Parent as Holding Company. Parent shall not incur any liabilities (other than liabilities arising under the Loan Documents), own or acquire any assets (other than the Equity Interests of Borrowers and its other Subsidiaries) or engage itself in any operations or business, except in connection with its ownership of Borrowers and Parent’s other Subsidiaries and Parent’s rights and obligations under the Loan Documents.
Parent as Holding Company. In the case of the Parent, not directly or indirectly enter into or conduct any business, or engage in any activity (including, without limitation, any action or transaction that is required or restricted with respect to the Borrower and its Subsidiaries under Sections 5.01 and 5.02 without regard to any of the enumerated exceptions to such covenants), other than (i) the ownership, acquisition and disposition of Equity Interests of the Borrower, (ii) the management of the business of the Borrower, and such activities as are incidental thereto, all of which shall be solely in furtherance of the business of the Borrower, (iii) the ownership of (A) assets that have been distributed to the Parent by its Subsidiaries and that are held by the Parent pending further distribution to equity holders of the Parent, (B) assets received by the Parent from third parties (including the net cash proceeds from any issuance and sale by the Parent of any of its Equity Interests), that are held pending contribution of the same to the Borrower, (C) such bank accounts or similar instruments as the Parent deems necessary to carry out its responsibilities under the organization documents of the Borrower and (D) other tangible and intangible assets that, taken as a whole, are de minimis in relation to the net assets of the Parent and its Subsidiaries, but which shall in no event include any Equity Interests other than those permitted in clauses (iii)(A) and (B) of this sentence, (iv) the maintenance of its legal existence (including the ability to incur fees, costs and expenses relating to such maintenance), (v) the performance of its obligations with respect to the Loan Documents, (vi) any public offering of its common stock or any other issuance or sale of its Equity Interests (provided that 100% of the net cash proceeds of such issuance or sale shall be contributed to the Borrower), (vii) subject to Sections 5.02(g) and 5.04(a)(v), the payment of dividends, (viii) making contributions to the capital of the Borrower, (ix) participating in tax, accounting and other administrative matters as a member of the Consolidated Group, (x) providing indemnification to officers, managers and directors, (xi) any activities incidental to compliance with the provisions of the Securities Act of 1933, as amended, the Exchange Act of 1934, as amended, any rules and regulations promulgated thereunder, and the rules of national securities exchanges, in each case, as applicable to the Parent, as wel...
Parent as Holding Company. Permit the Parent to incur any Indebtedness for borrowed money (other than Indebtedness arising under the Loan Documents), own or acquire any assets (other than the Equity Interests of other Loan Parties and Subsidiaries or any assets incidental thereto and other assets with de minimis fair market value) or engage itself in any operations or business (other than actions required for compliance with, or are expressly permitted under, the Loan Documents, activities in connection with or in preparation for an initial public offering, entry into and performance of the Tax Receivable Agreement, including pursuant to any early termination thereof and other activities incidental to being a holding company).
Parent as Holding Company. Each Borrower will not permit Parent to incur any liabilities, own or acquire any assets, or engage itself in any operations or business, except (i) the ownership of assets or incurrence of liabilities in connection with Parent's ownership of Borrowers and its rights and obligations under the Loan Documents, (ii) the incurrence of liabilities in connection with stock incentive and stock buyback plans not otherwise prohibited hereunder, (iii) the incurrence of indemnification obligations under (A) Parent's organizational documents and (B) letters of intent issued in connection with Permitted Acquisitions, (iv) the guaranty by Parent of any obligations of a Borrower, to the extent such obligations are otherwise permitted hereunder, (v) the issuance of Indebtedness in connection with stock repurchases otherwise permitted hereunder, and the ownership of any stock repurchased in connection therewith, (vi) the incurrence of liabilities constituting ordinary course overhead expenses in connection with Parent's activities as a holding company and related to the business of the Loan Parties, including liabilities for payment of taxes associated with the operations of the Loan Parties and (vii) the incurrence of liabilities arising out of litigation matters not otherwise constituting a default hereunder.
Parent as Holding Company. Permit Parent to (a) incur any liabilities, other than (i) liabilities under the Loan Documents, (ii) liabilities under the Subordinated Advantage Loan Documents, (iii) tax liabilities in the ordinary course of business, (iv) Parent Subordinated Debt, and (v) corporate, administrative and operating expenses in the ordinary course of business, including, but not limited to, such expenses inherent in providing the services to Loan Parties contemplated under the Management Services Agreement, (b) own or acquire any assets, other than (i) the Equity Interests of Parent (by way of repurchase) or any Loan Party, (ii) the Equity Interests of QALICB, (iii) cash and Cash Equivalents, (iv) hold a leasehold interest in any Facility, including as lessee or sublessor, or (c) engage in any trade or business, other than (i) owning the Equity Interests of Loan Parties and activities incidental thereto, (ii) owning the Equity Interests of QALICB and activities incidental thereto, (iii) acting as a Guarantor and granting to Administrative Agent, a Lien on certain Collateral, (iv) being the employer of executive officers of Parent and/or Loan Parties under executive officer employment agreements and (v) providing services under the Management Services Agreement.”
Parent as Holding Company. Permit the Parent to incur any liabilities (other than liabilities arising under the Loan Documents and the Senior Subordinated Notes), own or acquire any assets (other than the Capital Stock of the Borrower) or engage itself in any operations or business.
Parent as Holding Company. Borrower will not permit Parent to not incur any liabilities (other than liabilities arising under the Loan Documents), own or acquire any assets (other than the Equity Interests of Borrower and the other Loan Parties) or engage itself in any operations or business, except (a) in connection with its ownership of Borrower and the other Loan Parties, (b) activities incidental to maintenance of its corporate existence and the issuance of its Equity Interests, (c) guaranties of Indebtedness of Subsidiaries of Parent permitted by clause (e) of the definition of “Permitted Indebtedness” (provided that guaranties by Parent of Indebtedness of Subsidiaries of Parent that are not Loan Parties together with loans provided pursuant to clause (d) of the definition of “Permitted Intercompany Advances” shall not exceed $500,000 in the aggregate) and (d) its rights and obligations under the Loan Documents.
Parent as Holding Company. Parent will not incur any liabilities (other than liabilities arising under the Loan Documents and the Senior Secured Note Documents), own or acquire any assets (other than the Equity Interests of other Borrowers) or engage itself in any operations or business, except in connection with its ownership of other Borrowers and its rights and obligations under the Loan Documents and the Senior Secured Note Documents; provided that the foregoing shall not restrict Parent from participating in tax, accounting and other administrative matters as a member or parent of the consolidated group or providing indemnification or paying reasonable fees and expenses to officers and directors.
Parent as Holding Company. Parent shall not incur any liabilities (other than liabilities arising under the Loan Documents, the Advisory Agreement and in connection with its acquisition of the Borrower), own or acquire any assets (other than the Equity Interests of Borrower and its other Subsidiaries) or engage itself in any operations or business, except in connection with its ownership of Borrower and its other Subsidiaries and its rights and obligations under the Loan Documents and activities incidental to the direct and indirect ownership of its Subsidiaries, activities incidental to the maintenance of its corporate existence, activities related to any debt and equity financing of its acquisition of the Borrower and the consummation of the transactions related thereto.
Parent as Holding Company. Permit Parent to incur any liabilities (other than liabilities arising under the Loan Documents or the Working Capital Loan Documents, the Subordinated Debt Loan Documents or the WHX Guaranty Documents), own or acquire any assets (other than the Stock of its Subsidiaries) or engage itself in any operations or business except as set forth on SCHEDULE 6.17.
