Corporate Franchises; Conduct of Business. (a) Borrower and the Company shall do or cause to be done, all things necessary to preserve and keep in full force and effect its existence and good standing in the State of its organization and in each state in which a Property is located, and its respective franchises, licenses, permits, certificates, authorizations, qualifications, accreditations, easements, rights of way and other rights, consents and approvals, except where the failure to so preserve any of the foregoing (other than existence and good standing) could not, individually or in the aggregate, result in a Material Adverse Effect.
(b) Borrower and the Company shall continue in their present primary businesses of the acquisition, development, ownership and management of free standing retail establishments and retail shopping centers and related ancillary businesses and shall carry on and conduct their businesses in substantially the same manner and substantially the same field of enterprise as they are presently conducted.
Corporate Franchises; Conduct of Business. (a) Borrower and each Loan Party shall do or cause to be done, all things necessary to preserve and keep in full force and effect its existence and good standing in the State of its organization and in each state in which a Real Property Asset is located, and its respective franchises, licenses, permits, certificates, authorizations, qualifications, accreditations, easements, rights of way and other rights, consents and approvals, except where the failure to so preserve any of the foregoing (other than existence and good standing) could not, in the aggregate, result in a Material Adverse Effect.
(b) Borrower shall carry on and conduct its business in substantially the same manner and substantially the same field of enterprise as it is presently conducted.
(c) The REIT shall carry on and conduct its business in substantially the same manner and substantially the same field of enterprise as it is presently conducted and only through Borrower, except as described in Schedule 9A.
Corporate Franchises; Conduct of Business. (a) Borrower and each Loan Party shall do or cause to be done, all things necessary to preserve and keep in full force and effect its existence and good standing (i) in the State of its organization and (ii) in each state in which a Real Property Asset is located, unless such Person is not required to qualify in such State by Applicable Law, and its respective franchises, tradenames licenses, permits, certificates, authorizations, qualifications, accreditations, easements, rights of way and other rights, consents and approvals, except where the failure to so preserve any of the foregoing (other than existence and good standing) could not, individually or in the aggregate, result in a Material Adverse Effect.
(b) Borrower, the Partnership, the Maryland Partnership, Midland Hotel and Guarantor shall carry on and conduct their businesses in substantially the same manner and substantially the same field of enterprise as they are presently conducted.
(c) The REIT shall carry on and conduct its business in substantially the same manner and substantially the same field of enterprise as it is presently conducted and only through Borrower, except as described in Schedule 13.
(d) The Corporation shall carry on and conduct its business in substantially the same manner and substantially the same field of enterprise as it is presently conducted and only through the Partnership, except as described in Schedule 13A.
Corporate Franchises; Conduct of Business. (a) Borrower shall do or cause to be done, all things necessary to preserve and keep in full force and effect its existence and good standing in the State of its organization and in the state in which the Real Property Asset is located, and its respective franchises, licenses, permits, certificates, authorizations, qualifications, accreditations, easements, rights of way and other rights, consents and approvals, except where the failure to so preserve any of the foregoing (other than existence and good standing) could not result in a Material Adverse Effect.
(b) Borrower, LLC General Partner, Funding Partnership and Managing Member shall carry on and conduct its business in substantially the same manner and substantially the same field of enterprise as it is presently conducted.
Corporate Franchises; Conduct of Business. (a) Borrower and each Loan Party shall do or cause to be done, all things necessary to preserve and keep in full force and effect its existence and good standing in the State of its organization and in each state in which a Real Property Asset is located, and its respective franchises, licenses, permits, certificates, authorizations, qualifications, accreditations, easements, rights of way and other rights, consents and approvals, except where the failure to so preserve any of the foregoing (other than existence and good standing) would not, individually or in the aggregate, result in a Material Adverse Effect.
(b) The Borrower shall carry on and conduct its business in substantially the same manner and substantially the same field of enterprise as it is presently conducted and only by the Borrower through itself or the Guarantors, except as described on Schedule 9B.
(c) The REIT shall carry on and conduct its business in substantially the same manner and substantially the same field of enterprise as it is presently conducted and only through Borrower, except as described in Schedule 9A. -----------
Corporate Franchises; Conduct of Business. 62 ----------------------------------------- Section 5.06 Compliance with Law. . . . . . . . . . . . . . . . . 63 ------------------- Section 5.07 Performance of Obligations. . . . . . . . . . . . . . 63 -------------------------- Section 5.08 Stock . . . . . . . . . . . . . . . . . . . . . . . . 63 ----- Section 5.09 Change in Rating . . . . . . . . . . . . . . . . . . 63 ---------------- Section 5.10 Maintenance of Properties. . . . . . . . . . . . . . 63 ------------------------- Section 5.11 Compliance with ERISA. . . . . . . . . . . . . . . . 63 --------------------- Section 5.12 Settlement/Judgment Notice . . . . . . . . . . . . . 65 -------------------------- Section 5.13 Acceleration Notice . . . . . . . . . . . . . . . . . 65 ------------------- Section 5.14 Intentionally Deleted. . . . . . . . . . . . . . . . 65 --------------------- Section 5.15 Intentionally Deleted. . . . . . . . . . . . . . . . 65 --------------------- Section 5.16 Intentionally Deleted. . . . . . . . . . . . . . . . 65 --------------------- Section 5.17 Intentionally Deleted. . . . . . . . . . . . . . . . 65 --------------------- Section 5.18 Intentionally Deleted. . . . . . . . . . . . . . . . 65 --------------------- Section 5.19 Intentionally Deleted. . . . . . . . . . . . . . . . 65 --------------------- Section 5.20 Intentionally Deleted . . . . . . . . . . . . . . . . 65 --------------------- Section 5.21 Manager . . . . . . . . . . . . . . . . . . . . . . . 65 ------- Section 5.22 Further Assurances . . . . . . . . . . . . . . . . . 65 ------------------ Section 5.23 REIT Status . . . . . . . . . . . . . . . . . . . . . 66 ----------- Section 5.24
Corporate Franchises; Conduct of Business. (a) Borrower and each Loan Party shall do or cause to be done, all things necessary to preserve and keep in full force and effect its existence and good standing in the State of its organization and in each state in which a Hospitality Property owned, leased or managed by Borrower or its Subsidiaries is located, and its respective franchises, licenses, permits, certificates, authorizations, qualifications, accreditations, easements, rights of way and other rights, consents and approvals, except where the failure to so preserve any of the foregoing (other than existence and good standing) could not, individually or in the aggregate, result in a Material Adverse Effect.
(b) Borrower shall carry on and conduct its business in substantially the same manner and substantially the same field of enterprise as it is presently conducted.
(c) The Borrower shall cause the Permitted Other Subsidiaries which have Indebtedness to, (i) maintain financial statements, accounting records and other corporate records and other documents separate from all non-Permitted Other Subsidiaries, (ii) maintain their own bank accounts in their own name, separate from all non-Permitted Other Subsidiaries, (iii) pay their own expenses and other liabilities from their own assets and incur (or endeavor to incur) obligations to other Persons based solely upon their own assets and creditworthiness and not upon the creditworthiness of each other or any other Person, and (iv) file their own tax returns or, if part of a consolidated group, join in the consolidated tax return of such group as a separate member thereof.
(d) The Borrower shall, and shall cause the Permitted Other Subsidiaries which have Indebtedness to, take all actions necessary to keep such Permitted Other Subsidiaries separate from the Borrower and the Borrower's other Subsidiaries, including, without limitation, (i) the taking of action under the direction of the Board of Directors, members or partners, as applicable, of such Permitted Other Subsidiaries and, if so required by the Certificate of Incorporation or the Bylaws, operating agreement or partnership agreement, as applicable, of such Permitted Other Subsidiaries by any Applicable Law, the approval or consent of the stockholders, members or partners, as applicable, of such Permitted Other Subsidiaries, (ii) the preparation of corporate, partnership or limited liability company minutes for or other appropriate evidence of each significant transaction engaged in by such Pe...
Corporate Franchises; Conduct of Business. (a) Borrower shall and shall cause each other Loan Party and their Subsidiaries to do or cause to be done, all things necessary to preserve and keep in full force and effect its existence and good standing (i) in the State of its organization and (ii) in each state in which a any real property owned or leased by any such entity is located, unless such Person is not required to qualify in such State pursuant to any Requirements of Law, and its respective Licenses, except where the failure to so preserve any of the foregoing (other than existence and good standing) could not, individually or in the aggregate, result in a Material Adverse Effect.
(b) Borrower each other Loan Party and their Subsidiaries shall carry on and conduct their businesses in substantially the same manner and substantially the same field of enterprise as they are presently conducted.
Corporate Franchises; Conduct of Business. (i) Borrower shall do or cause to be done all things necessary to preserve and keep in full force and effect its (A) corporate existence and its good standing in the States in which it is incorporated; and (B) its respective franchises, licenses, permits, certificates, authorizations, qualifications, accreditations, easements, rights of way and other rights, consents and approvals, except where the failure to so preserve any of the foregoing (other than existence and good standing) could not, individually or in the aggregate, reasonably be expected to result in a Material Adverse Effect.
(ii) Borrower will carry on and conduct its business in substantially the same manner and substantially the same fields of enterprise as it is presently conducted.
Corporate Franchises; Conduct of Business. (a) Borrower and each Loan Party shall do or cause to be done, all things necessary to preserve and keep in full force and effect its existence and good standing (i) in the State of its organization and (ii) in each state in which a Real Property Asset is located, unless such Person is not required to qualify in such State by Applicable Law, and its respective Licenses, except where the failure to so preserve any of the foregoing (other than existence and good standing) could not, individually or in the aggregate, result in a Material Adverse Effect. Borrower shall cause SLC Arlington L.L.C. to be qualified in Illinois and deliver evidence of such qualification reasonably satisfactory to Lender within 30 days of the date hereof.
(b) Borrower and SLC shall carry on and conduct their businesses in substantially the same manner and substantially the same field of enterprise as they are presently conducted.
(c) The REIT shall carry on and conduct its business in substantially the same manner and substantially the same field of enterprise as it is presently conducted.
(d) The Corporation shall carry on and conduct its business in substantially the same manner and substantially the same field of enterprise as it is presently conducted.
