Corporate Existence; Ownership of Subsidiaries Sample Clauses

Corporate Existence; Ownership of Subsidiaries. The Company will, and ---------------------------------------------- will cause its Subsidiaries to, at all times preserve and keep in full force and effect their corporate existence, and rights and franchises material to the business of the Company and its Subsidiaries, taken as a whole, and will qualify, and will cause each of its Subsidiaries to qualify, to do business as a foreign corporation in any jurisdiction where the failure to do so would have a material adverse effect on the business, condition (financial or other), assets, properties or operations of the Company and its Subsidiaries, taken as a whole. The Company shall at all times own of record and beneficially, free and clear of all liens, charges, restrictions, claims and encumbrances of any nature, all of the issued and outstanding capital stock of each of its Subsidiaries.
AutoNDA by SimpleDocs
Corporate Existence; Ownership of Subsidiaries. The Company will, and will cause its Subsidiaries, if any, to, at all times preserve and keep in full force and effect their corporate existence, and rights and franchises material to the business of the Company, and will qualify, and will cause each of its Subsidiaries, if any, to qualify, to do business as a foreign corporation in any jurisdiction where the failure to do so would have a material adverse effect on the business, condition (financial or other), assets, properties or operations of the Company. The Company shall at all times own of record and beneficially, free and clear of all liens, charges, restrictions, claims and encumbrances of any nature, all of the issued and outstanding capital stock of each of its wholly-owned Subsidiaries.
Corporate Existence; Ownership of Subsidiaries. Preserve and maintain, and cause each of its Subsidiaries to preserve and maintain, subject to Section 9.02(3), its corporate, partnership or other existence unless, as to any Subsidiary of the Parent, in the good faith judgment of the Parent, the termination of or failure to preserve and keep in full force and effect such existence would not reasonably be expected to result in a Material Adverse Change.
Corporate Existence; Ownership of Subsidiaries. Preserve and maintain in full force and effect its corporate, partnership or other existence, organization and status in good standing and maintain in full force and effect all requisite corporate capacity, power and authority to become and remain duly qualified, registered and licensed to (i) carry on its business in each jurisdiction in which such qualification, registration or license is necessary for the proper conduct of its business and operations, (ii) own, hold under licence or lease its properties in each jurisdiction in which such qualification, registration or license is necessary for the proper conduct of its business and (iii) carry out the transactions contemplated by the Loan Documents to which it is a party, in each case of clause (i), (ii) and (iii), to the extent that a failure to do so could reasonably be expected to result in a Material Adverse Change.
Corporate Existence; Ownership of Subsidiaries. The Company will, and will cause its Subsidiaries to, at all times preserve and keep in full force and effect their corporate existence, and rights and franchises material to the business of the Company and its Subsidiaries, taken as a whole, and will qualify, and will cause each of its Subsidiaries to qualify, to do business as a foreign corporation in any jurisdiction where the failure to do so would have a material adverse effect.
Corporate Existence; Ownership of Subsidiaries. The Company will, and will cause its Subsidiaries to, at all times preserve and keep in full force and effect their corporate existence, and rights and franchises material to the business of the Company and its Subsidiaries, taken as a whole, and will qualify, and will cause each of its Subsidiaries to qualify, to do business as a foreign corporation in any jurisdiction where the failure to do so would have a Material Adverse Effect; provided, however, that the Company may merge or liquidate one or more of its Subsidiaries into the Company or into another Subsidiary. The Company or a Subsidiary shall at all times own of record and beneficially, free and clear of all Liens, charges, restrictions, claims and Encumbrances of any nature, all of the issued and outstanding capital stock of each of its Subsidiaries, except for XxXxxx Newco Corporation.
Corporate Existence; Ownership of Subsidiaries. Preserve and maintain its existence pursuant to the laws of the Province of British Columbia. Steelco shall ensure that each of the Borrower and the General Partner is and remains a Wholly-Owned Subsidiary of Steelco.
AutoNDA by SimpleDocs
Corporate Existence; Ownership of Subsidiaries. (a) Subject to Article 5 hereof, HoldCo 3 shall do or cause to be done all things necessary to preserve and keep in full force and effect (i) its corporate existence, and the corporate, partnership or other existence of each of its Restricted Subsidiaries, in accordance with the respective organizational documents (as the same may be amended from time to time) of HoldCo 3 or any such Restricted Subsidiary and (ii) the rights (charter and statutory), licenses and franchises of HoldCo 3 and its Restricted Subsidiaries; provided, however, that HoldCo 3 shall not be required to preserve any such right, license or franchise, or the corporate, partnership or other existence of any of its Restricted Subsidiaries, if the Board of Directors of HoldCo 3 shall determine that the preservation thereof is no longer desirable in the conduct of the business of HoldCo 3 and its Restricted Subsidiaries, taken as a whole, and that the loss thereof is not adverse in any material respect to the Holders of the Notes. (b) Subject to Article 5 hereof, SFC shall do or cause to be done all things necessary to preserve and keep in full force and effect (i) its corporate existence, and the corporate, partnership or other existence of each of HoldCo 3 and its Restricted Subsidiaries, in accordance with the respective organizational documents (as the same may be amended from time to time) of SFC, HoldCo 3 or any such Restricted Subsidiary and (ii) the rights (charter and statutory), licenses and franchises of SFC, HoldCo 3 and its Restricted Subsidiaries; provided, however, that SFC shall not be required to preserve any such right, license or franchise, or the corporate, partnership or other existence of any of its Restricted Subsidiaries, if the Board of Directors of SFC shall determine that the preservation thereof is no longer desirable in the conduct of the business of SFC and its Subsidiaries, taken as a whole, or HoldCo 3 and its Restricted Subsidiaries, taken as a whole, and that the loss thereof is not adverse in any material respect to the Holders of the Notes. (c) Notwithstanding clause (a) above or Article 5, HoldCo 3 shall not consolidate or merge with or into any other Person or sell, lease, exchange or otherwise transfer, in one transaction or a series of related transactions, all or substantially all of the assets of HoldCo 3 taken as a whole to any Person or Group (whether or not in compliance with the provisions of this Indenture) other than with, into or to SFC or any...
Corporate Existence; Ownership of Subsidiaries. At all times the Borrower shall do or cause to be done, and shall cause each of its Subsidiaries to do or cause to be done, all things necessary to (i) preserve and keep in full force and effect its existence in accordance with all Laws other than as permitted by Section 6.4; (ii) maintain up-to-date registrations, permits and licences and filings of all corporate, partnership or trust (as relevant) financial and other returns under the laws of all jurisdictions where it owns any assets or carries on its business; (iii) maintain full corporate, partnership, trust (or other, as applicable) right, power and authority to perform its obligations under each of the Financing Documents to which it is a party; and (iv) maintain, full corporate, partnership, trust (or other, as applicable) right, power and authority to own and operate all Assets legally or beneficially owned by it and to carry on its respective businesses and manage and operate its respective businesses or cause its respective businesses to be managed and operated in accordance with prudent industry practice in all respects and in compliance in all material respects with the terms and provisions of all applicable Laws, leases, contracts and agreements, except in the case of subparagraphs (ii) and (iv) above where the failure to do so has not had, or would not be reasonably expected to have a Material Adverse Effect.
Corporate Existence; Ownership of Subsidiaries. The Company will, and will cause each Subsidiary, to at all times preserve and keep in full force and effect its corporate existence, and rights and franchises material to the business of the Company and the Subsidiaries, taken as a whole, and will, and will cause each Subsidiary to, qualify to do business as a foreign corporation in any jurisdiction where the failure to do so would have a Material Adverse Effect. Except as required by the Company’s financing or borrowing agreements or arrangements or otherwise as approved by the Majority Purchasers, the Company shall at all times own of record and beneficially, free and clear of all Liens of any nature, all of the issued and outstanding capital stock of each Subsidiary.
Draft better contracts in just 5 minutes Get the weekly Law Insider newsletter packed with expert videos, webinars, ebooks, and more!