Example ContractsClausesholding companyVariants
Holding Company
Holding Company contract clause examples

Holding Company. In the case of Holdings, engage in any business or activity other than # the ownership and investment in Capital Stock in and Indebtedness of [[Borrower:Organization]] Ireland Holdings Limited and its other Subsidiaries from time to time, # maintaining its corporate existence, # participating in tax, accounting and other administrative activities as the parent of the consolidated group of companies, including the Loan Parties, # the execution and delivery of the Loan Documents to which it is a party and the performance of its obligations thereunder, # the incurrence of Indebtedness permitted to be incurred by Holdings pursuant to Section 7.1, # the consummation of any Permitted Acquisition so long as any assets (other than Indebtedness or Capital Stock) acquired in connection with such Permitted Acquisition are owned by the Borrower or a Restricted Subsidiary (other than [[Borrower:Organization]] Ireland Holdings Limited, for so long as it is not a Subsidiary Guarantor) immediately following such Permitted Acquisition, # Restricted Payments permitted to be made by Holdings under [Section 7.5] and # activities incidental to the businesses or activities described in [clauses (a) through (g)] of this Section.

#[[Borrower:Organization]] Ireland Holdings Limited. In the case of [[Borrower:Organization]] Ireland Holdings Limited, Holdings shall cause that, for as long as [[Borrower:Organization]] Ireland Holdings Limited is not a Subsidiary Guarantor, it shall not: # engage in any business or activity or own or acquire any material assets other than # the ownership and investment in Capital Stock in and Junior Financings of Intermediate Holdco or any other wholly owned direct Restricted Subsidiary, # maintaining its corporate existence, # participating in tax, accounting and other administrative activities as the parent of the consolidated group of companies, including the Loan Parties, # the incurrence of Indebtedness permitted to be incurred by [[Borrower:Organization]] Ireland Holdings Limited pursuant to Section 7.1, # the consummation of any Permitted Acquisition so long as any assets acquired in connection with such Permitted Acquisition are owned by the Borrower or a Restricted Subsidiary immediately following such Permitted Acquisition, # Restricted Payments permitted to be made by [[Borrower:Organization]] Ireland Holdings Limited under [Section 7.5] and # activities incidental to the businesses or activities described in [clauses (i) through (vi)]; # incur any Indebtedness other than Indebtedness permitted pursuant to Sections 7.1 (b), (k), (n) or (t); and # create, incur, assume or suffer to exist any Lien other than Liens permitted pursuant to [Sections 7.2(a), (c), (j), (l), (o), (q) or (aa)])])])])])])] upon any of its property or assets, whether now owned or hereafter acquired.

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.

Holdings shall # 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, # the maintenance of its legal existence (including the ability to incur fees, costs and expenses relating to such maintenance), # the performance of its obligations and payments with respect to the Loan Documents and any other agreements permitted hereunder, # any public offering of its common stock or any other issuance of its Capital Stock or hold proceeds thereof, # making payments or Restricted Payments to the extent otherwise permitted hereunder, # making Investments in its Subsidiaries, # participating in tax, accounting and other administrative matters as a member of the consolidated, combined, unitary or similar group that included Holdings and the Borrower, # holding any cash, Cash Equivalents or other property received in connection with Restricted Payments received from, and Investments in Holdings made by, its Subsidiaries, contributions to its capital or in exchange for the issuance of Capital Stock and Investments received in respect of any of the foregoing pending application thereof by Holdings, and # providing indemnification and contribution, directors, officers, employees, members of management and consultants, # incur, create, assume or suffer to exist any Indebtedness or other liabilities or financial obligations, except # Indebtedness incurred with respect to guarantees of any Additional Senior Unsecured Notes, or other Indebtedness of the Borrower and its Subsidiaries that is permitted by Section 7.2, # nonconsensual obligations imposed by operation of law, # obligations pursuant to the Loan Documents to which it is a party and # obligations with respect to its Capital Stock, or # own, lease, manage or otherwise operate any properties or assets (including cash (other than cash received in connection with dividends made by the Borrower in accordance with Section 7.6 pending application in the manner contemplated by said Section) and cash equivalents) other than the ownership of shares of Capital Stock of the Borrower;

Holdings shall # 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, # the maintenance of its legal existence (including the ability to incur fees, costs and expenses relating to such maintenance), # the performance of its obligations and payments with respect to the Loan Documents and any other agreements permitted hereunder, # any public offering of its common stock or any other issuance of its Capital Stock or hold proceeds thereof, # making payments or Restricted Payments to the extent otherwise permitted hereunder, # making Investments in its Subsidiaries, # participating in tax, accounting and other administrative matters as a member of the consolidated, combined, unitary or similar group that included Holdings and the Borrower, # holding any cash, Cash Equivalents or other property received in connection with Restricted Payments received from, and Investments in Holdings made by, its Subsidiaries, contributions to its capital or in exchange for the issuance of Capital Stock and Investments received in respect of any of the foregoing pending application thereof by Holdings, and # providing indemnification and contribution, directors, officers, employees, members of management and consultants, # incur, create, assume or suffer to exist any Indebtedness or other liabilities or financial obligations, except # Indebtedness incurred with respect to guarantees of any Additional Senior Unsecured Notes, or other Indebtedness of the Borrower

. In the case of Holdings, conduct, transact or otherwise engage in any business or operations other than the following (and activities incidental thereto): # its ownership of the Equity Interests of the Borrower, # the maintenance of its legal existence (including the ability to incur fees, costs and expenses relating to such maintenance), # the performance of its obligations with respect to the Loan Documents, the ABL Facilities, any Senior Notes, any Qualified Holding Company Debt, any Permitted Ratio Debt, any Credit Agreement Refinancing Indebtedness, any Permitted Pari Passu Secured Debt and any other Indebtedness permitted to be incurred by Holdings pursuant to [Section 7.03], # any public offering of its common stock or any other issuance of its Equity Interests or any transaction permitted under [Section 7.04], # financing activities, including the issuance of securities, incurrence of debt, payment of Restricted Payments, making contributions to the capital of its Subsidiaries and guaranteeing the obligations of its Subsidiaries in each case solely to the extent permitted hereunder, # participating in tax, accounting and other administrative matters as a member of the consolidated group of Holdings and the Borrower, # holding any cash or property received in connection with Restricted Payments made by the Borrower in accordance with [Section 7.06] pending application thereof by Holdings, # providing indemnification to officers and directors and # activities incidental to the businesses or activities described in clauses # to # of this [Section 7.13].

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