Common use of Parent Entities Clause in Contracts

Parent Entities. Neither the Parent nor Holdings shall conduct, transact, or otherwise engage in any business or activity or own any operating assets; provided that notwithstanding the foregoing, the following shall be permitted, along with the performance of the obligations and activities so described and any activities incidental thereto (in each case, to the extent otherwise not prohibited by this Agreement): (a) ownership of the Equity Interests of the Consolidated Subsidiaries and any other Equity Interests permitted to be acquired or held by such Loan Party under this Agreement; (b) maintenance of its legal existence (including the ability to incur fees, costs and expenses relating to such maintenance); (c) the performance of its obligations with respect to the Indebtedness and other obligations under the Loan Documents, the Term Loan/Euro RCF Agreement, the Senior Unsecured Notes, the New Senior Notes (Issued 2010), the New Senior Notes (Issued 2011), Refinancing Indebtedness and the Permitted Additional Indebtedness; (d) any Qualified Public Offering; (e) any intercompany obligations; (f) the transfer or other disposition of Equity Interests or other assets to another Loan Party; (g) making contributions to the capital of its Consolidated Subsidiaries; (h) guaranteeing the obligations of the Consolidated Subsidiaries solely to the extent such obligations are not prohibited hereunder; (i) participating in tax, accounting and other administrative matters as a member of the Group; (j) the Restricted Payments and Investments permitted to be made by such Loan Party by this Agreement; (k) transactions that comply with Section 11.4(a); (l) any Permitted Acquisition of a Person that will become a Loan Party upon consummation of such Permitted Acquisition, or the creation of a Consolidated Subsidiary that will become a Loan Party upon such creation; (m) holding any cash or property received in connection with Restricted Payments permitted to be made pending application thereof by Parent or Holdings; (n) providing indemnification to officers and directors; and (o) the amendment of any of the foregoing not otherwise prohibited by this Agreement.

Appears in 3 contracts

Sources: Loan and Security Agreement (WireCo WorldGroup Poland Holdings Sp. z.o.o.), Loan and Security Agreement (1295728 Alberta ULC), Loan and Security Agreement (1295728 Alberta ULC)