Common use of Passive Holding Company Status Clause in Contracts

Passive Holding Company Status. Holdings will not (i) conduct, transact or otherwise engage in, or commit to conduct, transact or otherwise engage in, any business or operations other than those incidental to its ownership of the Capital Stock of the Borrower and Holdings’ other Subsidiaries, (ii) incur, create, assume or suffer to exist any Indebtedness or other liabilities or financial obligations, except (x) nonconsensual obligations imposed by operation of law, (y) obligations pursuant to the Loan Documents to which it is a party and (z) obligations with respect to its Capital Stock, or (iii) own, lease, manage or otherwise operate any properties or assets (other than cash, cash equivalents or other than the ownership of shares of Capital Stock of the Borrower or Holdings’ other Subsidiaries).

Appears in 1 contract

Samples: Credit Agreement (Griffon Corp)

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Passive Holding Company Status. Holdings will not (i) conduct, transact or otherwise engage in, or commit to conduct, transact or otherwise engage in, any business or operations other than those incidental to its ownership of the Capital Stock Equity Interests of the Borrower and Holdings’ other SubsidiariesBorrower, (ii) incur, create, assume or suffer to exist any Indebtedness or other liabilities or financial obligations, except (x) nonconsensual obligations imposed by operation of law, (y) obligations pursuant to the Loan Documents or the Term Loan Documents to which it is a party and (z) obligations with respect to its Capital StockEquity Interests, or (iii) own, lease, manage or otherwise operate any properties or assets (other than cash, cash equivalents or other than the ownership of shares of Capital Stock Equity Interests of the Borrower or Holdings’ other SubsidiariesBorrower).

Appears in 1 contract

Samples: Credit Agreement (Griffon Corp)

Passive Holding Company Status. Holdings will not (i) conduct, transact or otherwise engage in, or commit to conduct, transact or otherwise engage in, any business or operations other than those incidental to its ownership of the Capital Stock Equity Interests of the Borrower Borrowers and Holdings’ other Subsidiaries, (ii) incur, create, assume or suffer to exist any Indebtedness or other liabilities or financial obligations, except (x) nonconsensual obligations imposed by operation of law, (y) obligations pursuant to the Loan Documents to which it is a party and (z) obligations with respect to its Capital StockEquity Interests, or (iii) own, lease, manage or otherwise operate any properties or assets (other than cash, cash equivalents or other than the ownership of shares of Capital Stock Equity Interests of the Borrower Borrowers or Holdings’ other Subsidiaries).

Appears in 1 contract

Samples: Credit Agreement (Griffon Corp)

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Passive Holding Company Status. Holdings will not (i) conduct, transact or otherwise engage in, or commit to conduct, transact or otherwise engage in, any business or operations other than those incidental to its ownership of the Capital Stock Equity Interests of the Borrower and Holdings’ other SubsidiariesBorrower, (ii) incur, create, assume or suffer to exist any Indebtedness or other liabilities or financial obligations, except (x) nonconsensual obligations imposed by operation of law, (y) obligations pursuant to the Loan Credit Documents and the Revolving Credit Documents to which it is a party and (z) obligations with respect to its Capital StockEquity Interests, or (iii) own, lease, manage or otherwise operate any properties or assets (other than cashCash, cash equivalents or other than Cash Equivalents and the ownership of shares of Capital Stock Equity Interests of the Borrower or Holdings’ other SubsidiariesBorrower).

Appears in 1 contract

Samples: Credit and Guarantee Agreement (Griffon Corp)

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