Common use of Maintenance of Corporate Identity Clause in Contracts

Maintenance of Corporate Identity. Operate its businesses, and will cause its Subsidiaries to operate their respective businesses, and maintain their records, independently from any Person that, directly or indirectly, is in control (as defined in Rule 12b-2 under the Securities Exchange Act of 1934, as amended) of any Company (a "Control Entity") and independently from any Subsidiary of such Company; and each Company will maintain bank accounts separate from the bank accounts of each Control Entity or Subsidiary of such Company and act solely in its own corporate name and through its own authorized officers and agents. Without limiting the generality of the foregoing, the Borrower shall also: (A) maintain its own separate books and records and bank accounts and not permit any Affiliate independent access to such bank accounts; (B) at all times hold itself out to the public and all other Persons as a legal entity separate from Pegasus Communications Corporation, the Parent, any other Company and any other Person; (C) have a Board of Directors separate from (but which may include members in common with) that of Pegasus Communications Corporation, the Parent, any other Company and any other Person; (D) file its own tax returns, if any, as may be required under applicable law, to the extent that it is (1) not part of a consolidated group filing a consolidated return or returns or (2) not treated as a division for tax purposes of another taxpayer, and pay any taxes so required to be paid under applicable law; (E) not commingle its assets with assets of any other Person and hold all of its assets in its own name; (F) conduct its business in its own name and strictly comply with all organizational formalities to maintain its separate existence; (G) maintain separate financial statements; (H) pay its own liabilities and expenses only out of its own funds; (I) allocate fairly and reasonably any overhead for shared office space; (J) use separate invoices and checks; (K) correct any known misunderstanding regarding its separate identity; (L) maintain adequate capital in light of its contemplated business purposes, transactions and liabilities; (M) cause its Board of Directors to act pursuant to written consent and keep minutes of such actions and observe all other general corporation formalities; and (N) cause the officers, agents and other representatives of the Borrower to act at all times with respect to the Borrower consistently with, and in furtherance of, the foregoing and in the best interests of the Borrower.

Maintenance of Corporate Identity. Operate its businesses, and will cause its Subsidiaries to operate their respective businesses, and maintain their records, independently from any Person that(a "Control Entity") which, directly or indirectly, is in control (as defined in Rule 12b-2 under the Securities Exchange Act of 1934, as amended) of any Company (a "Control Entity") and independently from any Subsidiary of such Company; and each Company will maintain bank accounts separate from the bank accounts of each Control Entity or Subsidiary of such Company and act solely in its own corporate name and through its own authorized officers and agents. Without limiting the generality of the foregoing, the Borrower shall also: (A) maintain its own separate books and records and bank accounts and not permit any Affiliate independent access to such bank accounts; (B) at all times hold itself out to the public and all other Persons as a legal entity separate from Pegasus Communications Corporation, the ParentPCC, any other Operating Company (including, but not limited to, PM&C) and any other Person; (C) have a Board of Directors separate from (but which may include members in common with) that of Pegasus Communications Corporation, the ParentPCC, any other Operating Company (including, but not limited to, PM&C) and any other Person; (D) file its own tax returns, if any, as may be required under applicable law, to the extent that it is (1) not part of a consolidated group filing a consolidated return or returns or (2) not treated as a division for tax purposes of another taxpayer, and pay any taxes so required to be paid under applicable law; (E) not commingle its assets with assets of any other Person and hold all of its assets in its own name; (F) conduct its business in its own name and strictly comply with all organizational formalities to maintain its separate existence; (G) maintain separate financial statements; (H) pay its own liabilities and expenses only out of its own funds; (I) allocate fairly and reasonably any overhead for shared office space; (J) use separate invoices and checks; (K) correct any known misunderstanding regarding its separate identity; (L) maintain adequate capital in light of its contemplated business purposes, transactions and liabilities; (M) cause its Board of Directors to act pursuant to written consent and keep minutes of such actions and observe all other general corporation formalities; and; (N) cause the officers, agents and other representatives of the Borrower to act at all times with respect to the Borrower consistently with, and in furtherance of, the foregoing and in the best interests of the Borrower.

Maintenance of Corporate Identity. Operate its businesses, and will cause its Subsidiaries to operate their respective businesses, and maintain their records, independently from any Person that(a "Control Entity") which, directly or indirectly, is in control (as defined in Rule 12b-2 under the Securities Exchange Act of 1934, as amended) of any Company (a "Control Entity") and independently from any Subsidiary of such Company; and each Company will maintain bank accounts separate from the bank accounts of each Control Entity or Subsidiary of such Company and act solely in its own corporate name and through its own authorized officers and agents. Without limiting the generality of the foregoing, the Borrower shall also: (A) maintain its own separate books and records and bank accounts and not permit any Affiliate independent access to such bank accounts; (B) at all times hold itself out to the public and all other Persons as a legal entity separate from Pegasus Communications CorporationPCC, the Parent, any other Operating Company (including, but not limited to, PM&C) and any other Person; (C) have a Board of Directors separate from (but which may include members in common with) that of Pegasus Communications CorporationPCC, the Parent, any other Operating Company (including, but not limited to, PM&C) and any other Person; (D) file its own tax returns, if any, as may be required under applicable law, to the extent that it is (1) not part of a consolidated group filing a consolidated return or returns or (2) not treated as a division for tax purposes of another taxpayer, and pay any taxes so required to be paid under applicable law; (E) not commingle its assets with assets of any other Person and hold all of its assets in its own name; (F) conduct its business in its own name and strictly comply with all organizational formalities to maintain its separate existence; (G) maintain separate financial statements; (H) pay its own liabilities and expenses only out of its own funds; (I) allocate fairly and reasonably any overhead for shared office space; (J) use separate invoices and checks; (K) correct any known misunderstanding regarding its separate identity; (L) maintain adequate capital in light of its contemplated business purposes, transactions and liabilities; (M) cause its Board of Directors to act pursuant to written consent and keep minutes of such actions and observe all other general corporation formalities; and; (N) cause the officers, agents and other representatives of the Borrower to act at all times with respect to the Borrower consistently with, and in furtherance of, the foregoing and in the best interests of the Borrower.

Maintenance of Corporate Identity. Operate its businesses, and will cause its Subsidiaries to operate their respective businesses, and maintain their records, independently from any Person (a "Control Entity") that, directly or indirectly, is in control (as defined in Rule 12b-2 under the Securities Exchange Act of 1934, as amended) of any Company (a "Control Entity") and independently from any Subsidiary of such Company; and each Company will maintain bank accounts separate from the bank accounts of each Control Entity or Subsidiary of such Company and act solely in its own corporate name and through its own authorized officers and agents. Without limiting the generality of the foregoing, the Borrower shall also: (A) maintain its own separate books and records and bank accounts and not permit any Affiliate independent access to such bank accounts; (B) at all times hold itself out to the public and all other Persons as a legal entity separate from Pegasus Communications Corporation, the Parent, any other Company and any other Person; (C) have a Board of Directors separate from (but which may include members in common with) that of Pegasus Communications Corporation, the Parent, any other Company and any other Person; (D) file its own tax returns, if any, as may be required under applicable law, to the extent that it is (1) not part of a consolidated group filing a consolidated return or returns or (2) not treated as a division for tax purposes of another taxpayer, and pay any taxes so required to be paid under applicable law; (E) not commingle its assets with assets of any other Person and hold all of its assets in its own name; (F) conduct its business in its own name and strictly comply with all organizational formalities to maintain its separate existence; (G) maintain separate financial statements; (H) pay its own liabilities and expenses only out of its own funds; (I) allocate fairly and reasonably any overhead for shared office space; (J) use separate invoices and checks; (K) correct any known misunderstanding regarding its separate identity; (L) maintain adequate capital in light of its contemplated business purposes, transactions and liabilities; (M) cause its Board of Directors to act pursuant to written consent and keep minutes of such actions and observe all other general corporation formalities; and (N) cause the officers, agents and other representatives of the Borrower to act at all times with respect to the Borrower consistently with, and in furtherance of, the foregoing and in the best interests of the Borrower.