Special Purpose Corporations. The Bermuda Partnership has no significant assets (other than Equity Interests of its Subsidiaries and the immaterial assets used for the performance of those activities permitted to be performed by it pursuant to Sections 9.01(b) and (c)) 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 Sections 9.01(b) and (c)); provided that notwithstanding the foregoing, the Bermuda Partnership shall be permitted to (i) provide treasury, accounting, logistic and other administrative support services to its Affiliates on an arm’s length basis and hold and retain cash earned in connection with the provision of such services and (ii) receive and hold additional cash and Cash Equivalents from its Subsidiaries and/or Affiliates, so long as, in the case of this clause (ii), the same are promptly (and in any event within one Business Day of receipt thereof) loaned, distributed and/or contributed, subject to Section 9.01(c), to its Subsidiaries and/or Affiliates in accordance with the requirements of Section 9.05 of this Agreement.
Special Purpose Corporations. (a) Holdings has no significant assets (other than (v) cash and Cash Equivalents held by Holdings representing proceeds from the Wellbeing Project Financing, (w) the Equity Interests of Intermediate Holdco, Westlake Wellbeing LLC and The California Wellbeing Institute, LLC, (x) after the issuance thereof, the Equity Interests of each of the Unrestricted Wellbeing Joint Venture, (y) Intercompany Notes evidencing intercompany loans permitted to be made by Holdings pursuant to Section 10.05, and (z) immaterial assets used for the performance of those activities permitted to be performed by Holdings pursuant to Section 10.01(b)) or liabilities (other than under this Agreement and the other Documents (including the Term Credit Documents) to which it is a party (including, the Wellbeing Project Financing Documents), those liabilities permitted to be incurred by Holdings pursuant to Section 10.01(b) and, as and when issued from time to time in accordance with the terms of this Agreement, under Shareholder Subordinated Notes).
(b) Intermediate Holdco has no significant assets (other than Equity Interests of the Borrower and Corporate Holdco, Intercompany Notes evidencing intercompany loans permitted to be made by Intermediate Holdco pursuant to Section 10.05 and immaterial assets used for the performance of those activities permitted to be performed by Intermediate Holdco pursuant to Section 10.01(j)) or liabilities (other than under this Agreement and the other Documents to which it is a party (including the Intermediate Holdco Documents) and those liabilities permitted to be incurred by Intermediate Holdco pursuant to Section 10.01(j)).
(c) Corporate Holdco has no significant assets (other than immaterial assets used for the performance of those activities permitted to be performed by Corporate Holdco pursuant to Section 10.01(k)) or liabilities (other than under this Agreement and the other Documents to which it is a party (including the Intermediate Holdco Documents and the Term Credit Documents) and those liabilities permitted to be incurred by Corporate Holdco pursuant to Section 10.01(k)).
Special Purpose Corporations. Each of the Parent Entities (other than Parent) was formed to effect the Transaction. Prior to the consummation of the Transaction, no Parent Entity (other than Parent) had any significant assets or liabilities.
Special Purpose Corporations. Holdings has no significant assets (other than the capital stock of the US Borrower) or material liabilities (other than those liabilities under the Documents to which it is a party).
Special Purpose Corporations. (a) Each of Holdings, and Acquisition Corp. was formed to effect the Transaction. Prior to the consummation of the Transaction, none of Holdings, or Acquisition Corp. had any significant assets or liabilities.
(b) Holdings has no significant assets (other than the capital stock of the U.S. Borrower and immaterial assets used for the performance of those activities permitted to be performed by Holdings pursuant to Section 9.01(b)) or liabilities (other than under this Agreement and the other Documents to which it is a party, those liabilities permitted to be incurred by Holdings pursuant to Section 9.01(b) and, as and when issued from time to time in accordance with the terms of this Agreement, under Shareholder Subordinated Notes).
(c) The Bermuda Partnership has no significant assets (other than Equity Interests of its Subsidiaries and the immaterial assets used for the performance of those activities permitted to be performed by it pursuant to Section 9.01(c)) 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(c)); provided that notwithstanding the foregoing, the Bermuda Partnership shall be permitted to (i) provide treasury, accounting, logistic and other administrative support services to its Affiliates on an arm's length basis and hold and retain cash earned in connection with the provision of such services and (ii) receive and hold additional cash and Cash Equivalents from its Subsidiaries and/or Affiliates, so long as, in the case of this clause (ii), same are promptly (and in any event within one Business Day of receipt thereof) loaned, distributed and/or contributed, subject to Section 9.01(d), to its Subsidiaries and/or Affiliates in accordance with the requirements of Section 9.05 of this Agreement.
Special Purpose Corporations. Holdings has no significant assets (other than the capital stock of the Borrower and immaterial assets used for the performance of those activities permitted to be performed by Holdings pursuant to Section 9.01(b)(i)) or liabilities (other than under this Agreement and the other Transaction Documents to which it is a party and those liabilities permitted to be incurred by Holdings pursuant to Section 9.01(b)(i)).
Special Purpose Corporations. 93 7.26 Subordination................................................................ 94
Special Purpose Corporations. Holdings was formed for the purpose of holding all of the capital stock of the Borrower and is authorized to effect the Transaction and except in connection with the foregoing (or as may be permitted by this Agreement), Holdings engages in no business activities and has no significant assets (other than the stock of the Borrower) or liabilities (other than liabilities which are expressly permitted under this Agreement). Chancellor Broadcasting Licensee was formed for the purpose of holding all rights, title and interests in certain of the FCC Licenses to be used by the Borrower and its Subsidiaries in connection with their respective businesses and otherwise engages in no business activities and has no significant assets or liabilities.
Special Purpose Corporations. (a) Each License Subsidiary has no ---------------------------- significant assets (other than the FCC Licenses held by it) or material liabilities (other than under the other Credit Documents to which it is a party and, after the issuance of any Permitted Subordinated Notes, under the Permitted Subordinated Note Documents to which it is a party).
(b) Holdings has no significant assets (other than (i) the capital stock of the Borrower and, prior to the liquidation or merger of Group II as otherwise permitted hereunder, Group II, (ii) prior to the Holdings Asset Transfer, the assets relating to the Stations designated as being owned by it on Schedule 7.23 or which may be acquired by it as set forth on Schedule 7.24, or (iii) as otherwise permitted to be acquired by it in accordance with the terms of Sections 8.14, 9.02 and 9.05) or material liabilities (other than under the Credit Documents to which it is a party or pursuant to any documents whereby Holdings acquired (or will acquire) any Stations and the assets related thereto as otherwise permitted under this Agreement).
(c) Group II has no significant assets (other than the assets relating to the Stations designated as being owned by it on Schedule 7.23 or which may be acquired by it as set -44- forth on Schedule 7.24) or material liabilities (other than under the Credit Documents to which it is a party or pursuant to any documents whereby Group II acquired (or will acquire) such Stations and the assets related thereto).
Special Purpose Corporations. Holdings was formed for the purpose of effecting the Recapitalization Transaction and, prior to the consummation thereof, had no material assets or liabilities except in connection therewith. Holdings engages in no business activities other than the employment of management of the Borrower, except in connection with its ownership of the capital stock of the Borrower and liabilities incident thereto.
