Legal Existence, Etc. Subject to Section 10.5, the Company will at all times preserve and keep in full force and effect its legal existence. Subject to Sections 10.5 and 10.6, the Company will at all times preserve and keep in full force and effect the legal existence of each of its Subsidiaries (unless merged into the Company or a Wholly‑owned Subsidiary) and all rights and franchises of the Company and its Subsidiaries unless, in the good faith judgment of the Company, the termination of or failure to preserve and keep in full force and effect such legal existence, right or franchise could not, individually or in the aggregate, have a Material Adverse Effect.
Legal Existence, Etc. Except as otherwise permitted by Subsection 3.6, Borrower will and will cause its Subsidiaries to at all times preserve and keep in full force and effect its or their legal existence and good standing and all rights and franchises material to its or their business.
Legal Existence, Etc. Subject to Section 10.9, the Company and the Parent Guarantor will at all times preserve and keep in full force and effect their respective legal existence. The Company and the Parent Guarantor will at all times preserve and keep in full force and effect the legal existence of each of their respective Subsidiaries (unless merged into an Obligor or a Wholly-owned Subsidiary) and all rights and franchises of the Obligors and their respective Subsidiaries unless, in the good faith judgment of the Company and the Parent Guarantor, the termination of or failure to preserve and keep in full force and effect such legal existence, right or franchise could not, individually or in the aggregate, have a Material Adverse Effect. Without limiting the foregoing:
(a) the Company will at all times take such action as may be necessary to maintain its status as a “partnership” and not as an association taxable as a corporation, in any such case for Federal income tax purposes and will not cause or permit any modification, waiver, supplement or amendment of the Limited Partnership Agreement to be entered into if giving effect thereto would result in a Default or Event of Default; and
(b) the Parent Guarantor will at all times maintain its qualification as a real estate investment trust under the Code and the applicability to the Parent Guarantor and its stockholders of the method of taxation provided for in sections 856 and 857(b) of the Code and any successor provision thereto and will continue to operate as a self-directed and self-administered real estate investment trust and will not engage in any business other than the business of acting as a real estate investment trust and serving as the general partner of the Company.
Legal Existence, Etc. Subject to Section 10.2, the Company will at all times preserve and keep in full force and effect its corporate existence. Subject to Sections 10.2 and 10.11, the Company will, and will cause each Restricted Subsidiary to, at all times preserve and keep in full force and effect the existence of each Restricted Subsidiary (unless merged into the Company or another Restricted Subsidiary) and all rights and franchises of the Company and each Restricted Subsidiary unless, in the good faith judgment of the Company, the termination of or failure to preserve and keep in full force and effect such corporate existence, right or franchise could not, individually or in the aggregate, have a Material Adverse Effect.
Legal Existence, Etc. Subject to Section 10.2, the Issuer will, and will cause the Parent to, at all times preserve and keep its limited partnership or corporate existence, as the case may be, in full force and effect. Subject to Sections 10.2 and 10.6, the Issuer will, and will cause the Parent to, at all times preserve and keep in full force and effect the limited liability company, limited partnership or other organizational existence of each of its Subsidiaries (unless merged into the Parent, the Issuer, a Subsidiary Guarantor or a Wholly Owned Subsidiary) and all rights and franchises of the Parent, the Issuer and Subsidiaries unless, in the good faith judgment of the Parent or the Issuer, the termination of or failure to preserve and keep in full force and effect such corporate existence, right or franchise could not, individually or in the aggregate, have a Material Adverse Effect.
Legal Existence, Etc. The Company will preserve and keep in force and effect, and will cause each Material Subsidiary to preserve and keep in force and effect, its legal existence as a limited partnership, general partnership or as a corporation, as the case may be, and all licenses and permits necessary to the proper conduct of its business, provided that the foregoing shall not prevent (x) any transaction permitted by Section 6.14 (including without limitation the Reorganization), (y) the merger or consolidation of any Eligible Subsidiary with, or the liquidation of any Eligible Subsidiary into, any other Eligible Subsidiary or, subject to Section 6.14, the Company or (z) the merger or consolidation of any other Material Subsidiary with or the liquidation of any other Material Subsidiary into any other Subsidiary or, subject to Section 6.14, the Company.
Legal Existence, Etc. The Company will maintain its legal existence as a real estate investment trust and qualify as such under the Code and will maintain its good standing under the laws of its jurisdiction of organization, maintain its qualification to do business in each state in which the failure to do so could reasonably be expected to have a Material Adverse Effect, and maintain all of its rights and franchises reasonably necessary to the conduct of its business. The Company will cause each of the Guarantors to maintain its legal existence and will maintain its good standing under the laws of its jurisdiction of organization, maintain its qualification to do business in each state in which the failure to do so could reasonably be expected to have a Material Adverse Effect, and maintain all of its rights and franchises reasonably necessary to the conduct of its business. Each of the Company and the Guarantors will furnish to the Agent and each Lender copies of all amendments to its declaration of trust, articles or certification of incorporation or formation, as applicable, by-laws or operating agreement, as applicable or other organizational documents promptly upon their adoption by the Company or any Guarantors (or their applicable shareholders). The Company and its Subsidiaries taken as a whole will continue to engage in business of the same general type as now conducted by it on the Closing Date.
Legal Existence, Etc. Except as otherwise permitted by Subsections 3.6 or 3.7 or as contemplated on Schedule 5.17 of this Agreement, the Loan Parties will, and will cause their respective Restricted Subsidiaries (other than Excluded Subsidiaries) to at all times preserve and keep in full force and effect, their legal existence and good standing, except, in each case, as permitted hereunder and as would not reasonably be expected to have a Material Adverse Effect.
Legal Existence, Etc. The Borrower shall (i) preserve and maintain its legal existence and all of its material rights, privileges, licenses and franchises; and (ii) keep adequate records and books of account, in which complete entries will be made in accordance with GAAP consistently applied.
Legal Existence, Etc. Except as permitted under subsection 7.7, Company will, and will cause each of its Subsidiaries to, at all times preserve and keep in full force and effect its legal existence and all rights and franchises material to its business except where failure to keep in full force and effect such rights and franchises could not reasonably be expected to have a Material Adverse Effect; PROVIDED, HOWEVER that neither Company nor any of its Subsidiaries shall be required to preserve the existence of any Subsidiary if Company shall determine that the preservation thereof is no longer desirable in the conduct of the business of Company and its Subsidiaries, and that the loss thereof is not disadvantageous in any material respect to Company or Lenders.
