Common use of Permitted Activities of Holdings Clause in Contracts

Permitted Activities of Holdings. Holdings shall not (a) incur, directly or indirectly, any Indebtedness other than the Indebtedness (i) under the Credit Documents, (ii) under the the Term Loan Documents and (iii) permitted by Section 6.1(m); (b) create or suffer to exist any Lien upon any property or assets now owned or hereafter acquired by it other than the Liens created under the Collateral Documents to which it is a party; (c) engage in any business or activity or own any assets other than (i) holding 100% of the Capital Stock of Company; (ii) performing its obligations and activities incidental thereto under the Credit Documents, and to the extent not inconsistent therewith, the Term Loan Documents; (iii) making Restricted Payments to the extent permitted by Section 6.5 of this Agreement and Section 6.5 of the Term Loan Facility; (iv) making Investments to the extent permitted by Section 6.7 of this Agreement and Section 6.7 of the Term Loan Facility; (v) issuances of its Capital Stock; (vi) conducting activities arising by virtue of its status as a public company, including without limitation, compliance with its reporting obligations and other requirements applicable to public companies; and (vii) retaining Cash in a deposit account subject to a Blocked Account Agreement in the amount of any Restricted Payments received from the Company pursuant to Section 6.5(d)(i); (d) consolidate with or merge with or into, or convey, transfer or lease all or substantially all its assets to, any Person; (e) sell or otherwise dispose of any Capital Stock of any of its Subsidiaries; (f) create or acquire any Subsidiary or make or own any Investment in any Person other than Company; or (g) fail to hold itself out to the public as a legal entity separate and distinct from all other Persons.

Permitted Activities of Holdings. Holdings shall not In the case of Holdings, (a) incur, directly or indirectly, any Indebtedness or any other obligation or liability whatsoever other than the Indebtedness (i) and obligations under this Agreement, the Credit Documents, (ii) under the the Term other Loan Documents and (iii) permitted by Section 6.1(m)the Senior Notes Documents; (b) create or suffer to exist any Lien upon any assets or property or assets now owned or hereafter acquired acquired, leased or licensed by it other than the Liens created under the Collateral Security Documents to which it is a partyparty or permitted pursuant to Section 6.2; (c) engage in any business or activity or own any assets other than (i) holding 100100.0% of the Capital Stock Equity Interests of Company; the Borrower, (ii) performing its obligations and activities incidental thereto under the Credit Loan Documents, and to the extent not inconsistent therewith, the Term Loan Senior Notes Documents; and (iii) making Restricted Junior Payments to the extent permitted by Section 6.5 of this Agreement and Section 6.5 of the Term Loan Facility; (iv) making Investments to the extent permitted by Section 6.7 of this Agreement and Section 6.7 of the Term Loan Facility; (v) issuances of its Capital Stock; (vi) conducting activities arising by virtue of its status as a public company, including without limitation, compliance with its reporting obligations and other requirements applicable to public companies; and (vii) retaining Cash in a deposit account subject to a Blocked Account Agreement in the amount of any Restricted Payments received from the Company pursuant to Section 6.5(d)(i)Agreement; (d) consolidate with or merge with or into, or convey, transfer transfer, lease or lease license all or substantially all its assets to, any Person; (e) sell or otherwise dispose of any Capital Stock Equity Interests of any of its SubsidiariesSubsidiaries unless, in the case of any Subsidiary other than the Borrower, such disposition is permitted under Section 6.08(d) (it being understood that there is no restriction in this covenant on dispositions of Equity Interests in Joint Ventures); (f) create or acquire any Subsidiary or make or own any Investment in any Person other than Companythe Borrower; or (g) fail to hold itself out to the public as a legal entity separate and distinct from all other Persons.

Permitted Activities of Holdings. Holdings shall not (a) incur, directly or indirectly, any Indebtedness other than the Indebtedness (i) under the Credit Documents, (ii) under the the Term Loan Revolving Credit Documents and (iii) permitted by Section 6.1(m); (b) create or suffer to exist any Lien upon any property or assets now owned or hereafter acquired by it other than the Liens created under the Collateral Documents to which it is a party; (c) engage in any business or activity or own any assets other than (i) holding 100% of the Capital Stock of Company; (ii) performing its obligations and activities incidental thereto under the Credit Documents, and to the extent not inconsistent therewith, the Term Loan Revolving Credit Documents; (iii) making Restricted Payments to the extent permitted by Section 6.5 of this Agreement and Section 6.5 of the Term Loan Revolving Credit Facility; (iv) making Investments to the extent permitted by Section 6.7 of this Agreement and Section 6.7 of the Term Loan Revolving Credit Facility; (v) issuances of its Capital Stock; (vi) conducting activities arising by virtue of its status as a public company, including without limitation, compliance with its reporting obligations and other requirements applicable to public companies; and (vii) retaining Cash in a deposit account subject to a Blocked Account Agreement in the amount of any Restricted Payments received from the Company pursuant to Section 6.5(d)(i); (d) consolidate with or merge with or into, or convey, transfer or lease all or substantially all its assets to, any Person; (e) sell or otherwise dispose of any Capital Stock of any of its Subsidiaries; (f) create or acquire any Subsidiary or make or own any Investment in any Person other than Company; or (g) fail to hold itself out to the public as a legal entity separate and distinct from all other Persons.

Permitted Activities of Holdings. Notwithstanding anything herein to the contrary, Holdings shall not (a) incur, directly or indirectly, incur any Indebtedness whatsoever other than the Indebtedness (i) the Indebtedness and obligations under this Agreement and the Credit Documents, other Loan Documents to which Holdings is a party and (ii) under Guarantees of the obligations of the Term Borrower or any Subsidiary of the Borrower that is a Loan Documents and (iii) Party in connection with leases otherwise permitted hereby entered into by Section 6.1(m); the Borrower or any Subsidiary of the Borrower that is a Loan Party, (b) create or suffer to exist any Lien upon any property or assets now owned or hereafter acquired by it other than the Liens created under the Collateral Documents to which it is a party; (c) engage in any business or operating activity or own any assets other than (i) holding 100% the Equity Interests of the Capital Stock of CompanyBorrower; (ii) performing its obligations and activities incidental thereto under the Credit Documents, Loan Documents to which it is a party and to the extent not inconsistent therewith, the Term Loan Documentsother Indebtedness and liens and guarantees permitted hereunder; (iii) issuing its own Equity Interests subject to the terms hereof and performing its obligations and undertaking activities incidental thereto; (iv) filing tax reports and paying taxes in the ordinary course of business (and contesting any Taxes); (v) preparing reports to Governmental Authorities and to its shareholders; (i) holding director or shareholder meetings, preparing its books and records and performing other actions and activities required to maintain its separate structure or to comply with applicable requirements of Law, or its Organization Documents; and (vii) making Restricted Payments to the extent permitted by Section 6.5 of this Agreement and Section 6.5 of the Term Loan Facility; (iv) making Investments to the extent permitted by Section 6.7 of this Agreement and Section 6.7 of the Term Loan Facility; (v) issuances of its Capital Stock; (vi) conducting activities arising by virtue of its status as a public company, including without limitation, compliance with its reporting obligations and other requirements applicable to public companies; and (vii) retaining Cash in a deposit account subject to a Blocked Account Agreement in the amount of any Restricted Payments received from the Company are permitted to be made to Holdings pursuant to Section 6.5(d)(i); (d) consolidate with or merge with or into, or convey, transfer or lease all or substantially all its assets to, any Person; (e) sell or otherwise dispose of any Capital Stock of any of its Subsidiaries; (f) create or acquire any Subsidiary or make or own any Investment in any Person other than Company6.05; or (gc) fail to hold itself out to permit any Liens on the public as a legal entity separate and distinct from all Equity Interests of Borrower other Personsthan Liens in favor of the Administrative Agent, on behalf of the Secured Parties.

Permitted Activities of Holdings. Holdings shall not (a) incur, directly or indirectly, any Indebtedness or any other obligation or liability whatsoever other than the Indebtedness (i) and obligations under the Credit Documents, (ii) under the the Term Loan Documents and (iii) permitted by Section 6.1(m)Related Agreements; (b) create or suffer to exist any Lien upon any property or assets now owned or hereafter acquired by it other than the Liens created under the Collateral Documents to which it is a partyparty or permitted pursuant to Section 6.2; (c) engage in any business or activity or own any assets other than (i) holding 100% of the Capital Stock of Company; , (ii) performing its obligations and activities incidental thereto under the Credit Documents, and to the extent not inconsistent therewith, the Term Loan DocumentsRelated Agreements; (iii) making Restricted Payments to paying general administrative costs and expenses in the extent permitted by Section 6.5 ordinary course of this Agreement and Section 6.5 of the Term Loan Facilitybusiness; (iv) making Restricted Junior Payments and Investments to the extent permitted by Section 6.7 of this Agreement Agreement; and Section 6.7 of the Term Loan Facility; (v) issuances holding the Capital Stock of its Capital Stock; American Reprographics Midco, LLC (vi"MIDCO") conducting activities arising by virtue of its status as a public company, including without limitation, compliance with its reporting obligations provided that Midco shall not own any assets and thereafter shall not engage in any business or other requirements applicable to public companies; and (vii) retaining Cash in a deposit account subject to a Blocked Account Agreement in the amount of any Restricted Payments received from the Company pursuant to Section 6.5(d)(i)activity; (d) consolidate with or merge with or into, or convey, transfer or lease all or substantially all its assets to, any Person; (e) sell or otherwise dispose of any Capital Stock of any of its Subsidiaries; (f) create or acquire any Subsidiary or make or own any Investment in any Person other than Company; or (g) fail to hold itself out to the public as a legal entity separate and distinct from all other Persons.

Permitted Activities of Holdings. Holdings shall not (a) incur, directly or indirectly, any Indebtedness other than the Indebtedness (i) under the Credit Documents, Documents and (ii) under the the Term Loan Documents and (iii) permitted by Section 6.1(m)Credit Documents; (b) create or suffer to exist any Lien upon any property or assets now owned or hereafter acquired by it other than the Liens created under the Collateral Documents to which it is a party; (c) engage in any business or activity or own any assets other than (i) holding 100% of the Capital Stock of Company; (ii) performing its obligations and activities incidental thereto under the Credit Documents, and to the extent not inconsistent therewith, the Term Loan Credit Documents; (iii) making Restricted Payments to the extent permitted by Section 6.5 of this Agreement and Section 6.5 of the Term Loan Facility; (iv) making Investments to the extent permitted by Section 6.7 of this Agreement and Section 6.7 of the Term Loan Facility; (v) issuances of its Capital Stock; (vi) conducting activities arising by virtue of its status as a public company, including without limitation, compliance with its reporting obligations and other requirements applicable to public companies; and (vii) retaining Cash in a deposit account subject to a Blocked Account Agreement in the amount of any Restricted Payments received from the Company pursuant to Section 6.5(d)(i); (d) consolidate with or merge with or into, or convey, transfer or lease all or substantially all its assets to, any Person; (e) sell or otherwise dispose of any Capital Stock of any of its Subsidiaries; (f) create or acquire any Subsidiary or make or own any Investment in any Person other than Company; or (g) fail to hold itself out to the public as a legal entity separate and distinct from all other Persons.

Permitted Activities of Holdings. Holdings shall not not: (a) incur, directly or indirectly, create, incur, assume or otherwise become or remain liable with respect to any Indebtedness other than the Indebtedness Indebtedness, except (i) the Indebtedness under the Credit Loan Documents, (ii) under Guarantees of Indebtedness of the the Term Loan Documents Borrower and its Subsidiaries permitted hereunder, (iii) any Indebtedness (other than Indebtedness for borrowed money (including notes, bonds, debentures and similar instruments)) arising in connection with any Permitted Acquisition or other Investment permitted under this Agreement or any Disposition permitted by this Agreement, (iv) any Indebtedness owing to the Borrower or any Subsidiary to the extent resulting from an Investment permitted by Section 6.1(m6.05 and (v) any Indebtedness (other than Indebtedness for borrowed money (including notes, bonds, debentures and similar instruments); ) of the type permitted by Section 6.01(b), (c), (d), (e) or (f); (b) create or suffer to exist any Lien upon any property or assets now owned or hereafter acquired by it other than (i) the Liens created under the Collateral Documents to which it is a party, (ii) Permitted Liens on the Collateral that are secured on a pari passu or junior basis with the Obligations, so long as such Permitted Liens secure Guarantees permitted under clause (a)(ii) above and the underlying Indebtedness subject to such Guarantee is permitted to be secured on the same basis pursuant to Section 6.02, provided that any such Liens shall be subject to an Acceptable Intercreditor Agreement, and (iii) Liens of the type permitted under Section 6.02 (other than in respect of Indebtedness for borrowed money); or (c) engage in any business consolidate or activity or own any assets other than (i) holding 100% of the Capital Stock of Company; (ii) performing its obligations and activities incidental thereto under the Credit Documentsamalgamate with, and to the extent not inconsistent therewith, the Term Loan Documents; (iii) making Restricted Payments to the extent permitted by Section 6.5 of this Agreement and Section 6.5 of the Term Loan Facility; (iv) making Investments to the extent permitted by Section 6.7 of this Agreement and Section 6.7 of the Term Loan Facility; (v) issuances of its Capital Stock; (vi) conducting activities arising by virtue of its status as a public company, including without limitation, compliance with its reporting obligations and other requirements applicable to public companies; and (vii) retaining Cash in a deposit account subject to a Blocked Account Agreement in the amount of any Restricted Payments received from the Company pursuant to Section 6.5(d)(i); (d) consolidate with or merge with or into, any Person or convey, sell, transfer or lease otherwise dispose of all or substantially all of its assets to, any to another Person; (e) sell or otherwise dispose of any Capital Stock of any of its Subsidiaries; (f) create or acquire any Subsidiary or make or own any Investment in any Person other than Company; or (g) fail to hold itself out to the public as a legal entity separate and distinct from all other Persons.

Permitted Activities of Holdings. Holdings shall not (a) incur, directly or indirectly, any Indebtedness other than the Indebtedness (i) under the Credit Documents, Documents and (ii) under the the Term Loan Documents and (iii) permitted by Section 6.1(m)Revolving Credit Documents; (b) create or suffer to exist any Lien upon any property or assets now owned or hereafter acquired by it other than the Liens created under the Collateral Documents to which it is a party; (c) engage in any business or activity or own any assets other than (i) holding 100% of the Capital Stock of Company; (ii) performing its obligations and activities incidental thereto under the Credit Documents, and to the extent not inconsistent therewith, the Term Loan Revolving Credit Documents; (iii) making Restricted Payments to the extent permitted by Section 6.5 of this Agreement and Section 6.5 of the Term Loan Revolving Credit Facility; (iv) making Investments to the extent permitted by Section 6.7 of this Agreement and Section 6.7 of the Term Loan Revolving Credit Facility; (v) issuances of its Capital Stock; (vi) conducting activities arising by virtue of its status as a public company, including without limitation, compliance with its reporting obligations and other requirements applicable to public companies; and (vii) retaining Cash in a deposit account subject to a Blocked Account Agreement in the amount of any Restricted Payments received from the Company pursuant to Section 6.5(d)(i); (d) consolidate with or merge with or into, or convey, transfer or lease all or substantially all its assets to, any Person; (e) sell or otherwise dispose of any Capital Stock of any of its Subsidiaries; (f) create or acquire any Subsidiary or make or own any Investment in any Person other than Company; or (g) fail to hold itself out to the public as a legal entity separate and distinct from all other Persons.

Permitted Activities of Holdings. Holdings shall not In the case of Holdings, (a) incur, directly or indirectly, any Indebtedness or any other obligation or liability whatsoever other than the Indebtedness (i) and obligations under this Agreement, the Second Lien Credit DocumentsAgreement, (ii) under and the the Term other Loan Documents and (iii) permitted by Section 6.1(m)the Senior Notes Documents; (b) create or suffer to exist any Lien upon any assets or property or assets now owned or hereafter acquired acquired, leased or licensed by it other than the Liens created under the Collateral Security Documents to which it is a partyparty or permitted pursuant to Section 6.26.02; (c) engage in any business or activity or own any assets other than (i) holding 100100.0% of the Capital Stock Equity Interests of Company; the Borrower, (ii) performing its obligations and activities incidental thereto under the Credit Loan Documents, and to the extent not inconsistent therewith, the Term Loan Senior Notes Documents; and (iii) making Restricted Junior Payments to the extent permitted by Section 6.5 of this Agreement and Section 6.5 of the Term Loan Facility; (iv) making Investments to the extent permitted by Section 6.7 of this Agreement and Section 6.7 of the Term Loan Facility; (v) issuances of its Capital Stock; (vi) conducting activities arising by virtue of its status as a public company, including without limitation, compliance with its reporting obligations and other requirements applicable to public companies; and (vii) retaining Cash in a deposit account subject to a Blocked Account Agreement in the amount of any Restricted Payments received from the Company pursuant to Section 6.5(d)(i)Agreement; (d) consolidate with or merge with or into, or convey, transfer transfer, lease or lease license all or substantially all its assets to, any Person; (e) sell or otherwise dispose of any Capital Stock Equity Interests of any of its SubsidiariesSubsidiaries unless, in the case of any Subsidiary other than the Borrower, such disposition is permitted under Section 6.08(d) (it being understood that there is no restriction in this covenant on dispositions of Equity Interests in Joint Ventures); (f) create or acquire any Subsidiary or make or own any Investment in any Person other than Companythe Borrower; or (g) fail to hold itself out to the public as a legal entity separate and distinct from all other Persons.

Permitted Activities of Holdings. Holdings shall not (a) incur, directly or indirectly, any Indebtedness or any other obligation or liability whatsoever other than the Indebtedness (i) and obligations under the Plan of Reorganization, this Agreement, the other Credit Documents and any Additional Facility Credit Documents, (ii) under the the Term Loan Documents and (iii) permitted by Section 6.1(m); (b) create or suffer to exist any Lien upon any property or assets now owned or hereafter acquired acquired, created, leased or licensed by it other than the Liens created under the Collateral Documents to which it is a partyparty or permitted pursuant to Section 6.2; (c) engage in any business or activity or own any assets other than (i) holding 100% of the Capital Stock Equity Interests of Company; Borrower, (ii) performing its obligations and activities incidental thereto under the Credit Documents, and to the extent not inconsistent therewith, the Term Loan any Replacement Facility Credit Documents; (iii) making Restricted Payments performing its obligations and activities incidental to the extent permitted by Section 6.5 of this Agreement and Section 6.5 consummation of the Term Loan Facilitytransactions contemplated by the Plan of Reorganization or in connection with the issuance of the New Money Investment; and (iv) making Restricted Junior Payments and Investments to the extent permitted by Section 6.7 of this Agreement and Section 6.7 of the Term Loan Facility; (v) issuances of its Capital Stock; (vi) conducting activities arising by virtue of its status as a public company, including without limitation, compliance with its reporting obligations and other requirements applicable to public companies; and (vii) retaining Cash in a deposit account subject to a Blocked Account Agreement in the amount of any Restricted Payments received from the Company pursuant to Section 6.5(d)(i)Agreement; (d) consolidate with or merge with or into, or convey, transfer transfer, lease or lease license all or substantially all its assets to, any Person; (e) sell or otherwise dispose of any Capital Stock Equity Interests of any of its Subsidiaries; (f) create or acquire any Subsidiary or make or own any Investment in any Person other than CompanyBorrower; or (g) fail to hold itself out to the public as a legal entity separate and distinct from all other Persons.

Permitted Activities of Holdings. Holdings shall not (a) incur, directly or indirectly, any Indebtedness or any other obligation or liability whatsoever other than the Indebtedness (i) and obligations under or in connection with the Credit Documents, the Management Services Agreement, the Senior Subordinated Note Indenture and the First Lien Credit Documents (ii) under the the Term Loan and any related Credit Documents and (iii) permitted by Section 6.1(mas defined therein); (b) create or suffer to exist any Lien upon any property or assets now owned or hereafter acquired by it other than the Liens created under the Collateral Documents to which it is a partyparty or permitted pursuant to Section 6.2; (c) engage in any business or activity or own any material operating assets other than (i) holding 100% of the Capital Stock of Company and, indirectly, Company; 's Subsidiaries, (ii) performing its obligations and activities incidental thereto under the Credit Documents, and to the extent not inconsistent therewithManagement Services Agreement, the Term Loan DocumentsSenior Subordinated Note Indenture and the First Lien Credit Documents (and any related Credit Documents as defined therein); and (iii) making Restricted Junior Payments to the extent permitted by Section 6.5 of this Agreement and Section 6.5 of the Term Loan Facility; (iv) making Investments to the extent permitted by Section 6.7 of this Agreement and Section 6.7 of the Term Loan Facility; (v) issuances of its Capital Stock; (vi) conducting activities arising by virtue of its status as a public company, including without limitation, compliance with its reporting obligations and other requirements applicable to public companies; and (vii) retaining Cash in a deposit account subject to a Blocked Account Agreement in the amount of any Restricted Payments received from the Company pursuant to Section 6.5(d)(i)Agreement; (d) consolidate with or merge with or into, or convey, transfer or lease all or substantially all its assets to, any Person; (e) sell or otherwise dispose of any Capital Stock of any of its Subsidiaries; (f) create or acquire any Subsidiary or make or own any Investment in any Person other than Company; or (g) fail to hold itself out to the public as a legal entity separate and distinct from all other Persons.

Permitted Activities of Holdings. Holdings shall not (a) incur, directly or indirectly, any Indebtedness or any other obligation or liability whatsoever, other than the Indebtedness (i) guarantees and obligations under the Credit Documents, (ii) Documents and the ABL Credit Agreement and the guaranty of the performance by Vertex Refining LA of its obligations under the Assumed Contracts (as defined under the Term Loan Documents and (iii) permitted by Section 6.1(mClosing Date Purchase Agreement); (b) create or suffer to exist any Lien upon any property or assets now owned or hereafter acquired by it other than the Liens created under the Collateral Documents to which it is a partyparty or Liens permitted pursuant to Section 6.2; (c) engage in any business or activity or own any assets other than (i) holding 100% of the Capital Stock of Company; (ii) performing its obligations and activities incidental thereto under the Credit Documents, and to the extent not inconsistent therewith, the Term Loan DocumentsRelated Agreements; (iii) making Restricted Junior Payments to the extent permitted by Section 6.5 of this Agreement and Section 6.5 of the Term Loan Facility; (iv) making Investments to the extent permitted by Section 6.7 of this Agreement and Section 6.7 of the Term Loan Facility; (v) issuances of its Capital Stock; (vi) conducting activities arising by virtue of its status as a public company, including without limitation, compliance with its reporting obligations and other requirements applicable to public companiesAgreement; and (viiiv) retaining Cash in a deposit account subject prior to a Blocked Account Agreement in the amount of any Restricted Payments received from applicable dates set forth on Schedule 5.15, holding the Company pursuant to Section 6.5(d)(i)assets and contracts described on Schedule 5.15; (d) consolidate with or merge with or into, or convey, transfer or lease all or substantially all its assets to, any Person; (e) sell or otherwise dispose of any Capital Stock of any of its Subsidiaries; (f) create or acquire any Subsidiary or make or own any Investment in any Person other than Company; or (g) fail to hold itself out to the public as a legal entity separate and distinct from all other Persons; provided, that Holdings shall be permitted to be parties to the contracts and maintain bank accounts and employee benefit and compensation plans that it is party to and maintains on the Closing Date until such time as those items are required to be have been transferred to the Borrower pursuant to Section 5.15.

Permitted Activities of Holdings. Holdings shall not (a) incur, directly or indirectly, any Indebtedness other than the Indebtedness (i) its Obligations under the Credit Documents, (ii) Documents or guarantees in respect of Indebtedness of Company or any of its Subsidiaries otherwise permitted under the the Term Loan Documents this Agreement and (iii) Indebtedness permitted by under Section 6.1(m); (b) create or suffer to exist any Lien upon any property or assets now owned or hereafter acquired by it other than the Liens created under the Collateral Documents to which it is a partyparty or permitted pursuant to Section 6.2; (c) engage in any business or activity or own any assets other than (i) holding 100% of the Capital Stock of Company and, through Company, not less than 80% of the Capital Stock of each of the Subsidiaries of Company; (ii) performing its obligations and activities incidental thereto under the Credit Documents, and to the extent not inconsistent therewith, the Term Loan DocumentsRelated Agreements, the Landis Merger Agreement and the Kerr Merger Agreement, as xxxxxxable; and (iii) making Restricted Restricxxx Junior Payments to the extent permitted by Section 6.5 of this Agreement and Section 6.5 of the Term Loan Facility; (iv) making Investments to the extent permitted by Section 6.7 of this Agreement and Section 6.7 of the Term Loan Facility; (v) issuances of its Capital Stock; (vi) conducting activities arising by virtue of its status as a public company, including without limitation, compliance with its reporting obligations and other requirements applicable to public companies; and (vii) retaining Cash in a deposit account subject to a Blocked Account Agreement in the amount of any Restricted Payments received from the Company pursuant to Section 6.5(d)(i)Agreement; (d) consolidate with or merge with or into, or convey, transfer or lease all or substantially all its assets to, any Person; (e) sell or otherwise dispose of any Capital Stock of any of its SubsidiariesCompany; (f) create or acquire any Subsidiary or make or own any Investment in any Person other than Company and, through Company, the Subsidiaries of Company; or (g) fail to hold itself out to the public as a legal entity separate and distinct from all other Persons.

Permitted Activities of Holdings. (a) Holdings shall not (ai) incur, directly or indirectly, any Indebtedness or any other obligation or liability whatsoever other than (X) the Indebtedness (i) and obligations under the Credit Documents, (ii) under the the Term Loan Documents Related Agreements and (iiiY) permitted by Indebtedness, obligations and liabilities arising from or incidental to transactions entered into pursuant to Section 6.1(m6.04(g); (bii) create or suffer to exist any Lien upon any property or assets now owned or hereafter acquired by it other than the Liens created under the Collateral Documents to which it is a partyparty or permitted pursuant to Section 6.02; (ciii) engage in any business or activity or own any assets other than (iv) holding 100% of the Capital Stock of Company; the Borrower and ARC Reprographics Canada Corp., (iiw) performing its obligations and activities incidental thereto under the Credit Documents, Documents and to under the extent not inconsistent therewith, the Term Loan DocumentsRelated Agreements; (iiix) performing its obligations and activities arising from or incidental to transactions entered into pursuant to Section 6.04(g); (y) paying general administrative costs and expenses in the ordinary course of business; and (z) making Restricted Junior Payments to the extent permitted by Section 6.5 of this Agreement and Section 6.5 of the Term Loan Facility; (iv) making Investments to the extent permitted by Section 6.7 of this Agreement and Section 6.7 of the Term Loan FacilityAgreement; (v) issuances of its Capital Stock; (vi) conducting activities arising by virtue of its status as a public company, including without limitation, compliance with its reporting obligations and other requirements applicable to public companies; and (vii) retaining Cash in a deposit account subject to a Blocked Account Agreement in the amount of any Restricted Payments received from the Company pursuant to Section 6.5(d)(i); (div) consolidate with or merge with or into, or convey, transfer or lease all or substantially all its assets to, any Person; (ev) sell or otherwise dispose of any Capital Stock of any of its Subsidiaries; (fvi) create or acquire any Subsidiary or make or own any Investment in any Person other than Companythe Borrower; or (gvii) fail to hold itself out to the public as a legal entity separate and distinct from all other Persons.

Permitted Activities of Holdings. Holdings shall not (a) incur, directly or indirectly, any Indebtedness or any other obligation or liability whatsoever other than the Indebtedness (i) and obligations under the Credit Documents, (ii) under the the Term Loan Documents and (iii) permitted by Section 6.1(m)Related Agreements; (b) create or suffer to exist any Lien upon any property or assets now owned or hereafter acquired by it other than the Liens created under the Collateral Documents to which it is a partyparty or permitted pursuant to Section 6.2; (c) engage in any business or activity or own any assets other than (i) holding 100% of the Capital Stock of CompanyBorrower and XxxxXxxxx.xxx, LLC; (ii) performing its obligations and activities incidental thereto under applicable laws and regulations, the Credit Documents, and to the extent not inconsistent therewith, the Term Loan DocumentsRelated Agreements; (iii) making Restricted Payments and Investments and other actions to the extent permitted by Section 6.5 of this Agreement and Section 6.5 of the Term Loan FacilityAgreement; (iv) making Investments the execution and delivery or, and the performance of rights and obligations under, any guarantees of leases or insurance obligations or other guarantees (including in connection with workers compensation insurance or self-insurance), in each case, to the extent permitted by Section 6.7 of this Agreement and Section 6.7 of the Term Loan Facilityhereunder; (v) issuances providing indemnification to officers and directors in the ordinary course of its Capital Stock; business and (vi) conducting activities arising by virtue of its status participating in tax, accounting and other administrative matters as a public company, including without limitation, compliance with its reporting obligations member of the consolidated group of Holdings and other requirements applicable to public companies; the Borrower and (vii) retaining Cash in a deposit account subject to a Blocked Account Agreement in the amount of any Restricted Payments received from the Company pursuant to Section 6.5(d)(i)itstheir Subsidiaries; (d) consolidate with or merge with or into, or convey, transfer or lease all or substantially all its assets to, any Person; (e) sell or otherwise dispose of any Capital Stock of any of its Subsidiaries; (f) create or acquire any Subsidiary or make or own any Investment in any Person other than CompanyBorrower, Target (BiteSquad) and any other Subsidiary that becomes a Subsidiary Guarantor in accordance with the terms of this Agreement; or (g) fail to hold itself out to the public as a legal entity separate and distinct from all other Persons.

Permitted Activities of Holdings. Other than as may be permitted by the Credit and Guaranty Agreement, Borrower shall ensure that Holdings shall not (a) incur, directly or indirectly, any Indebtedness or any other obligation or liability whatsoever other than the Indebtedness (i) and obligations under the Credit Documents, (ii) under the the Term Loan Documents and (iii) permitted by Section 6.1(m)Related Agreements; (b) create or suffer to exist any Lien upon any property or assets now owned or hereafter acquired by it other than the Liens created under the Collateral Documents permitted pursuant to which it is a partySection 6.2; (c) engage in any business or activity or own any assets other than (i) holding 100% of the Capital Stock of CompanyOpCo; (ii) performing its obligations and activities incidental thereto under applicable laws and regulations, the Credit Documentsand Guaranty Agreement, and to the extent not inconsistent therewith, the Term Loan Related Agreements and the Credit Documents; and (iii) making Restricted Payments and Investments and other actions to the extent permitted by Section 6.5 of this Agreement and Section 6.5 of the Term Loan FacilityAgreement; (iv) making Investments the execution and delivery or, and the performance of rights and obligations under, any guarantees of leases or insurance obligations or other guarantees (including in connection with workers compensation insurance or self-insurance), in each case, to the extent permitted by Section 6.7 of this Agreement and Section 6.7 of the Term Loan Facilityhereunder; (v) issuances providing indemnification to officers and directors in the ordinary course of its Capital Stock; business and (vi) conducting activities arising by virtue of its status participating in tax, accounting and other administrative matters as a public company, including without limitation, compliance with member of the consolidated group of Holdings and OpCo and its reporting obligations and other requirements applicable to public companies; and (vii) retaining Cash in a deposit account subject to a Blocked Account Agreement in the amount of any Restricted Payments received from the Company pursuant to Section 6.5(d)(i)Subsidiaries; (d) consolidate with or merge with or into, or convey, transfer or lease all or substantially all its assets to, any Person; (e) sell or otherwise dispose of any Capital Stock of any of its Subsidiaries; (f) create or acquire any Subsidiary or make or own any Investment in any Person other than CompanyOpCo; or (g) fail to hold itself out to the public as a legal entity separate and distinct from all other Persons.

Permitted Activities of Holdings. Holdings shall not (a) incur, directly or indirectly, any Indebtedness other than the Indebtedness (i) under the Credit Documents, (ii) under the the Term Loan Documents and (iii) any Indebtedness to the extent permitted by Section 6.1(m)7.01 of this Agreement; (b) create or suffer to exist any Lien upon any property or assets now owned or hereafter acquired by it other than the Liens created under the Collateral Security Documents to which it is a party; (c) engage in any business or activity or own any assets other than (i) holding 100% of the Capital Stock of the Company; (ii) performing its obligations and activities incidental thereto under the Credit Documents, and to the extent not inconsistent therewith, the Term Loan Documents; (iii) making Restricted Payments to the extent permitted by Section 6.5 7.05 of this Agreement and Section 6.5 of the Term Loan FacilityAgreement; (iv) making Investments to the extent permitted by Section 6.7 7.07 of this Agreement and Section 6.7 of the Term Loan FacilityAgreement; (v) issuances of its Capital Stock; (vi) conducting activities arising by virtue of its status as a public company, including without limitation, compliance with its reporting obligations and other requirements applicable to public companies; and (vii) retaining Cash Cashcash in a deposit account subject to a Blocked Account Agreement in the amount of any Restricted Payments received from the Company pursuant to Section 6.5(d)(i7.05(d)(i); (d) consolidate with or merge with or into, or convey, transfer or lease all or substantially all its assets to, any Person; (e) sell or otherwise dispose of any Capital Stock of any of its Subsidiaries; (f) create or acquire any Subsidiary or make or own any Investment in any Person other than the Company; or (g) fail to hold itself out to the public as a legal entity separate and distinct from all other Persons.

Permitted Activities of Holdings. Holdings shall not (a) incur, directly or indirectly, any Indebtedness or any other obligation or liability whatsoever other than the Indebtedness (i) and obligations under or otherwise permitted to be incurred by this Agreement, the other Credit Documents, (ii) under the the Term Loan Documents and (iii) permitted by Section 6.1(m)the Related Agreements; (b) create or suffer to exist any Lien upon any property or assets now owned or hereafter acquired acquired, leased or licensed by it other than the Liens created under the Collateral Documents to which it is a partyparty or permitted pursuant to Section 6.2; (c) engage in any business or activity or own any assets other than (i) holding holding, directly or indirectly, 100% of the Capital Stock of Company; each Borrower and Audatex Holdings, Inc., (ii) performing its obligations and activities incidental thereto under the Credit Documents, (including granting Liens and Restricted Junior Payments) and to the extent not inconsistent therewith, the Term Loan DocumentsRelated Agreements; (iii) making Restricted Payments issuing its own equity interests subject to the extent permitted by Section 6.5 of this Agreement and Section 6.5 of the Term Loan Facilityterms hereof; (iv) filing tax reports and paying taxes in the ordinary course; (v) preparing reports to Governmental Authorities and to its shareholders; (vi) holding directors and shareholders meetings, preparing corporate records and other corporate activities required to maintain its separate corporate structure or to comply with applicable Requirements of Law, (vii) effecting a Qualifying IPO and (viii) making Restricted Junior Payments and Investments to the extent permitted by Section 6.7 of this Agreement and Section 6.7 of the Term Loan Facility; (v) issuances of its Capital Stock; (vi) conducting activities arising by virtue of its status as a public company, including without limitation, compliance with its reporting obligations and other requirements applicable to public companies; and (vii) retaining Cash in a deposit account subject to a Blocked Account Agreement in the amount of any Restricted Payments received from the Company pursuant to Section 6.5(d)(i)Agreement; (d) consolidate with or merge with or into, or convey, transfer or lease or license all or substantially all its assets to, any Person; (e) sell or otherwise dispose of any Capital Stock of any of its Subsidiaries; (f) create or acquire any Subsidiary or make or own any Investment in any Person other than CompanyBorrowers; or (g) fail to hold itself out to the public as a legal entity separate and distinct from all other Persons.

Permitted Activities of Holdings. Holdings shall not (a) incur, directly or indirectly, any Indebtedness other than the Indebtedness (i) under the Credit Documents, (ii) under the the Term Loan Documents and (iii) any Indebtedness to the extent permitted by Section 6.1(m)7.01 of this Agreement; (b) create or suffer to exist any Lien upon any property or assets now owned or hereafter acquired by it other than the Liens created under the Collateral Security Documents to which it is a party; (c) engage in any business or activity or own any assets other than (i) holding 100% of the Capital Stock of the Company; (ii) performing its obligations and activities incidental thereto under the Credit Documents, and to the extent not inconsistent therewith, the Term Loan Documents; (iii) making Restricted Payments to the extent permitted by Section 6.5 7.05 of this Agreement and Section 6.5 of the Term Loan FacilityAgreement; (iv) making Investments to the extent permitted by Section 6.7 7.07 of this Agreement and Section 6.7 of the Term Loan FacilityAgreement; (v) issuances of its Capital Stock; (vi) conducting activities arising by virtue of its status as a public company, including without limitation, compliance with its reporting obligations and other requirements applicable to public companies; and (vii) retaining Cash cash in a deposit account subject to a Blocked Account Agreement in the amount of any Restricted Payments received from the Company pursuant to Section 6.5(d)(i7.05(d)(i); (d) consolidate with or merge with or into, or convey, transfer or lease all or substantially all its assets to, any Person; (e) sell or otherwise dispose of any Capital Stock of any of its Subsidiaries; (f) create or acquire any Subsidiary or make or own any Investment in any Person other than the Company; or (g) fail to hold itself out to the public as a legal entity separate and distinct from all other Persons.

Permitted Activities of Holdings. Notwithstanding anything to the contrary contained herein, Holdings shall not (a) incurnot, directly or indirectly, (a) engage in any Indebtedness business or other than the Indebtedness (i) under the Credit Documentsactivities, or enter into, execute or perform any business or transaction, (iib) under the the Term Loan Documents and own or hold any material assets or property, (iiic) permitted by Section 6.1(m); incur any Indebtedness, Guarantee Obligations, other Contractual Obligations or other liabilities or obligations of any kind, (bd) create or suffer to exist any Lien upon Liens on any of its assets or property or assets now owned or hereafter acquired by it (other than the Liens created under the Collateral Documents to which it is a party; (c) engage in any business or activity or own any assets other than (i) holding 100% of the Capital Stock of Company; (ii) performing its obligations and activities incidental thereto under the Credit Documents, Documents and non-consensual Liens arising by operation of law (and not relating to the extent not inconsistent therewith, the Term Loan Documents; (iiiIndebtedness) making Restricted Payments to the extent permitted by Section 6.5 of this Agreement and Section 6.5 of the Term Loan Facility; (iv) making Investments to the extent permitted by Section 6.7 of this Agreement and Section 6.7 of the Term Loan Facility; (v) issuances of its Capital Stock; (vi) conducting activities arising by virtue of its status as a public company, including without limitation, compliance with its reporting obligations and other requirements applicable to public companies; and (vii) retaining Cash in a deposit account subject to a Blocked Account Agreement in the amount of any Restricted Payments received from the Company pursuant to Section 6.5(d)(i); 9.02) , (de) consolidate with or merge with or into, or convey, transfer or lease all or substantially all its assets to, any Person; (e) sell or otherwise dispose of any Capital Stock of any of its Subsidiaries; , (f) create or acquire any Subsidiary or make or own any Investment in any Person other than Company; Person, or (g) fail to hold itself out to the public as a legal entity separate and distinct from all other Persons, in each case, other than (i) the Obligations (ii) the Liens created pursuant to the Credit Documents, (iii) its ownership of the Capital Stock of, and Investments in, EBS Enterprises, (iv) performing its obligations under the Management Agreement (to the extent permitted by this Agreement) and the Transaction Documents and Fourth Amendment Transaction Documents to which it is a party, (v) receiving Restricted Payments permitted by Section 9.06 and using such amounts for the purposes specified therein, (vi) the maintenance of its existence and legal, financial and accounting matters in connection with any activity otherwise not prohibited hereunder, (vii) the issuance and sale of its Capital Stock (other than any Disqualified Capital Stock), (viii) establishing and maintaining bank accounts in the ordinary course of business and in compliance with the Credit Documents (provided such accounts comply with Section 8.12), (ix) the providing of customary indemnification to officers, consultants, managers and directors of Holdings, in each case, in the ordinary course of business and (x) activities incidental to the businesses or activities described in preceding clauses (i) to (ix) of this Section 9.15 (including, participating in tax, accounting and other administrative matters as a member of the consolidated group of Holdings and its Subsidiaries and entering into employment agreements, stock option and stock ownership plans and other customary arrangements with officers, consultants, investment bankers, advisors, employees and directors in the ordinary course of business in connection with performing the activities contemplated by clauses (i) to (ix) above).

Permitted Activities of Holdings. Holdings shall not (a) incur, directly or indirectly, any Indebtedness other than the Indebtedness (i) under the Credit Documents, Documents and (ii) under the the Term Loan Documents and (iii) permitted by Section 6.1(m)Credit Documents; (b) create or suffer to exist any Lien upon any property or assets now owned or hereafter acquired by it other than the Liens created under the Collateral Documents to which it is a party; (c) engage in any business or activity or own any assets other than (i) holding 100% of the Capital Stock of the Company; (ii) performing its obligations and activities incidental thereto under the Credit Documents, and to the extent not inconsistent therewith, the Term Loan Credit Documents; (iii) making Restricted Payments to the extent permitted by Section 6.5 of this Agreement and Section 6.5 of the Term Loan Facility; (iv) making Investments to the extent permitted by Section 6.7 of this Agreement and Section 6.7 of the Term Loan Facility; (v) issuances of its Capital Stock; (vi) conducting activities arising by virtue of its status as a public company, including without limitation, compliance with its reporting obligations and other requirements applicable to public companies; and (vii) retaining Cash in a deposit account subject to a Blocked Account Agreement in the amount of any Restricted Payments received from the Company pursuant to Section 6.5(d)(i); (d) consolidate with or merge with or into, or convey, transfer or lease all or substantially all its assets to, any Person; (e) sell or otherwise dispose of any Capital Stock of any of its Subsidiaries; (f) create or acquire any Subsidiary or make or own any Investment in any Person other than the Company; or (g) fail to hold itself out to the public as a legal entity separate and distinct from all other Persons.

Permitted Activities of Holdings. Holdings shall not In the case of Holdings, (a) incur, directly or indirectly, any Indebtedness or any other obligation or liability whatsoever other than the Indebtedness (i) and obligations under this Agreement, the Second Lien Credit DocumentsAgreement, (ii) under the the Term other Loan Documents and (iii) permitted by Section 6.1(m)the Senior Notes Documents; (b) create or suffer to exist any Lien upon any assets or property or assets now owned or hereafter acquired acquired, leased or licensed by it other than the Liens created under the Collateral Security Documents to which it is a partyparty or permitted pursuant to Section 6.2; (c) engage in any business or activity or own any assets other than (i) holding 100100.0% of the Capital Stock Equity Interests of Company; the Borrower, (ii) performing its obligations and activities incidental thereto under the Credit Loan Documents, and to the extent not inconsistent therewith, the Term Loan Senior Notes Documents; and (iii) making Restricted Junior Payments to the extent permitted by Section 6.5 of this Agreement and Section 6.5 of the Term Loan Facility; (iv) making Investments to the extent permitted by Section 6.7 of this Agreement and Section 6.7 of the Term Loan Facility; (v) issuances of its Capital Stock; (vi) conducting activities arising by virtue of its status as a public company, including without limitation, compliance with its reporting obligations and other requirements applicable to public companies; and (vii) retaining Cash in a deposit account subject to a Blocked Account Agreement in the amount of any Restricted Payments received from the Company pursuant to Section 6.5(d)(i)Agreement; (d) consolidate with or merge with or into, or convey, transfer transfer, lease or lease license all or substantially all its assets to, any Person; (e) sell or otherwise dispose of any Capital Stock Equity Interests of any of its SubsidiariesSubsidiaries unless, in the case of any Subsidiary other than the Borrower, such disposition is permitted under Section 6.08(d) (it being understood that there is no restriction in this covenant on dispositions of Equity Interests in Joint Ventures); (f) create or acquire any Subsidiary or make or own any Investment in any Person other than Companythe Borrower; or (g) fail to hold itself out to the public as a legal entity separate and distinct from all other Persons.

Permitted Activities of Holdings. Holdings shall not (a) incur, directly or indirectly, any Indebtedness or any other obligation or liability whatsoever other than the Indebtedness (i) and obligations under this Agreement, the other Credit Documents, (ii) under the the Term Loan Revolving Credit Documents and (iii) permitted by Section 6.1(m)the Senior Notes Documents; (b) create or suffer to exist any Lien upon any property or assets now owned or hereafter acquired by it other than the Liens created under the Collateral Documents and the Revolving Credit Documents to which it is a partyparty or permitted pursuant to Section 6.2; (c) engage in any business or activity or own any assets other than (i) holding 100% of the Capital Stock of Company; Borrower and Fedders International, Inc., a Delaware corporation, (ii) performing its obligations and activities incidental thereto under the Credit Documents and the Revolving Credit Documents, and to the extent not inconsistent therewith, the Term Loan Senior Notes Documents; and (iii) making Restricted Junior Payments to the extent permitted by Section 6.5 of this Agreement and Section 6.5 of the Term Loan Facility; (iv) making Investments to the extent permitted by Section 6.7 of this Agreement and Section 6.7 of the Term Loan Facility; (v) issuances of its Capital Stock; (vi) conducting activities arising by virtue of its status as a public company, including without limitation, compliance with its reporting obligations and other requirements applicable to public companies; and (vii) retaining Cash in a deposit account subject to a Blocked Account Agreement in the amount of any Restricted Payments received from the Company pursuant to Section 6.5(d)(i)Agreement; (d) consolidate with or merge with or into, or convey, transfer or lease all or substantially all its assets to, any Person; (e) sell or otherwise dispose of any Capital Stock of any of its Subsidiaries; (f) create or acquire any Subsidiary or make or own any Investment in any Person other than CompanyBorrower; or (g) fail to hold itself out to the public as a legal entity separate and distinct from all other Persons.

Permitted Activities of Holdings. Holdings shall not In the case of Holdings, (a) incur, directly or indirectly, any Indebtedness or any other obligation or liability whatsoever other than the Indebtedness (i) and obligations under this Agreement, the First Lien Credit DocumentsAgreement, (ii) under the the Term other Loan Documents and (iii) permitted by Section 6.1(m)the Senior Notes Documents; (b) create or suffer to exist any Lien upon any assets or property or assets now owned or hereafter acquired acquired, leased or licensed by it other than the Liens created under the Collateral Security Documents to which it is a partyparty or permitted pursuant to Section 6.2; (c) engage in any business or activity or own any assets other than (i) holding 100100.0% of the Capital Stock Equity Interests of Company; the Borrower, (ii) performing its obligations and activities incidental thereto under the Credit Loan Documents, and to the extent not inconsistent therewith, the Term Loan Senior Notes Documents; and (iii) making Restricted Junior Payments to the extent permitted by Section 6.5 of this Agreement and Section 6.5 of the Term Loan Facility; (iv) making Investments to the extent permitted by Section 6.7 of this Agreement and Section 6.7 of the Term Loan Facility; (v) issuances of its Capital Stock; (vi) conducting activities arising by virtue of its status as a public company, including without limitation, compliance with its reporting obligations and other requirements applicable to public companies; and (vii) retaining Cash in a deposit account subject to a Blocked Account Agreement in the amount of any Restricted Payments received from the Company pursuant to Section 6.5(d)(i)Agreement; (d) consolidate with or merge with or into, or convey, transfer transfer, lease or lease license all or substantially all its assets to, any Person; (e) sell or otherwise dispose of any Capital Stock Equity Interests of any of its SubsidiariesSubsidiaries unless, in the case of any Subsidiary other than the Borrower, such disposition is permitted under Section 6.08(d) (it being understood that there is no restriction in this covenant on dispositions of Equity Interests in Joint Ventures); (f) create or acquire any Subsidiary or make or own any Investment in any Person other than Companythe Borrower; or (g) fail to hold itself out to the public as a legal entity separate and distinct from all other Persons.

Permitted Activities of Holdings. Holdings shall not (a) incur, directly or indirectly, any Indebtedness other than the Indebtedness (i) under the Credit Documents, (ii) under the the Term Loan Documents and (iii) any Indebtedness to the extent permitted by Section 6.1(m)7.01 of this Agreement; (b) create or suffer to exist any Lien upon any property or assets now owned or hereafter acquired by it other than the Liens created under the Collateral Security Documents to which it is a party; (c) engage in any business or activity or own any assets other than (i) holding 100% of the Capital Stock of the Company; (ii) performing its obligations and activities incidental thereto under the Credit Documents, and to the extent not inconsistent therewith, the Term Loan Documents; (iii) making Restricted Payments to the extent permitted by Section 6.5 7.05 of this Agreement and Section 6.5 of the Term Loan FacilityAgreement; (iv) making Investments to the extent permitted by Section 6.7 7.07 of this Agreement and Section 6.7 of the Term Loan FacilityAgreement; (v) issuances of its Capital Stock; (vi) conducting activities arising by virtue of its status as a public company, including without limitation, compliance with its reporting obligations and other requirements applicable to public companies; and (vii) retaining Cash in a deposit account subject to a Blocked Account Agreement in the amount of any Restricted Payments received from the Company pursuant to Section 6.5(d)(i7.05(d)(i); (d) consolidate with or merge with or into, or convey, transfer or lease all or substantially all its assets to, any Person; (e) sell or otherwise dispose of any Capital Stock of any of its Subsidiaries; (f) create or acquire any Subsidiary or make or own any Investment in any Person other than the Company; or (g) fail to hold itself out to the public as a legal entity separate and distinct from all other Persons.

Permitted Activities of Holdings. Holdings shall not (a) incur, directly or indirectly, any Indebtedness other than the Indebtedness (i) under the Credit Documents, Documents and (ii) under the the Term Loan Documents and (iii) permitted by Section 6.1(m)Revolving Credit Documents; (b) create or suffer to exist any Lien upon any property or assets now owned or hereafter acquired by it other than the Liens created under the Collateral Documents to which it is a party; (c) engage in any business or activity or own any assets other than (i) holding 100% of the Capital Stock of the Company; (ii) performing its obligations and activities incidental thereto under the Credit Documents, and to the extent not inconsistent therewith, the Term Loan Revolving Credit Documents; (iii) making Restricted Payments to the extent permitted by Section 6.5 of this Agreement and Section 6.5 of the Term Loan Revolving Credit Facility; (iv) making Investments to the extent permitted by Section 6.7 of this Agreement and Section 6.7 of the Term Loan Revolving Credit Facility; (v) issuances of its Capital Stock; (vi) conducting activities arising by virtue of its status as a public company, including without limitation, compliance with its reporting obligations and other requirements applicable to public companies; and (vii) retaining Cash in a deposit account subject to a Blocked Account Agreement in the amount of any Restricted Payments received from the Company pursuant to Section 6.5(d)(i); (d) consolidate with or merge with or into, or convey, transfer or lease all or substantially all its assets to, any Person; (e) sell or otherwise dispose of any Capital Stock of any of its Subsidiaries; (f) create or acquire any Subsidiary or make or own any Investment in any Person other than the Company; or (g) fail to hold itself out to the public as a legal entity separate and distinct from all other Persons.

Permitted Activities of Holdings. Neither Holdcos nor Holdings shall not (a) incur, directly or indirectly, any Indebtedness or any other obligation or liability whatsoever other than the Indebtedness (i) under indebtedness permitted in Section 6.1 of this Agreement and the Other Credit Documents, (ii) under the the Term Loan Documents and (iii) permitted by Section 6.1(m)and; (b) create or suffer to exist any Lien upon any property or assets now owned or hereafter acquired by it other than the Liens created under the Collateral Documents to which it is a partyparty or permitted pursuant to Section 6.2; (c) engage in any business or activity or own any assets other than (i) (x) in the case of Holdings, holding 100% of the Capital Stock of Company; any Credit Party, (y) in the case of DTN Information, holding the Capital Stock of any Credit Party and DTN Leasing and (z) in the case of DTN LLC and DTN Corporation, holding the Capital Stock of any Credit Party, (ii) performing its obligations and activities incidental thereto under the Credit Documents, ; and to the extent not inconsistent therewith, the Term Loan Documents; (iii) making Restricted .Junior Payments to the extent permitted by Section 6.5 of this Agreement and Section 6.5 of the Term Loan Facility; (iv) making Investments to the extent permitted by Section 6.7 of this Agreement and Section 6.7 of the Term Loan Facility; (v) issuances of its Capital Stock; (vi) conducting activities arising by virtue of its status as a public company, including without limitation, compliance with its reporting obligations and other requirements applicable to public companies; and (vii) retaining Cash in a deposit account subject to a Blocked Account Agreement in the amount of any Restricted Payments received from the Company pursuant to Section 6.5(d)(i)Agreement; (d) consolidate with or merge with or into, or convey, transfer or lease all or substantially all its assets to, any Person, except as permitted in Section 6.9; (e) sell or otherwise dispose of any Capital Stock of any of its Subsidiaries, except DTN LLC may sell or otherwise transfer the Capital Stock of DTN Information to another Credit Party or any Subsidiary of any Credit Party; (f) create or acquire any Subsidiary or make or own any Investment in any Person other than Company; Company or, to the extent permitted by this Agreement, DTN Leasing or a Subsidiary that becomes a Credit Party pursuant to Section 5.10 or (g) fail to hold itself out to the public as a legal entity separate and distinct from all other Persons.

Permitted Activities of Holdings. Holdings shall not (a) incur, directly or indirectly, any Indebtedness other than the Indebtedness (i) its Obligations under the Credit Documents, (ii) Documents or guarantees in respect of Indebtedness of Company or any of its Subsidiaries otherwise permitted under the the Term Loan Documents this Agreement and (iii) Indebtedness permitted by under Section 6.1(m); (b) create or suffer to exist any Lien upon any property or assets now owned or hereafter acquired by it other than the Liens created under the Collateral Documents to which it is a partyparty or permitted pursuant to Section 6.2; (c) engage in any business or activity or own any assets other than (i) holding 100% of the Capital Stock of Company and, through Company, not less than 80% of the Capital Stock of each of the Subsidiaries of Company; (ii) performing its obligations and activities incidental thereto under the Credit Documents, and to the extent not inconsistent therewith, the Term Loan DocumentsRelated Agreements and the Landis Merger Agreement, as applicable; and (iii) making xxxxng Restricted Junior Payments to the extent permitted by Section 6.5 of this Agreement and Section 6.5 of the Term Loan Facility; (iv) making Investments to the extent permitted by Section 6.7 of this Agreement and Section 6.7 of the Term Loan Facility; (v) issuances of its Capital Stock; (vi) conducting activities arising by virtue of its status as a public company, including without limitation, compliance with its reporting obligations and other requirements applicable to public companies; and (vii) retaining Cash in a deposit account subject to a Blocked Account Agreement in the amount of any Restricted Payments received from the Company pursuant to Section 6.5(d)(i)Agreement; (d) consolidate with or merge with or into, or convey, transfer or lease all or substantially all its assets to, any Person; (e) sell or otherwise dispose of any Capital Stock of any of its SubsidiariesCompany; (f) create or acquire any Subsidiary or make or own any Investment in any Person other than Company and, through Company, the Subsidiaries of Company; or (g) fail to hold itself out to the public as a legal entity separate and distinct from all other Persons......................................110

Permitted Activities of Holdings. Holdings shall not (a) incur, directly or indirectly, any Indebtedness or any other obligation or liability whatsoever other than the Obligations and Indebtedness (i) and obligations under the Credit DocumentsAcquisition Agreement and, (ii) to the extent permitted under this Agreement, Indebtedness permitted to be incurred by Holdings under the Parent Organizational Agreement as in effect on the Term Loan Documents and Closing Date (iii) permitted by Section 6.1(mincluding, without limitation, guaranties of the TAO Put/Call Notes); (b) create or suffer to exist any Lien upon any property or assets now owned or hereafter acquired by it other than the Liens created under the Collateral Documents to which it is a partyparty or permitted pursuant to Section 6.02; (c) engage in any business or activity or own any assets other than (i) holding 100% of the Capital Stock of Company; (ii) performing its obligations and activities incidental thereto under applicable laws and regulations, the Credit Documents, and to the extent not inconsistent therewith, the Term Loan DocumentsAcquisition Agreement and Parent Organizational Agreement; and (iii) making Restricted Junior Payments to the extent permitted by Section 6.5 of this Agreement and Section 6.5 of the Term Loan Facility; (iv) making Investments to the extent permitted by Section 6.7 of this Agreement and Section 6.7 of the Term Loan Facility; (v) issuances of its Capital Stock; (vi) conducting activities arising by virtue of its status as a public company, including without limitation, compliance with its reporting obligations and other requirements applicable to public companies; and (vii) retaining Cash in a deposit account subject to a Blocked Account Agreement in the amount of any Restricted Payments received from the Company pursuant to Section 6.5(d)(i)Agreement; (d) consolidate with or merge with or into, or convey, transfer or lease all or substantially all its assets to, any Person; (e) sell or otherwise dispose of any Capital Stock of any of its SubsidiariesCompany; (f) create or acquire any Subsidiary or make or own any Investment in any Person other than Company or any other Subsidiary of the Company; or (g) fail to hold itself out to the public as a legal entity separate and distinct from all other Persons.