Common use of Limited Liability Company or Corporate Existence Clause in Contracts

Limited Liability Company or Corporate Existence. Subject to Article 5 hereof, each of the Issuers shall do or cause to be done all things necessary to preserve and keep in full force and effect: (1) its limited liability company or corporate existence, as the case may be, and the corporate, limited liability company, partnership or other existence of each of its Subsidiaries, in accordance with the respective organizational documents (as the same may be amended from time to time) of such Issuer or any such Subsidiary; and (2) the rights (charter and statutory), licenses and franchises of such Issuer and any of its Subsidiaries; provided, however, that the Issuers shall not be required to preserve any such right, license or franchise, or the corporate, limited liability company, partnership or other existence of any of their Subsidiaries, if the Board of Directors of the Company or the Parent shall determine that the preservation thereof is no longer desirable in the conduct of the business of the Issuers and their Subsidiaries, taken as a whole, and that the loss thereof would not have a material adverse effect on the Issuers and their Subsidiaries, taken as a whole.

Limited Liability Company or Corporate Existence. Subject to Article 5 hereof, each of the Issuers shall do or cause to be done all things necessary to preserve and keep in full force and effect: (1) its limited liability company or corporate existence, as the case may be, and the corporate, limited liability company, partnership or other existence of each of its Subsidiaries, in accordance with the respective organizational documents (as the same may be amended from time to time) of such Issuer or any such Subsidiary; and (2) the rights (charter and statutory), licenses and franchises of such Issuer and any of its Subsidiaries; provided, however, that the Issuers shall not be required to preserve any such right, license or franchise, or the corporate, limited liability company, partnership or other existence of any of their Subsidiaries, if the Board of Directors of the Company or the any New Parent shall determine that the preservation thereof is no longer desirable in the conduct of the business of the Issuers and their Subsidiaries, taken as a whole, and that the loss thereof would not have a material adverse effect on the Issuers and their Subsidiaries, taken as a whole.