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Holding Companies
Holding Companies contract clause examples

Insurance Companies. Insurance required to be maintained by Tenant shall be written by companies licensed to do business in the state in which the Premises are located and having a “Financial Strength Rating” of at least “A-; VIII” (or such higher rating as may be required by a lender having a lien on the Premises) as determined by A.M. Best Company.

Holding Companies. Each Subsidiary of Holdings, other than [[Borrower:Organization]] Ireland Holdings Limited, is, on the date of the Original Credit Agreement, the Restatement Effective Date and, the Second Amendment Effective Date, the Third Amendment Effective Date, the Fourth Amendment Effective Date, the Fifth Amendment Effective Date and the Sixth Amendment Effective Date, to the extent same was incorporated on such date(s), a Subsidiary of Holdings solely by virtue of paragraph # of sub-section # of Section 155 of the Companies Acts, 1963 [[Address A:Address]] or paragraph # of sub-section 2 of Section 7 of the Companies Act, 2014 [[Address A:Address]] (as applicable). Neither Holdings nor [[Borrower:Organization]] Ireland Holdings Limited own any material assets or property other than any assets or property permitted to be owned by them under [Section 7.16 or 7.17]7] as applicable.

. Each Holding Company will not conduct, transact or otherwise engage in any business or operations other than the following:

Holding Companies. In the case of Holdings, engage in any business or activity other than: # the ownership of all outstanding direct and indirect Equity Interests in its Subsidiaries, # maintaining its corporate existence, # participating in tax, accounting and other administrative activities as a member of the consolidated group of companies, including the Loan Parties (including entering into engagement letters and similar type contracts and agreements with attorneys, advisors, accountants and other professionals and participating thereunder), # the execution and delivery of the Loan Documents and other documents relating to the Transaction to which they are a party, and the performance of their respective obligations under each of the foregoing, # providing indemnification to officers, directors, shareholders and employees, # holding any cash or property received in connection with Restricted Payments permitted under [Section 7.06], # Investments and loans and advances to its Subsidiaries permitted hereunder, # providing guarantees for the benefit of Subsidiaries to the extent such Person is otherwise permitted to enter into the transactions under this Agreement (including guarantees of lease obligations), # holding nominal deposits in deposit and securities accounts in connection with any of the foregoing transactions, and # activities incidental to the businesses or activities described in [clauses (a) through (i)] of this Section.

Holding Companies. (i[[WXXA Borrower:Organization]] Each of the Holding Companies conducts, transacts or otherwise engages in any business or operations other than the following: # the ownership or acquisition of Equity Interests (other than Disqualified Equity Interests[[WXXA Borrower:Organization]] in the WXXA Borrower and WLAJ Borrower or contribution to the capital of the WXXA Borrower and WLAJ Borrower, # the maintenance of its legal existence, including the ability to incur fees, costs and expenses and the hiring of employees relating to such maintenance, # to the extent applicable, participating in tax, accounting and other administrative matters as a member of the combined group of Consolidated Group Entities, # the performance of its obligations under and in connection with, and payments with respect to, the Loan Documents and the Nexstar/VIE Agreements and related documentation in respect of the foregoing and any documents relating to other Indebtedness permitted under [Section 7.02] of this Agreement, including the making of Restricted Payments and any other actions otherwise expressly permitted to be performed by such Holding Company under this Agreement, # incurring fees, costs and expenses relating to overhead and general operating including professional fees for legal, tax and accounting issues and paying taxes, # providing customary indemnification to officers and directors in the ordinary course of business and as otherwise permitted in Article VII, # making Investments in cash and Cash Equivalents; # obligations and activities incidental to the Shield Lansing Management Agreement and/or the Shield Albany Management Agreement, as applicable, and # activities incidental to the businesses or activities described in [clauses ([[WXXA Borrower:Organization]]) through ([[WXXA Borrower:Organization]]) above] or # the Equity Interests of the Holding Companies become subject to any Lien other than a Lien in favor of the Collateral Agent for the benefit of the Secured Parties.

. All Required Insurance Policies herein shall be issued by insurance companies # reasonably approved by Administrative Agent, # with a rating of at least AVIII in Best’s Key Rating Guide and # of recognized good standing and licensed or permitted to do business in the state or jurisdiction in which the applicable Individual Property is located (each, an “Approved Insurer”).

The Company shall not trade, carry on any business, own any assets or incur any liabilities except for:

Neither TGI nor any of its Subsidiaries is an “investment company” registered or required to be registered under the Investment Company Act of 1940 or under the “control” of an “investment company” as such terms are defined in the Investment Company Act of 1940 and shall not become such an “investment company” or under such “control”.

[[PTC:Organization]] Restricted Companies” means all businesses and divisions of the following companies, to the extent those businesses and divisions compete with RA and its Affiliates:

Additional First-Tier Foreign Subsidiaries/Foreign Holding Companies. Such Borrower will notify the Administrative Agent promptly after any Person becomes a First-Tier Foreign Subsidiary or a Foreign Holding Company, and promptly thereafter (and, in any event, within forty five (45) days after such notification, as such time period may be extended by the Administrative Agent in its sole discretion), cause # the applicable Loan Party to deliver to the Administrative Agent Collateral Documents pledging sixty-five percent (65%) of the total outstanding voting Equity Interests (and one hundred percent (100%) of the non-voting Equity Interests) of any such new Subsidiary and a consent thereto executed by such new Subsidiary (including, without limitation, if applicable, original certificated Equity Interests (or the equivalent thereof pursuant to the Applicable Laws and practices of any relevant foreign jurisdiction) evidencing the Equity Interests of such new Subsidiary, together with an appropriate undated stock or other transfer power for each certificate duly executed in blank by the registered owner thereof), # such Person to deliver to the Administrative Agent such opinions, documents and certificates referred to in Section 4.01 as may be reasonably requested by the Administrative Agent, # such Person to deliver to the Administrative Agent such updated Schedules to the Loan Documents as requested by the Administrative Agent with regard to such Person, and # such Person to deliver to the Administrative Agent such other documents as may be reasonably requested by the Administrative Agent, all in form, content and scope reasonably satisfactory to the Administrative Agent.

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