Common use of Maintenance of Company Separateness Clause in Contracts

Maintenance of Company Separateness. The Borrower will cause each Non-Recourse Entity and each Securitization Entity to satisfy customary formalities for such entity, including, as applicable (i) to the extent required by law, the holding of regular board of members’, managers’, directors’ and shareholders’ meetings or action by members, managers, directors or shareholders without a meeting, (ii) the maintenance of separate books and records and (iii) the maintenance of separate bank accounts in its own name. Neither the Borrower nor any of the Restricted Subsidiaries shall make any payment to a creditor of any Non-Recourse Entity or any Securitization Entity in respect of any liability of any Non-Recourse Entity or any Securitization Entity, and no bank account of any Non-Recourse Entity or any Securitization Entity shall be commingled with any bank account of the Borrower or any of the Restricted Subsidiaries. Any financial statements distributed to any creditors of any Non-Recourse Entity or any Securitization Entity shall clearly establish or indicate the corporate separateness of such Non-Recourse Entity or such Securitization Entity from the Borrower and the other Restricted Subsidiaries. Neither the Borrower nor any of the Restricted Subsidiaries shall take any action, or conduct its affairs in a manner, which is likely to result in the separate legal existence of the Borrower or any Restricted Subsidiary being ignored, or in the assets and liabilities of the Borrower or any Restricted Subsidiary being substantively consolidated with those of any other Person in a bankruptcy, reorganization or other insolvency proceeding.

Maintenance of Company Separateness. The US Borrower will, and will cause each Non-Recourse Entity of its Subsidiaries and each Securitization Entity to Unrestricted Subsidiaries to, satisfy customary formalities for such entityCompany formalities, including, as applicable (i) to the extent required by lawapplicable, the holding of regular board of members’, managers’, directors’ and shareholders’ meetings or action by members, managers, directors or shareholders without a meeting, (ii) meeting and the maintenance of separate books Company offices and records and (iii) the maintenance of separate bank accounts in its own namerecords. Neither the US Borrower nor any of the Restricted its Subsidiaries shall make any payment to a creditor of any Non-Recourse Entity or any Securitization Entity Unrestricted Subsidiary in respect of any liability of any Non-Recourse Entity Unrestricted Subsidiary, or enter into any Securitization EntitySynthetic Purchase Agreement in respect of any liability of any Unrestricted Subsidiary, and no bank account of any Non-Recourse Entity or any Securitization Entity Unrestricted Subsidiary shall be commingled with any bank account of the US Borrower or any of the Restricted its Subsidiaries. Any financial statements distributed to any creditors of any Non-Recourse Entity or any Securitization Entity Unrestricted Subsidiary shall clearly establish or indicate the corporate Company separateness of such Non-Recourse Entity or such Securitization Entity Unrestricted Subsidiary from the US Borrower and the other Restricted its Subsidiaries. Neither Finally, neither the US Borrower nor any of the Restricted its Subsidiaries shall take any action, or conduct its affairs in a manner, which that is likely to result in the separate legal Company existence of the US Borrower or any Restricted Subsidiary of its Subsidiaries or Unrestricted Subsidiaries being ignored, or in the assets and liabilities of the US Borrower or any Restricted Subsidiary of its Subsidiaries being substantively consolidated with those of any other such Person or any Unrestricted Subsidiary in a bankruptcy, reorganization or other insolvency proceeding.

Maintenance of Company Separateness. The Borrower will cause each Non-Recourse Entity and each Securitization Entity to satisfy customary formalities for such entity, including, as applicable applicable, (i) to the extent required by law, the holding of regular board of members’, managers’, directors’ and shareholders’ meetings or action by members, managers, directors or shareholders without a meeting, (ii) the maintenance of separate books and records and (iii) the maintenance of separate bank accounts in its own name. Neither the Borrower nor any of the Restricted Subsidiaries shall make any payment to a creditor of any Non-Recourse Entity or any Securitization Entity in respect of any liability of any Non-Recourse Entity or any Securitization Entity, and no bank account of any Non-Recourse Entity or any Securitization Entity shall be commingled with any bank account of the Borrower or any of the Restricted SubsidiariesSubsidiary. Any financial statements distributed to any creditors of any Non-Recourse Entity or any Securitization Entity shall clearly establish or indicate the corporate separateness of such Non-Recourse Entity or such Securitization Entity from the Borrower and the other Restricted Subsidiaries. Neither the Borrower nor any of the Restricted Subsidiaries shall take any action, or conduct its affairs in a manner, which is likely to result in the separate legal existence of the Borrower or any Restricted Subsidiary being ignored, or in the assets and liabilities of the Borrower or any Restricted Subsidiary being substantively consolidated with those of any other Person in a bankruptcy, reorganization or other insolvency proceeding.

Maintenance of Company Separateness. The Borrower Holdings will, and will cause each Non-Recourse Entity of its Subsidiaries and each Securitization Entity to Unrestricted Subsidiaries to, satisfy customary formalities for such entityCompany formalities, including, as applicable (i) to the extent required by lawapplicable, the holding of regular board of members’, managers’, directors’ and shareholders’ meetings or action by members, managers, directors or shareholders without a meeting, (ii) meeting and the maintenance of separate books Company offices and records and (iii) the maintenance of separate bank accounts in its own namerecords. Neither the Borrower Holdings nor any of the Restricted its Subsidiaries shall make any payment to a creditor of any Non-Recourse Entity or any Securitization Entity Unrestricted Subsidiary in respect of any liability of any Non-Recourse Entity Unrestricted Subsidiary, or enter into any Securitization EntitySynthetic Purchase Agreement in respect of any liability of any Unrestricted Subsidiary, and no bank account of any Non-Recourse Entity or any Securitization Entity Unrestricted Subsidiary shall be commingled with any bank account of the Borrower Holdings or any of the Restricted its Subsidiaries. Any financial statements distributed to any creditors of any Non-Recourse Entity or any Securitization Entity Unrestricted Subsidiary shall clearly establish or indicate the corporate Company separateness of such Non-Recourse Entity or such Securitization Entity Unrestricted Subsidiary from the Borrower Holdings and the other Restricted its Subsidiaries. Neither the Borrower Finally, neither Holdings nor any of the Restricted its Subsidiaries shall take any action, or conduct its affairs in a manner, which that is likely to result in the separate legal Company existence of the Borrower Holdings or any Restricted Subsidiary of its Subsidiaries or Unrestricted Subsidiaries being ignored, or in the assets and liabilities of the Borrower Holdings or any Restricted Subsidiary of its Subsidiaries being substantively consolidated with those of any other such Person or any Unrestricted Subsidiary in a bankruptcy, reorganization or other insolvency proceeding.

Maintenance of Company Separateness. The Borrower will cause each Non-Recourse Entity and each Securitization Entity to satisfy customary formalities for such entity, including, as applicable applicable, (i) to the extent required by law, the holding of regular board of members’, managers’, directors’ and shareholders’ meetings or action by members, managers, directors or shareholders without a meeting, (ii) the maintenance of separate books and records and (iii) the maintenance of separate bank accounts in its own name. Neither the Borrower nor any of the Restricted Subsidiaries shall make any payment to a creditor of any Non-Recourse Entity or any Securitization Entity in respect of any liability of any Non-Recourse Entity or any Securitization Entity, and no bank account of any Non-Recourse Entity or any Securitization Entity shall be commingled with any bank account of the Borrower or any of the Restricted Subsidiaries. Any financial statements distributed to any creditors of any Non-Recourse Entity or any Securitization Entity shall clearly establish or indicate the corporate separateness of such Non-Recourse Entity or such Securitization Entity from the Borrower and the other Restricted Subsidiaries. Neither the Borrower nor any of the Restricted Subsidiaries shall take any action, or conduct its affairs in a manner, which is likely to result in the separate legal existence of the Borrower or any Restricted Subsidiary being ignored, or in the assets and liabilities of the Borrower or any Restricted Subsidiary being substantively consolidated with those of any other Person in a bankruptcy, reorganization or other insolvency proceeding.

Maintenance of Company Separateness. The Borrower will cause each of the Non-Recourse Entity Entities and each Securitization the Xxxxxx Xxx Servicer Entity to satisfy customary formalities for such entity, including, as applicable applicable, (i) to the extent required by law, the holding of regular board of members’, managers’, directors’ and shareholders’ meetings or action by members, managers, directors or shareholders without a meeting, (ii) the maintenance of separate books and records and (iii) the maintenance of separate bank accounts in its own name. Neither the Borrower nor any other of the Restricted its Subsidiaries shall make any payment to a creditor of any Non-Recourse Entity or any Securitization the Xxxxxx Mae Servicer Entity in respect of any liability of any Non-Recourse Entity or any Securitization the Xxxxxx Xxx Servicer Entity, and no bank account of any Non-Recourse Entity or any Securitization the Xxxxxx Mae Servicer Entity shall be commingled with any bank account of the Borrower or any of the Restricted its other Subsidiaries. Any financial statements distributed to any creditors of any Non-Recourse Entity or any Securitization the Xxxxxx Xxx Servicer Entity shall clearly establish or indicate the corporate separateness of such Non-Recourse Entity or such Securitization the Xxxxxx Mae Servicer Entity from the Borrower and the its other Restricted Subsidiaries. Neither the Borrower nor any of the Restricted its Subsidiaries shall take any action, or conduct its affairs in a manner, which is likely to result in the separate legal existence of the Borrower or any Restricted Subsidiary of its Subsidiaries being ignored, or in the assets and liabilities of the Borrower or any Restricted Subsidiary of its Subsidiaries being substantively consolidated with those of any other Person in a bankruptcy, reorganization or other insolvency proceeding.

Maintenance of Company Separateness. The Borrower (a) Each Credit Agreement Party will, and will cause each Non-Recourse Entity of its Subsidiaries and each Securitization Entity to Unrestricted Subsidiaries to, satisfy customary formalities for such entityCompany formalities, including, as applicable (i) to the extent required by lawapplicable, the holding of regular board of members’, managers’, directors’ and shareholders’ meetings or action by members, managers, directors or shareholders without a meeting, (ii) meeting and the maintenance of separate books Company offices and records and (iii) the maintenance of separate bank accounts in its own namerecords. Neither the Borrower any Credit Agreement Party nor any of the Restricted its Subsidiaries shall make any payment to a creditor of any Non-Recourse Entity or any Securitization Entity Unrestricted Subsidiary in respect of any liability of any Non-Recourse Entity or any Securitization EntityUnrestricted Subsidiary, and no bank account of any Non-Recourse Entity or any Securitization Entity Unrestricted Subsidiary shall be commingled with any bank account of the Borrower any Credit Agreement Party or any of the Restricted its Subsidiaries. Any financial statements distributed to any creditors of any Non-Recourse Entity or any Securitization Entity Unrestricted Subsidiary shall clearly establish or indicate the corporate Company separateness of such Non-Recourse Entity or such Securitization Entity Unrestricted Subsidiary from the Borrower each Credit Agreement Party and the other Restricted its Subsidiaries. Neither the Borrower Finally, neither any Credit Agreement Party nor any of the Restricted its Subsidiaries shall take any action, or conduct its affairs in a manner, which is likely to result in the separate legal Company existence of the Borrower such Credit Agreement Party or any Restricted Subsidiary of its Subsidiaries or Unrestricted Subsidiaries being ignored, or in the assets and liabilities of the Borrower such Credit Agreement Party or any Restricted Subsidiary of its Subsidiaries being substantively consolidated with those of any other such Person or any Unrestricted Subsidiary in a bankruptcy, reorganization or other insolvency proceeding. (b) Neither Holdings nor any of its Subsidiaries shall take any action, or conduct its affairs in a manner, which is likely to result in the assets and liabilities of any Credit Party being substantively consolidated with those of any Non-Guarantor Subsidiary in a bankruptcy, reorganization or other insolvency proceeding. Holdings shall not permit any cash of any Non-Guarantor Subsidiary and any Credit Party to be commingled in any bank account.

Maintenance of Company Separateness. The Borrower Holdings will, ------------------------------------ and will cause each Non-Recourse Entity of its Subsidiaries and each Securitization Entity to Unrestricted Subsidiaries to, satisfy customary formalities for such entityCompany formalities, including, as applicable (i) to the extent required by lawapplicable, the holding of regular board of members’, managers’, directors’ ' and shareholders’ ' meetings or action by members, managers, directors or shareholders without a meeting, (ii) meeting and the maintenance of separate books Company offices and records and (iii) the maintenance of separate bank accounts in its own namerecords. Neither the Borrower Holdings nor any of the Restricted its Subsidiaries shall make any payment to a creditor of any Non-Recourse Entity or any Securitization Entity Unrestricted Subsidiary in respect of any liability of any Non-Recourse Entity Unrestricted Subsidiary, or enter into any Securitization EntitySynthetic Purchase Agreement in respect of any liability of any Unrestricted Subsidiary, and no bank account of any Non-Recourse Entity or any Securitization Entity Unrestricted Subsidiary shall be commingled with any bank account of the Borrower Holdings or any of the Restricted its Subsidiaries. Any financial statements distributed to any creditors of any Non-Recourse Entity or any Securitization Entity Unrestricted Subsidiary shall clearly establish or indicate the corporate Company separateness of such Non-Recourse Entity or such Securitization Entity Unrestricted Subsidiary from the Borrower Holdings and the other Restricted its Subsidiaries. Neither the Borrower Finally, neither Holdings nor any of the Restricted its Subsidiaries shall take any action, or conduct its affairs in a manner, which that is likely to result in the separate legal Company existence of the Borrower Holdings or any Restricted Subsidiary of its Subsidiaries or Unrestricted Subsidiaries being ignored, or in the assets and liabilities of the Borrower Holdings or any Restricted Subsidiary of its Subsidiaries being substantively consolidated with those of any other such Person or any Unrestricted Subsidiary in a bankruptcy, reorganization or other insolvency proceeding.

Maintenance of Company Separateness. The Borrower will take, and will cause each Non-Recourse Entity of its Subsidiaries and each Securitization Entity the Unrestricted Subsidiaries to satisfy customary formalities for such entitytake, all action as is necessary to keep the operations of the Borrower and its Subsidiaries separate and apart from those of the Unrestricted Subsidiaries including, as applicable (i) to the extent required by lawwithout limitation, the holding of regular board of members’, managers’, directors’ and shareholders’ meetings or action by members, managers, directors or shareholders without a meeting, (ii) the maintenance of separate books and records and (iii) the maintenance of separate bank accounts in its own nameensuring that all customary Company formalities are followed. Neither the Borrower nor any of the Restricted its Subsidiaries shall will make any payment to a creditor of any Non-Recourse Entity or any Securitization Entity Unrestricted Subsidiary in respect of any liability of any Non-Recourse Entity or any Securitization Entity, and no bank account Unrestricted Subsidiary. All financial statements provided to creditors of any Non-Recourse Entity or any Securitization Entity Unrestricted Subsidiary shall be commingled with any bank account clearly evidence the Company separateness of the Borrower or any of and its Subsidiaries from the Restricted Unrestricted Subsidiaries. Any financial statements distributed to any creditors of any Non-Recourse Entity or any Securitization Entity shall clearly establish or indicate the corporate separateness of such Non-Recourse Entity or such Securitization Entity from , and the Borrower and its Subsidiaries will maintain their own respective payroll (if any) and separate books of account and bank accounts from the other Restricted Unrestricted Subsidiaries. Neither Each Unrestricted Subsidiary will pay its respective liabilities, including all administrative expenses, from its own separate assets, and assets of the Borrower and its Subsidiaries will at all times be separately identified and segregated from the assets of each Unrestricted Subsidiary. Finally, neither the Borrower nor any of its Subsidiaries or the Restricted Unrestricted Subsidiaries shall will take any action, or conduct its affairs in a manner, manner which is likely to result in the separate legal Company existence of the Borrower or any Restricted Unrestricted Subsidiary being ignored, or in the assets and liabilities of the Borrower or any Restricted Unrestricted Subsidiary being substantively consolidated with those of the Borrower or any other Person of its Subsidiaries in a bankruptcy, reorganization or other insolvency proceeding.

Maintenance of Company Separateness. The Borrower Holdings will, and will cause each Non-Recourse Entity of its Subsidiaries and each Securitization Entity to Unrestricted Subsidiaries to, satisfy customary formalities for such entityCompany formalities, including, as applicable (i) to the extent required by lawapplicable, the holding of regular board of members’, managers’, directors’ ' and 118 shareholders’ ' meetings or action by members, managers, directors or shareholders without a meeting, (ii) meeting and the maintenance of separate books Company offices and records and (iii) the maintenance of separate bank accounts in its own namerecords. Neither the Borrower Holdings nor any of the Restricted its Subsidiaries shall make any payment to a creditor of any Non-Recourse Entity or any Securitization Entity Unrestricted Subsidiary in respect of any liability of any Non-Recourse Entity Unrestricted Subsidiary, or enter into any Securitization EntitySynthetic Purchase Agreement in respect of any liability of any Unrestricted Subsidiary, and no bank account of any Non-Recourse Entity or any Securitization Entity Unrestricted Subsidiary shall be commingled with any bank account of the Borrower Holdings or any of the Restricted its Subsidiaries. Any financial statements distributed to any creditors of any Non-Recourse Entity or any Securitization Entity Unrestricted Subsidiary shall clearly establish or indicate the corporate Company separateness of such Non-Recourse Entity or such Securitization Entity Unrestricted Subsidiary from the Borrower Holdings and the other Restricted its Subsidiaries. Neither the Borrower Finally, neither Holdings nor any of the Restricted its Subsidiaries shall take any action, or conduct its affairs in a manner, which that is likely to result in the separate legal Company existence of the Borrower Holdings or any Restricted Subsidiary of its Subsidiaries or Unrestricted Subsidiaries being ignored, or in the assets and liabilities of the Borrower Holdings or any Restricted Subsidiary of its Subsidiaries being substantively consolidated with those of any other such Person or any Unrestricted Subsidiary in a bankruptcy, reorganization or other insolvency proceeding.

Maintenance of Company Separateness. The Borrower will, and will cause each Non-Recourse Entity of its Subsidiaries and each Securitization Entity to Unrestricted Subsidiaries to, satisfy customary formalities for such entityCompany formalities, including, as applicable (i) to the extent required by lawapplicable, the holding of regular board of members’, managers’, directors’ ' and shareholders’ ' meetings or action by members, managers, directors or shareholders without a meeting, (ii) meeting and the maintenance of separate books Company offices and records and (iii) the maintenance of separate bank accounts in its own namerecords. Neither the Borrower nor any of the Restricted its Subsidiaries shall make any payment to a creditor of any Non-Recourse Entity or any Securitization Entity Unrestricted Subsidiary in respect of any liability of any Non-Recourse Entity or any Securitization EntityUnrestricted Subsidiary, and no bank account of any Non-Recourse Entity or any Securitization Entity Unrestricted Subsidiary shall be commingled with any bank account of the Borrower or any of the Restricted its Subsidiaries. Any financial statements distributed to any creditors of any Non-Recourse Entity or any Securitization Entity Unrestricted Subsidiary shall clearly establish or indicate the corporate Company separateness of such Non-Recourse Entity or such Securitization Entity Unrestricted Subsidiary from the Borrower and the other Restricted its Subsidiaries. Neither Finally, neither the Borrower nor any of the Restricted its Subsidiaries shall take any action, or conduct its affairs in a manner, which is likely to result in the separate legal Company existence of the Borrower or any Restricted Subsidiary of its Subsidiaries or Unrestricted Subsidiaries being ignored, or in the assets and liabilities of the Borrower or any Restricted Subsidiary of its Subsidiaries being substantively consolidated with those of any other such Person or any Unrestricted Subsidiary in a bankruptcy, reorganization or other insolvency proceeding.

Maintenance of Company Separateness. The Borrower (a) Each Credit Agreement Party will, and will cause each Non-Recourse Entity of its Subsidiaries and each Securitization Entity to Unrestricted Subsidiaries to, satisfy customary formalities for such entityCompany formalities, including, as applicable (i) to the extent required by lawapplicable, the holding of regular board of members’, managers’, directors’ ' and shareholders’ ' meetings or action by members, managers, directors or shareholders without a meeting, (ii) meeting and the maintenance of separate books Company offices and records and (iii) the maintenance of separate bank accounts in its own namerecords. Neither the Borrower any Credit Agreement Party nor any of the Restricted its Subsidiaries shall make any payment to a creditor of any Non-Recourse Entity or any Securitization Entity Unrestricted Subsidiary in respect of any liability of any Non-Recourse Entity or any Securitization EntityUnrestricted Subsidiary, and no bank account of any Non-Recourse Entity or any Securitization Entity Unrestricted Subsidiary shall be commingled with any bank account of the Borrower any Credit Agreement Party or any of the Restricted its Subsidiaries. Any financial statements distributed to any creditors of any Non-Recourse Entity or any Securitization Entity Unrestricted Subsidiary shall clearly establish or indicate the corporate Company separateness of such Non-Recourse Entity or such Securitization Entity Unrestricted Subsidiary from the Borrower each Credit Agreement Party and the other Restricted its Subsidiaries. Neither the Borrower Finally, neither any Credit Agreement Party nor any of the Restricted its Subsidiaries shall take any action, or conduct its affairs in a manner, which is likely to result in the separate legal Company existence of the Borrower such Credit Agreement Party or any Restricted Subsidiary of its Subsidiaries or Unrestricted Subsidiaries being ignored, or in the assets and liabilities of the Borrower such Credit Agreement Party or any Restricted Subsidiary of its Subsidiaries being substantively consolidated with those of any other such Person or any Unrestricted Subsidiary in a bankruptcy, reorganization or other insolvency proceeding. (b) Neither Holdings nor any of its Subsidiaries shall take any action, or conduct its affairs in a manner, which is likely to result in the assets and liabilities of any Credit Party being substantively consolidated with those of any Non-Guarantor Subsidiary in a bankruptcy, reorganization or other insolvency proceeding. Holdings shall not permit any cash of any Non-Guarantor Subsidiary and any Credit Party to be commingled in any bank account.

Maintenance of Company Separateness. The Borrower Holdings will, and will ----------------------------------- cause each Non-Recourse Entity of its Subsidiaries and each Securitization Entity to Unrestricted Subsidiaries to, satisfy customary formalities for such entityCompany formalities, including, as applicable (i) to the extent required by lawapplicable, the holding of regular board of members’, managers’, directors’ ' and shareholders’ ' meetings or action by members, managers, directors or shareholders without a meeting, (ii) meeting and the maintenance of separate books Company offices and records and (iii) the maintenance of separate bank accounts in its own namerecords. Neither the Borrower Holdings nor any of the Restricted its Subsidiaries shall make any payment to a creditor of any Non-Recourse Entity or any Securitization Entity Unrestricted Subsidiary in respect of any liability of any Non-Recourse Entity or any Securitization EntityUnrestricted Subsidiary, and no bank account of any Non-Recourse Entity or any Securitization Entity Unrestricted Subsidiary shall be commingled with any bank account of the Borrower Holdings or any of the Restricted its Subsidiaries. Any financial statements distributed to any creditors of any Non-Recourse Entity or any Securitization Entity Unrestricted Subsidiary shall clearly establish or indicate the corporate Company separateness of such Non-Recourse Entity or such Securitization Entity Unrestricted Subsidiary from the Borrower Holdings and the other Restricted its Subsidiaries. Neither the Borrower Finally, neither Holdings nor any of the Restricted its Subsidiaries shall take any action, or conduct its affairs in a manner, which is likely to result in the separate legal Company existence of the Borrower Holdings or any Restricted Subsidiary of its Subsidiaries or Unrestricted Subsidiaries being ignored, or in the assets and liabilities of the Borrower Holdings or any Restricted Subsidiary of its Subsidiaries being substantively consolidated with those of any other such Person or any Unrestricted Subsidiary in a bankruptcy, reorganization or other insolvency proceeding.

Maintenance of Company Separateness. The Borrower will cause Cause each Non-Recourse Entity Subsidiary and each Securitization Entity SPV and Intermediate Holdco to satisfy customary formalities for such entity, including, as applicable (ia) to the extent required by law, the holding of regular board of members’, managers’, directors’ and shareholders’ meetings or action by members, managers, directors or shareholders without a meeting, (iib) the maintenance of separate books and records and (iiic) the maintenance of separate bank accounts in its own name. Neither None of Holdings, the Borrower nor any of its Subsidiaries (other than SPVs who are the Restricted Subsidiaries applicable obligor with respect to such liability or an Intermediate Holdco) shall make any payment to a creditor of any Non-Recourse Entity or any Securitization Entity SPV in respect of any liability of any Non-Recourse Entity or any SPV, unless expressly permitted hereunder, including Sections 7.2(o) and 7.8(f) and payments relating to Standard Securitization EntityUndertakings, and no SPV’s bank account of any Non-Recourse Entity or any Securitization Entity shall be commingled with any bank account of Holdings or the Borrower or any of the Restricted their Subsidiaries. Any financial statements distributed to any creditors of any Non-Recourse Entity or any Securitization Entity SPV shall clearly establish or indicate the corporate separateness of such Non-Recourse Entity or such Securitization Entity SPV and any Intermediate Holdco from Holdings, the Borrower and the other Restricted their Subsidiaries. Neither None of Holdings, the Borrower nor any of the Restricted their Subsidiaries shall take any action, or conduct its affairs in a manner, which is likely to result in the separate legal existence of Holdings, the Borrower or any Restricted Subsidiary being ignored, or in the assets and liabilities of Holdings, the Borrower or any Restricted Subsidiary being substantively consolidated with those of any other Person in a bankruptcy, reorganization or other insolvency proceedingInsolvency Proceeding.

Maintenance of Company Separateness. The Each Borrower will, and ----------------------------------- will cause each Non-Recourse Entity of its Subsidiaries and each Securitization Entity to Unrestricted Subsidiaries to, satisfy customary formalities for such entityCompany formalities, including, as applicable (i) to the extent required by lawapplicable, the holding of regular board of members’, managers’, directors’ ' and shareholders’ ' meetings or action by members, managers, directors or shareholders without a meeting, (ii) meeting and the maintenance of separate books Company offices and records and (iii) the maintenance of separate bank accounts in its own namerecords. Neither the any Borrower nor any of the Restricted its Subsidiaries shall make any payment to a creditor of any Non-Recourse Entity or any Securitization Entity Unrestricted Subsidiary in respect of any liability of any Non-Recourse Entity or any Securitization EntityUnrestricted Subsidiary, and no bank account of any Non-Recourse Entity or any Securitization Entity Unrestricted Subsidiary shall be commingled with any bank account of the any Borrower or any of the Restricted its Subsidiaries. Any financial statements distributed to any creditors of any Non-Recourse Entity or any Securitization Entity Unrestricted Subsidiary shall clearly establish or indicate the corporate Company separateness of such Non-Recourse Entity or such Securitization Entity Unrestricted Subsidiary from the each Borrower and the other Restricted its Subsidiaries. Neither the Finally, neither any Borrower nor any of the Restricted its Subsidiaries shall take any action, or conduct its affairs in a manner, which is likely to result in the separate legal Company existence of the such Borrower or any Restricted Subsidiary of its Subsidiaries or Unrestricted Subsidiaries being ignored, or in the assets and liabilities of the such Borrower or any Restricted Subsidiary of its Subsidiaries being substantively consolidated with those of any other such Person or any Unrestricted Subsidiary in a bankruptcy, reorganization or other insolvency proceeding.

Maintenance of Company Separateness. The Borrower Holdings will, and ------------------------------------ will cause each Non-Recourse Entity of its Subsidiaries and each Securitization Entity to Unrestricted Subsidiaries to, satisfy customary formalities for such entityCompany formalities, including, as applicable (i) to the extent required by lawapplicable, the holding of regular board of members’, managers’, directors’ ' and shareholders’ ' meetings or action by members, managers, directors or shareholders without a meeting, (ii) meeting and the maintenance of separate books Company offices and records and (iii) the maintenance of separate bank accounts in its own namerecords. Neither the Borrower Holdings nor any of the Restricted its Subsidiaries shall make any payment to a creditor of any Non-Recourse Entity or any Securitization Entity Unrestricted Subsidiary in respect of any liability of any Non-Recourse Entity Unrestricted Subsidiary, or enter into any Securitization EntitySynthetic Purchase Agreement in respect of any liability of any Unrestricted Subsidiary, and no bank account of any Non-Recourse Entity or any Securitization Entity Unrestricted Subsidiary shall 122 be commingled with any bank account of the Borrower Holdings or any of the Restricted its Subsidiaries. Any financial statements distributed to any creditors of any Non-Recourse Entity or any Securitization Entity Unrestricted Subsidiary shall clearly establish or indicate the corporate Company separateness of such Non-Recourse Entity or such Securitization Entity Unrestricted Subsidiary from the Borrower Holdings and the other Restricted its Subsidiaries. Neither the Borrower Finally, neither Holdings nor any of the Restricted its Subsidiaries shall take any action, or conduct its affairs in a manner, which that is likely to result in the separate legal Company existence of the Borrower Holdings or any Restricted Subsidiary of its Subsidiaries or Unrestricted Subsidiaries being ignored, or in the assets and liabilities of the Borrower Holdings or any Restricted Subsidiary of its Subsidiaries being substantively consolidated with those of any other such Person or any Unrestricted Subsidiary in a bankruptcy, reorganization or other insolvency proceeding.

Maintenance of Company Separateness. The (a) Holdings will, independent of the Borrower will cause each Non-Recourse Entity and each Securitization Entity to its Subsidiaries, satisfy customary formalities for such entityCompany formalities, including, as applicable including (i) to the maximum extent required by law, under applicable Company laws) the holding of regular board of members’, managers’, directors’ and shareholders’ meetings or action by members, managers, directors or shareholders without a meeting, (ii) meeting and the maintenance of separate books and records and Company records. No Loan Party (iiiother than Holdings) the maintenance of separate bank accounts in its own name. Neither the Borrower nor any of the Restricted Subsidiaries shall make any payment payments to a creditor of any Non-Recourse Entity or any Securitization Entity Holdings in respect of any liability of any Non-Recourse Entity or any Securitization EntityHoldings, and no bank lender account of any Non-Recourse Entity or any Securitization Entity a Loan Party (other than Holdings) shall be commingled with any bank lender account of Holdings. Holdings shall not make any payments to a creditor of any other Person (including another Loan Party) in respect of any liability of such Person (other than pursuant to the Borrower or Loan Documents) and no lender account of Holdings shall be commingled with any lender account of the Restricted Subsidiariesany other Person (including another Loan Party). Any financial statements distributed to any creditors of any Non-Recourse Entity (i) Holdings or (ii) the Borrower or any Securitization Entity Subsidiary Loan Party shall clearly establish or indicate the corporate Company separateness of such Non-Recourse Entity or such Securitization Entity from the Borrower and the other Restricted SubsidiariesHoldings. Neither the Borrower nor any of the Restricted Subsidiaries Finally, Holdings shall not take any action, or conduct its affairs in a manner, which is reasonably likely to result in the separate legal Company existence of the Borrower or any Restricted Subsidiary Holdings being ignored, or in the assets and liabilities of the Borrower or any Restricted Subsidiary Holdings being substantively consolidated with those of any other such Person (including another Loan Party) in a bankruptcy, reorganization or other insolvency proceeding. (b) The Borrower will ensure that (i) no bank account of any Permitted Joint Venture that is not a Permitted Joint Venture Loan Party shall be commingled with any bank account of any Loan Party, and (ii) any financial statements distributed to any creditors of any Permitted Joint Venture that is not a Permitted Joint Venture Loan Party shall clearly establish or indicate the Company separateness of such Permitted Joint Venture from the Loan Parties.