Common use of Existence; Businesses and Properties Clause in Contracts

Existence; Businesses and Properties. (1) Do or cause to be done all things necessary to preserve, renew and keep in full force and effect its legal existence, except: (a) in the case of a Restricted Subsidiary, where the failure to do so would not reasonably be expected to have a Material Adverse Effect; or (b) in connection with a transaction permitted under Section 6.05. (a) Do or cause to be done all things necessary to lawfully obtain, preserve, renew, extend and keep in full force and effect the permits, franchises, authorizations, Intellectual Property Rights, licenses and rights with respect thereto necessary to the normal conduct of its business and (b) at all times maintain and preserve all property necessary to the normal conduct of its business and keep such property in good repair, working order and condition (ordinary wear and tear excepted) and from time to time make, or cause to be made, all needful and proper repairs, renewals, additions, improvements and replacements thereto necessary in order that the business carried on in connection therewith, if any, may be properly conducted at all times, in each case, except: (i) as expressly permitted by this Agreement; (ii) such as may expire, be abandoned or lapse in the ordinary course of business; or (iii) where the failure to do so would not reasonably be expected to have a Material Adverse Effect.

Appears in 15 contracts

Samples: Term Loan Credit Agreement (PET Acquisition LLC), Revolving Credit Agreement (PET Acquisition LLC), Term Loan Credit Agreement (PET Acquisition LLC)

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Existence; Businesses and Properties. (1a) Do or cause to be done all things necessary to preserve, renew and keep in full force and effect its legal existence, except: (a) in the case of a Restricted Subsidiary, where the failure to do so would not reasonably be expected to have a Material Adverse Effect; or (b) in connection with a transaction except as otherwise expressly permitted under Section 6.05. (ab) Do or cause to be done all things necessary to lawfully obtain, preserve, renew, extend and keep in full force and effect the rights, licenses, permits, franchises, authorizations, Intellectual Property Rightspatents, licenses copyrights, trademarks and rights with respect thereto necessary trade names material to the normal conduct of its business; maintain and operate such business in substantially the manner in which it is presently conducted and operated or in an otherwise prudent manner; comply in all material respects with all applicable laws, rules, regulations (bincluding any zoning, building, Environmental Law, ordinance, code or approval or any building permits or any restrictions of record or agreements affecting the Mortgaged Properties) and decrees and orders of any Governmental Authority, whether now in effect or hereafter enacted unless failure to comply could not reasonably be expected to result in a Material Adverse Effect; and at all times maintain and preserve all property necessary material to the normal conduct of its such business and keep such property in good repair, working order and condition (ordinary wear and tear excepted) and from time to time make, or cause to be made, all needful and proper repairs, renewals, additions, improvements and replacements thereto necessary in order that the business carried on in connection therewith, if any, therewith may be properly conducted at all times, times in each case, except: (i) as expressly permitted by this Agreement; (ii) such as may expire, be abandoned or lapse in the ordinary course of business; or (iii) where the failure to do so would not a commercially reasonably be expected to have a Material Adverse Effectmanner.

Appears in 9 contracts

Samples: Credit Agreement (Terex Corp), Credit Agreement (Terex Corp), Credit Agreement (Terex Corp)

Existence; Businesses and Properties. (1a) Do or cause to be done all things necessary to preserve, renew and keep in full force and effect its legal existence, except: (ai) in the case of a Restricted Subsidiary, where the failure to do so would not reasonably be expected to have a Material Adverse Effect; or (bii) in connection with a transaction permitted under Section 6.057.05. (a) Do or cause to be done all things necessary to lawfully obtain, preserve, renew, extend and keep in full force and effect the permits, franchises, authorizations, Intellectual Property Rights, licenses and rights with respect thereto necessary to the normal conduct of its business and (b) at all times maintain and preserve all property necessary to the normal conduct of its business and keep such property in good repair, working order and condition (ordinary wear and tear excepted) and from time to time make, or cause to be made, all needful and proper repairs, renewals, additions, improvements and replacements thereto necessary in order that the business carried on in connection therewith, if any, may be properly conducted at all times, in each case, except: (i) as expressly permitted by this Agreement; (ii) such as may expire, be abandoned or lapse in the ordinary course of business; or (iii) where the failure to do so would not reasonably be expected to have a Material Adverse Effect.

Appears in 3 contracts

Samples: Credit Agreement (Leslie's, Inc.), Credit Agreement (Leslie's, Inc.), Credit Agreement (Leslie's, Inc.)

Existence; Businesses and Properties. (1a) Do or cause to be done all things necessary to preserve, renew and keep in full force and effect its legal existence, except: (a) , in the case of a Restricted Subsidiary, (i) where the failure to do so would not reasonably be expected to have a Material Adverse Effect; orEffect or a material adverse effect on the validity or enforceability of any of the Loan Documents or the rights and remedies of the Administrative Agent and the Lenders thereunder, (ii) as otherwise expressly permitted under Section 6.05, or (iii) the liquidation or dissolution of Subsidiaries if any remaining assets of such Subsidiaries are distributed to the Borrower or a Wholly Owned Subsidiary of the Borrower in such liquidation or dissolution. (b) Except where the failure to do so would not reasonably be expected to have, individually or in connection with the aggregate, a transaction permitted under Section 6.05. Material Adverse Effect, to use commercially reasonable efforts to (ai) Do or cause to be done all things necessary to lawfully obtain, preserve, renew, extend and keep in full force and effect the permits, franchises, authorizations, Intellectual Property RightsProperty, licenses and rights with respect thereto necessary to the normal conduct of its business business, and (bii) at all times maintain and preserve all property necessary to the normal conduct of its business and keep such property in good repair, working order and condition (ordinary wear and tear excepted) and from time to time make, or cause to be made, all needful and proper repairs, renewals, additions, improvements and replacements thereto necessary in order that the business carried on in connection therewith, if any, may be properly conducted in the normal course at all times, times (in each case, except: (i) case except as expressly permitted by this Agreement; (ii) such as may expire, be abandoned or lapse in the ordinary course of business; or (iii) where the failure to do so would not reasonably be expected to have a Material Adverse EffectLoan Documents).

Appears in 3 contracts

Samples: Revolving Credit Agreement (Nuance Communications, Inc.), Revolving Credit Agreement (Nuance Communications, Inc.), Revolving Credit Agreement (Nuance Communications, Inc.)

Existence; Businesses and Properties. (1) Do or cause to be done all things necessary to preserve, renew and keep in full force and effect its legal existence, except: (a) in the case of a Restricted SubsidiarySubsidiary (other than a Borrower), where the failure to do so would not reasonably be expected to have a Material Adverse Effect; or (b) in connection with a transaction permitted under Section 6.05. (a) Do or cause to be done all things necessary to lawfully obtain, preserve, renew, extend and keep in full force and effect the permits, franchises, authorizations, Intellectual Property Rights, licenses and rights with respect thereto necessary to the normal conduct of its business and (b) at all times maintain and preserve all property necessary to the normal conduct of its business and keep such property in good repair, working order and condition (ordinary wear and tear and casualty and condemnation excepted) and from time to time make, or cause to be made, all needful and proper repairs, renewals, additions, improvements and replacements thereto necessary in order that the business carried on in connection therewith, if any, may be properly conducted at all times, in each case, except: (i) as expressly permitted by this Agreement; (ii) such as may expire, be abandoned or lapse in the ordinary course of business; or (iii) where the failure to do so would not reasonably be expected to have a Material Adverse Effect.

Appears in 3 contracts

Samples: Term Loan Credit Agreement (Venator Materials PLC), Revolving Credit Agreement (Venator Materials PLC), Term Loan Credit Agreement (Venator Materials PLC)

Existence; Businesses and Properties. (1) Do or cause to be done all things necessary to preserve, renew and keep in full force and effect its legal existence, except: (a) in the case of a Restricted Subsidiary, where the failure to do so would not reasonably be expected to have a Material Adverse Effect; or (b) in connection with a transaction permitted under Section 6.05. (a2) Do or cause to be done all things necessary to lawfully obtain, preserve, renew, extend and keep in full force and effect the permits, franchises, authorizations, Intellectual Property Rights, licenses and rights with respect thereto necessary to the normal conduct of its business and (b) at all times maintain and preserve all property necessary to the normal conduct of its business and keep such property in good repair, working order and condition (ordinary wear and tear excepted) and from time to time make, or cause to be made, all needful and proper repairs, renewals, additions, improvements and replacements thereto necessary in order that the business carried on in connection therewith, if any, may be properly conducted at all times, in each case, except: (ia) as expressly permitted by this Agreement; (iib) such as may expire, be abandoned , be cancelled, lapse or lapse disposed of in the ordinary course of business; or (iiic) where the failure to do so would not reasonably be expected to have a Material Adverse Effect.

Appears in 3 contracts

Samples: First Lien Term Loan Credit Agreement (BJ's Wholesale Club Holdings, Inc.), First Lien Term Loan Credit Agreement (BJ's Wholesale Club Holdings, Inc.), First Lien Term Loan Credit Agreement (BJ's Wholesale Club Holdings, Inc.)

Existence; Businesses and Properties. (1) Do or cause to be done all things necessary to preserve, renew and keep in full force and effect its legal existence, except: (a) in the case of a Restricted Subsidiary, where the failure to do so would not reasonably be expected to have a Material Adverse Effect; or (b) in connection with a transaction permitted under Section 6.05. (a) Do or cause to be done all things necessary to lawfully obtain, preserve, renew, extend and keep in full force and effect the permits, franchises, authorizations, Intellectual Property Rights, licenses and rights with respect thereto necessary to the normal conduct of its business and (b) at all times maintain and preserve all property necessary to the normal conduct of its business and keep such property in good repair, working order and condition (ordinary wear and tear and casualty and condemnation excepted) and from time to time make, or cause to be made, all needful and proper repairs, renewals, additions, improvements and replacements thereto necessary in order that the business carried on in connection therewith, if any, may be properly conducted at all times, in each case, except: (i) as expressly permitted by this Agreement; (ii) such as may expire, be abandoned or lapse in the ordinary course of business; or (iii) where the failure to do so would not reasonably be expected to have a Material Adverse Effect.

Appears in 2 contracts

Samples: Loan Agreement (Ulta Beauty, Inc.), Loan Agreement (Ulta Beauty, Inc.)

Existence; Businesses and Properties. (1a) Do or cause to be done all things necessary to preserve, renew and keep in full force and effect its legal existence, except: (a) in the case of a Restricted Subsidiary, where the failure to do so would not reasonably be expected to have a Material Adverse Effect; orexcept as otherwise expressly permitted under Section 6.5. (b) in connection with a transaction permitted under Section 6.05. (a) Do or cause to be done all things necessary to lawfully obtain, preserve, renew, extend and keep in full force and effect the rights, licenses, permits, franchises, authorizations, Intellectual Property Rightspatents, licenses copyrights, trademarks and rights with respect thereto necessary trade names material to the normal conduct of its business business; comply with all applicable laws, rules, regulations and (b) decrees and orders of any Governmental Authority, whether now in effect or hereafter enacted, except where the failure to comply could not reasonably be expected to result in a Material Adverse Effect; and at all times maintain and preserve all property necessary material to the normal conduct of its such business and keep such property in good repair, working order and condition (ordinary wear and tear excepted) and from time to time make, or cause to be made, all needful and proper repairs, renewals, additions, improvements and replacements thereto necessary necessary, in the Borrower's reasonable judgment, in order that the business carried on in connection therewith, if any, therewith may be properly conducted at all times, in each case, except: (i) as expressly permitted by this Agreement; (ii) such as may expire, be abandoned or lapse in the ordinary course of business; or (iii) where the failure to do so would not reasonably be expected to have a Material Adverse Effect.

Appears in 2 contracts

Samples: Senior Subordinated Loan Agreement (Danbury Pharmacal Puerto Rico Inc), Senior Subordinated Loan Agreement (Schein Pharmaceutical Inc)

Existence; Businesses and Properties. (1) Do or cause to be done all things necessary to preserve, renew and keep in full force and effect its legal existence, except: (a) in the case of a Restricted Subsidiary, where the failure to do so would not reasonably be expected to have a Material Adverse Effect; or (b) in connection with a transaction permitted under Section 6.05. (a) Do or cause to be done all things necessary to lawfully obtain, preserve, renew, extend and keep in full force and effect the permits, franchises, authorizations, Intellectual Property Rights, licenses and rights with respect thereto necessary to the normal conduct of its business and (b) at all times maintain and preserve all property necessary to the normal conduct of its business and keep such property in good repair, working order and condition (ordinary wear and tear excepted) and from time to time make, or cause to be made, all needful and proper repairs, renewals, additions, improvements and replacements thereto necessary in order that the business carried on in connection therewith, if any, may be properly conducted at all times, in each case, except: (i) as expressly permitted by this Agreement; (iiA) such as may expire, be abandoned or lapse in the ordinary course of business; or (iiiB) where the failure to do so would not reasonably be expected to have a Material Adverse Effect.

Appears in 2 contracts

Samples: Term Loan Credit Agreement (Leslie's, Inc.), Term Loan Credit Agreement (Leslie's, Inc.)

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Existence; Businesses and Properties. (1a) Do or cause to be done all things necessary to preserve, renew and keep in full force and effect its legal existence, except: (a) in the case of a Restricted Subsidiary, where the failure to do so would not reasonably be expected to have a Material Adverse Effect; orexcept as otherwise expressly permitted under Section 6.03. (b) in connection with a transaction permitted under Section 6.05. (a) Do At all times do or cause to be done all things necessary to lawfully obtain, preserve, renew, extend renew and keep in full force and effect the rights, licenses, permits, franchises, authorizationspatents, Intellectual Property Rightscopyrights, licenses trademarks and rights with respect thereto necessary trade names material to the normal conduct of its business businesses; maintain and operate such businesses in substantially the manner in which they are presently conducted and operated (b) subject to changes in the ordinary course of business); comply in all material respects with all laws and regulations applicable to the operation of such business, whether now in effect or hereafter enacted and with all other applicable laws and regulations; take all action which may be required to obtain, preserve, renew and extend all licenses, permits and other authorizations which may be material to the operation of such businesses; and at all times maintain maintain, preserve and preserve protect all property necessary material to the normal conduct of its business such businesses and keep such property in good repair, working order and condition (ordinary wear and tear excepted) and from time to time make, or cause to be made, all needful and proper repairs, renewals, additions, improvements and replacements thereto necessary in order that the business businesses carried on in connection therewith, if any, therewith may be properly conducted at all times, in each case, except: (i) as expressly permitted by this Agreement; (ii) such as may expire, be abandoned or lapse in the ordinary course of business; or (iii) where the failure to do so would not reasonably be expected to have a Material Adverse Effect.

Appears in 1 contract

Samples: Credit Agreement (Dillards Inc)

Existence; Businesses and Properties. (1) Do or cause to be done all things necessary to preserve, renew and keep in full force and effect its legal existence, except: (a) in the case of a Restricted SubsidiarySubsidiary (other than a Borrower), where the failure to do so would not reasonably be expected to have a Material Adverse Effect; or (b) in connection with a transaction permitted under Section 6.05. (a) Do or cause to be done all things necessary to lawfully obtain, preserve, renew, extend and keep in full force and effect the permits, franchises, authorizations, Intellectual Property Rights, licenses and rights with respect thereto necessary to the normal conduct of its business and (b) at all times maintain and preserve all property necessary to the normal conduct of its business and keep such property in good repair, working order and condition (ordinary wear and tear and casualty and condemnation excepted) and from time to time make, or cause to be made, all needful and proper repairs, renewals, additions, improvements and replacements thereto necessary in order that the business carried on in connection therewith, if any, may be properly conducted at all times, in each case, except: (ia) as expressly permitted by this Agreement; (iib) such as may expire, be abandoned or lapse in the ordinary course of business; or (iiic) where the failure to do so would not reasonably be expected to have a Material Adverse Effect.

Appears in 1 contract

Samples: Senior Secured Debtor in Possession Term Loan Credit Agreement (Venator Materials PLC)

Existence; Businesses and Properties. (1a) Do or cause to be done all things necessary to preserve, renew and keep in full force and effect its legal existence, except: (ai) in the case of a Restricted Subsidiary, where the failure to do so would not reasonably be expected to have a Material Adverse Effect; or (bii) in connection with a transaction permitted under Section 6.0510.5. (ai) Do or cause to be done all things necessary to lawfully obtain, preserve, renew, extend and keep in full force and effect the permits, franchises, authorizations, Intellectual Property Rights, licenses and rights with respect thereto necessary to for the normal conduct of its business and and (bii) at all times maintain and preserve all property necessary to the normal conduct of its business and keep such property in good repair, working order and condition (subject to casualty, condemnation and ordinary wear and tear exceptedtear) and from time to time make, or cause to be made, all needful and proper repairs, renewals, additions, improvements and replacements thereto necessary in order that the business carried on in connection therewith, if any, may be properly conducted at all times, in each case, except: (ia) as expressly permitted by this Agreement; (iib) such as may expire, be abandoned or lapse in the ordinary course of business; or (iiic) where the failure to do so would not reasonably be expected to have a Material Adverse Effect.

Appears in 1 contract

Samples: Bridge Credit Agreement (Xerox Corp)

Existence; Businesses and Properties. (1) Do or cause to be done all things necessary to preserve, renew and keep in full force and effect its legal existence, except: (a) in the case of a Restricted Subsidiary, where the failure to do so would not reasonably be expected to have a Material Adverse Effect; or (b) in connection with a transaction permitted under Section 6.05. (a2) Do or cause to be done all things necessary to lawfully obtain, preserve, renew, extend and keep in full force and effect the permits, franchises, authorizations, Intellectual Property Rights, licenses and rights with respect thereto necessary to the normal conduct of its business and (b) at all times maintain and preserve all property necessary to the normal conduct of its business and keep such property in good repair, working order and condition (ordinary wear and tear excepted) and from time to time make, or cause to be made, all needful and proper repairs, renewals, additions, improvements and replacements thereto necessary in order that the business carried on in connection therewith, if any, may be properly conducted at all times, in each case, except: (ia) as expressly permitted by this Agreement; (iib) such as may expire, be abandoned abandoned, be cancelled, lapse or lapse disposed of in the ordinary course of business; or (iiic) where the failure to do so would not reasonably be expected to have a Material Adverse Effect.

Appears in 1 contract

Samples: Second Lien Term Loan Credit Agreement (BJ's Wholesale Club Holdings, Inc.)

Existence; Businesses and Properties. (1) Do or cause to be done all things necessary to preserve, renew and keep in full force and effect its legal existence, except: (a) in the case of a Restricted Subsidiary, where the failure to do so would not reasonably be expected to have a Material Adverse Effect; or (b) in connection with a transaction permitted under Section 6.05. (a) Do or cause to be done all things necessary to lawfully obtain, preserve, renew, extend and keep in full force and effect the permits, franchises, authorizations, Intellectual Property Rights, licenses and rights with respect thereto necessary to for the normal conduct of its business and and (b) at all times maintain and preserve all property necessary to the normal conduct of its business and keep such property in good repair, working order and condition (subject to casualty, condemnation and ordinary wear and tear exceptedtear) and from time to time make, or cause to be made, all needful and proper repairs, renewals, additions, improvements and replacements thereto necessary in order that the business carried on in connection therewith, if any, may be properly conducted at all times, in each case, except: (i) as expressly permitted by this Agreement; (ii) such as may expire, be abandoned or lapse in the ordinary course of business; or (iii) where the failure to do so would not reasonably be expected to have a Material Adverse Effect.

Appears in 1 contract

Samples: Credit Agreement (Xerox Corp)

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