Corporate Existence, Etc. Subject to Section 10.2, the Company will at all times preserve and keep its corporate existence in full force and effect. Subject to Section 10.2, the Company will at all times preserve and keep in full force and effect the corporate existence of each of its Subsidiaries (unless merged into the Company or a Wholly-Owned Subsidiary) and all rights and franchises of the Company and its Subsidiaries unless, in the good faith judgment of the Company, the termination of or failure to preserve and keep in full force and effect such corporate existence, right or franchise would not, individually or in the aggregate, have a Material Adverse Effect.
Appears in 19 contracts
Samples: Note Purchase Agreement (Barings Capital Investment Corp), Note Purchase Agreement (York Water Co), Note Purchase Agreement (York Water Co)
Corporate Existence, Etc. Subject to Section 10.210.6, the Company will at all times preserve and keep its corporate existence in full force and effecteffect its corporate existence. Subject to Section 10.2Sections 10.5 and 10.6, the Company will at all times preserve and keep in full force and effect the corporate existence of each of its Restricted Subsidiaries (unless merged into the Company or a Wholly-Owned Restricted Subsidiary) and all rights and franchises of the Company and its Restricted Subsidiaries unless, in the good faith judgment of the Company, the termination of or failure to preserve and keep in full force and effect such corporate existence, right or franchise would could not, individually or in the aggregate, have a Material Adverse Effect.
Appears in 10 contracts
Samples: Note Purchase Agreement (Mettler Toledo International Inc/), Note Purchase Agreement (Mettler Toledo International Inc/), Note Purchase Agreement (Mettler Toledo International Inc/)
Corporate Existence, Etc. Subject to Section 10.2, the Company will at all times preserve and keep its corporate existence in full force and effecteffect its corporate existence. Subject to Section 10.2, the The Company will at all times preserve and keep in full force and effect the corporate existence of each of its Subsidiaries (unless merged into the Company or a Wholly-Owned Wholly‑Owned Subsidiary) and all rights and franchises of the Company and its Subsidiaries unless, in the good faith judgment of the Company, the termination of or failure to preserve and keep in full force and effect such corporate existence, right or franchise would not, individually or in the aggregate, have a Material Adverse Effect.
Appears in 9 contracts
Samples: Note Purchase Agreement (Tortoise Midstream Energy Fund, Inc.), Master Note Purchase Agreement (Tortoise Pipeline & Energy Fund, Inc.), Securities Purchase Agreement (Tortoise Pipeline & Energy Fund, Inc.)
Corporate Existence, Etc. Subject to Section 10.2Sections 10.6 and 10.7, the Company will at all times preserve and keep its corporate existence in full force and effect. Subject to Section 10.2effect its corporate existence, the Company and will at all times preserve and keep in full force and effect the corporate existence of each of its Restricted Subsidiaries (unless merged into the Company or a Wholly-Owned Restricted Subsidiary) and all rights and franchises of the Company and its Restricted Subsidiaries unless, in the good faith judgment of the Company, the termination of or failure to preserve and keep in full force and effect such corporate existence, right or franchise would not, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect.
Appears in 7 contracts
Samples: Note Purchase Agreement, Note Purchase Agreement, Note Purchase Agreement (Stepan Co)
Corporate Existence, Etc. Subject to Section 10.210.5, the Company will at all times preserve and keep its corporate existence in full force and effecteffect its corporate existence. Subject to Section 10.2Sections 10.5 and 10.6, the Company will at all times preserve and keep in full force and effect the corporate existence of each of its Subsidiaries (unless merged into the Company or a Wholly-Wholly Owned Subsidiary) and all rights and franchises of the Company and its Subsidiaries unless, in the good faith judgment of the Company, the termination of or failure to preserve and keep in full force and effect such corporate existence, right or franchise would not, individually or in the aggregate, have a Material Adverse Effect.
Appears in 7 contracts
Samples: Note Purchase Agreement (Caseys General Stores Inc), Note Purchase Agreement (Caseys General Stores Inc), Note Purchase Agreement (Caseys General Stores Inc)
Corporate Existence, Etc. Subject to Section 10.210.5(c), the Company will at all times preserve and keep its corporate existence in full force and effecteffect its corporate existence. Subject to Section 10.2Sections 10.5 and 10.6, the Company will at all times preserve and keep in full force and effect the corporate existence of each of its Subsidiaries (unless merged into the Company or a Wholly-Owned Subsidiary) and all rights and franchises of the Company and its Subsidiaries unless, in the good faith judgment of the Company, the termination of or failure to preserve and keep in full force and effect such corporate existence, right or franchise would could not, individually or in the aggregate, have a Material Adverse Effect.
Appears in 6 contracts
Samples: Note Purchase and Private Shelf Agreement (Tiffany & Co), Note Purchase and Private Shelf Agreement (Tiffany & Co), Note Purchase Agreement (Tiffany & Co)
Corporate Existence, Etc. Subject to Section 10.2Sections 10.6 and 10.7, the Company each Obligor will at all times preserve and keep its corporate existence in full force and effecteffect its corporate existence. Subject to Section 10.2Sections 10.6 and 10.7, the Company will at all times preserve and keep in full force and effect the corporate existence of each of its Subsidiaries (unless merged into the Company or a Wholly-Owned Subsidiary) and all rights and franchises of the Company and its Subsidiaries unless, in the good faith judgment of the Company, the termination of or failure to preserve and keep in full force and effect such corporate existence, right or franchise would could not, individually or in the aggregate, have a Material Adverse Effect.
Appears in 6 contracts
Samples: Note Purchase Agreement (Patterson Companies, Inc.), Note Purchase Agreement, Note Purchase Agreement (Patterson Companies, Inc.)
Corporate Existence, Etc. Subject to Section 10.2, the Company will at all times preserve and keep its corporate existence in full force and effecteffect its corporate existence. Subject to Section 10.2, the Company will at all times preserve and keep in full force and effect the corporate existence of each of its Subsidiaries (unless merged into the Company or a Wholly-Owned Subsidiary) and all rights and franchises of the Company and its Subsidiaries unless, in the good faith judgment of the Company, the termination of or failure to preserve and keep in full force and effect such corporate existence, right or franchise would could not, individually or in the aggregate, have a Material Adverse Effect.
Appears in 6 contracts
Samples: Note Purchase Agreement (Piper Jaffray Companies), Note Purchase Agreement (Piper Jaffray Companies), Note Purchase Agreement (Piper Jaffray Companies)
Corporate Existence, Etc. Subject to Section 10.210.5, the Company will at all times preserve and keep its corporate existence in full force and effecteffect its corporate existence. Subject to Section 10.210.5, the Company will at all times preserve and keep in full force and effect the corporate existence of each of its Subsidiaries (unless merged into the Company or a Wholly-Owned Subsidiary) and all rights and franchises of the Company and its Subsidiaries unless, in the good faith judgment of the Company, the termination of or failure to preserve and keep in full force and effect such corporate existence, right or franchise would could not, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect.
Appears in 6 contracts
Samples: Note Purchase Agreement (Meredith Corp), Note Purchase Agreement (Meredith Corp), Note Purchase Agreement (Meredith Corp)
Corporate Existence, Etc. Subject to Section 10.2, the Company will at all times preserve and keep its corporate existence in full force and effecteffect its corporate existence. Subject to Section 10.2, the The Company will at all times preserve and keep in full force and effect the corporate existence of each of its Subsidiaries (unless merged into the Company or a Wholly-Owned Subsidiary) and all rights and franchises of the Company and its Subsidiaries unless, in the good faith judgment of the Company, the termination of or failure to preserve and keep in full force and effect such corporate existence, right or franchise would not, individually or in the aggregate, have a Material Adverse Effect.
Appears in 5 contracts
Samples: Note Purchase Agreement (Tortoise MLP Fund, Inc.), Note Purchase Agreement (Tortoise Energy Capital Corp), Securities Purchase Agreement (Tortoise MLP Fund, Inc.)
Corporate Existence, Etc. Subject to Section 10.2, the Company will at all times preserve and keep its corporate existence in full force and effect. Subject to Section 10.2Sections 10.2 and 10.7, the Company will at all times preserve and keep in full force and effect the corporate existence of each of its Subsidiaries (unless merged into the Company or a Wholly-Owned Subsidiary) and all rights and franchises of the Company and its Subsidiaries unless, in the good faith judgment of the Company, the termination of or failure to preserve and keep in full force and effect such corporate existence, right or franchise would could not, individually or in the aggregate, have a Material Adverse Effect.
Appears in 5 contracts
Samples: Note Purchase Agreement (Evercore Inc.), Note Purchase Agreement (Evercore Inc.), Note Purchase Agreement (Evercore Inc.)
Corporate Existence, Etc. Subject to Section 10.2, the Company will at all times preserve and keep its corporate existence in full force and effecteffect its corporate existence. Subject to Section 10.2Sections 10.2 and 10.3, the Company will at all times preserve and keep in full force and effect the corporate existence of each of its Subsidiaries (unless merged into the Company or a Wholly-Owned Wholly‑Owned Subsidiary) and all rights and franchises of the Company and its Subsidiaries unless, in the good faith judgment of the Company, the termination of or failure to preserve and keep in full force and effect such corporate existence, right or franchise would not, individually or in the aggregate, have a Material Adverse Effect.
Appears in 5 contracts
Samples: Note Purchase Agreement (South Jersey Industries Inc), Note Purchase Agreement (South Jersey Industries Inc), Note Purchase Agreement (South Jersey Industries Inc)
Corporate Existence, Etc. Subject to Section 10.2, the The Company will at all times preserve and keep its corporate existence in full force and effecteffect its corporate existence. Subject to Section 10.210.6, the Company will at all times preserve and keep in full force and effect the corporate existence of each of its Subsidiaries (unless merged into the Company or a Wholly-Owned Subsidiary) and all rights and franchises of the Company and its Subsidiaries unless, in the good faith judgment of the Company, the termination of or failure to preserve and keep in full force and effect such corporate existence, right or franchise would could not, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect.
Appears in 4 contracts
Samples: Note Purchase Agreement (Uil Holdings Corp), Note Purchase Agreement (Uil Holdings Corp), Note Purchase Agreement (Uil Holdings Corp)
Corporate Existence, Etc. Subject to Section 10.2, the Company will at all times preserve and keep its corporate existence in full force and effect. Subject to Section 10.2, the Company will at all times preserve and keep in full force and effect the corporate existence of each of its Subsidiaries (unless merged into the Company or a Wholly-Owned Subsidiary) and all rights and franchises of the Company and its Subsidiaries unless, in the good faith judgment of the Company, the termination of or failure to preserve and keep in full force and effect such corporate existence, right or franchise would could not, individually or in the aggregate, have a Material Adverse Effect.
Appears in 4 contracts
Samples: Note Purchase Agreement (W. P. Carey Inc.), Note Purchase Agreement (Jacobs Engineering Group Inc /De/), Note Purchase Agreement (Associated Estates Realty Corp)
Corporate Existence, Etc. Subject to Section 10.2, the Company will at all times preserve and keep its corporate existence in full force and effecteffect its corporate existence. Subject to Section 10.2Sections 10.2 and 10.6, the Company will at all times preserve and keep in full force and effect the corporate existence of each of its Subsidiaries (unless merged into the Company or a Wholly-Owned Subsidiary) and all rights and franchises of the Company and its Subsidiaries unless, in the good faith judgment of the Company, the termination of or failure to preserve and keep in full force and effect such corporate existence, right or franchise would could not, individually or in the aggregate, have a Material Adverse Effect.
Appears in 4 contracts
Samples: Note Purchase Agreement (Patterson Uti Energy Inc), Note Purchase Agreement (Snyder's-Lance, Inc.), Note Purchase Agreement (Patterson Uti Energy Inc)
Corporate Existence, Etc. Subject to Section 10.2, the Company will at all times preserve and keep its corporate existence in full force and effecteffect its corporate existence. Subject to Section 10.2Sections 10.2 and 10.7, the Company will at all times preserve and keep in full force and effect the corporate existence of each of its Subsidiaries (unless merged into the Company or a Wholly-Owned Subsidiary) and all rights and franchises of the Company and its Subsidiaries unless, in the good faith judgment of the Company, unless the termination of or failure to preserve and keep in full force and effect such corporate existence, right or franchise would could not, individually or in the aggregate, be reasonably expected to have a Material Adverse Effect.
Appears in 4 contracts
Samples: Multicurrency Private Shelf Agreement (Henry Schein Inc), Master Note Purchase Agreement (Henry Schein Inc), Master Note Purchase Agreement
Corporate Existence, Etc. Subject to Section 10.2, the The Company will at all times preserve and keep its corporate existence in full force and effecteffect its corporate existence. Subject to Section 10.210.5, the Company will at all times preserve and keep in full force and effect the corporate existence of each of its Consolidated Subsidiaries (unless merged into the Company or a Wholly-Owned Consolidated Subsidiary) and all rights and franchises of the Company and its Consolidated Subsidiaries unless, in the good faith judgment of the Company, the termination of or failure to preserve and keep in full force and effect such corporate existence, right or franchise would could not, individually or in the aggregate, have a Material Adverse Effect.
Appears in 4 contracts
Samples: Note Purchase Agreement (American Capital Strategies LTD), Note Purchase Agreement (American Capital Strategies LTD), Note Purchase Agreement (American Capital Strategies LTD)
Corporate Existence, Etc. Subject to Section 10.210.6, the Company will at all times preserve and keep its corporate existence in full force and effecteffect its corporate existence. Subject to Section 10.2Sections 10.5 and 10.6, the Company will at all times preserve and keep in full force and effect the corporate existence of each of its Subsidiaries (unless merged into the Company or a Wholly-Wholly Owned Subsidiary) and all rights and franchises of the Company and its Subsidiaries unless, in the good faith judgment of the Company, the termination of or failure to preserve and keep in full force and effect such corporate existence, right or franchise would not, individually or in the aggregate, have a Material Adverse Effect.
Appears in 4 contracts
Samples: Note Purchase Agreement (Teledyne Technologies Inc), Note Purchase Agreement (Teledyne Technologies Inc), Note Purchase Agreement (Teledyne Technologies Inc)
Corporate Existence, Etc. Subject to Section 10.2, the Company will at all times preserve and keep its corporate existence in full force and effect. Subject to Section 10.2, the Company will at all times preserve and keep in full force and effect its corporate existence and the Company will at all times preserve and keep in full force and effect the corporate or other organizational existence of each of its Subsidiaries (unless merged into the Company or a Wholly-Owned Subsidiary) and all rights and franchises of the Company and its Subsidiaries unless, in the good faith judgment of the Company, the termination of or failure to preserve and keep in full force and effect such corporate or other organizational existence, right or franchise would could not, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect.
Appears in 4 contracts
Samples: Note Purchase Agreement, Note Purchase Agreement (Yamana Gold Inc), Note Purchase Agreement (Yamana Gold Inc.)
Corporate Existence, Etc. Subject to Section 10.2, the Company will at all times preserve and keep its corporate existence in full force and effect. Subject to Section 10.2Sections 10.2 and 10.3, the Company will at all times preserve and keep in full force and effect the corporate existence of each of its Subsidiaries (unless dissolved or merged into the Company or a Wholly-Owned Subsidiary) and all Material rights and franchises of the Company and its Subsidiaries unless, in the good faith judgment of the Company, the termination of or failure to preserve and keep in full force and effect such corporate existence, right or franchise would not, individually or in the aggregate, have a Material Adverse Effect.
Appears in 4 contracts
Samples: Note Purchase Agreement (Public Service Co of New Mexico), Note Purchase Agreement (Public Service Co of New Mexico), Note Purchase Agreement (Public Service Co of New Mexico)
Corporate Existence, Etc. Subject to Section 10.2Sections 10.5 and 10.6, the Company will at all times preserve and keep its corporate existence in full force and effect. Subject to Section 10.2effect its corporate existence, the Company and will at all times preserve and keep in full force and effect the corporate existence of each of its Restricted Subsidiaries (unless merged into the Company or a Wholly-Owned Restricted Subsidiary) and all rights and franchises of the Company and its Restricted Subsidiaries unless, in the good faith judgment of the Company, the termination of or failure to preserve and keep in full force and effect such corporate existence, right or franchise would not, individually or in the aggregate, have a Material Adverse Effect.
Appears in 3 contracts
Samples: Note Purchase Agreement (Molex Inc), Note Purchase Agreement (Eagle Materials Inc), Note Purchase Agreement (Cleveland Cliffs Inc)
Corporate Existence, Etc. Subject to Section 10.27.02, the Company will at all times preserve and keep its corporate existence in full force and effect. Subject to Section 10.2effect its corporate existence, and the Company will at all times preserve and keep in full force and effect the corporate existence of each of its Restricted Subsidiaries (unless merged into the Company or a Wholly-Owned Restricted Subsidiary) and all rights and franchises of the Company and its Subsidiaries Restricted Subsidiaries, unless, in the good faith judgment of the Company, the termination of or failure to preserve and keep in full force and effect such corporate existence, right or franchise would could not, individually or in the aggregate, have a Material Adverse Effect.
Appears in 3 contracts
Samples: Letter of Credit and Term Loan Agreement (Waste Management Inc), Letter of Credit and Term Loan Agreement (Waste Management Inc), Letter of Credit and Term Loan Agreement (Waste Management Inc)
Corporate Existence, Etc. Subject to Section 10.210.5, the Company will at all times preserve and keep its corporate existence in full force and effect. Subject to Section 10.2Sections 10.5 and 10.6, the Company will at all times preserve and keep in full force and effect the corporate existence of each of its Subsidiaries (unless merged into the Company or a Wholly-Owned Subsidiary) and all rights and franchises of the Company and its Subsidiaries unless, in the good faith judgment of the Company, the termination of or failure to preserve and keep in full force and effect such corporate existence, right or franchise would not, individually or in the aggregate, have a Material Adverse Effect.
Appears in 3 contracts
Samples: Master Note Agreement (CERNER Corp), Master Note Agreement (CERNER Corp), Master Note Purchase Agreement (Cerner Corp /Mo/)
Corporate Existence, Etc. Subject to Section 10.2, the The Company will at all times preserve and keep its corporate existence in full force and effecteffect its corporate existence. Subject to Section 10.2Sections 10.2 and 10.6, the Company will at all times preserve and keep in full force and effect the corporate existence of each of its Subsidiaries (unless merged into the Company or a Wholly-Owned Subsidiary) and all rights and franchises of the Company and its Subsidiaries unless, in the good faith judgment of the Company, the termination of or failure to preserve and keep in full force and effect such corporate existence, right or franchise would could not, individually or in the aggregate, have a Material Adverse Effect.
Appears in 3 contracts
Samples: Note Purchase Agreement (Ralcorp Holdings Inc /Mo), Note Purchase Agreement (First Investors Financial Services Group Inc), Note Purchase Agreement (Ralcorp Holdings Inc /Mo)
Corporate Existence, Etc. Subject to Section 10.2, the Company will at all times preserve and keep its corporate existence in full force and effecteffect its corporate existence. Subject to Section 10.2Sections 10.2 and 10.7, the Company will at all times preserve and keep in full force and effect the corporate existence of each of its Restricted Subsidiaries (unless merged into the Company or a Wholly-Owned Restricted Subsidiary) and all rights and franchises of the Company and its Restricted Subsidiaries unless, in the good faith judgment of the Company, unless the termination of or failure to preserve and keep in full force and effect such corporate existence, right or franchise would could not, individually or in the aggregate, be reasonably expected to have a Material Adverse Effect.
Appears in 3 contracts
Samples: Master Note Purchase Agreement (Henry Schein Inc), Private Shelf Agreement (Henry Schein Inc), Private Shelf Agreement (Henry Schein Inc)
Corporate Existence, Etc. Subject to Section 10.2, the Company will at all times preserve and keep its corporate legal existence in full force and effect. Subject to Section 10.2, the Company will at all times preserve and keep in full force and effect the corporate legal existence of each of its Subsidiaries (unless merged into the Company or a Wholly-Owned Subsidiary) and all rights and franchises of the Company and its Subsidiaries unless, in the good faith judgment of the Company, the termination of or failure to preserve and keep in full force and effect such corporate legal existence, right or franchise would not, individually or in the aggregate, have a Material Adverse Effect.
Appears in 3 contracts
Samples: Note Purchase Agreement (CION Investment Corp), Note Purchase Agreement (CION Investment Corp), Note Purchase Agreement (CION Investment Corp)
Corporate Existence, Etc. Subject to Section 10.2, the Company will at all times preserve and keep its corporate existence in full force and effect. Subject to Section 10.2Sections 10.2 and 10.5, the Company will at all times preserve and keep in full force and effect the corporate existence of each of its Subsidiaries (unless merged into the Company or a Wholly-Owned Subsidiary) and all rights and franchises of the Company and its Subsidiaries unless, in the good faith judgment of the Company, the termination of or failure to preserve and keep in full force and effect such corporate existence, right or franchise would not, individually or in the aggregate, have a Material Adverse Effect.
Appears in 3 contracts
Samples: Note Purchase Agreement (Regal Rexnord Corp), Note Purchase Agreement (Regal Rexnord Corp), Private Shelf Agreement (Chesapeake Utilities Corp)
Corporate Existence, Etc. Subject to Section 10.2, the Company will at all times preserve and keep its corporate existence in full force and effecteffect its corporate existence. Subject to Section 10.2, the Company will at all times preserve and keep in full force and effect the corporate existence of each of its Subsidiaries (unless merged into the Company or a Wholly-Owned Subsidiary) and all rights and franchises of the Company and its Subsidiaries unless, in the good faith judgment of the Company, the termination of or failure to preserve and keep in full force and effect such corporate existence, right or franchise would not, individually or in the aggregate, have a Material Adverse Effect.
Appears in 3 contracts
Samples: Note Purchase Agreement, Securities Purchase Agreement (Tortoise MLP Fund, Inc.), Note Purchase Agreement (Keyspan Corp)
Corporate Existence, Etc. Subject to Section 10.2Sections 10.5 and 10.6, the Company will at all times preserve and keep its corporate existence in full force and effect. Subject to Section 10.2effect its corporate existence, the Company and will at all times preserve and keep in full force and effect the corporate existence of each of its Subsidiaries (unless merged into the Company or a Wholly-Owned Subsidiary) and all rights and franchises of the Company and its Subsidiaries unless, in the good faith judgment of the Company, the termination of or failure to preserve and keep in full force and effect such corporate existence, right or franchise would not, individually or in the aggregate, have a Material Adverse Effect.
Appears in 3 contracts
Samples: Note Purchase Agreement (Old Dominion Freight Line Inc/Va), Note Purchase Agreement (Old Dominion Freight Line Inc/Va), Note Purchase Agreement (Old Dominion Freight Line Inc/Va)
Corporate Existence, Etc. Subject to Section 10.2, the Company will at all times preserve and keep its corporate existence in full force and effect. Subject to Section 10.2, the The Company will at all times preserve and keep in full force and effect the corporate existence of each of its Subsidiaries Subsidiary (unless merged into the Company or a Wholly-Owned Subsidiary) and all rights and franchises of the Company and its Subsidiaries unless, in the good faith judgment of the Company, the termination of or failure to preserve and keep in full force and effect such corporate existence, right or franchise would could not, individually or in the aggregate, have a Material Adverse Effect.
Appears in 3 contracts
Samples: Note Purchase Agreement (Eastgroup Properties Inc), Note Purchase Agreement (Eastgroup Properties Inc), Note Purchase Agreement (Eastgroup Properties Inc)
Corporate Existence, Etc. Subject to Section 10.2, the Company will at all times preserve and keep its corporate existence in full force and effect. Subject to Section 10.2Sections 10.2 and 10.7, the Company will at all times preserve and keep in full force and effect the corporate existence of each of its Subsidiaries (unless merged into the Company or a Wholly-Owned Subsidiary) and all rights and franchises of the Company and its Subsidiaries unless, in the good faith judgment of the Company, the termination of or failure to preserve and keep in full force and effect such corporate existence, right or franchise would not, individually or in the aggregate, have a Material Adverse Effect.
Appears in 3 contracts
Samples: Note Purchase Agreement (Ugi Corp /Pa/), Note Purchase Agreement (Ugi Corp /Pa/), Note Purchase Agreement (Ugi Corp /Pa/)
Corporate Existence, Etc. Subject to Section 10.2Sections 10.4 and 10.5, the Company will at all times preserve and keep its corporate existence in full force and effect. Subject to Section 10.2effect its corporate existence, the Company and will at all times preserve and keep in full force and effect the corporate existence of each of its Restricted Subsidiaries (unless merged into the Company or a Wholly-Owned Restricted Subsidiary) and all rights and franchises of the Company and its Restricted Subsidiaries unless, in the good faith judgment of the Company, the termination of or failure to preserve and keep in full force and effect such corporate existence, right or franchise would not, individually or in the aggregate, have a Material Adverse Effect.
Appears in 3 contracts
Samples: Note Purchase Agreement (Dentsply International Inc /De/), Note Purchase Agreement (Dentsply International Inc /De/), Note Purchase Agreement (Dentsply International Inc /De/)
Corporate Existence, Etc. Subject to Section 10.210.4, the Company will at all times preserve and keep its corporate existence in full force and effecteffect its corporate existence. Subject to Section 10.2Sections 10.3 and 10.4, the Company will at all times preserve and keep in full force and effect the corporate existence of each of its Subsidiaries (unless merged into the Company or a Wholly-Owned Subsidiary) and all rights and franchises of the Company and its Subsidiaries unless, in the good faith judgment of the Company, the termination of or failure to preserve and keep in full force and effect such corporate existence, existence of any Subsidiary or any such right or franchise would notcould not reasonably be expected, individually or in the aggregate, to have a Material Adverse Effect.
Appears in 3 contracts
Samples: Note Purchase Agreement (Ametek Inc/), Note Purchase Agreement (Ametek Inc/), Note Purchase Agreement (Ametek Inc/)
Corporate Existence, Etc. Subject to Section 10.2Sections 10.2 and 10.9, the Company Obligors will at all times preserve and keep its corporate existence in full force and effect. Subject to Section 10.2effect their respective corporate or partnership existences (as applicable), and the Company Obligors will at all times preserve and keep in full force and effect the corporate existence of each of its their Subsidiaries (unless merged into the Company or a Wholly-Owned Subsidiary) and all rights and franchises of the Company Obligors and its their Subsidiaries unless, in the good faith judgment of the Company, the termination of or failure to preserve and keep in full force and effect the corporate existence of any Subsidiary (other than the Company), or any such corporate existence, right or franchise would could not, individually or in the aggregate, have a Material Adverse Effect.
Appears in 3 contracts
Samples: Note and Guarantee Agreement (Firstservice Corp), Note and Guarantee Agreement (Firstservice Corp), Note and Guarantee Agreement (Firstservice Corp)
Corporate Existence, Etc. Subject to Section 10.210.4, the Company will at all times preserve and keep its corporate existence in full force and effecteffect its corporate existence. Subject to Section 10.2Sections 10.3 and 10.4, the Company will at all times preserve and keep in full force and effect the corporate existence of each of its Subsidiaries Restricted Subsidiary (unless merged into the Company or a Wholly-Owned another Restricted Subsidiary) and all rights and franchises of the Company and its Restricted Subsidiaries unless, in the good faith judgment of the Company, the termination of or failure to preserve and keep in full force and effect such corporate existence, right or franchise would could not, individually or in the aggregate, have a Material Adverse Effect.
Appears in 3 contracts
Samples: Note Purchase Agreement (Donaldson Co Inc), Note Purchase Agreement (Donaldson Co Inc), Note Purchase Agreement (Donaldson Co Inc)
Corporate Existence, Etc. Subject to Section 10.2, the The Company will at all times preserve and keep its corporate existence in full force and effecteffect its corporate existence. Subject to Section 10.2Sections 10.10 and 10.11, the Company will at all times preserve and keep in full force and effect the corporate existence of each of its the Restricted Subsidiaries (unless merged into the Company or a Wholly-Owned Restricted Subsidiary) and all rights and franchises of the Company and its the Restricted Subsidiaries unless, in the good faith judgment of the Company, the termination of or failure to preserve and keep in full force and effect such corporate existence, right or franchise would could not, individually or in the aggregate, have a Material Adverse Effect.
Appears in 3 contracts
Samples: Note Purchase Agreement (Nfo Worldwide Inc), Note Purchase Agreement (Nfo Worldwide Inc), Note Purchase Agreement (Nfo Worldwide Inc)
Corporate Existence, Etc. Subject to Section 10.2, the Company will at all times preserve and keep its corporate existence in full force and effect. Subject to Section 10.2, the Company will at all times preserve and keep in full force and effect its corporate existence and the corporate or other applicable existence of each of its Subsidiaries (unless merged into the Company or a Wholly-Owned another Subsidiary) and all rights rights, privileges, permits, licenses and franchises of the Company and its Subsidiaries unless, in the good faith judgment of the Company, the termination of or failure to preserve and keep in full force and effect such corporate or other applicable existence, right right, privilege, permit, license or franchise would could not, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect.
Appears in 3 contracts
Samples: Note Purchase Agreement (Tampa Electric Co), Note Purchase Agreement (Tampa Electric Co), Note Purchase Agreement (Tampa Electric Co)
Corporate Existence, Etc. Subject to Section 10.2, the The Company will at all times preserve and keep its corporate existence in full force and effecteffect its corporate existence. Subject to Section 10.211.2 and Section 11.7, the Company will at all times preserve and keep in full force and effect the corporate or other entity existence of each of its Subsidiaries (unless merged into the Company or a Wholly-Owned Subsidiary) and all rights and franchises of the Company and its Subsidiaries unless, in the good faith judgment of the Company, the termination of or failure to preserve and keep in full force and effect such corporate existence, right or franchise would could not, individually or in the aggregate, have a Material Adverse Effect.
Appears in 3 contracts
Samples: Note Purchase Agreement (Invacare Corp), Note Purchase Agreement (Invacare Corp), Note Purchase Agreement (Invacare Corp)
Corporate Existence, Etc. Subject to Section 10.2, the Company will at all times preserve and keep its corporate existence in full force and effect. Subject to Section 10.2Sections 10.2 and 10.3, the Company will at all times preserve and keep in full force and effect the corporate existence of each of its Subsidiaries (unless merged into the Company or a Wholly-Owned Subsidiary) and all rights and franchises of the Company and its Subsidiaries unless, in the good faith judgment of the Company, the termination of or failure to preserve and keep in full force and effect such corporate existence, right or franchise would could not, individually or in the aggregate, have a Material Adverse Effect.
Appears in 3 contracts
Samples: Note Purchase Agreement (Littelfuse Inc /De), Note Purchase Agreement (Littelfuse Inc /De), Note Purchase Agreement (Gas Natural Inc.)
Corporate Existence, Etc. Subject to Section 10.210.6, the Company will at all times preserve and keep its corporate existence in full force and effecteffect its corporate existence. Subject to Section 10.2, the The Company will at all times preserve and keep in full force and effect the corporate existence of each of its Subsidiaries (unless merged into the Company or a Wholly-Owned Subsidiaryan Affiliate) and all rights and franchises of the Company and its Subsidiaries unless, in the good faith judgment of the Company, the termination of or failure to preserve and keep in full force and effect such corporate existence, right or franchise would could not, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect.
Appears in 3 contracts
Samples: Note Purchase Agreement (Uil Holdings Corp), Note Purchase Agreement (Uil Holdings Corp), Note Purchase Agreement (Uil Holdings Corp)
Corporate Existence, Etc. Subject to Section 10.2, the Company will at all times preserve and keep its corporate existence in full force and effecteffect its corporate existence. Subject to Section 10.2, the Company will at all times preserve and keep in full force and effect the corporate existence of each of its Subsidiaries (unless merged into the Company or a Wholly-Owned Subsidiary) and all rights and franchises of the Company and its Subsidiaries unless, in the good faith judgment of the Company, the termination of or failure to preserve and keep in full force and effect such corporate existence, right or franchise would not, individually or in the aggregate, have a Material Adverse Effect.
Appears in 3 contracts
Samples: Note Purchase Agreement (ServisFirst Bancshares, Inc.), Note Purchase Agreement (ServisFirst Bancshares, Inc.), Note Purchase Agreement (ServisFirst Bancshares, Inc.)
Corporate Existence, Etc. Subject to Section 10.210.5, the Company will at all times preserve and keep its corporate existence in full force and effecteffect its corporate existence. Subject to Section 10.210.5, the Company will at all times preserve and keep in full force and effect the corporate existence of each of its Subsidiaries (unless merged into the Company or a Wholly-Owned another Subsidiary) and all rights licenses and franchises of the Company and its Subsidiaries unless, in the good faith judgment of the Company, the termination of or failure to preserve and keep in full force and effect such corporate existence, right license or franchise would could not, individually or in the aggregate, have a Material Adverse Effect.
Appears in 2 contracts
Samples: Note Purchase Agreement (MCG Capital Corp), Note Purchase Agreement (MCG Capital Corp)
Corporate Existence, Etc. Subject to Section 10.2, the Company will at all times preserve and keep its corporate existence in full force and effecteffect its corporate existence. Subject to Section 10.2Sections 10.2 and 10.9, the Company will at all times preserve and keep in full force and effect the corporate existence of each of its Subsidiaries (unless merged into the Company or a Wholly-Owned Subsidiary) and all rights and franchises of the Company and its Subsidiaries unless, in the good faith judgment of the Company, the termination of or failure to preserve and keep in full force and effect such corporate existence, right or franchise would could not, individually or in the aggregate, have a Material Adverse Effect.
Appears in 2 contracts
Samples: Note Purchase and Private Shelf Agreement (Arch Chemicals Inc), Note Purchase and Private Shelf Agreement (Arch Chemicals Inc)
Corporate Existence, Etc. Subject to Section 10.210.4, the Company will at all times preserve and keep its corporate existence in full force and effect. Subject to Section 10.210.4, the Company will at all times preserve and keep in full force and effect the corporate organizational existence of each of its Subsidiaries (unless merged into the Company or a Wholly-Owned Subsidiary) and all rights and franchises of the Company and its Subsidiaries unless, in the good faith judgment of the Company, the termination of or failure to preserve and keep in full force and effect such corporate existence, right or franchise would could not, individually or in the aggregate, have a Material Adverse Effect.
Appears in 2 contracts
Samples: Note Purchase Agreement (Green Brick Partners, Inc.), Note Purchase Agreement (Green Brick Partners, Inc.)
Corporate Existence, Etc. Subject to Section 10.210.5, the Company will at all times preserve and keep its corporate existence in full force and effecteffect its corporate existence. Subject to Section 10.2Sections 10.5 and 10.6, the Company will at all times preserve and keep in full force and effect the corporate existence of each of its Restricted Subsidiaries (unless merged into the Company or a Wholly-Owned Subsidiary) and all rights and franchises of the Company and its Restricted Subsidiaries unless, in the good faith judgment of the Company, the termination of or failure to preserve and keep in full force and effect such corporate existence, right or franchise would not, individually or in the aggregate, have a Material Adverse Effect.
Appears in 2 contracts
Samples: Note Purchase Agreement (Perkinelmer Inc), Note Purchase Agreement (Perkinelmer Inc)
Corporate Existence, Etc. Subject to Section 10.2, the The Company will at all times preserve and keep its corporate existence in full force and effecteffect its corporate existence. Subject to Section 10.2Sections 10.2 and 10.7, the Company will at all times preserve and keep in full force and effect the corporate existence of each of its Subsidiaries (unless merged into the Company or a Wholly-Owned Subsidiary) and all rights and franchises of the Company and its Subsidiaries unless, in the good faith judgment of the Company, the termination of or failure to preserve and keep in full force and effect such corporate existence, right or franchise would not, individually or in the aggregate, have a Material Adverse Effect.
Appears in 2 contracts
Samples: Note Purchase Agreement (Smucker J M Co), Note Purchase Agreement (Smucker J M Co)
Corporate Existence, Etc. Subject to Section 10.210.6, the Company will at all times preserve and keep its corporate existence in full force and effecteffect its corporate existence. Subject to Section 10.2Sections 10.6 and 10.7, the Company will at all times preserve and keep in full force and effect the corporate existence of each of its Subsidiaries (unless merged into the Company or a Wholly-Owned Subsidiary) and all rights and franchises of the Company and its Subsidiaries unless, in the good faith judgment of the Company, the termination of or failure to preserve and keep in full force and effect such corporate existence, right or franchise would not, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect.
Appears in 2 contracts
Samples: Note Purchase Agreement (Azz Inc), Private Shelf Agreement (Azz Inc)
Corporate Existence, Etc. Subject to Section 10.2, the Company will at all times preserve and keep its corporate existence in full force and effecteffect its corporate existence. Subject to Section 10.210.8, the Company will at all times preserve and keep in full force and effect the corporate existence of each of its Subsidiaries (unless merged into the Company or another Subsidiary that is a Wholly-Owned Subsidiary) and all rights and franchises of the Company and its Subsidiaries unless, in the good faith judgment of the Company, the termination of or failure to preserve and keep in full force and effect such corporate existence, right or franchise would not, individually or in the aggregate, have a Material Adverse Effectmaterially adverse effect on the business, operations, affairs, financial condition, properties or assets of the Company and its Subsidiaries taken as a whole.
Appears in 2 contracts
Samples: Note Purchase and Private Shelf Agreement (Wausau Paper Corp.), Note Purchase and Private Shelf Agreement (Wausau Paper Corp.)
Corporate Existence, Etc. Subject to Section 10.2, the Company will at all times preserve and keep its corporate existence in full force and effect. Subject to Section 10.2Sections 10.2 and 10.7, the Company will at all times preserve and keep in full force and effect the corporate existence of each of its Subsidiaries (unless merged into the Company or a Wholly-Owned Subsidiary) and all rights and franchises of the Company and its Subsidiaries unless, in the good faith judgment of the Company, the termination of or failure to preserve and keep in full force and effect such corporate existence, right or franchise would not, individually or in the aggregate, have a Material Adverse Effect.
Appears in 2 contracts
Samples: Note Purchase Agreement (C. H. Robinson Worldwide, Inc.), Note Purchase Agreement (C H Robinson Worldwide Inc)
Corporate Existence, Etc. Subject to Section 10.2Sections 10.4 and 10.5, the Company will at all times preserve and keep its corporate existence in full force and effect. Subject to Section 10.2effect its corporate existence, the Company and will at all times preserve and keep in full force and effect the corporate existence of each of its Restricted Subsidiaries (unless merged into the Company or a Wholly-Owned Restricted Subsidiary) and all rights and franchises of the Company and its Restricted Subsidiaries unless, in the good faith judgment of the Company, the termination of or failure to preserve and keep in full force and effect such corporate existence, right or franchise would not, individually or in the aggregate, to have a Material Adverse Effect.
Appears in 2 contracts
Samples: Note Purchase Agreement (Miller Herman Inc), Note Purchase Agreement (Miller Herman Inc)
Corporate Existence, Etc. Subject to Section 10.210.4, the Company will at all times preserve and keep its corporate existence in full force and effecteffect its corporate existence. Subject to Section 10.2Sections 10.3 and 10.4, the Company will at all times preserve and keep in full force and effect the corporate existence of each of its Subsidiaries Restricted Subsidiary (unless merged into the Company or a Wholly-Owned Restricted Subsidiary) and all rights and franchises of the Company and its Restricted Subsidiaries unless, in the good faith judgment of the Company, the termination of or failure to preserve and keep in full force and effect such corporate existence, right or franchise would could not, individually or in the aggregate, have a Material Adverse Effect.
Appears in 2 contracts
Samples: Note Purchase Agreement (Belden Inc), Note Purchase Agreement (Belden Inc)
Corporate Existence, Etc. Subject to Section 10.2, the Company will at all times preserve and keep its corporate existence in full force and effect. Subject to Section 10.2Sections 10.6, the Company will at all times preserve and keep in full force and effect its corporate existence. Subject to Sections 10.5 and 10.6 the corporate Company will at all times preserve and keep in full force and effect the legal existence of each of its Subsidiaries (unless merged into the Company or a Wholly-Owned Subsidiary) and all rights and franchises of the Company and its Subsidiaries unless, in the good faith judgment of the Company, the termination of or failure to preserve and keep in full force and effect such corporate legal existence, right or franchise would not, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect.
Appears in 2 contracts
Samples: Note Purchase Agreement (International Speedway Corp), Note Purchase Agreement (International Speedway Corp)
Corporate Existence, Etc. Subject to Section 10.2, the Company will at all times preserve and keep its corporate existence in full force and effecteffect its corporate existence. Subject to Section 10.2Sections 10.2 and 10.9, the Company will at all times preserve and keep in full force and effect the corporate existence of each of its Subsidiaries (unless merged into the Company or a Wholly-Owned Subsidiary) and all rights and franchises of the Company and its Subsidiaries unless, in the good faith judgment of the Company, the termination of or failure to preserve and keep in full force and effect such corporate existence, right or franchise would not, individually or in the aggregate, have a Material Adverse Effect.
Appears in 2 contracts
Samples: Master Note Purchase Agreement (Arch Chemicals Inc), Master Note Purchase Agreement (Arch Chemicals Inc)
Corporate Existence, Etc. Subject to Section 10.2Sections 10.4 and 10.5, the Company will at all times preserve and keep its corporate existence in full force and effect. Subject to Section 10.2effect its corporate existence, the Company and will at all times preserve and keep in full force and effect the corporate existence of each of its Restricted Subsidiaries (unless merged into the Company or a Wholly-Owned Restricted Subsidiary) and all rights and franchises of the Company and its Restricted Subsidiaries unless, in the good faith judgment of the Company, the termination of or failure to preserve and keep in full force and effect such corporate existence, right or franchise would not, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect.
Appears in 2 contracts
Samples: Note Purchase Agreement (Hain Celestial Group Inc), Note Purchase Agreement (Sigma Aldrich Corp)
Corporate Existence, Etc. Subject to Section 10.2, the Company will at all times preserve and keep its corporate existence in full force and effect. Subject to Section 10.2, 10.2 the Company will at all times preserve and keep in full force and effect the corporate existence of each of its Significant Subsidiaries (unless merged into the Company or a Wholly-Owned Subsidiary) and all rights and franchises of the Company and its Significant Subsidiaries unless, in the good faith judgment of the Company, the termination of or failure to preserve and keep in full force and effect such corporate existence, right or franchise would could not, individually or in the aggregate, have a Material Adverse Effect.
Appears in 2 contracts
Samples: Note Purchase Agreement (Westar Energy Inc /Ks), Note Purchase Agreement (Great Plains Energy Inc)
Corporate Existence, Etc. Subject to Section 10.2, the Company will at all times preserve and keep its corporate existence in full force and effect. Subject to Section 10.2Sections 10.2 and 10.7, the Company will at all times preserve and keep in full force and effect the corporate existence of each of its Subsidiaries (unless merged into the Company or a Wholly-Owned Wholly‑Owned Subsidiary) and all rights and franchises of the Company and its Subsidiaries unless, in the good faith judgment of the Company, the termination of or failure to preserve and keep in full force and effect such corporate existence, right or franchise would not, individually or in the aggregate, have a Material Adverse Effect.
Appears in 2 contracts
Samples: Note Purchase Agreement (Ugi Utilities Inc), Note Purchase Agreement (Ugi Utilities Inc)
Corporate Existence, Etc. Subject to Section 10.2SECTION 10.7, the Company will at all times preserve and keep its corporate existence in full force and effecteffect its corporate existence. Subject to Section 10.2SECTION 10.7, the Company will at all times preserve and keep in full force and effect the corporate existence of each of its Subsidiaries (unless merged into the Company or a Wholly-Owned Subsidiary) and all rights and franchises of the Company and its Subsidiaries unless, in the good faith judgment of the Company, the termination of or failure to preserve and keep in full force and effect such corporate existence, right or franchise would could not, individually or in the aggregate, have a Material Adverse Effect.
Appears in 2 contracts
Samples: Note Purchase Agreement (St Joe Co), Note Purchase Agreement (St Joe Co)
Corporate Existence, Etc. Subject to Section 10.2, the Company each Obligor will at all times preserve and keep its corporate existence in full force and effect. Subject to Section 10.2Sections 10.2 and 10.3, the Company each Obligor will at all times preserve and keep in full force and effect the corporate existence of each of its Subsidiaries (unless merged into the Company or a Wholly-Owned Subsidiary) and all rights and franchises of the Company Obligors and its their Subsidiaries unless, in the good faith judgment of the CompanyObligors, the termination of or failure to preserve and keep in full force and effect such corporate existence, right or franchise would not, individually or in the aggregate, have a Material Adverse Effect.
Appears in 2 contracts
Samples: Note Purchase and Guarantee Agreement (Chicago Bridge & Iron Co N V), Note Purchase and Guarantee Agreement (Chicago Bridge & Iron Co N V)
Corporate Existence, Etc. Subject to Section 10.210.1, the Company will at all times preserve and keep its corporate existence in full force and effecteffect its corporate existence. Subject to Section 10.2Sections 9.1 and 10.1, the Company will at all times preserve and keep in full force and effect the corporate existence of each of its Material Subsidiaries (unless merged into the Company or a Wholly-Owned Subsidiary) and all rights and franchises of the Company and its Material Subsidiaries unless, in the good faith judgment of the Company, the termination of or failure to preserve and keep in full force and effect such corporate existence, right or franchise would will not, directly or indirectly and individually or in the aggregate, have result in a Material Adverse Effect.
Appears in 2 contracts
Samples: Note Assumption and Exchange Agreement, Note Assumption and Exchange Agreement (Consolidated Edison Inc)
Corporate Existence, Etc. Subject to Section 10.2Sections 10.5 and 10.6, the Company will at all times preserve and keep its corporate existence in full force and effect. Subject to Section 10.2effect its corporate existence, the Company and will at all times preserve and keep in full force and effect the corporate existence of each of its Subsidiaries (unless merged into the Company or a Wholly-Owned Subsidiary) and all rights and franchises Material to the conduct of the business of the Company and its Subsidiaries unless, in the good faith judgment of the Company, the termination of or failure to preserve and keep in full force and effect such corporate existence, right or franchise would could not, individually or in the aggregate, have a Material Adverse Effect.
Appears in 2 contracts
Samples: Note Purchase Agreement (Jackson Hewitt Tax Service Inc), Note Purchase Agreement (Jackson Hewitt Tax Service Inc)
Corporate Existence, Etc. Subject to Section 10.2, the Company will at all times preserve and keep its corporate or other legal existence in full force and effect. Subject to Section Sections 10.2, the Company will at all times preserve and keep in full force and effect the corporate existence of each of its Subsidiaries the other Company Parties (unless merged into the Company or a Wholly-Owned Subsidiary) and all rights and franchises of the Company and its Subsidiaries the other Company Parties unless, in the good faith judgment of the Company, the termination of or failure to preserve and keep in full force and effect such corporate or other legal existence, right or franchise would not, individually or in the aggregate, have a Material Adverse Effect.
Appears in 2 contracts
Samples: Note Purchase Agreement (Tiaa Real Estate Account), Note Purchase Agreement (Tiaa Real Estate Account)
Corporate Existence, Etc. Subject to Section 10.2, the Company will Such Obligor shall at all times preserve and keep its corporate existence in full force and effecteffect its corporate existence. Subject to Section 10.2, the Company will shall at all times preserve and keep in full force and effect the corporate existence of each of its Subsidiaries (unless merged into the Company such Obligor or a Wholly-Owned Subsidiary) and all rights and franchises of the Company and its Subsidiaries unless, in the good faith judgment of the Company, the termination of or failure to preserve and keep in full force and effect such corporate existence, right or franchise would could not, individually or in the aggregate, have a Material Adverse Effect.
Appears in 2 contracts
Samples: Note Purchase Agreement (Unisource Energy Corp), Purchase Agreement (Unisource Energy Corp)
Corporate Existence, Etc. Subject to Section 10.210.6, the Company will at all times preserve and keep its corporate existence in full force and effecteffect its corporate existence. Subject to Section 10.2Sections 10.5 and 10.6, the Company will at all times preserve and keep in full force and effect the corporate or other legal existence of each of its Subsidiaries (unless merged into the Company or a Wholly-Owned owned Subsidiary) and all rights and franchises of the Company and its Subsidiaries unless, in the good faith judgment of the Company, unless the termination of or failure to preserve and keep in full force and effect such corporate existence, right or franchise would not, individually or in the aggregate, have a Material Adverse Effect.
Appears in 2 contracts
Samples: Second Amended and Restated Note Purchase and Private Shelf Agreement (Modine Manufacturing Co), Amended and Restated Note Purchase and Private Shelf Agreement (Modine Manufacturing Co)
Corporate Existence, Etc. Subject to Section 10.2, the Company will at all times preserve Sections 10.5 and keep its corporate existence in full force and effect. Subject to Section 10.210.6, the Company will at all times preserve and keep in full force and effect its corporate existence, and will at all times preserve and keep in full force and effect the corporate or other similar legal entity existence of each of its Subsidiaries (unless merged into the Company or a Wholly-Owned Subsidiary) and all rights and franchises of the Company and its Subsidiaries unless, in the good faith judgment of the Company, the termination of or failure to preserve and keep in full force and effect such corporate existence, right or franchise would not, individually or in the aggregate, have a Material Adverse Effectmaterially adverse effect on the business, operations, affairs, financial condition, properties or assets of the Company and its Subsidiaries taken as a whole.
Appears in 2 contracts
Samples: Note Purchase Agreement (Evans Bob Farms Inc), Note Purchase Agreement (Evans Bob Farms Inc)
Corporate Existence, Etc. Subject to Section 10.2, the Company will at all times preserve and keep its corporate existence in full force and effecteffect its corporate existence. Subject to Section 10.2, the Company will at all times preserve and keep in full force and effect the corporate existence of each of its Subsidiaries (unless merged into the Company or a Wholly-Owned Subsidiary) and all rights and franchises of the Company and its Subsidiaries unless, in the good faith judgment of the Company, the termination of or failure to preserve and keep in full force and effect such corporate existence, right or franchise would not, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect.
Appears in 2 contracts
Samples: Note Purchase Agreement (Ecolab Inc), Note Purchase Agreement (Ecolab Inc)
Corporate Existence, Etc. Subject to Section 10.2, the The Company will at all times preserve and keep its corporate existence in full force and effecteffect its corporate existence. Subject to Section 10.2Sections 10.6 and 10.7, the Company will at all times preserve and keep in full force and effect the corporate existence of each of its Restricted Subsidiaries (unless merged into the Company or a Wholly-Owned another Restricted Subsidiary) and all rights and franchises of the Company and its Restricted Subsidiaries unless, in the good faith judgment of the Company, the termination of or failure to preserve and keep in full force and effect such corporate existence, right or franchise would could not, individually or in the aggregate, have a Material Adverse Effect.
Appears in 2 contracts
Samples: Note Purchase Agreement (Ruby Tuesday Inc), Note Purchase Agreement (Ruby Tuesday Inc)
Corporate Existence, Etc. Subject to Section 10.2, the The Company will at all times preserve and keep its corporate existence in full force and effecteffect its corporate existence. Subject to Section 10.2Sections 8.2 and 8.3, the Company will at all times preserve and keep in full force and effect the corporate existence of each of its Subsidiaries (unless merged into the Company or a Wholly-Owned Subsidiary) and all rights and franchises (as franchisee) of the Company and its Subsidiaries unless, in the good faith judgment of the Company, the termination of or failure to preserve and keep in full force and effect such corporate existence, right or franchise would could not, individually or in the aggregate, have a Material Adverse Effect.
Appears in 2 contracts
Samples: Note Purchase Agreement (Spartech Corp), Note Purchase Agreement (Spartech Corp)
Corporate Existence, Etc. Subject to Section 10.2Sections 10.5 and 10.6, the Company will at all times preserve and keep its corporate existence in full force and effect. Subject to Section 10.2effect its corporate existence, the Company and will at all times preserve and keep in full force and effect the corporate existence of each of its Subsidiaries (unless merged into the Company or a Wholly-Owned Subsidiary) and all rights and franchises of the Company and its Subsidiaries unless, in the good faith judgment of the Company, the termination of or failure to preserve and keep in full force and effect such corporate existence, right or franchise would not, individually or in the aggregate, to have a Material Adverse Effect.
Appears in 2 contracts
Samples: Note Purchase Agreement (Fair Isaac Corp), Note Purchase Agreement (Fair Isaac Corp)
Corporate Existence, Etc. Subject to Section 10.2Sections 10.6 and 10.7, the Company will at all times preserve and keep its corporate existence in full force and effect. Subject to Section 10.2, the Company and will at all times preserve and keep in full force and effect the corporate existence of each of its Subsidiaries (unless merged into the Company or a Wholly-Owned Subsidiary) and all rights and franchises of the Company and its Subsidiaries unless, in the good faith judgment of the Company, the termination of or failure to preserve and keep in full force and effect such corporate existence, right or franchise would not, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect.
Appears in 2 contracts
Samples: Note Purchase and Master Note Agreement (Stepan Co), Note Purchase and Private Shelf Agreement (Stepan Co)
Corporate Existence, Etc. Subject to Section 10.2, the Company will at all times preserve and keep its corporate existence in full force and effect. Subject to Section 10.2Sections 10.2 and 10.3, the Company will at all times preserve and keep in full force and effect the corporate existence of each of its Subsidiaries (unless merged into the Company or a Wholly-Owned Wholly‑Owned Subsidiary) and all rights and franchises of the Company and its Subsidiaries unless, in the good faith judgment of the Company, the termination of or failure to preserve and keep in full force and effect such corporate existence, right or franchise would could not, individually or in the aggregate, have a Material Adverse Effect.
Appears in 2 contracts
Samples: Note Purchase Agreement (Toro Co), Note Purchase Agreement (Toro Co)
Corporate Existence, Etc. Subject to Section 10.2, the Company will at all times preserve and keep its corporate existence in full force and effect. Subject to Section 10.2Sections 10.2 and 10.6, the Company will at all times preserve and keep in full force and effect the corporate existence of each of its Subsidiaries (unless merged into the Company or a Wholly-Owned Subsidiary) and all rights and franchises of the Company and its Subsidiaries unless, in the good faith judgment of the Company, the termination of or failure to preserve and keep in full force and effect such corporate existence, right or franchise would could not, individually or in the aggregate, have a Material Adverse Effect.
Appears in 2 contracts
Samples: Note Purchase Agreement (Alabama Gas Corp), Note Purchase Agreement (Alabama Gas Corp)
Corporate Existence, Etc. Subject to Section 10.210.1, the Company will at all times preserve and keep its corporate existence in full force and effect. Subject to Section 10.210.1, the Company will at all times preserve and keep in full force and effect the corporate (or equivalent) existence of each of its Restricted Subsidiaries (unless merged into the Company or a Wholly-Owned Restricted Subsidiary) and all rights and franchises of the Company and its Restricted Subsidiaries unless, in the good faith judgment of the Company, the termination of or failure to preserve and keep in full force and effect such corporate existence, right or franchise would not, individually or in the aggregate, have a Material Adverse Effect.
Appears in 2 contracts
Samples: Note Purchase Agreement (SJW Group), Note Purchase Agreement (SJW Group)
Corporate Existence, Etc. Subject to Section 10.210.6, the Company will at all times preserve and keep its corporate existence in full force and effecteffect its corporate existence. Subject to Section 10.2Sections 10.5 and 10.6, the Company will at all times preserve and keep in full force and effect the corporate existence of each of its Subsidiaries (unless merged into the Company or a Wholly-Owned owned Subsidiary) and all rights and franchises of the Company and its Subsidiaries unless, in the good faith judgment of the Company, unless the termination of or failure to preserve and keep in full force and effect such corporate existence, right or franchise would not, individually or in the aggregate, have a Material Adverse Effect.
Appears in 2 contracts
Samples: Note Purchase and Private Shelf Agreement (Modine Manufacturing Co), Note Purchase Agreement (Modine Manufacturing Co)
Corporate Existence, Etc. Subject to Section 10.2, the Company will at all times preserve and keep its corporate existence in full force and effect. Subject to Section 10.2, Sections 10.2 and 10.7 the Company will at all times preserve and keep in full force and effect the corporate existence of each of its Subsidiaries (unless merged into the Company or a Wholly-Owned Subsidiary) and all rights and franchises of the Company and its Subsidiaries unless, in the good faith judgment of the Company, the termination of or failure to preserve and keep in full force and effect such corporate existence, right or franchise would could not, individually or in the aggregate, have a Material Adverse Effect.
Appears in 2 contracts
Samples: Private Shelf Agreement (RGC Resources Inc), Note Purchase Agreement (RGC Resources Inc)
Corporate Existence, Etc. Subject to Section 10.2, the Company will at all times preserve and keep its corporate existence in full force and effecteffect its corporate existence. Subject to Section 10.2, the Company will at all times preserve and keep in full force and effect the corporate legal existence of each of its Subsidiaries (unless merged such Subsidiary is merger into the Company or a Wholly-Owned another Subsidiary) and all rights and franchises of the Company and its Subsidiaries unless, in the good faith judgment of the Company, the termination of or failure to preserve and keep in full force and effect such corporate legal existence, right or franchise would not, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect.
Appears in 2 contracts
Samples: Note Exchange Agreement (Kingstone Companies, Inc.), Note and Warrant Exchange Agreement (Kingstone Companies, Inc.)
Corporate Existence, Etc. Subject to Section 10.210.7, the Company will at all times preserve and keep its corporate existence in full force and effecteffect its corporate existence. Subject to Section 10.210.7, the Company will at all times preserve and keep in full force and effect the corporate existence of each of its Subsidiaries (unless merged into the Company or a Wholly-Owned Subsidiary) and all rights and franchises of the Company and its Subsidiaries unless, in the good faith judgment of the Company, the termination of or failure to preserve and keep in full force and effect such corporate existence, right or franchise would could not, individually or in the aggregate, have a Material Adverse Effect.
Appears in 2 contracts
Samples: Note Purchase and Private Shelf Agreement (Mdu Resources Group Inc), Master Shelf Agreement (Mdu Resources Group Inc)
Corporate Existence, Etc. Subject to Section 10.2, the Company will at all times preserve and keep its corporate existence in full force and effecteffect its corporate existence. Subject to Section 10.2Sections 10.2 and 10.3, the Company will at all times preserve and keep in full force and effect the corporate existence of each of its Subsidiaries (unless merged into the Company or a Wholly-Owned Subsidiary) and all rights and franchises of the Company and its Subsidiaries unless, in the good faith judgment of the Company, the termination of or failure to preserve and keep in full force and effect such corporate existence, right or franchise would could not, individually or in the aggregate, have a Material Adverse Effect.
Appears in 2 contracts
Samples: Note Purchase Agreement (Woodward Governor Co), Note Purchase Agreement (Woodward Governor Co)
Corporate Existence, Etc. Subject to Section 10.2, the Company will at all times preserve and keep its corporate existence in full force and effect. Subject to Section 10.2Sections 10.2 and 10.3, the Company will at all times preserve and keep in full force and effect the corporate existence of each of its Subsidiaries (unless merged into the Company or a Wholly-Owned Consolidated Subsidiary) and all rights and franchises of the Company and its Subsidiaries unless, in the good faith judgment of the Company, the termination of or failure to preserve and keep in full force and effect such corporate existence, right or franchise would not, individually or in the aggregate, have a Material Adverse Effect.
Appears in 2 contracts
Samples: Note Purchase Agreement (Kirby Corp), Note Purchase Agreement (Kirby Corp)
Corporate Existence, Etc. Subject to Section 10.2, the Company will at all times preserve and keep its corporate existence in full force and effecteffect its corporate existence. Subject to Section 10.2, Sections 10.2 and 10.6 the Company will at all times preserve and keep in full force and effect the corporate existence of each of its Subsidiaries (unless merged into the Company or a Wholly-Owned Subsidiary) and all rights and franchises of the Company and its Subsidiaries unless, in the good faith judgment of the Company, the termination of or failure to preserve and keep in full force and effect such corporate existence, right or franchise would not, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect.
Appears in 2 contracts
Samples: Master Note Purchase Agreement (Laclede Gas Co), Note Purchase Agreement (Laclede Group Inc)
Corporate Existence, Etc. Subject to Section 10.210.3, the Company will at all times preserve and keep its corporate or trust, as applicable, existence in full force and effect. Subject to Section 10.2, the The Company will at all times preserve and keep in full force and effect the corporate existence of each of its Subsidiaries (unless merged into the Company or a Wholly-Owned Subsidiary) and all rights and franchises of the Company and its Subsidiaries unless, in the good faith judgment of the Company, the termination of or failure to preserve and keep in full force and effect such corporate existence, right or franchise would could not, individually or in the aggregate, have a Material Adverse Effect.
Appears in 1 contract
Corporate Existence, Etc. Subject to Section 10.2, the Company will at all times preserve Sections 10.4 and keep its corporate existence in full force and effect. Subject to Section 10.210.5, the Company will at all times preserve and keep in full force and effect its corporate existence, and will at all times preserve and keep in full force and effect the corporate (or other applicable organizational) existence of each of its Restricted Subsidiaries (unless merged into the Company or a Wholly-Owned Restricted Subsidiary) and all rights and franchises of the Company and its Restricted Subsidiaries unless, in the good faith judgment of the Company, the termination of or failure to preserve and keep in full force and effect such corporate (or other organizational) existence, right or franchise would not, individually or in the aggregate, to have a Material Adverse Effect.
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Samples: Note Purchase Agreement (Hni Corp)
Corporate Existence, Etc. Subject to Section 10.2, the The Company will at all times preserve and keep its corporate existence in full force and effecteffect its corporate existence. Subject to Section 10.2Sections 10.5, the Company will at all times preserve and keep in full force and effect the corporate existence of each of its Subsidiaries (unless merged into the Company or a Wholly-Owned owned Subsidiary) and all rights and franchises of the Company and its Subsidiaries unless, in the good faith judgment of the Company, the termination of or failure to preserve and keep in full force and effect such corporate existence, right or franchise would could not, individually or in the aggregate, have a Material Adverse Effect.
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Corporate Existence, Etc. Subject to Section 10.2, the The Company will at all times preserve and keep its corporate existence in full force and effecteffect its corporate existence. Subject to Section 10.2Sections 10.7, 10.8 and 10.10, the Company will at all times preserve and keep in full force and effect the corporate existence of each of its Subsidiaries (unless merged merged, consolidated or amalgamated into or with the Company or a Wholly-Owned another Subsidiary) and all rights and franchises of the Company and its Subsidiaries unless, in the good faith judgment of the Company, the termination of or failure to preserve and keep in full force and effect such corporate existence, right or franchise would could not, individually or in the aggregate, have a Material Adverse Effect.
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Corporate Existence, Etc. Subject to Section 10.2Sections 10.2 and 10.9, the Company will at all times preserve and keep its corporate existence in full force and effect. Subject to Section 10.2effect its corporate existence, the Company and will at all times preserve and keep in full force and effect the corporate existence of each of its Subsidiaries (unless merged into the Company or a Wholly-Owned Subsidiary) and all rights and franchises of the Company and its Subsidiaries unless, in the good faith judgment of the Company, the termination of or failure to preserve and keep in full force and effect such corporate existence, right or franchise would could not, individually or in the aggregate, to have a Material Adverse Effect.
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Samples: Note Purchase and Private Shelf Agreement (Schawk Inc)
Corporate Existence, Etc. Subject to Section 10.2Sections 10.6 and 10.7, the Company each Obligor will at all times preserve and keep its corporate existence in full force and effecteffect its corporate existence. Subject to Section 10.2Sections 10.6 and 10.7, the Company will at all times preserve and keep in full force and effect the corporate existence of each of its Subsidiaries (unless merged into the Company or a Wholly-Owned Subsidiary) and all rights and franchises of the Company and its Subsidiaries unless, in the good faith judgment of the Company, the termination of or failure to preserve and keep in full force and effect such corporate existence, right or franchise would could not, individually or in the aggregate, have a Material Adverse Effect.. 12660262v2
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Samples: Note Purchase Agreement (Patterson Companies, Inc.)
Corporate Existence, Etc. Subject to Section 10.2, the Company will at all times preserve and keep its corporate existence in full force and effecteffect its corporate existence. Subject to Section 10.2Sections 10.2 and 10.6, the Company will at all times preserve and keep in full force and effect the corporate existence of each of its Subsidiaries (unless merged into the Company or a Wholly-Owned Subsidiary) and all rights and franchises of the Company and its Subsidiaries unless, in the good faith judgment of the CompanyCompany or Subsidiary, the termination of or failure to preserve and keep in full force and effect such corporate existence, right or franchise would not, individually or in the aggregate, have a Material Adverse Effect.
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Corporate Existence, Etc. Subject to Section 10.2Sections 10.5, the Company will at all times preserve and keep its corporate existence in full force and effecteffect its corporate existence. Subject to Section 10.2Sections 10.4 and 10.5, the Company will at all times preserve and keep in full force and effect the corporate existence of each of its Restricted Subsidiaries (unless merged into the Company or a Wholly-Owned Restricted Subsidiary) and all rights and franchises of the Company and its Restricted Subsidiaries unless, in the good faith judgment of the Company, the termination of or failure to preserve and keep in full force and effect such corporate existence, right or franchise would not, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect.
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Samples: Note Purchase Agreement (Intercontinentalexchange Inc)
Corporate Existence, Etc. Subject to Section 10.25.1, the Company will at all times preserve and keep its corporate existence in full force and effecteffect its Corporate existence. Subject to Section 10.2, the The Company will at all times preserve and keep in full force and effect the corporate existence of each of its Restricted Subsidiaries (unless merged into the Company or a Wholly-Owned Restricted Subsidiary) and all rights and franchises of the Company and its Restricted Subsidiaries unless, in the good faith judgment of the Company, the termination of or failure to preserve and keep in full force and effect such corporate existence, right or franchise would not, individually or in the aggregate, have a Material Adverse Effect.
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Samples: Supplemental Indenture (Wallace Computer Services Inc)
Corporate Existence, Etc. Subject to Section 10.210.6, the Company will at all times preserve and keep its corporate existence in full force and effecteffect its corporate existence. Subject to Section 10.210.6, the Company will at all times preserve and keep in full force and effect the corporate existence of each of its Subsidiaries (unless merged into the Company or a Wholly-Owned Subsidiary) and all rights and franchises of the Company and its Subsidiaries unless, in the good faith judgment of the Company, the termination of or failure to preserve and keep in full force and effect such corporate existence, right or franchise would could not, individually or in the aggregate, have a Material Adverse Effect.
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Corporate Existence, Etc. Subject to Section 10.210.5, the Company will at all times preserve and keep its corporate existence in full force and effecteffect its corporate existence. Subject to Section 10.2, the The Company will at all times preserve and keep in full force and effect the corporate existence of each of its Material Subsidiaries (unless merged into the Company or a Wholly-Owned Subsidiary) and all rights and franchises of the Company and its Material Subsidiaries unless, in the good faith judgment of the Company, the termination of or failure to preserve and keep in full force and effect such corporate existence, right or franchise would could not, individually or in the aggregate, have a Material Adverse Effect.
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Corporate Existence, Etc. Subject to Except in connection with a transaction permitted by Section 10.210.2(a), the Company will at all times preserve and keep its corporate existence in full force and effecteffect its corporate existence. Subject to Section 10.2Except in connection with a transaction permitted by Sections 10.2 and 10.3, the Company will at all times preserve and keep in full force and effect the corporate existence of each of its Subsidiaries (unless merged into the Company or a Wholly-Owned Subsidiary) and all rights and franchises of the Company and its Subsidiaries unless, in the good faith judgment of the Company, the termination of or failure to preserve and keep in full force and effect such corporate existence, right or franchise would could not, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect.
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Corporate Existence, Etc. Subject to Section 10.2, the Company will at all times preserve and keep its corporate existence in full force and effecteffect its corporate existence. Subject to Section 10.2, the Company will at all times preserve and keep in full force and effect the corporate existence of each of its Material Subsidiaries (unless merged into the Company or a Wholly-Wholly Owned Subsidiary) and all rights and franchises of the Company and its Material Subsidiaries unless, in the good faith judgment of the Company, the termination of or failure to preserve and keep in full force and effect such corporate existence, right or franchise would could not, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect.
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Corporate Existence, Etc. Subject to Section 10.210.1, the Company each Obligor will at all times preserve and keep its corporate existence in full force and effecteffect its corporate existence. Subject to Section Sections 10.1 and 10.2, the Company each Obligor will at all times preserve and keep in full force and effect the corporate existence of each of its Subsidiaries (unless merged into the Company or a Wholly-Owned Subsidiary) and all rights and franchises of the Company each Obligor and its Subsidiaries unless, in the good faith judgment of the CompanyObligors, the termination of or failure to preserve and keep in full force and effect such corporate existence, right or franchise would not, individually or in the aggregate, have a Material Adverse Effect.
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Corporate Existence, Etc. Subject to Section 10.210.3, the Company and the Issuer will at all times preserve and keep its corporate or trust, as applicable, existence in full force and effect. Subject to Section 10.2, the The Company will at all times preserve and keep in full force and effect the corporate existence of each of its Subsidiaries (unless merged into the Company or a Wholly-Owned Subsidiary) and all rights and franchises of the Company and its Subsidiaries unless, in the good faith judgment of the Company, the termination of or failure to preserve and keep in full force and effect such corporate existence, right or franchise would could not, individually or in the aggregate, have a Material Adverse Effect.
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Corporate Existence, Etc. Subject to Section 10.210.4, the Company will at all times preserve and keep its corporate existence in full force and effecteffect its corporate existence. Subject to Section 10.2, Sections 10.4 and 10.5 the Company will at all times preserve and keep in full force and effect the corporate existence of each of its Subsidiaries (unless merged into the Company or a Wholly-Owned Subsidiary) and all rights and franchises of the Company and its Subsidiaries unless, in the good faith judgment of the Company, the termination of or failure to preserve and keep in full force and effect such corporate existence, right or franchise would could not, individually or in the aggregate, have a Material Adverse Effect.
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Samples: Note Purchase Agreement (Culp Inc)
Corporate Existence, Etc. Subject to Section 10.210.3, the each Company will at all times preserve and keep its corporate existence in full force and effect. Subject to Section 10.2Sections 10.3, the each Company will at all times preserve and keep in full force and effect the corporate existence of each of its Subsidiaries (unless merged into the Company or a Wholly-Owned Subsidiaryanother Company) and all rights and franchises of the each Company and its Subsidiaries unless, in the good faith judgment of the such Company, the termination of or failure to preserve and keep in full force and effect such corporate existence, right or franchise would could not, individually or in the aggregate, have a Material Adverse Effect.
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Corporate Existence, Etc. Subject to Section 10.2, the The Company will at all times preserve and keep its corporate existence in full force and effecteffect its corporate existence. Subject to Section 10.2Sections 10.7, 10.8 and 10.9, the Company will at all times preserve and keep in full force and effect the corporate existence of each of its Subsidiaries (unless merged into the Company or a Wholly-Owned Restricted Subsidiary) and all rights and franchises of the Company and its Subsidiaries unless, in the good faith judgment of the Company, the termination of or failure to preserve and keep in full force and effect such corporate existence, right or franchise would not, individually or in the aggregate, have a Material Adverse Effect.
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Corporate Existence, Etc. Subject to Section 10.2Sections 10.6 and 10.7, the Company will at all times preserve and keep its corporate existence in full force and effect. Subject to Section 10.2effect its corporate existence, the Company and will at all times preserve and keep in full force and effect the corporate existence of each of its Significant Subsidiaries (unless merged into the Company or a Wholly-Owned Subsidiary) and all rights and franchises of the Company and its such Subsidiaries unless, in the good faith judgment of the Company, the termination of or failure to preserve and keep in full force and effect such corporate existence, right or franchise would not, individually or in the aggregate, have a Material Adverse Effect.
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Corporate Existence, Etc. Subject to Section 10.210.4, the Company will at all times preserve and keep its corporate existence in full force and effecteffect its corporate existence. Subject to Section 10.2Sections 10.4 and 10.5, the Company will at all times preserve and keep in full force and effect the corporate or other existence of each of its Restricted Subsidiaries (unless merged into the Company or a Wholly-Owned Restricted Subsidiary) and all rights and franchises of the Company and its Restricted Subsidiaries unless, in the good faith judgment of the Company, the termination of or failure to preserve and keep in full force and effect such corporate or other existence, right or franchise would not, individually or in the aggregate, have a Material Adverse Effect.
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Corporate Existence, Etc. Subject to Section 10.210.9, the Company will at all times preserve and keep its corporate existence in full force and effecteffect its corporate existence. Subject to Section 10.210.9, the Company will at all times preserve and keep in full force and effect the corporate existence of each of its Restricted Subsidiaries (unless merged into the Company or a Wholly-Owned Restricted Subsidiary) and all rights and franchises of the Company and its Restricted Subsidiaries unless, in the good faith judgment of the Company, the termination of or failure to preserve and keep in full force and effect such corporate existence, right or franchise would could not, individually or in the aggregate, have a Material Adverse Effect.
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Samples: Note Purchase Agreement (Oceaneering International Inc)