Common use of Conduct of Business and Maintenance of Existence Clause in Contracts

Conduct of Business and Maintenance of Existence. The Borrower will continue, and will cause each Significant Subsidiary to continue, to engage in business of the same general type conducted by the Borrower and its Significant Subsidiaries as of the Effective Date, and will preserve, renew and keep in full force and effect, and will cause each Subsidiary to preserve, renew and keep in full force and effect their respective corporate existence and their respective rights, privileges and franchises necessary or desirable in the normal conduct of business; provided that nothing in this Section 5.03 shall prohibit (i) the merger of a Subsidiary into the Borrower or the merger or the consolidation of a Subsidiary with or into another Person if the corporation surviving such consolidation or merger is a Subsidiary and if, in each case, after giving effect thereto, no Default shall have occurred and be continuing or (ii) the termination of the corporate existence of any Subsidiary if (A) the Borrower in good faith determines that such termination is in the best interest of the Borrower and (B) such termination is not materially disadvantageous to the Lenders.

Conduct of Business and Maintenance of Existence. The Except as otherwise permitted in accordance with Section 5.07, the Borrower and its Material Subsidiaries will continue, and will cause each Significant Subsidiary to continue, continue to engage in business of the same general type as now conducted by the Borrower and its Significant Subsidiaries as of the Effective DateMaterial Subsidiaries, and will preserve, renew and keep in full force and effect, and will cause each Subsidiary to preserve, renew and keep in full force and effect their respective corporate existence existences and their respective rights, privileges and franchises necessary or desirable in the normal conduct of business; provided that nothing in this Section 5.03 shall prohibit prohibit: (ia) the merger of a Subsidiary of the Borrower into the Borrower or the merger or the consolidation of a Subsidiary with or into another Person if the corporation surviving such consolidation or merger is a Subsidiary and if, in each case, after giving effect thereto, no Default shall have occurred and be continuing continuing; (b) the merger or consolidation of a Subsidiary of the Borrower with or into a Person other than the Borrower if, after giving effect thereto, no Default shall have occurred and be continuing; or (iic) the termination of the corporate existence of any a Subsidiary of the Borrower if (A) the Borrower in good faith determines that such termination is in the best interest of the Borrower and (B) such termination is not materially disadvantageous to the Lenders.

Conduct of Business and Maintenance of Existence. The Borrower will continue, and will cause each Significant Subsidiary to continue, to engage in business of the same general type as now conducted by the Borrower and its Significant Subsidiaries as of the Effective DateSubsidiaries, and will preserve, renew and keep in full force and effect, and will cause each Subsidiary of the Borrower to preserve, renew and keep in full force and effect their respective corporate existence and their respective rights, privileges and franchises necessary or desirable in the normal conduct of business; provided that nothing in this Section 5.03 shall prohibit (i) the merger of a Subsidiary of the Borrower into the Borrower or the merger or the consolidation of a Subsidiary of the Borrower with or into another Person if the corporation surviving such consolidation or merger is a Subsidiary of the Borrower and if, in each case, after giving effect thereto, no Default shall have occurred and be continuing or (ii) the termination of the corporate existence of any Subsidiary of the Borrower if (A) the Borrower in good faith determines that such termination is in the best interest of the Borrower and (B) such termination is not materially disadvantageous to the Lenders.

Conduct of Business and Maintenance of Existence. The Borrower will continue, and will cause each Significant Subsidiary to continue, to engage in business of the same general type conducted by the Borrower and its Significant Subsidiaries as of the Effective Date, and will preserve, renew and keep in full force and effect, and will cause each Subsidiary to preserve, renew and keep in full force and effect their respective corporate legal existence and good standing under the Laws of the jurisdiction of its organization and their respective rights, privileges and franchises necessary or desirable in the normal conduct of business; provided that nothing in this Section 5.03 6.04 shall prohibit (i) the merger of a Subsidiary into the Borrower or the merger or the consolidation of a Subsidiary with or into another Person if (A) in the case of a domestic Subsidiary, the corporation surviving such consolidation or merger is a domestic Subsidiary and (B) in the case of a foreign Subsidiary, the entity surviving such consolidation or merger is a Subsidiary, if, in each casecase covered by this clause (i), after giving effect thereto, no Default shall have occurred and be continuing continuing, or (ii) the termination of the corporate existence of any Subsidiary if (A) the Borrower in good faith determines that such termination is in the best interest of the Borrower and (B) such termination is not materially disadvantageous to the Lenders.

Conduct of Business and Maintenance of Existence. The Borrower will continue, and will cause each Significant Material Subsidiary to continue, to engage in business businesses of the same general type types as are now conducted by the Borrower and its Significant Subsidiaries as of the Effective DateMaterial Subsidiaries, and will preserve, renew and keep in full force and effect, and will cause each Material Subsidiary to preserve, renew and keep in full force and effect effect, their respective corporate existence existences and their respective rights, privileges and franchises necessary or desirable in the normal conduct of business; provided that nothing in this Section 5.03 shall prohibit (i) the merger of a Material Subsidiary into the Borrower or the merger or the consolidation of a Material Subsidiary with or into another Person if the corporation surviving such consolidation or merger is a Material Subsidiary and if, in each case, after giving effect thereto, no Default shall have occurred and be continuing or (ii) the termination of the corporate existence of any Material Subsidiary if (A) the Borrower in good faith determines that such termination is in the best interest of the Borrower and (B) such termination is not materially disadvantageous to the LendersBorrower.

Conduct of Business and Maintenance of Existence. The Such Borrower will continue, and will cause each Significant Subsidiary to continue, to engage in business of the same general type as conducted by the such Borrower and its Significant Subsidiaries as of on the Effective Closing Date, and will preserve, renew and keep in full force and effect, and will cause each Significant Subsidiary to preserve, renew and keep in full force and effect effect, their respective corporate existence and their respective rights, privileges and franchises necessary or desirable in the normal conduct of business; provided that nothing in this Section 5.03 6.3 shall prohibit (i) any merger or consolidation involving such Borrower which is permitted by Section 6.6, (ii) the merger of a Significant Subsidiary into the such Borrower or the merger or the consolidation of a Significant Subsidiary with or into another Person if the corporation surviving such consolidation or merger is a Significant Subsidiary and if, in each case, after giving effect thereto, no Default with respect to such Borrower shall have occurred and be continuing or (iiiii) the termination of the corporate existence of any Significant Subsidiary if (A) the such Borrower in good faith determines that such termination is in the best interest of the such Borrower and (B) such termination is not materially disadvantageous to the Lenders.

Conduct of Business and Maintenance of Existence. The Borrower will continue, and will cause each Significant Material Subsidiary to continue, to engage in business of the same general type as now conducted by the Borrower and its Significant Subsidiaries as of the Effective DateSubsidiaries, and will preserve, renew and keep in full force and effect, and will cause each Subsidiary to preserve, renew and keep in full force and effect their respective corporate existence and their respective rights, privileges and franchises necessary or desirable in the normal conduct of business; provided that nothing in this Section 5.03 5.4 shall prohibit (i) the merger of a Subsidiary into the Borrower or the merger or the consolidation of a Subsidiary with or into another Person if the corporation surviving such consolidation or merger is a Subsidiary and if, in each case, after giving effect thereto, no Default shall have occurred and be continuing continuing, (ii) the sale or other disposition (whether by merger or otherwise) of the capital stock or assets of any Subsidiary, if such transaction complies with the provisions of Section 5.11 or (iiiii) the termination of the corporate existence of any Subsidiary if (A) the Borrower in good faith determines that such termination is in the best interest of the Borrower and (B) such termination is not materially disadvantageous to the LendersBanks.

Conduct of Business and Maintenance of Existence. The Borrower and its Subsidiaries will continue, and will cause each Significant Subsidiary to continue, continue to engage in business of the same general type as now conducted by the Borrower and its Significant Subsidiaries as of the Effective DateSubsidiaries, and will preserve, renew and keep in full force and effect, and will cause each Subsidiary to preserve, renew and keep in full force and effect their respective corporate existence existences and their respective rights, privileges and franchises necessary or desirable in the normal conduct of business; provided that nothing in this Section 5.03 shall prohibit prohibit: (i) the merger of a Subsidiary into the Borrower or if, after giving effect thereto, no Default shall have occurred and be continuing; (ii) the merger or the consolidation of a Subsidiary with or into another a Person other than the Borrower if the corporation surviving such consolidation or merger is a Subsidiary and if, in each caseand, after giving effect thereto, no Default shall have occurred and be continuing or or (iiiii) the termination of the corporate existence of any a Subsidiary if (A) the Borrower in good faith determines that such termination is in the best interest of the Borrower and (B) such termination is not materially disadvantageous to the LendersBanks.

Conduct of Business and Maintenance of Existence. The Borrower will continue, and will cause each Significant Subsidiary to continue, to engage in business of the same general type conducted by the Borrower and its Significant Subsidiaries as of the Effective Date, and Company will preserve, renew and keep in full force and effect, and will cause each Guarantor and each other Significant Subsidiary to preserve, renew and keep in full force and effect their respective its corporate existence and their respective rights, privileges and franchises necessary or desirable in the normal conduct of businessbusiness (except, solely with respect to any Significant Subsidiary that is not an Obligor, to the extent that failure to do so could not reasonably be expected to have a Material Adverse Effect); provided that nothing in this Section 5.03 5.04 shall prohibit (i) the merger of a Significant Subsidiary into the Borrower Company or the merger or the consolidation of a Significant Subsidiary with or into another Person if the corporation surviving such consolidation or merger is a Subsidiary (provided that in the case of any such merger or consolidation involving a Guarantor, it or the Company must be the surviving corporation) and if, in each case, after giving effect thereto, no Default shall have occurred and be continuing or (ii) the termination of the corporate existence of any Significant Subsidiary (other than any Guarantor) if (A) the Borrower Company in good faith determines that such termination is in the best interest of the Borrower Company and (B) such termination is not materially disadvantageous to the Lenders.

Conduct of Business and Maintenance of Existence. The Each Borrower will continue, and will cause each Significant Material Subsidiary to continue, to engage in business of the same general type as now conducted by the such Borrower and its Significant Subsidiaries as of the Effective Datesuch Material Subsidiary, and will preserve, renew and keep in full force and effect, and will cause each Material Subsidiary to preserve, renew and keep in full force and effect their respective corporate organizational existence and their respective rights, privileges and franchises necessary or desirable in the normal conduct of business; provided that nothing in this Section 5.03 5.3 shall prohibit (i) the merger of a any Material Subsidiary into the any Borrower or the merger or the consolidation of a any Material Subsidiary with or into another Person Person, if the corporation Person surviving such consolidation or merger is a Material Subsidiary and if, in each case, after giving effect thereto, no Default shall have occurred and be continuing or continuing, (ii) the termination of the corporate organizational existence of any Material Subsidiary if (A) the applicable Borrower in good faith determines that such termination is in the best interest of the Borrower such Borrower, and (B) such termination is not materially disadvantageous to the LendersBanks or (iii) any transaction with respect to a Borrower that is expressly permitted by Section 5.7.

Conduct of Business and Maintenance of Existence. The Borrower Company will continue, and will cause each Significant Subsidiary its Material Subsidiaries to continue, to engage in business of the same general type as now conducted by the Borrower Company and its Significant Subsidiaries as of the Effective DateMaterial Subsidiaries, and will preserve, renew and keep in full force and effect, and will cause each such Material Subsidiary to preserve, renew and keep in full force and effect effect, their respective corporate existence and their respective rights, privileges and franchises necessary or desirable in the normal conduct of business; provided that nothing in this Section 5.03 5.2 shall prohibit (i) the merger of a Subsidiary of the Company into the Borrower Company or the merger or the consolidation of a Subsidiary with or into another Person if the corporation surviving such consolidation or merger is a Subsidiary and if, in each case, after giving effect thereto, no Default shall have occurred and be continuing or continuing, (ii) the termination of the corporate existence of any Material Subsidiary of the Company if (A) the Borrower Company, in good faith determines that such termination is in the best interest of the Borrower and Company, (Biii) the discontinuance of the business of any Material Subsidiary if the Company in good faith determines that such termination discontinuance is not materially disadvantageous to in the Lendersbest interest of the Company or (iv) any transaction permitted by Section 5.5.

Conduct of Business and Maintenance of Existence. The Borrower will continue, and will cause each Significant Material Subsidiary to continue, to engage in business of the same general type as now conducted by the Borrower and its Significant Subsidiaries as of the Effective DateMaterial Subsidiaries, and will preserve, renew and keep in full force and effect, and will cause each Material Subsidiary to preserve, renew and keep in full force and effect their respective corporate existence and their respective rights, privileges and franchises necessary or desirable in the normal conduct of business; provided that nothing in this Section 5.03 5.3 shall prohibit (i) the merger of a Material Subsidiary into the Borrower or the merger or the consolidation of a Material Subsidiary with or into another Person if the corporation surviving such consolidation or merger is a Material Subsidiary and if, in each case, after giving effect thereto, no Default shall have occurred and be continuing or (ii) the termination of the corporate existence of any Material Subsidiary if (A) the Borrower in good faith determines that such termination is in the best interest of the Borrower and (B) such termination is not materially disadvantageous to the LendersBanks.

Conduct of Business and Maintenance of Existence. The Borrower will continue, and will cause each Significant Subsidiary to continue, to engage in business of the same general type conducted by the Borrower and its Significant Subsidiaries as of the Effective DateFinance Business, and will preserve, renew and keep in full force and effect, and will cause each Subsidiary to preserve, renew and keep in full force and effect their respective corporate existence and their respective rights, privileges and franchises necessary or desirable in the normal conduct of business; provided that nothing in this Section 5.03 shall 5.05 shall, subject to Section 5.14, prohibit (i) the merger of a Subsidiary into the Borrower or the merger or the consolidation of a Subsidiary with or into another Person if the corporation surviving such consolidation or merger is a Subsidiary and if, in each case, after giving effect thereto, no Default shall have occurred and be continuing or (ii) the discontinuation of the Finance Business by or termination of the corporate existence of any Subsidiary if (A) the Borrower in good faith determines that such discontinuation or termination is in the best interest of the Borrower and (B) such termination is not materially disadvantageous to the LendersBanks.

Conduct of Business and Maintenance of Existence. The Borrower will continue, and will cause each Significant Subsidiary to continue, to engage in business of the same general type as now conducted by the Borrower and its Significant Subsidiaries as of the Effective DateSubsidiaries, and will preserve, renew and keep in full force and effect, and will cause each Significant Subsidiary to preserve, renew and keep in full force and effect effect, their respective corporate existence and their respective rights, privileges and franchises necessary or desirable in the normal conduct of business; provided that nothing in this Section 5.03 5.04 shall prohibit (i) the merger of a Significant Subsidiary into the Borrower or the merger or the consolidation of a Significant Subsidiary with or into another Person if the corporation surviving such consolidation or merger is a Subsidiary and if, in each case, after giving effect thereto, no Default shall have occurred and be continuing or (ii) the termination of the corporate existence of any Significant Subsidiary if (A) the Borrower in good faith determines that such termination is in the best interest of the Borrower and (B) such termination is not materially disadvantageous to the LendersBanks.

Conduct of Business and Maintenance of Existence. The Borrower will continue, and will cause each Significant Material Subsidiary to continue, to engage in business businesses of the same general type types as are now conducted by the Borrower and its Significant Subsidiaries as of the Effective DateMaterial Subsidiaries, and will preserve, renew and keep in full force and effect, and will cause each Material Subsidiary to preserve, renew and keep in full force and effect effect, their respective corporate existence existences and their respective rights, privileges and franchises necessary or desirable in the normal conduct of business; provided that nothing in this Section 5.03 shall prohibit (i) the merger of a Material Subsidiary into the Borrower or the merger or the consolidation of a Material Subsidiary with or into another Person if the corporation surviving such consolidation or merger is a Material Subsidiary and if, in each case, after giving effect thereto, no Default shall have occurred and be continuing or (ii) the termination of the corporate existence of any Material Subsidiary if (A) the Borrower in good faith determines that such termination is in the best interest of the Borrower and (B) such termination is not materially disadvantageous to the LendersBanks.

Conduct of Business and Maintenance of Existence. The Subject to Section 5.10, the Borrower will continue, and will cause each Significant Major Subsidiary to continue, to engage in business of the same general type as now conducted by the Borrower and its Significant Subsidiaries as of the Effective DateSubsidiaries, and will preserve, renew and keep in full force and effect, and will cause each Major Subsidiary to preserve, renew and keep in full force and effect their respective corporate existence and their respective material rights, privileges and franchises necessary or desirable in the normal conduct of business; provided that nothing in this Section 5.03 5.04 shall prohibit (i) the merger of a Subsidiary into the Borrower or the merger or the consolidation of a Subsidiary with or into another Person if the corporation surviving such consolidation or merger is a Subsidiary and if, in each case, after giving effect thereto, no Default shall have occurred and be continuing or (ii) the abandonment or termination of the corporate existence existence, rights, privileges or franchises of any Subsidiary if (A) when deemed by the Borrower in good faith determines that such termination is in the best interest interests of the Borrower and (B) such termination is not materially disadvantageous to the Lendersits overall business.

Conduct of Business and Maintenance of Existence. The Borrower Company and its Material Subsidiaries (on a consolidated basis) will continue, and will cause each Significant Subsidiary to continue, continue to engage in business of the same general type types as now conducted by the Borrower Company and its Significant Subsidiaries as of the Effective DateMaterial Subsidiaries, and will preserve, renew and keep in full force and effect, and will cause each Material Subsidiary to preserve, renew and keep in full force and effect their respective corporate existence and their respective rights, privileges and franchises necessary or desirable in the normal conduct of business; provided that nothing in this Section 5.03 5.04 shall prohibit (i) the merger of a Subsidiary into the Borrower Company or the merger or the consolidation of a Subsidiary with or into another Person if the corporation surviving such consolidation or merger is a Wholly-Owned Consolidated Subsidiary and if, in each case, after giving effect thereto, no Default shall have occurred and be continuing or continuing, (ii) the termination of the corporate existence existence, rights, privileges or franchises of any Subsidiary (other than any Subsidiary which is a Borrower) if (A) the Borrower Company in good faith determines that such termination is in the best interest of the Borrower Company and (B) such termination is not materially disadvantageous to the LendersBanks or (iii) any disposition of assets not prohibited by Section 5.09 hereof.

Conduct of Business and Maintenance of Existence. The Borrower will continue, and will cause each Significant Material Subsidiary to continue, to engage in business of the same general type as now conducted by the Borrower and its Significant Subsidiaries as of the Effective DateSubsidiaries, and will preserve, renew and keep in full force and effect, and will cause each Material Subsidiary to preserve, renew and keep in full force and effect their respective corporate existence and their respective rights, privileges and franchises necessary or desirable in the normal conduct of business; provided PROVIDED that nothing in this Section 5.03 shall prohibit (i) the merger of a Subsidiary into the Borrower or the merger or the consolidation of a Subsidiary with or into another Person if the corporation surviving such consolidation or merger is a Subsidiary and if, in each case, after giving effect thereto, no Default shall have occurred and be continuing or (ii) the termination of the corporate existence of any Subsidiary if (A) the Borrower in good faith determines that such termination is in the best interest of the Borrower and (B) such termination is not materially disadvantageous to the LendersBanks.

Conduct of Business and Maintenance of Existence. The Borrower will continue, and will cause each Significant Subsidiary to continue, to engage in business of the same general type as now conducted by the Borrower and its Significant Subsidiaries as of the Effective DateSubsidiaries, and will preserve, renew and keep in full force and effect, and will cause each Subsidiary to preserve, renew and keep in full force and effect their respective corporate existence and their respective rights, privileges and franchises necessary or desirable in the normal conduct of business; provided that nothing in this Section 5.03 5.04 shall prohibit (i) the merger of a Subsidiary into the Borrower or the merger or the consolidation of a Subsidiary with or into another Person if the corporation surviving such consolidation or merger is a Subsidiary and if, in each case, after giving effect thereto, no Default shall have occurred and be continuing or (ii) the termination of the corporate existence of any Subsidiary if (A) the Borrower in good faith determines that such termination is in the best interest of the Borrower and (B) such termination is not materially disadvantageous to the LendersBanks.

Conduct of Business and Maintenance of Existence. The Borrower will continue, and will cause each Significant Subsidiary to continue, to engage in business of the same general type as now conducted by the Borrower and its Significant Subsidiaries as of the Effective DateSubsidiaries, and will preserve, renew and keep in full force and effect, and will cause each Subsidiary to preserve, renew and keep in full force and effect their respective corporate existence and their respective rights, privileges and franchises necessary or desirable in the normal conduct of business; provided that nothing in this Section 5.03 shall prohibit (i) the merger of a Wholly-Owned Subsidiary into the Borrower or the merger or the consolidation of a Wholly-Owned Subsidiary with or into another Person if the corporation surviving such consolidation or merger is a Wholly-Owned Subsidiary and if, in each case, after giving effect thereto, no Default shall have occurred and be continuing or (ii) the termination of the corporate existence of any Subsidiary if (A) the Borrower in good faith determines that such termination is in the best interest of the Borrower and (B) such termination is not materially disadvantageous to the LendersBanks.

Conduct of Business and Maintenance of Existence. The Borrower will continue, and will cause each Significant Subsidiary to continue, continue to engage principally in business of the same general type as conducted by Borrower on the Borrower and its Significant Subsidiaries as of the Effective Closing Date, and business reasonably related or incidental thereto and will preserve, renew and keep in full force and effect, and will cause each Subsidiary to preserve, renew and keep in full force and effect their respective its corporate existence and their respective its rights, privileges and franchises necessary or desirable in the normal conduct of business; provided that nothing in this Section 5.03 6.2 shall prohibit (i) any merger or consolidation involving Borrower which is permitted by Section 6.5, (ii) the merger of a Subsidiary into the Borrower or the merger or the consolidation of a Subsidiary with or into another Person if the corporation surviving such consolidation or merger is a Subsidiary and if, in each case, after giving effect thereto, no Default with respect to Borrower shall have occurred and be continuing or continuing, (iiiii) the termination of the corporate existence of any Subsidiary if (A) the Borrower in good faith determines that such termination is in the best interest of the Borrower and (B) such termination is not materially disadvantageous to the LendersLender, or (iv) any other transaction approved by Lender.

Conduct of Business and Maintenance of Existence. The Borrower Guarantor will continue, and will cause each Significant Subsidiary to continue, to engage in business of the same general type as now conducted by the Borrower Guarantor and its Significant Subsidiaries as of the Effective DateSubsidiaries, and will preserve, renew and keep in full force and effect, and will cause each Subsidiary to preserve, renew and keep in full force and effect their respective corporate existence and their respective rights, privileges and franchises necessary or desirable in the normal conduct of business; provided PROVIDED that nothing in this Section 5.03 6(c) shall prohibit (i) the merger of a Subsidiary into the Borrower Guarantor or the merger or the consolidation of a Subsidiary with or into another Person if the corporation surviving such consolidation or merger is a Subsidiary and if, in each case, after giving effect thereto, no Default or Event of Default shall have occurred and be continuing or (ii) the termination of the corporate existence of any Subsidiary if (A) the Borrower Guarantor in good faith determines that such termination is in the best interest of the Borrower Guarantor and (B) such termination is not materially disadvantageous to the LendersBeneficiaries.

Conduct of Business and Maintenance of Existence. The Borrower will continue, and will cause each Significant Subsidiary of its Subsidiaries to continue, to engage in business of the same general type as now conducted by the Borrower and its Significant Subsidiaries as of the Effective DateSubsidiaries, and will preserve, renew and keep in full force and effect, and will cause each Subsidiary of its Subsidiaries to preserve, renew and keep in full force and effect their respective corporate legal existence and their respective rights, privileges and franchises necessary or desirable in the normal conduct of business; provided that nothing in this Section 5.03 shall prohibit (i) the merger of a Subsidiary into the Borrower or the merger or the consolidation of a Subsidiary with or into another Person if the corporation entity surviving such consolidation or merger is a Subsidiary and if, in each case, after giving effect thereto, no Default shall have occurred and be continuing or (ii) the termination of the corporate business or legal existence of any Subsidiary if (A) the Borrower in good faith determines that such termination is in the best interest of the Borrower and (B) such termination is not materially disadvantageous to the LendersBanks.

Conduct of Business and Maintenance of Existence. The Borrower will continue, and will cause each Significant Subsidiary to continue, to engage in business of in the same general type industry as the industry which the business now conducted by the Borrower and its Significant Subsidiaries as of the Effective Dateis in, and will preserve, renew and keep in full force and effect, and will cause each Subsidiary to preserve, renew and keep in full force and effect their respective corporate existence and their respective rights, privileges and franchises necessary or desirable in the normal conduct of business; provided that nothing in this Section 5.03 5.04 shall prohibit (i) the merger of a Subsidiary into the Borrower or the merger or the consolidation of a Subsidiary with or into another Person if the corporation surviving such consolidation or merger is a Subsidiary and if, in each case, after giving effect thereto, no Default shall have occurred and be continuing or (ii) the termination of the corporate existence of any Subsidiary if (A) the Borrower in good faith determines that such termination is in the best interest of the Borrower and (B) such termination is not materially disadvantageous to the Lenders.in

Conduct of Business and Maintenance of Existence. The Borrower Company will continue, and will cause each Significant Subsidiary to continue, to engage in business of the same general type as now conducted by the Borrower Company and its Significant Subsidiaries as of the Effective DateSubsidiaries, and will preserve, renew and keep in full force and effect, and will cause each Subsidiary to preserve, renew and keep in full force and effect their respective corporate existence and their respective rights, privileges and franchises necessary or desirable in the normal conduct of business; , provided that nothing in this Section 5.03 8(c) shall prohibit (i) the merger of a Subsidiary into the Borrower Company or the merger or the consolidation of a Subsidiary with or into another Person if the corporation surviving such consolidation or merger is a Subsidiary and if, in each case, after giving effect thereto, no Event of Default under the Notes and no event or condition which, with the giving of notice or lapse of time or both, would, unless cured or waived, become an Event of Default under the Notes, shall have occurred and be continuing or (ii) the termination of the corporate existence of any Subsidiary if (A) the Borrower Company in good faith determines that such termination is in the best interest of the Borrower Company and (B) such termination is not materially disadvantageous to the LendersHolders of the Notes.

Conduct of Business and Maintenance of Existence. The Borrower will continue, and will cause each Significant Subsidiary to continue, to engage in business of the same general type conducted by the Borrower and its Significant Subsidiaries as of the Effective Date, and will preserve, renew and keep in full force and effect, and will cause each Significant Subsidiary to preserve, renew and keep in full force and effect their respective corporate existence and their respective rights, privileges and franchises necessary or desirable in the normal conduct of business; provided that nothing in this Section 5.03 shall prohibit (i) the merger of a Restricted Subsidiary into the Borrower or the merger or the consolidation of a Restricted Subsidiary with or into another Person if the corporation or other entity surviving such consolidation or merger is a Restricted Subsidiary and if, in each case, after giving effect thereto, no Default shall have occurred and be continuing or (ii) the termination of the corporate existence of any Restricted Subsidiary if (A) the Borrower in good faith determines that such termination is in the best interest of the Borrower and (B) such termination is not materially disadvantageous to the Lenders.

Conduct of Business and Maintenance of Existence. The Borrower Company will continue, and will cause each Significant Subsidiary its Material Subsidiaries to continue, to engage in business of the same general type as now conducted by the Borrower Company and its Significant Subsidiaries as of the Effective DateMaterial Subsidiaries, and will preserve, renew and keep in full force and effect, and will cause each such Material Subsidiary to preserve, renew and keep in full force and effect effect, their respective corporate existence and their respective rights, 72 privileges and franchises necessary or desirable in the normal conduct of business; provided that nothing in this Section 5.03 5.2 shall prohibit (i) the merger of a Subsidiary of the Company into the Borrower Company or the merger or the consolidation of a Subsidiary with or into another Person if the corporation surviving such consolidation or merger is a Subsidiary and if, in each case, after giving effect thereto, no Default shall have occurred and be continuing or continuing, (ii) the termination of the corporate existence of any Material Subsidiary of the Company if (A) the Borrower Company, in good faith determines that such termination is in the best interest of the Borrower and Company, (Biii) the discontinuance of the business of any Material Subsidiary if the Company in good faith determines that such termination discontinuance is not materially disadvantageous to in the Lendersbest interest of the Company or (iv) any transaction permitted by Section 5.5.

Conduct of Business and Maintenance of Existence. The Borrower will continue, and will cause each Significant Subsidiary to continue, to engage in business of the same general type as now conducted by the Borrower and its Significant Subsidiaries as of the Effective DateSubsidiaries, and will preserve, renew and keep in full force and effect, and will cause each Subsidiary to preserve, renew and keep in full force and effect their respective corporate existence and their respective rights, privileges and franchises necessary or desirable in the normal conduct of business; provided that nothing in this Section 5.03 6.04 shall prohibit (i) the merger of a Subsidiary into the Borrower or the merger or the consolidation of a Subsidiary with or into another Person if the corporation surviving such consolidation or merger is a Subsidiary and if, in each case, after giving effect thereto, no Default shall have occurred and be continuing or (ii) the termination of the business or corporate existence of any Subsidiary if (A) the Borrower in good faith determines that such termination is in the best interest of the Borrower and (B) such termination is not materially disadvantageous to the LendersBanks.

Conduct of Business and Maintenance of Existence. The Borrower Borrowers will continue, and the Company will cause each Significant Subsidiary to continue, to engage in business of the same general type as now conducted by the Borrower Company and its Significant Subsidiaries as of the Effective DateSubsidiaries, and will preserve, renew and keep in full force and effect, and will cause each Subsidiary of the Company to preserve, renew and keep in full force and effect their respective corporate existence and their respective rights, privileges and franchises necessary or desirable in the normal conduct of business; provided that nothing in this Section 5.03 shall prohibit (i) the merger of a Subsidiary of the Company into the Borrower Company or the merger or the consolidation of a Subsidiary of the Company with or into another Person if the corporation surviving such consolidation or merger is a Subsidiary of the Company and if, in each case, after giving effect thereto, no Default shall have occurred and be continuing or (ii) the termination of the corporate existence of any Subsidiary of the Company if (A) the Borrower Company in good faith determines that such termination is in the best interest of the Borrower Company and (B) such termination is not materially disadvantageous to the Lenders.

Conduct of Business and Maintenance of Existence. The Each Borrower will continue, and will cause each Significant Subsidiary to continue, to engage in business of the same general type conducted by the Borrower and its Significant Subsidiaries as of the Effective Date, and will preserve, renew and keep in full force and effect, and will cause each Subsidiary of its Consolidated Subsidiaries to preserve, renew and keep in full force and effect their respective corporate existence and their respective rights, privileges and franchises necessary or desirable in the normal conduct of businessbusiness except in the case of each Consolidated Subsidiary to the extent that a failure to do so could not reasonably be expected to have a Material Adverse Effect; provided that nothing in this Section 5.03 5.04 shall prohibit (i) the merger of a Consolidated Subsidiary into the Borrower Company or the merger or the consolidation of a Consolidated Subsidiary with or into another Person if the corporation surviving such consolidation or merger is a Consolidated Subsidiary and if, in each case, after giving effect thereto, no Default shall have occurred and be continuing or (ii) the termination of the corporate existence of any Consolidated Subsidiary if (A) the Borrower Company in good faith determines that such termination (x) is in the best interest of the Borrower Company and (By) such termination is not materially disadvantageous to the Lenders.

Conduct of Business and Maintenance of Existence. The Borrower Company will continue, and will cause each Significant Subsidiary to continue, to engage in business of the same general type as now conducted by the Borrower Company and its Significant Subsidiaries as of the Effective DateSubsidiaries, and will preserve, renew and keep in full force and effect, and will cause each Subsidiary to preserve, renew and keep in full force and effect their respective corporate existence and their respective rights, privileges and franchises necessary or desirable in the normal conduct of business; provided that nothing in this Section 5.03 shall prohibit (i) the merger or liquidation of a Subsidiary into the Borrower Company or the merger or the consolidation of a Subsidiary with or into another Person if the corporation surviving such consolidation or merger is a Subsidiary and if, in each case, after giving effect thereto, no Default shall have occurred and be continuing or (ii) the termination of the corporate existence of any Subsidiary (other than an Eligible Subsidiary to which Loans are then outstanding) if (A) the Borrower Company in good faith determines that such termination is in the best interest of the Borrower Company and, after giving effect thereto, no Default shall have occurred and (B) such termination is not materially disadvantageous to the Lendersbe continuing.

Conduct of Business and Maintenance of Existence. The Borrower Company and its Material Subsidiaries (on a consolidated basis) will continue, and will cause each Significant Subsidiary to continue, continue to engage in business of the same general type types as now conducted by the Borrower Company and its Significant Subsidiaries as of the Effective DateMaterial Subsidiaries, and will preserve, renew and keep in full force and effect, and will cause each Material Subsidiary to preserve, renew and keep in full force and effect their respective corporate existence and their respective rights, privileges and franchises necessary or desirable in the normal conduct of business; provided that nothing in this Section 5.03 5.04 shall prohibit (i) the merger of a Subsidiary into the Borrower Company or the merger or the consolidation of a Subsidiary with or into another Person if the corporation surviving such consolidation or merger is a Wholly-Owned Consolidated Subsidiary and if, in each case, after giving effect thereto, no Default shall have occurred and be continuing or continuing, (ii) the termination of the corporate existence of any Subsidiary (other than any Subsidiary which is a Borrower) if (A) the Borrower Company in good faith determines that such termination is in the best interest of the Borrower Company and (B) such termination is not materially disadvantageous to the LendersBanks or (iii) any disposition of assets not prohibited by Section 5.09 hereof.

Conduct of Business and Maintenance of Existence. The Borrower and its Subsidiaries will continue, and will cause each Significant Subsidiary to continue, continue to engage in business of the same general type as now conducted by the Borrower and its Significant Subsidiaries as of the Effective DateSubsidiaries, and will preserve, renew and keep in full force and effect, and will cause each Subsidiary to preserve, renew and keep in full force and effect their respective corporate existence existences and their respective rights, privileges and franchises necessary or desirable in the normal conduct of business; provided that nothing in this Section 5.03 shall prohibit prohibit: (i) the merger of a Subsidiary into the Borrower or if, after giving effect thereto, no Default shall have occurred and be continuing; (ii) the merger or the consolidation of a Subsidiary with or into another a Person other than the Borrower if the corporation surviving such consolidation or merger is a Subsidiary and if, in each caseand, after giving effect thereto, no Default shall have occurred and be continuing or (iiiii) the termination of the corporate existence of any a Subsidiary if (A) the Borrower in good faith determines that such termination is in the best interest of the Borrower and (B) such termination is not materially disadvantageous to the LendersBanks.

Conduct of Business and Maintenance of Existence. The Borrower will continue, and will cause each Significant Subsidiary to continue, to engage in business of the same general type conducted by the Borrower and its Significant Subsidiaries as of the Effective Date, and Company will preserve, renew and keep in full force and effect, and will cause each Guarantor and each other Significant Subsidiary to preserve, renew and keep in full force and effect their respective its corporate existence and their respective rights, privileges and franchises necessary or desirable in the normal conduct of businessbusiness (except, solely with respect to any Significant Subsidiary that is not a Borrower, to the extent that failure to do so could not reasonably be expected to have a Material Adverse Effect); provided that nothing in this Section 5.03 5.04 shall prohibit (i) the merger of a Significant Subsidiary into the Borrower Company or the merger or the consolidation of a Significant Subsidiary with or into another Person if the corporation surviving such consolidation or merger is a Subsidiary (provided that in the case of any such merger or consolidation involving a Guarantor, it or the Company must be the surviving corporation) and if, in each case, after giving effect thereto, no Default shall have occurred and be continuing or (ii) the termination of the corporate existence of any Subsidiary if (A) the Borrower in good faith determines that such termination is in the best interest of the Borrower and (B) such termination is not materially disadvantageous to the Lenderscontinuing.

Conduct of Business and Maintenance of Existence. The Borrower will continue, and will cause each Significant Subsidiary to continue, to engage in business of the same general type as now conducted by the Borrower and its Significant Subsidiaries as of the Effective DateSubsidiaries, and will preserve, renew and keep in full force and effect, and will cause each Subsidiary to preserve, renew and keep in full force and effect their respective corporate existence and their respective rights, privileges and franchises necessary or desirable in the normal conduct of business; provided PROVIDED that nothing in this Section 5.03 shall prohibit (i) the merger of a Subsidiary into the Borrower or the merger or the consolidation of a Subsidiary with or into another Person if the corporation surviving such consolidation or merger is a Subsidiary and if, in each case, after giving effect thereto, no Default shall have occurred and be continuing or (ii) the termination of the corporate existence of any Subsidiary if (A) the Borrower in good faith determines that such termination is in the best interest of the Borrower and (B) such termination is not materially disadvantageous to the LendersBanks.

Conduct of Business and Maintenance of Existence. The Borrower will continue, and will cause each Significant Subsidiary to continue, to engage in business of the same general type as now conducted by the Borrower and its Significant Subsidiaries as of the Effective DateSubsidiaries, and will preserve, renew and keep in full force and effect, and will cause each Subsidiary to preserve, renew and keep in full force and effect their respective corporate existence and their respective rights, privileges and franchises necessary or desirable in the normal conduct of business; provided PROVIDED that nothing in this Section 5.03 5.04 shall prohibit (i) the merger of a Subsidiary into the Borrower or the merger or the consolidation of a Subsidiary with or into another Person if the corporation surviving such consolidation or merger is a Subsidiary and if, in each case, at the time of and after giving effect thereto, no Default shall have occurred and be continuing or (ii) the termination of the corporate existence of any Subsidiary if (A) the Borrower in good faith determines that such termination is in the best interest of the Borrower and (B) such termination is not materially disadvantageous to the LendersBorrower.

Conduct of Business and Maintenance of Existence. The Borrower will continueIssuer (a) will, and will cause each Significant Subsidiary to continuecontinue to, to engage in business of the same general type as now conducted by the Borrower Issuer and its Significant Subsidiaries as of the Effective DateSubsidiaries, and (b) will preserve, renew and keep in full force and effect, and will cause each Subsidiary to preserve, renew and keep in full force and effect effect, their respective corporate existence and their respective rights, privileges and franchises necessary or desirable in the normal conduct of business; provided that nothing in this Section 5.03 5.04 shall prohibit (i) the merger of a Wholly-Owned Subsidiary into the Borrower Issuer or the merger or the consolidation of a Wholly-Owned Subsidiary with or into another Person if the corporation surviving such consolidation or merger is a Wholly-Owned Subsidiary and if, in each case, after giving effect thereto, no Default shall have occurred and be continuing or (ii) the termination of the corporate existence of any Subsidiary if (A) the Borrower Issuer in good faith determines that such termination is in the best interest of the Borrower Issuer and (B) such termination is not materially disadvantageous to the LendersHolders.

Conduct of Business and Maintenance of Existence. The Borrower will continue, and will cause each Significant Material Subsidiary to continue, to engage in business of the same general type as now conducted by the Borrower and its Significant Subsidiaries as of the Effective DateSubsidiaries, and will preserve, renew and keep in full force and effect, and will cause each Material Subsidiary to preserve, renew and keep in full force and effect their respective corporate existence and their respective rights, privileges and franchises necessary or desirable in the normal conduct of business; provided PROVIDED that nothing in this Section 5.03 shall prohibit (i) the merger of a Subsidiary into the Borrower or the merger or the consolidation of a Subsidiary with or into another Person if the corporation surviving such consolidation or merger is a Subsidiary and if, in each case, after giving effect thereto, no Default shall have occurred and be continuing or (ii) the termination of the corporate existence of any Subsidiary if (A) the Borrower in good faith determines that such termination is in the best interest of the Borrower and (B) such termination is not materially disadvantageous to the LendersBanks.

Conduct of Business and Maintenance of Existence. The Borrower will continue, and will cause each Significant Subsidiary to continue, to engage in business of the same general type as now conducted by the Borrower and its Significant Subsidiaries as of the Effective DateSubsidiaries, and will preserve, renew and keep in full force and effect, and will cause each Subsidiary to preserve, renew and keep in full force and effect their respective corporate existence and their respective rights, privileges and franchises necessary or desirable in the normal conduct of business; provided that nothing in this Section 5.03 shall prohibit (i) the merger of a Wholly-Owned Subsidiary into the Borrower or the merger or the consolidation of a Wholly-Owned Subsidiary with or 187 into another Person if the corporation surviving such consolidation or merger is a Wholly-Owned Subsidiary and if, in each case, after giving effect thereto, no Default shall have occurred and be continuing or (ii) the termination of the corporate existence of any Subsidiary if (A) the Borrower in good faith determines that such termination is in the best interest of the Borrower and (B) such termination is not materially disadvantageous to the LendersBanks.

Conduct of Business and Maintenance of Existence. The Borrower will continue, and will cause each Significant Subsidiary to continue, to engage in business of in the same general type industry as the industry which the business now conducted by the Borrower and its Significant Subsidiaries as of the Effective Dateis in, and will preserve, renew and keep in full force and effect, and will cause each Subsidiary to preserve, renew and keep in full force and effect their respective corporate existence and their respective rights, privileges and franchises necessary or desirable in the normal conduct of business; provided that nothing in this Section 5.03 5.4 shall prohibit (i) the merger of a Subsidiary into the Borrower or the merger or the consolidation of a Subsidiary with or into another Person if the corporation surviving such consolidation or merger is a Subsidiary and if, in each case, after giving effect thereto, no Default shall have occurred and be continuing or (ii) the termination of the corporate existence of any Subsidiary if (A) the Borrower in good faith determines that such termination is in the best interest of the Borrower and (B) such termination is not materially disadvantageous to the LendersBanks.

Conduct of Business and Maintenance of Existence. The Each Borrower will continue, and will cause each Significant Subsidiary of its Material Subsidiaries to continue, to engage in business of the same general type as now conducted by the such Borrower and its Significant Subsidiaries as of the Effective Datesuch Material Subsidiary, and will preserve, renew and keep in full force and effect, and will cause each Subsidiary of its Material Subsidiaries to preserve, renew and keep in full force and effect their respective corporate existence and their respective rights, privileges and franchises necessary or desirable in the normal conduct of business; provided that nothing in this Section 5.03 5.3 shall prohibit (i) the merger of a any Material Subsidiary into the either Borrower or the merger or the consolidation of a any Material Subsidiary with or into another Person Person, if the corporation surviving such consolidation or merger is a Material Subsidiary and if, in each case, after giving effect thereto, no Default shall have occurred and be continuing or (ii) the termination of the corporate existence of any Material Subsidiary if (A) the either Borrower in good faith determines that such termination is in the best interest of the such Borrower and (B) such termination is not materially disadvantageous to the LendersBanks.

Conduct of Business and Maintenance of Existence. The Borrower will continue, and will cause each Significant Subsidiary to continue, (x) continue to engage in business of the same general type as now conducted by the Borrower and its Significant Subsidiaries as of the Effective DateBorrower, and will preserve, renew and keep in full force and effecteffect its corporate existence and its rights, privileges and will franchises necessary or desirable in the normal conduct of business and (y) except to the extent that a failure to do so would not have a Material Adverse Effect, cause each Subsidiary to engage in business of the same general type as now conducted by the Borrower and its Subsidiaries, and preserve, renew and keep in full force and effect their respective corporate or partnership existence and their respective rights, privileges and franchises necessary or desirable in the normal conduct of business; provided that nothing in this Section 5.03 5.04 shall prohibit (i) the merger of a Subsidiary into the Borrower or the merger or the consolidation of a Subsidiary with or into another Person if the corporation surviving such consolidation or merger is a Subsidiary and if, in each case, after giving effect thereto, no Default shall have occurred and be continuing or continuing, (ii) the termination of the corporate existence of any Subsidiary if (A) the Borrower in good faith determines that such termination is in the best interest of the Borrower and (B) such termination is not materially disadvantageous to the LendersBanks, or (iii) the Homestead Investment.

Conduct of Business and Maintenance of Existence. The Borrower will continue, and will cause each Significant Subsidiary of its Subsidiaries to continue, to engage in business of the same general type as now conducted by the Borrower and its Significant Subsidiaries as of the Effective DateSubsidiaries, and will preserve, renew and keep in full force and effect, and will cause each Subsidiary of its Subsidiaries to preserve, renew and keep in full force and effect their respective corporate existence and their respective rights, privileges and franchises necessary or desirable in the normal conduct of business; provided that nothing in this Section 5.03 5.3 shall prohibit (i) the merger of a Subsidiary into the Borrower or the any merger or the consolidation of a Subsidiary with or into another Person if the corporation surviving such consolidation or merger is a Subsidiary and ifpermitted by Section 5.8, in each case, after giving effect thereto, no Default shall have occurred and be continuing or (ii) the termination of the corporate existence of any Subsidiary if (A) the Borrower in good faith determines that such termination is in the best interest of the Borrower and (B) such termination is not materially disadvantageous to the LendersBank, or (iii) any change in the type of business conducted by the Borrower or any Subsidiary of the Borrower, which does not materially change the type of business engaged in by the Borrower, or such Subsidiary and which does not adversely affect the status of the Guarantor as a Real Estate Investment Trust.

Conduct of Business and Maintenance of Existence. The Borrower will continue, and will cause each Significant Subsidiary to continue, to engage in business of the same general type as now conducted by the Borrower and its Significant Subsidiaries as of the Effective DateSubsidiaries, and will preserve, renew and keep in full force and effect, and will cause each Subsidiary to preserve, renew and keep in full force and effect effect, their respective corporate existence and their respective rights, privileges and franchises necessary or desirable in the normal conduct of business; provided that nothing in this Section 5.03 5.04 shall prohibit (i) the merger of a Subsidiary (other than a Guarantor) into the Borrower or the merger or the consolidation of a Subsidiary (other than a Guarantor) with or into another Person if the corporation surviving such consolidation or merger is a Subsidiary and if, in each case, after giving effect thereto, no Default shall have occurred and be continuing or (ii) the termination of the corporate existence of any Subsidiary (other than a Guarantor) if (A) the Borrower in good faith determines that such termination is in the best interest of the Borrower and (B) such termination is not materially disadvantageous to the LendersBanks.