Entity Requirements Clause Samples

Entity Requirements. The Trust and the Borrower Affiliates (other than Homes) shall maintain and preserve their existence and all rights and franchises material to their respective businesses and shall be, at all times, validly existing and in good standing in the state of their formation. Borrower shall not at any time be a foreign trust or foreign estate, as those terms are defined in the Nonforeign Status Statutes. Without limiting the provisions of Section 1.10 of the Security Instrument, neither Borrower nor any of the Principal Parties shall amend or modify any of their respective Formation Documents without Lender’s prior written consent, which shall not be unreasonably withheld unless such amendment or modification relates to a Transfer (in which event Lender’s consent may be withheld in Lender’s good faith sole discretion). Promptly after Lender’s written request from time to time, but not more frequently than once in any calendar year, Borrower shall deliver to Lender evidence reasonably satisfactory to Lender that Borrower and the Borrower Affiliates (other than Homes) are in compliance with the provisions of this Section 6.7.

Entity Requirements. As a corporation, limited liability company, or general, limited, or limited liability partnership (each, an “Entity”), you agree and represent that: (1) You have the authority to execute, deliver, and perform your obligations under this Agreement and all related agreements and are duly organized or formed and validly existing in good standing under the laws of the state of your incorporation or formation; (2) Your organizational documents, operating agreement, or partnership agreement, as applicable, will recite that this Agreement restricts the issuance and transfer of certain ownership interests in you, and all certificates and other documents representing ownership interests in you will bear a legend (the wording of which we may prescribe) referring to this Agreement’s restrictions; (3) Exhibit A to this Agreement completely and accurately identifies all of your owners and their interests in you as of the Effective Date; (4) Each owner whose interest in you (alone or with related persons) equals or exceeds twenty percent (20%) of your total ownership, and any owner who actually has management control of the operation of your FACILITY (defined in Subsection D below) regardless of the size of his or her ownership interest (all such owners are called “Principal Owners” and individually a “Principal Owner”), must execute a Guaranty and Assumption of Obligations, in the form attached to this Agreement, undertaking personally to be bound, jointly and severally, by all provisions in this Agreement and any ancillary agreements between you and us. In addition, each owner who is not a Principal Owner must execute a Non-Monetary Guaranty and Assumption of Obligations, in the form attached to this Agreement, undertaking personally to be bound, jointly and severally, by specified non-monetary provisions in this Agreement. Subject to our rights and your obligations under Section 12, you and your owners agree to sign and deliver to us revised Exhibits A to reflect any permitted changes in the information that Exhibit A now contains; (5) Throughout this Agreement’s term, one person must be designated as your “Operator,” responsible overall for supervising and overseeing development and operation of the FACILITY and to whom we may give, and from whom we may receive, direction. Your Operator need not have an ownership interest in you but also may be a Principal Owner or a non-Principal Owner. The Operator as of the Effective Date is identified in Exhibit A. If your Oper...

Entity Requirements. BSV ▇▇▇▇▇▇▇▇ Land shall not:

Entity Requirements. Borrower (a) has not engaged, does not engage and is not authorized to engage in any business unrelated to the Project, (b) has not had and does not have assets other than those related to its interest in the Project, (c) has not had and does not have any Indebtedness other than the Permitted Indebtedness, (d) has its own books and records separate and apart from any other Person, (e) holds itself out as being, and conducts all business as, a legal entity, separate and apart from any other Person, with separate stationery, invoices and checks, (f) has not guarantied the debts or obligations of any other Person, and (g) has not commingled its assets or funds with those of any other Person. Borrower's EXHIBIT 4.13 Formation Documents provide that any dissolution and winding up or insolvency filing for Borrower requires the unanimous consent of all partners, directors or members, as applicable.

Entity Requirements. Notwithstanding Section V.A. 2. Entity Requirements a.ii., the Contractor shall furnish the Department a valid and current PHP license for the Region 3, Region 4 and Region 5 Contracts no later than January 31, 2020.