Example ContractsClausesMaintenance of Existence; Compliance
Maintenance of Existence; Compliance
Maintenance of Existence; Compliance contract clause examples

. (a) (i) Preserve, renew and keep in full force and effect its organizational existence and # take all reasonable action to maintain all rights, privileges and franchises necessary in the normal conduct of its business, except, in each case, as otherwise permitted by Section 7.4, Section 7.5 and except, in the case of [clause (ii) above], to the extent that failure to do so could not reasonably be expected to have a Material Adverse Effect; # comply with all Contractual Obligations and Requirements of Law except to the extent that failure to comply therewith could not, in the aggregate, reasonably be expected to have a Material Adverse Effect; and # maintain in effect and enforce policies and procedures reasonably designed to ensure compliance in all material respects by the Borrower,

Maintenance of Existence; Compliance. (a) Except as otherwise permitted by Section 7.4, # preserve, renew and keep in full force and effect its organizational existence, in the case of the Borrowers, in any State of the United States or the District of Columbia, and # unless the failure to do so would not reasonably be expected to have a Material Adverse Effect, take all reasonable action to maintain or obtain all Governmental Approvals and all other rights, privileges and franchises necessary in the normal conduct of its business or necessary for the performance by such Person of its Obligations under any Loan Document; # comply with all Contractual Obligations (including with respect to leasehold interests of the Borrowers) and Requirements of Law except to the extent that failure to comply therewith could not, in the aggregate, reasonably be expected to have a Material Adverse Effect; and # comply with all Governmental Approvals, and any term, condition, rule, filing or fee obligation, or other requirement related thereto, except to the extent that failure to do so would not reasonably be expected to have a Material Adverse Effect. Without limiting the generality of the foregoing, the Parent shall, and shall cause each of its ERISA Affiliates to: # maintain each Pension Plan in compliance in all material respects with the applicable provisions of ERISA, the Code or other Federal or state law; # cause each Pension Plan to maintain its qualified status under Section 401(a) of the Code; # make all required contributions to any Pension Plan; # not become a party to any Multiemployer Plan; # to the extent applicable with respect to any Pension Plan, ensure that all liabilities under such Pension Plan are either # funded to at least the minimum level required by law or, if higher, to the level required by the terms governing such Pension Plan; # insured with a reputable insurance company; or # provided for or recognized in the financial statements most recently delivered to the Administrative Agent and the Lenders pursuant hereto; and # ensure that the contributions or premium payments to or in respect of each Pension Plan are and continue to be promptly paid at no less than the rates required under the rules of such Pension Plan and in accordance with the most recent actuarial advice received in relation to such Pension Plan and applicable law.

. (a)(i) Preserve, renew and keep in full force and effect its organizational existence and # take all reasonable action to maintain all rights, privileges and franchises necessary or desirable in the normal conduct of its business, except, in each case, as otherwise permitted by Section 7.4 and except (other than with respect to the preservation of the existence of the Loan Parties) # to the extent that failure to do so could not reasonably be expected to have a Material Adverse Effect or # pursuant to any merger, amalgamation, consolidation, liquidation, dissolution or Disposition permitted hereunder; and # comply with all Contractual Obligations and Requirements of Law except to the extent that failure to comply therewith could not, in the aggregate, reasonably be expected to have a Material Adverse Effect. Without limiting the generality of the foregoing, Holdings will do all things necessary to maintain its status as a REIT and will maintain its listing on the New York Stock Exchange. The Borrower will maintain in effect and enforce policies and procedures designed to ensure compliance by Holdings, the Borrower, its Subsidiaries and their respective directors, officers and employees with Anti-Corruption Laws and applicable Sanctions.

Maintenance of Existence; Compliance. (a)(i) Preserve, renew and keep in full force and effect its organizational existence, and # take all reasonable action to maintain or obtain all Governmental Approvals and all other rights, privileges and franchises necessary or desirable in the normal conduct of such Group Member’s business or necessary for the performance by such Group Member of its Obligations under any Loan Document, except, in each case, as otherwise permitted by Section 7.4 and except, in the case of [clause (ii) above], to the extent that a failure to do so could not reasonably be expected to have a Material Adverse Effect; # comply with all Contractual Obligations (including with respect to leasehold interests of the Borrower or any such Subsidiary) and Requirements of Law except to the extent that a failure to comply therewith could not, in the aggregate, reasonably be expected to have a Material Adverse Effect; and # comply with all Governmental Approvals, and any term, condition, rule, filing or fee obligation, or other requirement related thereto, except to the extent that a failure to do so could not reasonably be expected to have a Material Adverse Effect; and # use commercially reasonable efforts to obtain the Governmental Approvals described in Part B of [Schedule 4.4] within 30 days after the Closing Date. Without limiting the generality of the foregoing, the Borrower shall, and shall cause each of its ERISA Affiliates to: # maintain each Pension Plan in compliance in all material respects with the applicable provisions of ERISA, the Code or other Federal or state law; # cause each Pension Plan to maintain its qualified status under Section 401(a) of the Code; # make all required contributions to any Pension Plan; # not become a party to any Multiemployer Plan; # ensure that all liabilities under each Pension Plan are either # funded to at least the minimum level required by law or, if higher, to the level required by the terms governing such Pension Plan; # insured with a reputable insurance company; or # provided for or recognized in the financial statements most recently delivered to the Administrative Agent and the Lenders pursuant hereto; and # ensure that the contributions or premium payments to or in respect of each Pension Plan are and continue to be promptly paid at no less than the rates required under the rules of such Pension Plan and in accordance with the most recent actuarial advice received in relation to such Pension Plan and applicable law.

. Do or cause to be done all things necessary to preserve, renew and keep in full force and effect its legal existence and the rights, licenses, permits, privileges, franchises, patents, copyrights, trademarks and trade names, in each case material to the conduct of its business; provided that the foregoing shall not prohibit any merger, consolidation, liquidation or dissolution permitted under Section 7.4 or any sale, transfer or disposition permitted under Section 7.5; provided, further, that neither the Borrower nor any of its Subsidiaries shall be required to preserve any right or franchise if the Borrower or such Subsidiary shall determine that the preservation thereof is no longer desirable in the conduct of the business of the Borrower or such Subsidiary, as the case may be, and that the loss thereof is not disadvantageous in any material respect to the Borrower, such Subsidiary or the Lenders.

. (a)(i) Preserve, renew and keep in full force and effect its organizational existence, provided that any Subsidiary may change the form if its entity organization, including from a corporation to a limited liability company and # take all reasonable action to maintain all rights, privileges and franchises material to the normal conduct of its business, except, in each case, as otherwise permitted by Section 7.4 and except, in the case of [clause (ii) above], to the extent that failure to do so could not reasonably be expected to have a Material Adverse Effect; and # comply with all Contractual Obligations and Requirements of Law except to the extent that failure to comply therewith could not, in the aggregate, reasonably be expected to have a Material Adverse Effect. The Borrower will maintain in effect and enforce policies and procedures designed to ensure compliance by the Borrower, its Subsidiaries and their respective directors, officers, employees and agents with Anti-Corruption Laws and applicable Sanctions.

Maintenance of Existence; Compliance. (a)(i) Preserve, renew and keep in full force and effect its organizational existence and # take all reasonable action to maintain all rights, privileges and franchises necessary or desirable in the normal conduct of its business, except, in each case, as otherwise permitted by Section 7.4 and except (other than with respect to the preservation of the existence of the Loan Parties) # to the extent that failure to do so could not reasonably be expected to have a Material Adverse Effect or # pursuant to any merger, amalgamation, consolidation, liquidation, dissolution or Disposition permitted hereunder; and # comply with all Contractual Obligations and Requirements of Law except to the extent that failure to comply therewith could not, in the aggregate, reasonably be expected to have a Material Adverse Effect. Without limiting the generality of the foregoing, Holdings will do all things necessary to maintain its status as a REIT and will maintain its listing on the New York Stock Exchange. The Borrowers will maintain in effect and enforce policies and procedures designed to ensure compliance by Holdings, the Borrowers, their Subsidiaries and their respective directors, officers and employees with Anti-Corruption Laws and applicable Sanctions.

(i) Preserve, renew and keep in full force and effect its organizational existence except as permitted hereunder and # take all reasonable action to maintain all rights, privileges and franchises necessary or desirable in the normal conduct of its business, including, without limitation, all necessary Governmental Authorizations, except, in each case, as otherwise permitted by [Section 7.3] and except, in the case of [clause (ii) above], to the extent that failure to do so could not reasonably be expected to have a Material Adverse Effect; and

Maintenance of Existence; Compliance. (a)(i) Preserve, renew and keep in full force and effect its organizational existence and # take all reasonable action to maintain all rights, privileges and franchises necessary or desirable in the normal conduct of its business, except, in each case, as otherwise permitted by [Section 7.4] and except (other than with respect to the preservation of the existence of the Loan Parties) # to the extent that failure to do so could not reasonably be expected to have a Material Adverse Effect or # pursuant to any merger, amalgamation, consolidation, liquidation, dissolution or Disposition permitted hereunder; and # comply with all Contractual Obligations and Requirements of Law except to the extent that failure to comply therewith could not, in the aggregate, reasonably be expected to have a Material Adverse Effect. Without limiting the generality of the foregoing, Holdings will do all things necessary to maintain its status as a REIT and will maintain its listing on the New York Stock Exchange. The Borrower will maintain in effect and enforce policies and procedures designed to ensure compliance by Holdings, the Borrower, its Subsidiaries and their respective directors, officers and employees with Anti-Corruption Laws and applicable Sanctions.

Each Borrower and Guarantor shall at all times # preserve, renew and keep in full force and effect its corporate or limited liability company existence and rights and franchises with respect thereto and # maintain in full force and effect all licenses, trademarks, tradenames, approvals, authorizations, leases, contracts and Permits necessary to carry on the business as presently conducted or as conducted after the Effective Date, except as to any Borrower or Guarantor other than Parent as permitted in Section 9.7 hereto and except, as to clause (ii) only, where the failure to do so, individually or in the aggregate, has or could reasonably be expected to have a Material Adverse Effect.

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