Existence; Compliance with Laws; Businesses and Properties. (a) Do or cause to be done all things necessary to preserve, renew and keep in full force and effect its legal existence, except as otherwise expressly permitted under Section 6.05. (i) Do or cause to be done all things necessary to obtain, preserve, renew, extend and keep in full force and effect the rights, licenses, permits, franchises and authorizations, material to the conduct of its business, except as could not reasonably be expected to have a Material Adverse Effect; (ii) comply in all material respects with all applicable laws, rules, regulations and decrees and orders of any Governmental Authority, whether now in effect or hereafter enacted, except as could not reasonably be expected to have a Material Adverse Effect; and (iii) at all times maintain and preserve all tangible property material to the conduct of such business and keep such property in good repair, working order and condition (subject to ordinary wear and tear, casualty and condemnation) 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 may be properly conducted at all times, except as could not reasonably be expected to have a Material Adverse Effect.
Appears in 9 contracts
Samples: Abl Credit Agreement (Community Health Systems Inc), Abl Credit Agreement (Community Health Systems Inc), Abl Credit Agreement (Community Health Systems Inc)
Existence; Compliance with Laws; Businesses and Properties. (a) Do or cause to be done all things reasonably necessary to preserve, renew and keep in full force and effect its legal existenceexistence under the laws of its jurisdiction of organization, except (i) to the extent that failure to do so could not reasonably be expected to have a Material Adverse Effect or (ii) as otherwise expressly permitted under Section 6.04 or Section 6.05.
(b) Other than where the failure to do so could not reasonably be expected to have a Material Adverse Effect, (i) Do do or cause to be done all things reasonably necessary to obtain, preserve, renew, extend and keep in full force and effect the material rights, licenses, permits, franchises and franchises, authorizations, material patents, copyrights, trademarks and trade names necessary to the conduct of its business, except as could not reasonably be expected to have a Material Adverse Effect; (ii) comply in all material respects with all applicable laws, rules, regulations and decrees and orders of any Governmental AuthorityAuthority (including Environmental Laws and ERISA), whether now in effect or hereafter enacted, except as could not reasonably be expected to have a Material Adverse Effect; enacted and (iii) at all times maintain and preserve all tangible property material necessary to the conduct of such business and keep such property in good repair, working order and condition (subject to ordinary wear and tear, casualty and condemnationcondemnation excepted) and from time to time make, or cause to be made, all needful and proper needed repairs, renewals, additions, improvements and replacements thereto necessary in order that the business carried on in connection therewith may be properly conducted at all times, except as could not reasonably be expected reasonable judgment of management to have a Material Adverse Effectthe conduct of its business.
Appears in 8 contracts
Samples: Term Loan Agreement (CDW Corp), Term Loan Agreement (CDW Corp), Revolving Loan Credit Agreement (CDW Finance Corp)
Existence; Compliance with Laws; Businesses and Properties. (a) Do or cause to be done all things necessary to preserve, renew and keep in full force and effect its legal existence, except as otherwise expressly permitted under Section 6.05.
(ib) Do or cause to be done all things necessary to obtain, protect, preserve, renew, extend and keep in full force and effect the its rights, licenses, permits, franchises and franchises, authorizations, material patents, copyrights, trademarks and trade names, except to the conduct of its business, except as extent that the failure to do so could not reasonably be expected to have result in a Material Adverse Effect; (ii) comply in all material respects with all applicable laws, rules, regulations and decrees and orders of any Governmental Authority, whether now in effect or hereafter enacted, except as could not reasonably be expected to have result in a Material Adverse Effect; and (iii) at all times maintain and preserve all tangible property material to the conduct of such the business of Holdings and its Subsidiaries and keep such property in good repair, working order and condition (subject to ordinary wear and tear, casualty and condemnation) 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 may be properly conducted at all times, except as could not reasonably be expected to have result in a Material Adverse Effect.
Appears in 5 contracts
Samples: Credit Agreement (Blackline, Inc.), Credit Agreement (Blackline, Inc.), Credit Agreement (Blackline, Inc.)
Existence; Compliance with Laws; Businesses and Properties. (a) Do or cause to be done all things necessary to preserve, renew and keep in full force and effect its legal existence, except as otherwise expressly permitted under Section 6.05.
(ib) Do or cause to be done all things necessary to obtain, preserve, renew, extend and keep in full force and effect the rights, licenses, permits, franchises franchises, authorizations and authorizations, intellectual property material to the conduct of its business, except as could not reasonably be expected to have a Material Adverse Effect; (ii) maintain and operate such business in substantially the manner in which it is presently conducted and operated and comply in all material respects with all applicable laws, rules, regulations and decrees and orders of any Governmental Authority, whether now in effect or hereafter enacted.
(c) The Loan Parties shall, except as could not reasonably be expected and shall cause each Subsidiary to have a Material Adverse Effect; (i) maintain, preserve, and (iii) at protect all times maintain of its material properties and preserve all tangible property material to equipment necessary in the conduct operation of such its business and keep such property in good repairworking order, working order repair and condition (subject to ordinary wear and tearcondition, casualty and condemnationor condemnation excepted, (ii) and from time to time makemake all necessary renewals, or cause to be made, all needful and proper repairs, renewalsreplacements, additionsmodifications, improvements improvements, upgrades, extensions and replacements additions thereof or thereto necessary in accordance with prudent industry practice in order that the business carried on in connection therewith may be properly conducted at all times, except as could not reasonably be expected times and (iii) keep all material leases to have which any Loan Party is a Material Adverse Effectparty in full force and effect.
Appears in 4 contracts
Samples: Credit Agreement (School Specialty Inc), Credit Agreement (Electronic Cigarettes International Group, Ltd.), Credit Agreement (School Specialty Inc)
Existence; Compliance with Laws; Businesses and Properties. (a) Do or cause to be done all things reasonably necessary to preserve, renew and keep in full force and effect its legal existenceexistence under the laws of its jurisdiction of organization, except (i) to the extent that failure to do so could not reasonably be expected to have a Material Adverse Effect or (ii) as otherwise expressly permitted under Section 6.04 or Section 6.05.
(b) Other than as could not reasonably be expected to have a Material Adverse Effect, (i) Do do or cause to be done all things reasonably necessary to obtain, preserve, renew, extend and keep in full force and effect the material rights, licenses, permits, franchises and franchises, authorizations, material patents, copyrights, trademarks and trade names necessary or desirable to the conduct of its business, except as could not reasonably be expected to have a Material Adverse Effect; (ii) comply in all material respects with all applicable laws, rules, regulations and decrees and orders of any Governmental AuthorityAuthority (including Environmental Laws, ERISA, FCPA, Sanctions and the USA PATRIOT Act), whether now in effect or hereafter enacted, except as could not reasonably be expected to have a Material Adverse Effect; and (iii) at all times maintain and preserve all tangible property material necessary or desirable to the conduct of such business and keep such property in good repair, working order and condition (subject to condition, ordinary wear and tear, casualty and condemnationcondemnation excepted, and (iv) and from time to time make, or cause to be made, all needful and proper needed repairs, renewals, additions, improvements and replacements thereto necessary in order that or desirable to the business carried on in connection therewith may be properly conducted at all times, except as could not reasonably be expected to have a Material Adverse Effectconduct of its business.
Appears in 3 contracts
Samples: Credit Agreement (Dayforce, Inc.), Credit Agreement (Ceridian HCM Holding Inc.), Credit Agreement (Ceridian HCM Holding Inc.)
Existence; Compliance with Laws; Businesses and Properties. (a) Do or cause to be done all things necessary to preserve, renew and keep in full force and effect its legal existence, except as otherwise expressly permitted under Section 6.056.05 or Section 6.06.
(ib) Do or cause to be done all things necessary to obtain, preserve, renew, extend and keep in full force and effect the rights, licenses, permits, franchises franchises, authorizations and authorizations, Intellectual Property material to the conduct of its business, except as could not reasonably be expected to have a Material Adverse Effect; (ii) maintain and operate such business in substantially the manner in which it is presently conducted and operated and comply in all material respects with all applicable laws, rules, regulations and decrees and orders of any Governmental Authority, whether now in effect or hereafter enacted, except as except, in each case, to the extent the failure to do so could not not, individually or in the aggregate, reasonably be expected to have result in a Material Adverse Effect; .
(i) Maintain, preserve, and (iii) at protect all times maintain of its material properties and preserve all tangible property material to equipment necessary in the conduct operation of such its business and keep such property in good repairworking order, working order repair and condition (subject to ordinary wear and tearcondition, casualty and condemnationor condemnation excepted, (ii) and from time to time makemake all necessary renewals, or cause to be made, all needful and proper repairs, renewalsreplacements, additionsmodifications, improvements improvements, upgrades, extensions and replacements additions thereof or thereto necessary in accordance with prudent industry practice in order that the business carried on in connection therewith may be properly conducted at all timestimes and (iii) keep all leases to which any Loan Party is a party in full force and effect, except except, in each case, as could not reasonably be expected expected, individually or in the aggregate, to have result in a Material Adverse Effect.
Appears in 3 contracts
Samples: Credit Agreement (Cactus, Inc.), Credit Agreement (Cactus, Inc.), Credit Agreement (Cactus, Inc.)
Existence; Compliance with Laws; Businesses and Properties. (a) Do or cause to be done all things necessary to preserve, renew and keep in full force and effect its legal existence, except as otherwise expressly permitted under Section 6.05.
(ib) Do or cause to be done all things necessary to obtain, preserve, renew, extend and keep in full force and effect the its rights, licenses, permits, franchises and franchises, authorizations, material to the conduct of its businesspatents, copyrights, trademarks and trade names, except as for failures to do so that, in the aggregate, could not reasonably be expected to have result in a Material Adverse Effect; (ii) maintain and operate such business in substantially the manner in which it is presently conducted and operated; comply in all material respects with all applicable laws, rules, regulations and decrees and orders of any Governmental AuthorityAuthority (including the qualification and bonding requirements of MMS and the State of Alaska), whether now in effect or hereafter enacted, except as could not reasonably be expected to have a Material Adverse Effect; and (iii) at all times maintain and preserve all tangible its property material to the conduct of such business and keep such property in good repair, working order and condition (subject to ordinary wear and tear, casualty and condemnation) 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 may be properly conducted at all times, except as for failures to do so that, in the aggregate, could not reasonably be expected to have result in a Material Adverse Effect.
Appears in 3 contracts
Samples: Second Lien Credit Agreement (Forest Oil Corp), First Lien Credit Agreement (Forest Oil Corp), Second Lien Credit Agreement (Pacific Energy Resources LTD)
Existence; Compliance with Laws; Businesses and Properties. (a) Do or cause to be done all things necessary to preserve, renew and keep in full force and effect its legal existence, except as otherwise expressly permitted under Section 6.05.
(ib) Do or cause to be done all things necessary to obtain, preserve, renew, extend and keep in full force and effect the rights, licenses, permits, franchises and franchises, authorizations, patents, copyrights, trademarks and trade names material to the conduct of its business; provided, except as however, that neither the Borrower nor the Subsidiaries shall be required to preserve any such rights, licenses, permits, franchises, authorizations, patents, copyrights, trademarks and trade names if the preservation thereof is no longer desirable in the conduct of the business of the Borrower and its Subsidiaries or the loss thereof could not reasonably be expected to have result in a Material Adverse Effect; (ii) comply in all material respects with all applicable laws, rules, regulations and decrees and orders of any Governmental Authority, whether now in effect or hereafter enacted, except as could not reasonably be expected to have a Material Adverse Effect; and (iii) at all times maintain and preserve all tangible property material to the conduct of such business and keep such property in good repair, working order and condition (subject to condition, ordinary wear and teartear and casualty excepted, casualty and condemnation) 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 may be properly conducted at all times, except as could not reasonably be expected to have a Material Adverse Effect.
Appears in 3 contracts
Samples: Credit Agreement (Deltek, Inc), Credit Agreement (Deltek, Inc), Credit Agreement (Deltek, Inc)
Existence; Compliance with Laws; Businesses and Properties. (a) Do or cause to be done all things reasonably necessary to preserve, renew and keep in full force and effect its legal existenceexistence under the laws of its jurisdiction of organization, except (i) other than in the case of the Borrower, to the extent that failure to do so could not reasonably be expected to have a Material Adverse Effect or (ii) as otherwise expressly permitted under Section 6.04 or Section 6.05.
(b) Other than where the failure to do so could not reasonably be expected to have a Material Adverse Effect, (i) Do do or cause to be done all things reasonably necessary to obtain, preserve, renew, extend and keep in full force and effect the material rights, licenses, permits, franchises and franchises, authorizations, material patents, copyrights, trademarks and trade names necessary to the conduct of its business, except as could not reasonably be expected to have a Material Adverse Effect; (ii) comply in all material respects with all applicable laws, rules, regulations and decrees and orders of any Governmental AuthorityAuthority (including Environmental Laws and ERISA), whether now in effect or hereafter enacted, except as could not reasonably be expected to have a Material Adverse Effect; enacted and (iii) at all times maintain and preserve all tangible property material necessary to the conduct of such business and keep such property in good satisfactory repair, working order and condition (subject to ordinary wear and tear, casualty and condemnationcondemnation excepted) and from time to time make, or cause to be made, all needful and proper needed repairs, renewals, additions, improvements and replacements thereto necessary in order that the business carried on in connection therewith may be properly conducted at all times, except as could not reasonably be expected reasonable judgment of management to have a Material Adverse Effectthe conduct of its business.
Appears in 3 contracts
Samples: Credit Agreement (Nuveen Investments Holdings, Inc.), Credit Agreement (Nuveen Investments Inc), Credit Agreement (Nuveen Investments Inc)
Existence; Compliance with Laws; Businesses and Properties. (a) Do or cause to be done all things necessary to preserve, renew and keep in full force and effect its legal existenceexistence under the laws of its jurisdiction of organization, except (i) (other than in the case of the Borrower) to the extent that failure to do so could not reasonably be expected to have a Material Adverse Effect or (ii) as otherwise expressly permitted under Section 6.04 or Section 6.05.
(b) Other than as could not reasonably be expected to have a Material Adverse Effect, (i) Do do or cause to be done all things reasonably necessary to obtain, preserve, renew, extend and keep in full force and effect the material rights, licenses, permits, franchises and franchises, authorizations, material patents, copyrights, trademarks and trade names necessary or desirable to the conduct of its business, except as could not reasonably be expected to have a Material Adverse Effect; (ii) comply in all material respects with all applicable laws, rules, regulations and decrees and orders of any Governmental AuthorityAuthority (including Environmental Laws and ERISA), whether now in effect or hereafter enacted, except as could not reasonably be expected to have a Material Adverse Effect; and (iii) at all times maintain and preserve all tangible property material necessary or desirable to the conduct of such business and keep such property in good repair, working order and condition (subject to condition, ordinary wear and tear, casualty and condemnationcondemnation excepted, and (iv) and from time to time make, or cause to be made, all needful and proper needed repairs, renewals, additions, improvements and replacements thereto necessary in order that or desirable to the business carried on in connection therewith may be properly conducted at all times, except as could not reasonably be expected to have a Material Adverse Effectconduct of its business.
Appears in 2 contracts
Samples: First Lien Credit Agreement (Blackboard Inc), Second Lien Credit Agreement (Blackboard Inc)
Existence; Compliance with Laws; Businesses and Properties. (a) Do or cause to be done all things reasonably necessary to preserve, renew and keep in full force and effect its legal existenceexistence under the laws of its jurisdiction of organization, except (i) to the extent that failure to do so could not reasonably be expected to have a Material Adverse Effect or (ii) as otherwise expressly permitted under Section 6.056.04 or Section 6.08.
(b) Other than where the failure to do so could not reasonably be expected to have a Material Adverse Effect, (i) Do do or cause to be done all things reasonably necessary to obtain, preserve, renew, extend and keep in full force and effect the material rights, licenses, permits, franchises and franchises, authorizations, material patents, copyrights, trademarks and trade names necessary to the conduct of its business, except as could not reasonably be expected to have a Material Adverse Effect; (ii) comply in all material respects with all applicable laws, rules, regulations and decrees and orders of any Governmental AuthorityAuthority (including Environmental Laws and ERISA), whether now in effect or hereafter enacted, except as could not reasonably be expected to have a Material Adverse Effect; enacted and (iii) at all times maintain and preserve all tangible property material necessary to the conduct of such business and keep such property in good repair, working order and condition (subject to ordinary wear and tear, casualty and condemnationcondemnation excepted) and from time to time make, or cause to be made, all needful and proper needed repairs, renewals, additions, improvements and replacements thereto necessary in order that the business carried on in connection therewith may be properly conducted at all times, except as could not reasonably be expected reasonable judgment of management to have a Material Adverse Effectthe conduct of its business.
Appears in 2 contracts
Samples: Senior Subordinated Bridge Loan Agreement (CDW Finance Corp), Senior Bridge Loan Agreement (CDW Finance Corp)
Existence; Compliance with Laws; Businesses and Properties. (a) Do or cause to be done all things reasonably necessary to preserve, renew and keep in full force and effect its legal existenceexistence under the laws of its jurisdiction of organization, except (i) to the extent that failure to do so could not reasonably be expected to have a Material Adverse Effect or (ii) as otherwise expressly permitted under Section 6.04 or Section 6.05.
(b) Other than as could not reasonably be expected to have a Material Adverse Effect, (i) Do do or cause to be done all things reasonably necessary to obtain, preserve, renew, extend and keep in full force and effect the material rights, licenses, permits, franchises and franchises, authorizations, material patents, copyrights, trademarks and trade names necessary to the conduct of its business, except as could not reasonably be expected to have a Material Adverse Effect; (ii) comply in all material respects with all applicable laws, rules, regulations and decrees and orders of any Governmental AuthorityAuthority (including Environmental Laws, ERISA, Sanctions, any applicable Anti-Corruption Laws and the USA PATRIOT Act), whether now in effect or hereafter enacted, except as could not reasonably be expected to have a Material Adverse Effect; enacted and (iii) at all times maintain and preserve all tangible property material necessary to the conduct of such business and keep such property in good repair, working order and condition (subject to ordinary wear and tear, casualty and condemnationcondemnation excepted) and from time to time make, or cause to be made, all needful and proper needed repairs, renewals, additions, improvements and replacements thereto necessary in order that the business carried on in connection therewith may be properly conducted at all times, except as could not reasonably be expected reasonable judgment of management to have a Material Adverse Effectthe conduct of its business.
Appears in 2 contracts
Samples: Credit Agreement (VWR Corp), Credit Agreement (VWR Corp)
Existence; Compliance with Laws; Businesses and Properties. (a) Do or cause to be done all things necessary to preserve, renew and keep in full force and effect its legal existence, except as otherwise expressly permitted under Section 6.05.
(i) Do or cause to be done all things necessary to obtain, preserve, renew, extend and keep in full force and effect the rights, licenses, permits, franchises and authorizations, authorizations material to the conduct of its business, except as could not reasonably be expected to have a Material Adverse Effect; (ii) comply in all material respects with all applicable laws, rules, regulations and decrees and orders of any Governmental Authority, whether now in effect or hereafter enacted, except as could not reasonably be expected to have a Material Adverse Effect; and (iii) at all times maintain and preserve all tangible property material to the conduct of such business and keep such property in good repair, working order and condition (subject to ordinary wear and tear, casualty and condemnation) 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 may be properly conducted at all times, except as could not reasonably be expected to have a Material Adverse Effect.
(c) Comply with each Separation Document to which it is party, except if the failure to comply therewith could not reasonably be expected to have a Material Adverse Effect.
Appears in 2 contracts
Samples: Abl Credit Agreement (Quorum Health Corp), Credit Agreement (Quorum Health Corp)
Existence; Compliance with Laws; Businesses and Properties. (a) Do or cause to be done all things reasonably necessary to preserve, renew and keep in full force and effect its legal existenceexistence under the laws of its jurisdiction of organization, except (i) to the extent that failure to do so could not reasonably be expected to have a Material Adverse Effect or (ii) as otherwise expressly permitted under Section 6.04 or Section 6.05.
(b) Other than where the failure to do so could not reasonably be expected to have a Material Adverse Effect, (i) Do do or cause to be done all things reasonably necessary to obtain, preserve, renew, extend and keep in full force and effect the material rights, licenses, permits, franchises and franchises, authorizations, material patents, copyrights, trademarks and trade names necessary to the conduct of its business, except as could not reasonably be expected to have a Material Adverse Effect; (ii) comply in all material respects with all applicable laws, rules, regulations and decrees and orders of any Governmental AuthorityAuthority (including Environmental Laws and ERISA), whether now in effect or hereafter enacted, except as could not reasonably be expected to have a Material Adverse Effect; enacted and (iii) at all times maintain and preserve all tangible property material necessary to the conduct of such business and keep such property in good repair, working order and condition (subject to ordinary wear and tear, casualty and condemnationcondemnation excepted) and from time to time make, or cause to be made, all needful and proper needed repairs, renewals, additions, improvements and replacements thereto necessary in order that the business carried on reasonable judgment of management to the conduct of its business.
(c) The Borrower will maintain in connection therewith may be properly conducted at all timeseffect and enforce policies and procedures designed to promote compliance by the Borrower, except its Subsidiaries and their respective directors, officers, employees and agents (in each case, in their respective capacities as could not reasonably be expected to have a Material Adverse Effectsuch) with Anti-Corruption Laws and applicable Sanctions.
Appears in 2 contracts
Samples: Revolving Loan Credit Agreement (CDW Corp), Revolving Loan Credit Agreement (CDW Corp)
Existence; Compliance with Laws; Businesses and Properties. (a) Do or cause to be done all things necessary to preservePreserve, renew and keep in full force and effect its legal existence, except as otherwise expressly permitted under Section 6.05.
(b) Take all reasonable action to (i) Do or cause to be done all things necessary to obtain, preserve, renew, extend maintain and keep in full force and effect preserve the rights, licensesprivileges and franchises, permitsincluding any rights with respect to Intellectual Property, franchises useful and authorizations, material necessary to the conduct of its business, except as could not reasonably be expected to have a Material Adverse Effect; (ii) maintain and preserve such business in substantially the manner in which it is presently conducted and operated; (iii) comply in all material respects with all applicable laws, rules, regulations and decrees and orders of any Governmental Authority, whether now in effect or hereafter enacted, except as could not reasonably be expected to have a Material Adverse Effect; and (iiiiv) at all times maintain and preserve all tangible property material useful and necessary to the conduct of such business and keep such property in good repair, working order and condition (subject to ordinary wear and teartear excepted and except, casualty in the case of vessels which are, at any time and condemnationfrom time to time, stacked or laid up) and from time to time make, or cause to be made, all needful necessary and proper repairs, renewals, additions, improvements and replacements thereto necessary in order that the business carried on in connection therewith may be properly conducted at all times, except as to the extent that the failure to do so could not reasonably be expected to have a Material Adverse Effect.
Appears in 2 contracts
Samples: Revolving Credit Agreement (Gulfmark Offshore Inc), Credit Agreement (Gulfmark Offshore Inc)
Existence; Compliance with Laws; Businesses and Properties. (a) 3. Do or cause to be done all things necessary to preserve, renew and keep in full force and effect its legal existence, except as otherwise expressly permitted under Section 6.05, or with respect to the Subsidiaries, where failure to do so would not reasonably be expected to result in a Material Adverse Effect.
(ia) Do or cause to be done all things necessary to (i) obtain, preserve, renew, extend and keep in full force and effect the rights, licenses, permits, franchises and franchises, authorizations, and Intellectual Property material to the conduct of its business, except as could not reasonably be expected to have a Material Adverse Effect; (ii) comply in all material respects with all applicable laws, rules, regulations and decrees and orders of any Governmental Authority, whether now in effect or hereafter enacted, except as could not reasonably be expected to have a Material Adverse Effect; and (iii) maintain and operate such business in substantially the manner in which it is presently conducted and operated and at all times maintain and preserve all tangible property material to the conduct of such business and keep such property in good repair, working order and condition (subject to ordinary wear and tear, casualty and condemnation) 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 may be properly conducted at all times, except as could except, in theeach case ofunder this clause (iiib), where a failure to do so would not reasonably be expected to have result in a Material Adverse Effect.
Appears in 2 contracts
Samples: Credit Agreement (Medley LLC), Credit Agreement (Medley Management Inc.)
Existence; Compliance with Laws; Businesses and Properties. (a) Do or cause to be done all things necessary to preserve, renew and keep in full force and effect its legal existence, except as otherwise expressly permitted under Section 6.05, or with respect to the Subsidiaries, where failure to do so would not reasonably be expected to result in a Material Adverse Effect.
(ib) Do or cause to be done all things necessary to (i) obtain, preserve, renew, extend and keep in full force and effect the rights, licenses, permits, franchises and franchises, authorizations, and Intellectual Property material to the conduct of its business, except as could not reasonably be expected to have a Material Adverse Effect; (ii) comply in all material respects with all applicable laws, rules, regulations and decrees and orders of any Governmental Authority, whether now in effect or hereafter enacted, except as could not reasonably be expected to have a Material Adverse Effect; and (iii) maintain and operate such business in substantially the manner in which it is presently conducted and operated and at all times maintain and preserve all tangible property material to the conduct of such business and keep such property in good repair, working order and condition (subject to ordinary wear and tear, casualty and condemnation) 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 may be properly conducted at all times, except as could except, in the case of this clause (iii), where a failure to do so would not reasonably be expected to have result in a Material Adverse Effect.
Appears in 2 contracts
Samples: Credit Agreement (Medley Management Inc.), Credit Agreement (Medley Management Inc.)
Existence; Compliance with Laws; Businesses and Properties. (a) Do or cause to be done all things reasonably necessary to preserve, renew and keep in full force and effect its legal existenceexistence under the laws of its jurisdiction of organization, except (i) to the extent that failure to do so could not reasonably be expected to have a Material Adverse Effect or (ii) as otherwise expressly permitted under Section 6.04 or Section 6.05.
(b) Other than as could not reasonably be expected to have a Material Adverse Effect, (i) Do do or cause to be done all things reasonably necessary to obtain, preserve, renew, extend and keep in full force and effect the material rights, licenses, permits, franchises and franchises, authorizations, material patents, copyrights, trademarks and trade names necessary or desirable to the conduct of its business, except as could not reasonably be expected to have a Material Adverse Effect; (ii) comply in all material respects with all applicable laws, rules, regulations and decrees and orders of any Governmental AuthorityAuthority (including Environmental Laws, ERISA, FCPA, Sanctions Laws and the USA PATRIOT Act), whether now in effect or hereafter enacted, except as could not reasonably be expected to have a Material Adverse Effect; and (iii) at all times maintain and preserve all tangible property material necessary or desirable to the conduct of such business and keep such property in good repair, working order and condition (subject to condition, ordinary wear and tear, casualty and condemnationcondemnation excepted, and (iv) and from time to time make, or cause to be made, all needful and proper needed repairs, renewals, additions, improvements and replacements thereto necessary in order that or desirable to the business carried on in connection therewith may be properly conducted at all times, except as could not reasonably be expected to have a Material Adverse Effectconduct of its business.
Appears in 2 contracts
Samples: Credit Agreement (Ceridian HCM Holding Inc.), Credit Agreement (Ceridian HCM Holding Inc.)
Existence; Compliance with Laws; Businesses and Properties. (a) Do or cause to be done all things necessary to preserve, renew and keep in full force and effect its legal existence, except as otherwise expressly permitted under Section 6.05.
(ib) Do Except as would not reasonably be expected to have a Material Adverse Effect, do or cause to be done all things necessary to obtain, preserve, renew, extend and keep in full force and effect the rights, licenses, permits, franchises and franchises, authorizations, material to patents, copyrights and trademarks and trade names required for the conduct of its business, except as could not reasonably be expected to have a Material Adverse Effect; (ii) maintain and operate such business in substantially the manner in which it is presently conducted and operated; comply in all material respects with all applicable laws, rules, regulations and decrees and orders of any Governmental Authority, whether now in effect or hereafter enactedenacted (including ERISA, except as could not reasonably be expected FCPA, regulations under OFAC, anti-terrorism laws and anti-money laundering laws and laws related to have a Material Adverse Effectsanctioned persons); and (iii) at all times maintain and preserve all tangible property material to required for the conduct of such business and keep such property in good repair, working order and condition (subject to ordinary wear and tear, casualty and condemnation) 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 may be properly conducted at all times, except as could not reasonably be expected to have a Material Adverse Effect.
Appears in 2 contracts
Samples: Credit Agreement (AssetMark Financial Holdings, Inc.), Credit Agreement (AssetMark Financial Holdings, Inc.)
Existence; Compliance with Laws; Businesses and Properties. (a) Do or cause to be done all things necessary to preserve, renew and keep in full force and effect its legal existence, except (i) as otherwise expressly permitted under Section 6.056.05 or (ii) to the extent that the failure to do so has not or could not reasonably be expected to result in a Material Adverse Effect.
(ib) Do or cause to be done all things necessary to obtain, preserve, renew, extend and keep in full force and effect the rights, licenses, permits, franchises and franchises, authorizations, patents, copyrights, trademarks and trade names material to the conduct of its business, except as could not reasonably be expected to have a Material Adverse Effect; (ii) comply in all material respects with all applicable laws, rules, regulations and decrees and orders of any Governmental or Regulatory Authority, whether now in effect or hereafter enacted, except as could not reasonably be expected to have a Material Adverse Effect; and (iii) at all times maintain and preserve all tangible property material to the conduct of such business and keep such property in good repair, working order and condition (subject to condition, ordinary wear and tear, casualty and condemnation) 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 may be properly conducted at all times, except as (w) the Borrower and its subsidiaries may mothball plants or other facilities in the ordinary course of business, (x) in order to comply with Environmental Laws and (y) in each case, where any such failure to maintain, comply or cause has not or could not reasonably be expected to have result in a Material Adverse Effect.
Appears in 2 contracts
Samples: Credit Agreement (Calpine Corp), Credit Agreement (Calpine Corp)
Existence; Compliance with Laws; Businesses and Properties. (a) Do or cause to be done all things necessary to preserve, renew and keep in full force and effect its legal existence, except as otherwise expressly permitted under Section Section 6.05.
(ib) Do or cause to be done all things necessary to obtain, preserve, renew, extend and keep in full force and effect the rights, licenses, permits, franchises franchises, authorizations and authorizations, intellectual property material to the conduct of its business, except as could not reasonably be expected to have a Material Adverse Effect; (ii) maintain and operate such business in substantially the manner in which it is presently conducted and operated and comply in all material respects with all applicable laws, rules, regulations and decrees and orders of any Governmental Authority, whether now in effect or hereafter enacted.
(c) The Loan Parties shall, except as could not reasonably be expected and shall cause each Subsidiary to have a Material Adverse Effect; (i) maintain, preserve, and (iii) at protect all times maintain of its material properties and preserve all tangible property material to equipment necessary in the conduct operation of such its business and keep such property in good repairworking order, working order repair and condition (subject to ordinary wear and tearcondition, casualty and condemnationor condemnation excepted, (ii) and from time to time makemake all necessary renewals, or cause to be made, all needful and proper repairs, renewalsreplacements, additionsmodifications, improvements improvements, upgrades, extensions and replacements additions thereof or thereto necessary in accordance with prudent industry practice in order that the business carried on in connection therewith may be properly conducted at all times, except as could not reasonably be expected times and (iii) keep all material leases to have which any Loan Party is a Material Adverse Effectparty in full force and effect.
Appears in 1 contract
Samples: Credit Agreement (Electronic Cigarettes International Group, Ltd.)
Existence; Compliance with Laws; Businesses and Properties. (a) Do or cause to be done all things necessary to preserve, renew and keep in full force and effect its legal existence, except as otherwise expressly permitted under Section 6.05.
(i) Do or cause to be done all things necessary to obtain, preserve, renew, extend and keep in full force and effect the rights, licenses, permits, franchises and franchises, authorizations, material to patents, copyrights, trademarks, trade names, technology, software, domain names and other intellectual property used in the conduct of its business, except as could not reasonably be expected to have a Material Adverse Effect; (ii) maintain and operate such business in substantially the manner in which it is presently conducted and operated; (iii) comply in all material respects with all applicable laws, rules, regulations and decrees and orders of any Governmental Authority, whether now in effect or hereafter enacted, except as could not reasonably be expected to have a Material Adverse Effect; and (iiiiv) maintain in effect policies and procedures reasonably designed to promote compliance by the Borrower, its Subsidiaries and their respective directors, officers, employees and agents with the FCPA and applicable Sanctions; and (v) at all times maintain and preserve all tangible property material to the conduct of such business and keep such property in good repair, working order and condition (subject to ordinary wear and tear, casualty and condemnation) and from time to time make, or cause to be made, all needful and proper repairs, renewals, additions, improvements and replacements thereto (reasonable wear and tear excepted) necessary in order that the business carried on in connection therewith may be properly conducted at all times, except as to the extent that, in each case, failure to do so could not reasonably be expected to have result in a Material Adverse Effect.
Appears in 1 contract
Existence; Compliance with Laws; Businesses and Properties. (a) Do or cause to be done all things necessary to preserve, renew and keep in full force and effect its legal existence, except as otherwise expressly permitted under Section 6.05.
(i) Do or cause to be done all things necessary to obtain, preserve, renew, extend and keep in full force and effect the rights, licenses, permits, franchises and franchises, authorizations, material to patents, copyrights, trademarks, trade names, and other intellectual property used in the conduct of its business, except as could not reasonably be expected to have a Material Adverse Effect; (ii) maintain and operate such business in substantially the manner in which it is presently conducted and operated; (iii) comply in all material respects with all applicable laws, rules, regulations and decrees and orders of any Governmental Authority, whether now in effect or hereafter enacted, except as could not reasonably be expected to have a Material Adverse Effect; and (iiiiv) at all times maintain and preserve all tangible property material to the conduct of such business and keep such property in good repair, working order and condition (subject to ordinary wear and tear, casualty and condemnation) and from time to time make, or cause to be made, all needful and proper repairs, renewals, additions, improvements and replacements thereto (reasonable wear and tear excepted) necessary in order that the business carried on in connection therewith may be properly conducted at all times, except as (other than in the case of clause (iii)) to the extent that, in each case, failure to do so could not reasonably be expected to have result in a Material Adverse Effect.
Appears in 1 contract
Samples: Credit Agreement (Diamond Resorts International, Inc.)
Existence; Compliance with Laws; Businesses and Properties. (a) Do or cause to be done all things necessary to preserve, renew and keep in full force and effect its legal existence, except as otherwise expressly permitted under Section 6.05.
(ib) Do or cause to be done all things necessary to obtain, preserve, renew, extend and keep in full force and effect the rights, licenses, permits, franchises and franchises, authorizations, patents, copyrights, trademarks and trade names material to the conduct of its business, except as could not reasonably be expected to have a Material Adverse Effect; (ii) maintain and operate such business in substantially the manner in which it is presently conducted and operated; comply in all material respects with all applicable laws, rules, regulations and decrees and orders of any Governmental Authority, whether now in effect or hereafter enacted, except as could not reasonably be expected to have result in a Material Adverse Effect; and (iii) at all times maintain and preserve all tangible property material to the conduct of such business and keep such property in good repair, working order and condition (subject to ordinary wear and tear, casualty and condemnation) 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 may be properly conducted at all times, except as could not reasonably be expected to have result in a Material Adverse Effect.
Appears in 1 contract
Existence; Compliance with Laws; Businesses and Properties. (a) Do The Borrower shall (i) do or cause to be done all things necessary to preserve, renew and keep in full force and effect its legal existence under the laws of the State of Delaware, any other state of the United States of America or the District of Columbia and (ii) cause each Subsidiary (other than each Immaterial Subsidiary) to, do or cause to be done all things necessary to preserve, renew and keep in full force and effect its legal existence, in each case except as otherwise expressly permitted under Section 6.05.
(b) Except to the extent that the failure to do so could not reasonably be expected to result in a Material Adverse Effect, the Borrower shall, and shall cause each Subsidiary to, (i) Do do or cause to be done all things necessary to obtain, preserve, renew, extend and keep in full force and effect the rights, licenses, permits, franchises and franchises, authorizations, Patents, Copyrights, Trademarks and trade names (and all other Intellectual Property) material or necessary to the conduct of its business, except as could not reasonably be expected to have a Material Adverse Effect; (ii) comply in all material respects with all applicable laws, rules, regulations and decrees and orders of any Governmental Authority, Authority whether now in effect or hereafter enacted, except as could not reasonably be expected to have a Material Adverse Effect; and (iii) at all times maintain and preserve all tangible property material necessary to the conduct of such its business and keep such property in good repair, working order and condition (subject to ordinary wear and tear, tear and damage by casualty and condemnation) 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 may be properly conducted at all times, except as could not reasonably be expected to have a Material Adverse Effectexcepted).
Appears in 1 contract
Samples: Credit Agreement (Smart Sand, Inc.)
Existence; Compliance with Laws; Businesses and Properties. (a) Do or cause to be done all things necessary to preserve, renew and keep in full force and effect its legal existence, except as otherwise expressly permitted under Section 6.05.
(ib) Do or cause to be done all things necessary to obtain, preserve, renew, extend and keep in full force and effect the rights, licenses, permits, franchises and franchises, authorizations, patents, copyrights, trademarks and trade names material to the conduct of its business, except as could not reasonably be expected to have a Material Adverse Effect; (ii) maintain and operate such business in substantially the manner in which it is presently conducted and operated; comply in all material respects with all applicable laws, rules, regulations and decrees and orders of any Governmental Authority, whether now in effect or hereafter enacted, enacted except as where the failure to do so could not reasonably be expected to have result in a Material Adverse Effect; and (iii) at all times maintain and preserve all tangible property material to the conduct of such business and keep such property in good repair, working order and condition (subject to except in respect of ordinary wear and tear, tear and casualty and condemnationdamage) 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 may be properly conducted substantially as currently conducted at all times, except as could not reasonably be expected to have a Material Adverse Effect.
Appears in 1 contract
Samples: Revolving Loan Credit Agreement (Network Communications, Inc.)
Existence; Compliance with Laws; Businesses and Properties. (a) Do or cause to be done all things necessary to preserve, renew and keep in full force and effect its legal existence, except as otherwise expressly permitted under Section 6.056.08.
(ib) Do or cause to be done all things necessary to obtain, preserve, renew, extend and keep in full force and effect the rights, licenses, permits, franchises and franchises, authorizations, patents, copyrights, trademarks and trade names material to the conduct of its business, except as could not reasonably be expected to have a Material Adverse Effect; (ii) maintain and operate such business in substantially the manner in which it is presently conducted and operated; comply in all material respects with all applicable laws, rules, regulations and decrees and orders of any Governmental Authority, whether now in effect or hereafter enacted, enacted except as where the failure to do so could not reasonably be expected to have result in a Material Adverse Effect; and (iii) at all times maintain and preserve all tangible property material to the conduct of such business and keep such property in good repair, working order and condition (subject to except in respect of ordinary wear and tear, tear and casualty and condemnationdamage) 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 may be properly conducted substantially as currently conducted at all times, except as could not reasonably be expected to have a Material Adverse Effect.
Appears in 1 contract
Samples: Term Loan Credit Agreement (Network Communications, Inc.)
Existence; Compliance with Laws; Businesses and Properties. (a) Do or cause to be done all things reasonably necessary to preserve, renew and keep in full force and effect its legal existenceexistence under the laws of its jurisdiction of organization, except (i) to the extent that failure to do so could not reasonably be expected to have a Material Adverse Effect or (ii) as otherwise expressly permitted under Section 6.04 or Section 6.05.
(b) Other than as could not reasonably be expected to have a Material Adverse Effect, (i) Do do or cause to be done all things reasonably necessary to obtain, preserve, renew, extend and keep in full force and effect the material rights, licenses, permits, franchises and franchises, authorizations, material patents, copyrights, trademarks and trade names necessary or desirable to the conduct of its business, except as could not reasonably be expected to have a Material Adverse Effect; (ii) comply in all material respects with all applicable laws, rules, regulations and decrees and orders of any Governmental AuthorityAuthority (including Environmental Laws and ERISA), whether now in effect or hereafter enacted, except as could not reasonably be expected to have a Material Adverse Effect; and (iii) at all times maintain and preserve all tangible property material necessary or desirable to the conduct of such business and keep such property in good repair, working order and condition (subject to condition, ordinary wear and tear, casualty and condemnationcondemnation excepted, and (iv) and from time to time make, or cause to be made, all needful and proper needed repairs, renewals, additions, improvements and replacements thereto necessary in order that or desirable to the business carried on in connection therewith may be properly conducted at all times, except as could not reasonably be expected to have a Material Adverse Effectconduct of its business.
Appears in 1 contract
Samples: Credit Agreement (Comdata Network, Inc. Of California)
Existence; Compliance with Laws; Businesses and Properties. (a) Do or cause to be done all things necessary to preserve, renew and keep in full force and effect its legal existence, except as otherwise expressly permitted under Section 6.05.
(i) Do or cause to be done all things necessary to obtain, preserve, renew, extend and keep in full force and effect the rights, licenses, permits, franchises and authorizations, authorizations material to the conduct of its business, except as could not reasonably be expected to have a Material Adverse Effect; (ii) comply in all material respects with all applicable laws, rules, regulations and decrees and orders of any Governmental Authority, whether now in effect or hereafter enacted, except as could not reasonably be expected to have a Material Adverse Effect; and (iii) at all times maintain and preserve all tangible property material to the conduct of such business and keep such property in good repair, working order and condition (subject to ordinary wear and tear, casualty and condemnation) 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 may be properly conducted at all times, except as could not reasonably be expected to have a Material Adverse Effect.
Appears in 1 contract
Existence; Compliance with Laws; Businesses and Properties. (a) Do or cause to be done all things necessary to preserve, renew and keep in full force and effect its legal existence, except as would otherwise expressly be permitted under Section 6.05in compliance with Article VI.
(ib) Do or cause to be done all things necessary to obtain, preserve, renew, extend and keep in full force and effect the rights, licenses, permits, franchises accreditations, consents and agreements of all insurers, Governmental Authorities, franchises, authorizations, patents, copyrights, trademarks and trade names material to the conduct of its business, except as could not reasonably be expected to have a Material Adverse Effect; (ii) maintain and operate such business in substantially the manner in which it is presently conducted and operated; comply in all material respects with all material applicable lawslaws (including Healthcare Laws), rules, regulations and decrees and orders of any Governmental Authority, whether now in effect or hereafter enacted, except as could not reasonably be expected to have a Material Adverse Effect; and (iii) at all times maintain and preserve all tangible property and equipment material to the conduct of such business and keep such property and equipment in good repair, working order and condition (subject to ordinary wear and tear, casualty and condemnation) 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 may be properly conducted at all times, except as could not reasonably be expected to have a Material Adverse Effect.
Appears in 1 contract