Consolidated Corporate Franchises. The Borrower will do, and will cause each Material Subsidiary to do, or cause to be done, all things necessary to preserve and keep in full force and effect its existence, corporate rights and authority, except to the extent that the failure to do so could not reasonably be expected to have a Material Adverse Effect; provided, however, that the Borrower and its Subsidiaries may consummate any transaction permitted under Section 10.3, 10.4 or 10.5.
Appears in 38 contracts
Samples: Credit Agreement (First Data Corp), 2017 November Joinder Agreement (First Data Corp), Restatement Agreement (HCA Healthcare, Inc.)
Consolidated Corporate Franchises. The Borrower will do, and will cause each Material Restricted Subsidiary to do, or cause to be done, all things necessary to preserve and keep in full force and effect its existence, corporate rights and authority, except to the extent that the failure to do so could would not reasonably be expected to have a Material Adverse Effect; provided, however, that the Borrower and its Restricted Subsidiaries may consummate any transaction permitted under Section 10.3, 10.4 or 10.5.
Appears in 17 contracts
Samples: Credit Agreement, Possession Credit Agreement (EP Energy LLC), Credit Agreement (Magnolia Oil & Gas Corp)
Consolidated Corporate Franchises. The Borrower will do, and will cause each Material Subsidiary that is a Restricted Subsidiary to do, or cause to be done, all things necessary to preserve and keep in full force and effect its existence, corporate rights and authority, except to the extent that the failure to do so could not reasonably be expected to have a Material Adverse Effect; provided, however, that the Borrower and its the Restricted Subsidiaries may consummate any transaction otherwise permitted hereby, including under Section 10.2, 10.3, 10.4 or 10.5.
Appears in 16 contracts
Samples: Credit Agreement (Vistra Corp.), Credit Agreement (Vistra Corp.), Credit Agreement (Vistra Corp.)
Consolidated Corporate Franchises. The Parent Borrower will do, and will cause each Material Subsidiary to do, or cause to be done, all things necessary to preserve and keep in full force and effect its existence, corporate rights and authority, except to the extent that the failure to do so could not reasonably be expected to have a Material Adverse Effect; provided, however, that the Parent Borrower and its Subsidiaries may consummate any transaction permitted under Section 10.3, 10.4 or 10.5.
Appears in 11 contracts
Samples: Credit Agreement (HCA Healthcare, Inc.), Restatement Agreement (HCA Holdings, Inc.), Credit Agreement (HCA Holdings, Inc.)
Consolidated Corporate Franchises. The Borrower will do, and will cause each Material Subsidiary of the Restricted Subsidiaries to do, or cause to be done, all things necessary to preserve and keep in full force and effect its existence, corporate rights and authority, except to the extent that the failure to do so could not reasonably be expected to have a Material Adverse Effect; provided, however, provided that the Borrower and its the Restricted Subsidiaries may consummate any transaction permitted under Section 10.3, 10.4 or 10.5.
Appears in 10 contracts
Samples: Credit Agreement (LPL Financial Holdings Inc.), Credit Agreement (LPL Financial Holdings Inc.), Credit Agreement (LPL Financial Holdings Inc.)
Consolidated Corporate Franchises. The Borrower will do, and will cause each Material Subsidiary of the Restricted Subsidiaries to do, or cause to be done, all things necessary to preserve and keep in full force and effect its existence, corporate rights rights, privileges and authority, except to the extent that the failure to do so could would not reasonably be expected to have a Material Adverse Effect; provided, however, that the Borrower and its the Restricted Subsidiaries may consummate any transaction permitted under Section 10.3, 10.4 or 10.5.
Appears in 9 contracts
Samples: And Restatement Agreement (Baldwin Insurance Group, Inc.), Credit Agreement (Grocery Outlet Holding Corp.), Junior Priority Intercreditor Agreement (MultiPlan Corp)
Consolidated Corporate Franchises. The Borrower will do, and will cause each Material Subsidiary that is a Restricted Subsidiary to do, or cause to be done, all things necessary to preserve and keep in full force and effect its existence, corporate rights and authority, except to the extent that the failure to do so could would not reasonably be expected to have a Material Adverse Effect; provided, however, that the Borrower and its the Restricted Subsidiaries may consummate any transaction otherwise permitted hereby, including under Section 10.2, 10.3, 10.4 or 10.5.
Appears in 8 contracts
Samples: Letter of Credit Facility Agreement (Talen Energy Corp), Credit Agreement (Talen Energy Corp), Term Loan Credit Agreement (Avaya Holdings Corp.)
Consolidated Corporate Franchises. The Borrower will do, and the Borrower will cause each Material Subsidiary to do, or cause to be done, all things necessary to preserve and keep in full force and effect its existence, corporate rights and authority, except to the extent that the failure to do so could not reasonably be expected to have a Material Adverse Effect; provided, however, that the Borrower and its Subsidiaries may consummate any transaction permitted under Section 10.3, 10.4 or 10.510.10.
Appears in 8 contracts
Samples: Senior Unsecured Credit Agreement (Intelsat LTD), Credit Agreement (Intelsat LTD), Credit Agreement (Intelsat LTD)
Consolidated Corporate Franchises. The Borrower will do, and will cause each Material Subsidiary of the Restricted Subsidiaries to do, or cause to be done, all things necessary to preserve and keep in full force and effect its existence, corporate rights rights, privileges and authority, except to the extent that the failure to do so could not reasonably be expected to have a Material Adverse Effect; provided, however, that the Borrower and its the Restricted Subsidiaries may consummate any transaction permitted under Section 10.3, 10.4 or 10.5.
Appears in 7 contracts
Samples: Incremental Agreement (Snap One Holdings Corp.), Credit Agreement (Snap One Holdings Corp.), Incremental Agreement (Snap One Holdings Corp.)
Consolidated Corporate Franchises. The Borrower will do, and the Borrower will cause each Material Restricted Subsidiary to do, or cause to be done, all things necessary to preserve and keep in full force and effect its existence, corporate rights and authority, except to the extent that the failure to do so could not reasonably be expected to have a Material Adverse Effect; provided, however, that the Borrower and its Subsidiaries may consummate any transaction permitted under Section 10.3, 10.4 or 10.5.
Appears in 7 contracts
Samples: Possession Credit Agreement (Intelsat S.A.), 3 and Waiver (Intelsat S.A.), Credit Agreement (Intelsat S.A.)
Consolidated Corporate Franchises. The Borrower will do, and will cause each Material Subsidiary to do, or cause to be done, all things necessary to preserve and keep in full force and effect its existence, corporate rights and authority, except to the extent that the failure to do so could not reasonably be expected to have a Material Adverse Effect; provided, however, that the Borrower and its Subsidiaries may consummate any transaction permitted under Section 10.3, 10.4 10.3 or 10.510.4.
Appears in 7 contracts
Samples: Credit Agreement (Bristol West Holdings Inc), Credit Agreement (Bristol West Holdings Inc), Credit Agreement (Bristol West Holdings Inc)
Consolidated Corporate Franchises. The Borrower will do, and will cause each Material Subsidiary that is a Restricted Subsidiary to do, or cause to be done, all things necessary to preserve and keep in full force and effect its existence, corporate rights and authority, except to the extent that the failure to do so could not reasonably be expected to have a Material Adverse Effect; provided, however, that the Borrower and its the Restricted Subsidiaries may consummate any transaction permitted under Section 10.3, 10.4 or 10.5.
Appears in 6 contracts
Samples: Security Agreement (Energy Future Competitive Holdings Co LLC), Credit Agreement (Energy Future Competitive Holdings CO), Intercreditor Agreement (Energy Future Intermediate Holding CO LLC)
Consolidated Corporate Franchises. The Each of Holdings, the Borrower and the Canadian Borrower will do, and will cause each Material Subsidiary to do, or cause to be done, all things necessary to preserve and keep in full force and effect its existence, corporate rights and authority, except to the extent that the failure to do so could not reasonably be expected to have a Material Adverse Effect; provided, however, that the Borrower and its Subsidiaries may consummate any transaction permitted under Section 10.3, 10.4 or 10.5.
Appears in 5 contracts
Samples: Assignment and Acceptance (Sealy Corp), Credit Agreement (Sealy Corp), Credit Agreement (Sealy Corp)
Consolidated Corporate Franchises. The Each of Holdings and the Borrower will do, and will cause each Material Subsidiary to do, or cause to be done, all things necessary to preserve and keep in full force and effect its existence, corporate rights and authority, except to the extent that the failure to do so could not reasonably be expected to have a Material Adverse Effect; provided, however, that the Borrower and its Subsidiaries may consummate any transaction permitted under Section 10.3, 10.4 or 10.5.
Appears in 5 contracts
Samples: Credit Agreement (Sealy Corp), Credit Agreement (Sealy Corp), Credit Agreement (Accellent Corp.)
Consolidated Corporate Franchises. The Borrower will do, and will cause each Material Subsidiary to do, or cause to be done, all things necessary to preserve and keep in full force and effect its existence, corporate rights and authority, except to the extent that the failure to do so could would not reasonably be expected to have a Material Adverse Effect; provided, however, that the Borrower and its Subsidiaries may consummate any transaction permitted under Section 10.311.3, 10.4 11.4 or 10.511.5.
Appears in 4 contracts
Samples: Credit Agreement (California Resources Corp), Collateral Agency Agreement (California Resources Corp), Credit Agreement (California Resources Corp)
Consolidated Corporate Franchises. The Borrower Borrowers will do, and will cause each Material Restricted Subsidiary to do, or cause to be done, all things necessary to preserve and keep in full force and effect its existence, corporate rights and authority, except to the extent that the failure to do so could not reasonably be expected to have a Material Adverse Effect; provided, however, that the Borrower Borrowers and its their Restricted Subsidiaries may consummate any transaction specifically permitted under Section 10.3, 10.4 or 10.5this Agreement.
Appears in 4 contracts
Samples: Credit Agreement (Milacron Holdings Corp.), Credit Agreement (Milacron Holdings Corp.), Credit Agreement (Milacron Holdings Corp.)
Consolidated Corporate Franchises. The Borrower will do, and will cause each of its Subsidiaries that is a Material Subsidiary to do, or cause to be done, all things necessary to preserve and keep in full force and effect its existence, corporate rights and authority, except to the extent that the failure to do so could not reasonably be expected to have a Material Adverse Effect; provided, however, that the Borrower and its Subsidiaries may consummate any transaction permitted under Section 10.3, 10.4 or 10.5.
Appears in 4 contracts
Samples: Credit Agreement (Laureate Education, Inc.), Credit Agreement (Laureate Education, Inc.), Second Lien Intercreditor Agreement (Laureate Education, Inc.)
Consolidated Corporate Franchises. The Borrower will do, and will cause each Material Restricted Subsidiary to do, or cause to be done, all things necessary to preserve and keep in full force and effect its existence, corporate rights and authority, except to the extent that the failure to do so could would not reasonably be expected to have a Material Adverse Effect; provided, however, that the Borrower and its Restricted Subsidiaries may consummate any transaction permitted under Section 10.311.3, 10.4 11.4 or 10.511.5.
Appears in 4 contracts
Samples: Credit Agreement, Credit Agreement (California Resources Corp), Credit Agreement (California Resources Corp)
Consolidated Corporate Franchises. The Borrower will do, and the Borrower will cause each Material Subsidiary to do, or cause to be done, all things necessary to preserve and keep in full force and effect its existence, corporate rights and authority, except to the extent that the failure to do so could not reasonably be expected to have a Material Adverse Effect; provided, however, that the Borrower and its Subsidiaries may consummate any transaction permitted under Section 10.3, 10.4 or 10.5.
Appears in 4 contracts
Samples: Credit Agreement (Intelsat S.A.), Credit Agreement (Intelsat S.A.), Credit Agreement (Intelsat S.A.)
Consolidated Corporate Franchises. The Borrower will do, and will cause each Material Restricted Subsidiary to do, or cause to be done, all things necessary to preserve and keep in full force and effect its existence, corporate rights and authority, except to the extent that the failure to do so could would not reasonably be expected to have a Material Adverse Effect; provided, however, that the Borrower and its Restricted Subsidiaries may consummate any transaction permitted under Section Sections 10.3, 10.4 or 10.5.
Appears in 3 contracts
Samples: Credit Agreement (Mach Natural Resources Lp), Credit Agreement (Mach Natural Resources Lp), Credit Agreement (Mach Natural Resources Lp)
Consolidated Corporate Franchises. The Each of the US Borrower and the UK Borrower will do, and will cause each Material Subsidiary to do, or cause to be done, all things necessary to preserve and keep in full force and effect its existence, corporate rights and authority, except to the extent that the failure to do so could not reasonably be expected to have a Material Adverse Effect; provided, however, that the US Borrower and its Subsidiaries may consummate any transaction permitted under Section 10.3, 10.4 or 10.5.
Appears in 3 contracts
Samples: Security Agreement (Rockwood Specialties Group Inc), Credit Agreement (Rockwood Specialties Group Inc), Credit Agreement (Rockwood Holdings, Inc.)
Consolidated Corporate Franchises. The Borrower will do, and will cause each Material Restricted Subsidiary to do, or cause to be done, all things necessary to preserve and keep in full force and effect its existence, corporate rights and authority, except to the extent that the failure to do so could not reasonably be expected to have a Material Adverse Effect; provided, however, that the Borrower and its Restricted Subsidiaries may consummate any transaction specifically permitted under Section 10.3, 10.4 or 10.5this Agreement.
Appears in 3 contracts
Samples: Term Loan Agreement (Milacron Holdings Corp.), Term Loan Agreement (Milacron Holdings Corp.), Term Loan Agreement (Milacron Holdings Corp.)
Consolidated Corporate Franchises. The Borrower will do, and will cause each Material Subsidiary to do, or cause to be done, all things necessary to preserve and keep in full force and effect its existence, corporate rights and authority, except to the extent that the failure to do so could would not reasonably be expected to have a Material Adverse Effect; provided, however, that the Borrower and its Subsidiaries may consummate any transaction permitted under Section 10.3, 10.4 or 10.5.
Appears in 3 contracts
Samples: Restatement Agreement (HCA Healthcare, Inc.), Restatement Agreement (HCA Healthcare, Inc.), Credit Agreement (HCA Healthcare, Inc.)
Consolidated Corporate Franchises. The Borrower will do, and will cause each Material Subsidiary to do, or cause to be done, all things necessary to preserve and keep in full force and effect its existence, corporate rights and authority, except to the extent that the failure to do so could couldwould not reasonably be expected to have a Material Adverse Effect; provided, however, that the Borrower and its Subsidiaries may consummate any transaction permitted under Section 10.3, 10.4 or 10.5.
Appears in 2 contracts
Samples: Credit Agreement (HCA Healthcare, Inc.), Joinder Agreement (HCA Healthcare, Inc.)
Consolidated Corporate Franchises. The Holdings and the Borrower will do, and will cause each Material Subsidiary of the Restricted Subsidiaries to do, or cause to be done, all things necessary to preserve and keep in full force and effect its existence, corporate rights rights, privileges and authority, except to the extent that the failure to do so could not reasonably be expected to have a Material Adverse Effect; provided, however, that Holdings, the Borrower and its the Restricted Subsidiaries may consummate any transaction permitted under Section 10.3Sections 9.3, 10.4 9.4 or 10.59.5.
Appears in 2 contracts
Samples: Lease Agreement (Goodman Global Group, Inc.), Term Loan Credit Agreement (Goodman Sales CO)
Consolidated Corporate Franchises. The Borrower Holdings and the Borrowers will do, and will cause each Material Subsidiary to do, or cause to be done, all things necessary to preserve and keep in full force and effect its legal existence, corporate rights and authority, except to the extent that the failure to do so could not reasonably be expected to have a Material Adverse Effect; provided, however, that the Borrower Borrowers and its their respective Subsidiaries may consummate any transaction permitted under Section 10.3, 10.4 or 10.5.
Appears in 2 contracts
Samples: Credit Agreement (Premdor Finace LLC), Senior Subordinated Loan Agreement (Premdor Finace LLC)
Consolidated Corporate Franchises. The Borrower will dowill, and will cause each Material Subsidiary of the Restricted Subsidiaries to do, or cause to be done, all things necessary to preserve and keep in full force and effect its existence, corporate rights rights, privileges and authority, except to the extent that the failure to do so could would not reasonably be expected to have a Material Adverse Effect; provided, however, that the Borrower and its the Restricted Subsidiaries may consummate any transaction permitted under Section 10.3, 10.4 or 10.5.
Appears in 2 contracts
Samples: Credit Agreement (MultiPlan Corp), Security Agreement (MultiPlan Corp)
Consolidated Corporate Franchises. The Holdings and the Borrower will do, and will cause each Material Subsidiary of the Restricted Subsidiaries to do, or cause to be done, all things necessary to preserve and keep in full force and effect its existence, corporate rights rights, privileges and authority, except to the extent that the failure to do so could not reasonably be expected to have a Material Adverse Effect; provided, however, that Holdings, the Borrower and its the Restricted Subsidiaries may consummate any transaction permitted under Section Sections 10.3, 10.4 or 10.5.
Appears in 2 contracts
Samples: Lease Agreement (Goodman Global Group, Inc.), Revolving Credit Agreement (Goodman Sales CO)
Consolidated Corporate Franchises. The Borrower will do, and will cause each Material Restricted Subsidiary to do, or cause to be done, all things necessary to preserve and keep in full force and effect its existence, corporate rights and authority, except to the extent that the failure to do so could not reasonably be expected to have a Material Adverse Effect; provided, however, that the Borrower and its Restricted Subsidiaries may consummate any transaction permitted under Section 10.3, 10.4 or 10.5.
Appears in 2 contracts
Samples: Security Agreement (KKR Financial Holdings LLC), Credit Agreement (KKR Financial Holdings LLC)
Consolidated Corporate Franchises. The Borrower will do, and will cause each Material Subsidiary to do, or cause to be done, all things necessary to preserve and keep in full force and effect its existence, corporate rights and authority, except to the extent that the failure to do so could not reasonably be expected to have a Material Adverse Effect; provided, however, provided that the Borrower and its Subsidiaries may consummate any transaction permitted under Section 10.3, 10.4 or 10.5.
Appears in 2 contracts
Samples: Security Agreement (Serena Software Inc), Credit Agreement (Serena Software Inc)
Consolidated Corporate Franchises. The Borrower will do, and will cause each Material Subsidiary of the Restricted Subsidiaries to do, or cause to be done, all things necessary to preserve and keep in full force and effect its existence, corporate rights rights, privileges and authority, except to the extent that the failure to do so could would not reasonably be expected to have a Material Adverse Effect; provided, however, that the Borrower and its the Restricted Subsidiaries may consummate any transaction permitted under Section 10.3, 10.4 or 10.5.. 9.6
Appears in 2 contracts
Samples: Credit Agreement (Snap One Holdings Corp.), Credit Agreement (Snap One Holdings Corp.)
Consolidated Corporate Franchises. The Holdings, the Borrower and the Canadian Borrower will do, and will cause each Material Subsidiary to do, or cause to be done, all things necessary to preserve and keep in full force and effect its legal existence, corporate rights and authority, except to the extent that the failure to do so could not reasonably be expected to have a Material Adverse Effect; provided, however, that the Borrower and its Subsidiaries may consummate any transaction permitted under Section 10.3, 10.4 or 10.5.
Appears in 2 contracts
Samples: Credit Agreement (Visant Corp), Credit Agreement (Jostens IH Corp.)
Consolidated Corporate Franchises. The Each of the Parent Companies, Holdings, the US Borrower and the UK Borrower will do, and will cause each Material Subsidiary to do, or cause to be done, all things necessary to preserve and keep in full force and effect its existence, corporate rights and authority, except to the extent that the failure to do so could not reasonably be expected to have a Material Adverse Effect; provided, however, that the US Borrower and its Subsidiaries may consummate any transaction permitted under Section 10.3, 10.4 or 10.5.
Appears in 2 contracts
Samples: Credit Agreement (Rockwood Specialties Group Inc), Credit Agreement (Rockwood Specialties Group Inc)
Consolidated Corporate Franchises. The Borrower will do, and will cause each Material Subsidiary to do, or cause to be done, all things necessary to preserve and keep in full force and effect its existence, corporate material rights and authority, except to the extent that unless the failure to do so could would not reasonably be expected to have a Material Adverse Effect; provided, however, that the Borrower and its Subsidiaries may consummate any transaction permitted under by Section 10.3, 10.4 or 10.58.02 will not constitute a breach of this Section 7.05.
Appears in 2 contracts
Samples: Credit Agreement (Global Marine Inc), Credit Agreement (Global Marine Inc)
Consolidated Corporate Franchises. The Holdings and the Borrower will do, and will cause each Material Subsidiary to do, or cause to be done, all things necessary to preserve and keep in full force and effect its existence, corporate rights and authority, except to the extent that the failure to do so could not reasonably be expected to have a Material Adverse Effect; provided, however, that Holdings, the Borrower and its Subsidiaries may consummate any transaction permitted under Section 10.3, 10.4 or 10.5.
Appears in 2 contracts
Samples: Credit Agreement (LPL Investment Holdings Inc.), Credit Agreement (LPL Investment Holdings Inc.)
Consolidated Corporate Franchises. The Borrower will do, and will cause each Material Subsidiary to do, or cause to be done, all things necessary to preserve and keep in full force and effect its existence, corporate rights and authority, except to the extent that the failure to do so could not reasonably be expected to have a Material Adverse Effect; provided, however, that the Borrower and its Subsidiaries may consummate any transaction permitted under Section 10.312.3, 10.4 12.4 or 10.512.5.
Appears in 1 contract
Samples: Credit Agreement (Texas Genco Inc.)
Consolidated Corporate Franchises. The Borrower Company will do, and will cause each Material Subsidiary to do, or cause to be done, all things necessary to preserve and keep in full force and effect its existence, corporate rights and authority, except to the extent that the failure to do so could not reasonably be expected to have a Material Adverse Effect; provided, however, that the Borrower Company and its Subsidiaries may consummate any transaction permitted under Section 10.3, 10.4 or 10.5.
Appears in 1 contract
Consolidated Corporate Franchises. The Borrower will do, and will cause each Material Subsidiary that is a Subsidiary to do, or cause to be done, all things necessary to preserve and keep in full force and effect its existence, corporate rights and authority, except to the extent that the failure to do so could would not reasonably be expected to have a Material Adverse Effect; provided, however, that the Borrower and its the Subsidiaries may consummate any transaction otherwise permitted hereby, including under Section 10.2, 10.3, 10.4 or 10.5.. 131 9.6
Appears in 1 contract
Consolidated Corporate Franchises. The Borrower will do, and will cause each Material Restricted Subsidiary to do, or cause to be done, all things necessary to preserve and keep in full force and effect its existence, corporate rights and authority, except to the extent that the failure to do so could would not reasonably be expected to have a Material Adverse Effect; provided, however, that the Borrower and its Restricted Subsidiaries may consummate any transaction permitted under Section 10.39.3, 10.4 9.4 or 10.59.5.
Appears in 1 contract
Consolidated Corporate Franchises. The Borrower will do, and will cause each Material Subsidiary that is a Restricted Subsidiary to do, or cause to be done, all things necessary to preserve and keep in full force and effect its existence, corporate rights and authority, except to the extent that the failure to do so could not reasonably be expected to have a Material Adverse Effect; provided, however, that the Borrower and its the Restricted Subsidiaries may consummate any transaction permitted under Section 10.38.3, 10.4 8.4 or 10.58.5.
Appears in 1 contract
Samples: Possession Credit Agreement (Energy Future Holdings Corp /TX/)
Consolidated Corporate Franchises. The Borrower Company will do, and will cause each Material Subsidiary to do, or cause to be done, all things necessary to preserve and keep in full force and effect its existence, corporate rights and authority, except to the extent that the failure to do so could not reasonably be expected to have a Material Adverse Effect; providedprovided , however, that the Borrower Company and its Subsidiaries may consummate any transaction permitted under Section 10.3, 10.4 or 10.5.
Appears in 1 contract
Samples: First Lien Credit Agreement (IPC Systems Holdings Corp.)
Consolidated Corporate Franchises. The Borrower will do, and will cause each Material Subsidiary that is a Restricted Subsidiary to do, or cause to be done, all things necessary to preserve and keep in full force and effect its existence, corporate rights and authority, except to the extent that the failure to do so could would not reasonably be expected to have a Material Adverse Effect; provided, however, that the Borrower and its the Restricted Subsidiaries may consummate any transaction otherwise permitted hereby, including under Section 10.2, 10.3, 10.4 or 10.5.
Appears in 1 contract
Samples: Credit Agreement (Talen Energy Corp)
Consolidated Corporate Franchises. The Borrower will do, and will cause each Material Subsidiary to do, or cause to be done, all things necessary to preserve and keep in full force and effect its existence, corporate rights and authority, except to the extent that the failure to do so could would not reasonably be expected to have a Material Adverse Effect; provided, however, provided that the Borrower and its Subsidiaries may consummate any transaction permitted under Section 10.311.3, 10.4 11.4 or 10.511.5.
Appears in 1 contract
Samples: Possession Credit Agreement (California Resources Corp)
Consolidated Corporate Franchises. The Borrower will do, and will cause each Material Subsidiary to do, or cause to be done, all things necessary to preserve and keep in full force and effect its existence, corporate rights and authority, except to the extent that the failure to do so could not 150 reasonably be expected to have a Material Adverse Effect; provided, however, that the Borrower and its Subsidiaries may consummate any transaction permitted under Section 10.3, 10.4 or 10.5.
Appears in 1 contract
Samples: Credit Agreement (First Data Corp)
Consolidated Corporate Franchises. The Borrower will do, and will cause each Material Subsidiary of the Restricted Subsidiaries to do, or cause to be done, all things necessary to preserve and keep in full force and effect its existence, corporate rights rights, privileges and authority, except to the extent that the failure to do so could would not reasonably be expected to have a Material Adverse Effect; provided, however, that the Borrower and its the Restricted Subsidiaries may consummate any transaction permitted under Section 10.310.3, 10.4 10.4 or 10.510.5.
Appears in 1 contract
Samples: Credit Agreement (MultiPlan Corp)
Consolidated Corporate Franchises. The Borrower will do, and will cause each Material Subsidiary that is a Restricted Subsidiary to do, or cause to be done, all things necessary to preserve and keep in full force and effect its existence, corporate rights and authority, except to the extent that the failure to do so could would not reasonably be expected to have a Material Adverse Effect; provided, however, that the Borrower and its the Restricted Subsidiaries may consummate any transaction otherwise permitted hereby, including under Section 10.2, 10.3, 10.4 or 10.5.. 9.6
Appears in 1 contract
Consolidated Corporate Franchises. The Borrower will do, and will cause each Material Subsidiary to do, or cause to be done, all things necessary to preserve and keep in full force and effect its existence, corporate rights and authority, except to the extent that the failure to do so could not 135 reasonably be expected to have a Material Adverse Effect; provided, however, that the Borrower and its Subsidiaries may consummate any transaction permitted under Section 10.3, 10.4 or 10.5.
Appears in 1 contract
Consolidated Corporate Franchises. The Each Borrower will do, and will cause each of its respective Subsidiaries that is a Material Subsidiary to do, or cause to be done, all things necessary to preserve and keep in full force and effect its existence, corporate rights and authority, except to the extent that the failure to do so could not reasonably be expected to have a Material Adverse Effect; provided, however, that the Parent Borrower and its Subsidiaries may consummate any transaction permitted under Section 10.3, 10.4 or 10.5.
Appears in 1 contract
Consolidated Corporate Franchises. The Borrower will do, and will cause each Material Subsidiary to do, or cause to be done, all things necessary to preserve and keep in full force and effect its existence, corporate rights and authority, except to the extent that the failure to do so could not reasonably be expected to have result in a Material Adverse Effect; provided, however, that the Borrower and its Subsidiaries may consummate any transaction permitted under Section 10.3, 10.4 or 10.5.
Appears in 1 contract
Samples: Credit Agreement (Accellent Inc)
Consolidated Corporate Franchises. The Borrower will do, and the Borrower will cause each Material Subsidiary to do, or cause to be done, all things necessary to preserve and keep in full force and effect its existence, corporate rights and authority, except to the extent that the failure to do so could not reasonably be expected to have a Material Adverse Effect; provided, however, that the Borrower and its Subsidiaries may consummate any transaction permitted under Section 10.3, 10.4 or 10.5.. Table of Contents
Appears in 1 contract
Samples: Credit Agreement (Intelsat S.A.)
Consolidated Corporate Franchises. The Borrower will do, and will cause each Material Subsidiary to do, or cause to be done, all things necessary to preserve and keep in full force and effect its existence, corporate material rights and authority, except to the extent that unless the failure to do so could is not reasonably be expected likely to have a Material Adverse Effect; provided, however, provided that the Borrower and its Subsidiaries may consummate any transaction permitted under by Section 10.3, 10.4 or 10.58.02 will not constitute a breach of this Section 7.05.
Appears in 1 contract
Consolidated Corporate Franchises. The Borrower will do, and will cause each Material Subsidiary to do, or cause to be done, all things necessary to preserve and keep in full force and effect its corporate existence, corporate material rights and authority, except to the extent that unless the failure to do so could is not reasonably be expected likely to have a Material Adverse Effect; provided, however, provided that the Borrower and its Subsidiaries may consummate any transaction permitted under by Section 10.3, 10.4 or 10.58.02 will not constitute a breach of this Section 7.05.
Appears in 1 contract
Consolidated Corporate Franchises. The Borrower will do, and will cause each Material Subsidiary to do, or cause to be done, all things necessary to preserve and keep in full force and effect its existence, corporate rights and authority, except to the extent that the failure to do so could not reasonably be expected to have a Material Adverse Effect; provided, however, that the Borrower and its Subsidiaries may consummate any transaction permitted under Section Sections 10.3, 10.4 or 10.510.5 of the XxXxxxxx Opco Credit Agreements.
Appears in 1 contract
Samples: Term Loan Credit Agreement (McJunkin Red Man Holding Corp)
Consolidated Corporate Franchises. The Borrower will do, and will cause each of its Subsidiaries that is a Material Subsidiary to do, or cause to be done, all things necessary to preserve and keep in full force and effect its existence, corporate rights and authority, except to the extent that the failure to do so could not reasonably be expected to have a Material Adverse Effect; provided, however, that the Borrower and its Subsidiaries may consummate any transaction permitted under Section 10.3, 10.4 or 10.5.. 9.6
Appears in 1 contract
Samples: Second Lien Intercreditor Agreement
Consolidated Corporate Franchises. The Borrower will do, and will cause each Material Subsidiary to do, or cause to be done, all things necessary to preserve and keep in full force and effect its existence, corporate rights and authority, except to the extent that the failure to do so could not reasonably be expected to have a Material Adverse Effect; provided, however, that the Borrower and its Subsidiaries may consummate any transaction permitted under Section 10.310.1, 10.4 10.5 or 10.5the definition of "Permitted Investment."
Appears in 1 contract
Samples: Senior Subordinated Loan Agreement (Rockwood Specialties Group Inc)
Consolidated Corporate Franchises. The Borrower will do, and will cause each Material Restricted Subsidiary to do, or cause to be done, all things necessary to preserve and keep in full force and effect its existence, corporate rights and authority, except to the extent that the failure to do so could would not reasonably be expected to have a Material Adverse Effect; provided, however, that the Borrower and its Restricted Subsidiaries may consummate any transaction permitted under Section 10.3, 10.4 or 10.5.. 9.6
Appears in 1 contract
Samples: Credit Agreement (EP Energy Corp)
Consolidated Corporate Franchises. The Each of Holdings and the Borrower will do, and will cause each Material Subsidiary to do, or cause to be done, all things necessary to preserve and keep in full force and effect its existence, corporate rights and authority, except to the extent that the failure to do so could not reasonably be expected to have a Material Adverse Effect; provided, however, that the Borrower and its Subsidiaries may consummate any transaction permitted under Section 10.3, 10.4 10.3 or 10.510.4.
Appears in 1 contract
Consolidated Corporate Franchises. The Borrower will do, and will cause each Material Subsidiary of the Restricted Subsidiaries to do, or cause to be done, all things necessary to preserve and keep in full force and effect its existence, corporate rights rights, privileges and authority, except to the extent that the failure to do so could would not reasonably be expected to have a Material Adverse Effect; provided, however, that the Borrower and its the Restricted Subsidiaries may consummate any transaction permitted under Section 10.3, 10.4 or 10.5.
Appears in 1 contract
Consolidated Corporate Franchises. The Borrower will do, and will cause each of its Material Subsidiary Subsidiaries to do, or cause to be done, all things necessary to preserve and keep in full force and effect its existence, corporate material rights and authority, except to the extent that unless the failure to do so could is not reasonably be expected likely to have a Material Adverse Effect; provided, however, provided that the Borrower and its Subsidiaries may consummate any transaction permitted under by Section 10.3, 10.4 or 10.58.02 will not constitute a breach of this Section 7.05.
Appears in 1 contract
Consolidated Corporate Franchises. The Borrower will do, and will cause each Material Subsidiary to do, or cause to be done, all things necessary to preserve and keep in full force and effect its existence, corporate rights and authority, except to the extent that the failure to do so could not reasonably be expected to have a Material Adverse Effect; provided, however, that the Borrower and its Subsidiaries may consummate any transaction permitted under Section 10.3, 10.4 10.1 or 10.5.
Appears in 1 contract
Consolidated Corporate Franchises. The Borrower will do, and will cause each Material Subsidiary of the Restricted Subsidiaries to do, or cause to be done, all things necessary to preserve and keep in full force and effect its existence, corporate rights rights, privileges, franchises and authority, except to the extent that the failure to do so (other than with respect to preserving the existence of the Borrower) could not reasonably be expected to have a Material Adverse Effect; provided, however, provided that the Borrower and its the Restricted Subsidiaries may consummate any transaction permitted under Section 10.3, 10.4 or 10.5.. 9.7
Appears in 1 contract
Consolidated Corporate Franchises. The Borrower will do, and will cause each Material Subsidiary of the Restricted Subsidiaries to do, or cause to be done, all things necessary to preserve and keep in full force and effect its existence, corporate rights rights, privileges, franchises and authority, except to the extent that the failure to do so could (other than with respect to preserving the existence of the Borrower) cwould not reasonably be expected to have a Material Adverse Effect; provided, however, provided that the Borrower and its the Restricted Subsidiaries may consummate any transaction permitted under Section 10.3, 10.4 or 10.5.
Appears in 1 contract
Consolidated Corporate Franchises. The Borrower will do, and will cause each Material Subsidiary that is a Restricted Subsidiary to do, or cause to be done, all things necessary to preserve and keep in full force and effect its existence, corporate rights and authority, except to the extent that the failure to do so could not reasonably be expected to have a Material Adverse Effect; provided, 186 AMERICAS 122173769123894352 however, that the Borrower and its the Restricted Subsidiaries may consummate any transaction otherwise permitted hereby, including under Section 10.2, 10.3, 10.4 or 10.5.
Appears in 1 contract
Samples: Credit Agreement (Vistra Corp.)
Consolidated Corporate Franchises. The Borrower will do, and --------------------------------- will cause each Material Subsidiary Subsidiary, if any, to do, or cause to be done, all things necessary to preserve and keep in full force and effect its existence, corporate material rights and authority, authority except to the extent that the failure to do so could any such action or omission would not be reasonably be expected likely to have a Material Adverse Effect; provided, however, provided that the Borrower and its Subsidiaries may consummate any -------- transaction permitted under by Section 10.3, 10.4 or 10.58.02 will not constitute a breach of this Section 7.05.
Appears in 1 contract
Samples: Credit Agreement (Unilab Corp /De/)
Consolidated Corporate Franchises. The Borrower will do, and will cause each Material Subsidiary of the Restricted Subsidiaries to do, or cause to be done, all things necessary to preserve and keep in full force and effect its existence, corporate rights rights, privileges, franchises and authority, except to the extent that the failure to do so (other than with respect to preserving the existence of the Borrower) could not reasonably be expected to have a Material Adverse Effect; provided, however, provided that the Borrower and its the Restricted Subsidiaries may consummate any transaction permitted under Section 10.3, 10.4 or 10.5.
Appears in 1 contract
Consolidated Corporate Franchises. The Borrower will do, and will cause each Material Specified Subsidiary to do, or cause to be done, all things necessary to preserve and keep in full force and effect its existence, corporate rights and authority, except to the extent that the failure to do so could not reasonably be expected to have a Material Adverse Effect; provided, however, that the Borrower and its Subsidiaries may consummate any transaction permitted under Section 10.3, 10.4 or 10.5.
Appears in 1 contract
Samples: Credit Agreement (Brunos Inc)
Consolidated Corporate Franchises. The Borrower will do, and will cause each Material Restricted Subsidiary to do, or cause to be done, all things necessary to preserve and keep in full force and effect its existence, corporate rights and authority, except to the extent that the failure to do so could would not reasonably be expected to have a Material Adverse Effect; provided, however, that the Borrower and its Restricted Subsidiaries may consummate any transaction permitted under Section Sections 10.3, 10.4 11.4 or 10.511.5.
Appears in 1 contract
Consolidated Corporate Franchises. The Borrower will do, and will cause each Material Subsidiary to do, or cause to be done, all things necessary to preserve and keep in full force and effect its corporate existence, corporate material rights and authority, except to the extent that unless the failure to do so could is not reasonably be expected likely to have a Material Adverse Effect; provided, however, provided that the Borrower and its Subsidiaries may consummate any transaction permitted under by Section 10.3, 10.4 or 10.59.02 will not constitute a breach of this Section 8.05.
Appears in 1 contract
Consolidated Corporate Franchises. The Borrower will do, and will cause each Material Subsidiary that is a Subsidiary to do, or cause to be done, all things necessary to preserve and keep in full force and effect its existence, corporate rights and authority, except to the extent that the failure to do so could would not reasonably be expected to have a Material Adverse Effect; provided, however, that the Borrower and its the Subsidiaries may consummate any transaction otherwise permitted hereby, including under Section 10.2, 10.3, 10.4 or 10.5.
Appears in 1 contract
Consolidated Corporate Franchises. The Each Borrower will do, and will cause each Material Subsidiary to do, or cause to be done, all things necessary to preserve and keep in full force and effect its existence, corporate rights and authority, except to the extent that the failure to do so could not reasonably be expected to have a Material Adverse Effect; provided, however, that the any Borrower and its Subsidiaries may consummate any transaction permitted under Section 10.310.2.3, 10.4 10.2.4 or 10.5.10.2.5. 125
Appears in 1 contract
Samples: Loan, Security and Guarantee Agreement (South Texas Supply Company, Inc.)
Consolidated Corporate Franchises. The Borrower will do, and will cause each Material Subsidiary that is a Restricted Subsidiary to do, or cause to be done, all things necessary to preserve and keep in full force and effect its existence, corporate rights and authority, except to the extent that the failure to do so could not reasonably be expected to have a Material Adverse Effect; provided, however, that the Borrower and its the Restricted Subsidiaries may consummate any transaction permitted under Section 10.2, 10.3, 10.4 or 10.5.
Appears in 1 contract
Samples: Security Agreement (Energy Future Competitive Holdings Co LLC)
Consolidated Corporate Franchises. The Each Borrower will do, and will cause each of its respective Subsidiaries that is a Material Subsidiary to do, or cause to be done, all things necessary to preserve and keep in full force and effect its existence, corporate 165 rights and authority, except to the extent that the failure to do so could not reasonably be expected to have a Material Adverse Effect; provided, however, that the Parent Borrower and its Subsidiaries may consummate any transaction permitted under Section 10.3, 10.4 or 10.5.
Appears in 1 contract