey, sell, lease, assign, transfer or otherwise dispose of, any of its Property; (e) make or hold any Investment, except operating deposit accounts with banks and Permitted Investments; (f) declare or make any Dividend Payment at any time; (g) enter into any transaction (including, without limitation, the purchase or sale of any Property or service) with, or make any payment or transfer to, any Affiliate except in the ordinary course of business and pursuant to the reasonable requirements of the Borrower's business and upon fair and reasonable terms no less favorable to the Borrower than the Borrower would obtain in a comparable arms-length transaction with a Person which is not an Affiliate; (h) create or acquire any Subsidiaries; or (i) otherwise engage in any business or transaction other than the transactions contemplated by (and consistent with) the Basic Documents and incidental thereto.
Appears in 4 contracts
Samples: Credit Agreement (State Auto Financial Corp), Credit Agreement (State Auto Financial Corp), Credit Agreement (State Auto Financial Corp)