Common use of Maintenance of Existence and Properties Clause in Contracts

Maintenance of Existence and Properties. Except as permitted under SECTION 6.1, Xxxxx City will, at its own cost and expense, (i) do or cause to be done all things necessary to preserve, renew and keep in full force and effect the legal existence of Xxxxx City; (ii) do or cause to be done all things reasonably necessary to preserve, renew and keep in full force and effect any rights and Governmental Approvals material to the conduct of the business of Xxxxx City; (iii) keep and maintain all property material to the conduct of the business of Xxxxx City (a) in good working order and condition (ordinary wear and tear excepted), except where failure to do so could not reasonably be expected to result in a Material Adverse Effect, (b) in compliance with all Requirements of Law of any Governmental Authority having jurisdiction, including without limitation, all Environmental Laws, unless such noncompliance could not reasonably be expected to result in a Material Adverse Effect, or unless such noncompliance was attributable to an Event of Force Majeure and (c) in accordance with Prudent Industry Practice. The foregoing shall not prohibit any merger, consolidation, liquidation, dissolution or other transaction permitted under the Operative Documents.

Maintenance of Existence and Properties. Except as permitted under SECTION Section 6.1, Xxxxx City will, at its own cost and expense, (i) do or cause to be done all things necessary to preserve, renew and keep in full force and effect the legal existence of Xxxxx City; (ii) do or cause to be done all things reasonably necessary to preserve, renew and keep in full force and effect any rights and Governmental Approvals material to the conduct of the business of Xxxxx City; (iii) keep and maintain all property material to the conduct of the business of Xxxxx City (a) in good working order and condition (ordinary wear and tear excepted), except where failure to do so could not reasonably be expected to result in a Material Adverse Effect, (b) in compliance with all Requirements of Law of any Governmental Authority having jurisdiction, including without limitation, all Environmental Laws, unless such noncompliance could not reasonably be expected to result in a Material Adverse Effect, or unless such noncompliance was attributable to an Event of Force Majeure and (c) in accordance with Prudent Industry Practice. The foregoing shall not prohibit any merger, consolidation, liquidation, dissolution or other transaction permitted under the Operative Documents.