Special Purpose Corporation. 77 6.24 Insurance.................................................................................. 77 6.25
Special Purpose Corporation. Holdings has no significant assets (other than the capital stock of the Borrower) or liabilities (other than under this Agreement and the other Documents to which it is a party and those liabilities permitted to be incurred by Holdings pursuant to Section 9.01(c)).
Special Purpose Corporation. Holdings was formed to effect the Transaction. Prior to the consummation of the Transaction, Holdings did not have any significant assets or liabilities (except pursuant to the Transaction Documents or otherwise relating to the Transaction).
Special Purpose Corporation. The Receivables Subsidiary was formed for the purpose of purchasing, and receiving contributions of, receivables from each of the Borrowers (other than Furniture Brands) and their respective Restricted Subsidiaries, and selling such receivables to, or obtaining secured loans from, the Receivables Purchasers, pursuant to the Receivables Facility and except in connection with the foregoing (and activities reasonably incidental thereto), the Receivables Subsidiary engages in no business activities and has no significant assets or liabilities and shall in no event purchase receivables from any Unrestricted Subsidiary.
Special Purpose Corporation. (a) Holdings has no significant assets (other than the Equity Interests of the Borrower, any Intercompany Note evidencing an Intercompany Loan permitted to be made by it pursuant to Section 9.05(vi), cash and Cash Equivalents held prior to the on-lending, contribution, dividend and/or other application for purposes not otherwise prohibited by this Agreement and the assets used for the performance of those activities permitted to be performed by it pursuant to Section 9.01(b)) or liabilities (other than under this Agreement and the other Documents to which it is a party and those liabilities permitted to be incurred by it pursuant to Section 9.01(b)).
(b) Cayman Partnership Shareholder #1 has no significant assets (other than the Equity Interests of Cayman Partnership Shareholder #2, Cayman Partnership Shareholder #3, the Cayman Partnership and the immaterial assets used for the performance of those activities permitted to be performed by it pursuant to Section 9.01(d)) or liabilities (other than under this Agreement and the other Credit Documents to which it is a party and those liabilities permitted to be incurred by it pursuant to Section 9.01(d)); provided that notwithstanding the foregoing, it is understood and agreed that Cayman Partnership Shareholder #1 may (x) temporarily hold cash and/or Cash Equivalents loaned and/or contributed to it by its parent company, so long as same is promptly contributed and/or on-loaned to one or more of its Subsidiaries, (y) temporarily hold cash and/or Cash Equivalents on-loaned and/or dividended to it by one or more of its Subsidiaries, so long as same is promptly on-loaned and/or dividended to its parent company and (z) hold intercompany receivables resulting from loans made as contemplated above in preceding clauses (x) and (y).
(c) Cayman Partnership Shareholder #2 has no significant assets (other than the Equity Interests of the Cayman Partnership (and the underlying assets of the Cayman Partnership which it may be deemed to own under the laws of the Cayman Islands) and the immaterial assets used for the performance of those activities permitted to be performed by it pursuant to Section 9.01(e)) or liabilities (other than under this Agreement and the other Credit Documents to which it is a party and those liabilities permitted to be incurred by it pursuant to Section 9.01(e)); provided that notwithstanding the foregoing, it is understood and agreed that Cayman Partnership Shareholder #2 may (x) temporarily hold c...
Special Purpose Corporation. Holdings engages in no business activities and has no significant assets or liabilities (other than under this Agreement, the other Credit Documents and the Recapitalization Documents).
Special Purpose Corporation. 45 7.25 Subordination..................................................................................46
Special Purpose Corporation. (a) Holdings shall not engage in any business activities other than the ownership of the capital stock of the Borrower, the issuance of Qualified Preferred Stock, and the execution, delivery and performance of the Documents. In no event shall Holdings be permitted to incur or suffer to exist any Indebtedness on, or create or suffer to exist any Liens on, its assets; provided that Holdings may engage in any necessary activity with respect to (i) the maintenance of its corporate or trust existence and compliance with applicable law, (ii) accounting, legal, public relations, investor relations, financial or management activities (including the employment of employees, counsel, accountants, consultants, bankers, advisors or other professionals in connection with any of the foregoing activities), and (iii) entering into, performing its obligations and exercising its rights under the Documents to which it is a party.
(b) Holdings shall have no Subsidiaries other than the Borrower and its Subsidiaries.
Special Purpose Corporation. Borrower was formed solely for the purpose of effecting the Transaction, and except in connection therewith (and as contemplated by this Agreement) has no assets or liabilities.
Special Purpose Corporation. Holdings has no significant assets --------------------------- (other than the capital stock of the U.S. Borrower, U.S. Borrower Subordinated Notes issued to it from time to time in accordance with the terms of this Agreement and immaterial assets used for the performance of those activities permitted to be performed by Holdings pursuant to Section 8.01(b)) or liabilities (other than under this Agreement and the other Credit Documents, those liabilities under the other Documents and Xxxxxx Acquisition Documents to which it is a party, those liabilities permitted to be incurred by Holdings pursuant to Section 8.01(b) and, as and when issued from time to time in accordance with the terms of this Agreement, Xxxxxx XXX Notes, Permitted Holdings PIK Securities and Shareholder Subordinated Notes).
