Common use of Maintenance of Existence, Assets, and Business Clause in Contracts

Maintenance of Existence, Assets, and Business. Each Restricted Company shall (a) except in connection with dispositions permitted under Section 9.10 and mergers and consolidations permitted under Section 9.11, maintain its corporate existence and good standing in its state of incorporation as of the Closing Date and (b) (i) maintain its authority to transact business and good standing in all other states where required or necessary for its business, (ii) maintain all licenses, permits, and franchises (including, without limitation, Environmental Permits) necessary for its business and (iii) keep all of its assets that are useful in and necessary to its business in good working order and condition (ordinary wear and tear excepted) and make all necessary repairs and replacements.

Maintenance of Existence, Assets, and Business. Each Restricted Company shall (ai) except as permitted in connection with dispositions permitted under Section 9.10 9.9 and mergers and consolidations permitted under Section 9.119.10, maintain its corporate or partnership (as applicable) existence and good standing in its state of incorporation or formation (as applicable) and (ii) except where the failure to perform any of the Closing Date and following could not reasonably be expected to result in a Material Adverse Event (b) (ia) maintain its authority to transact business and good standing in all other states where required or necessary for its businessstates, (iib) maintain all licenses, permits, permits and franchises (including, without limitation, including Environmental Permits) necessary or desirable for its business and (iiic) keep all of its assets that are useful in and necessary to its business in good working order and condition (ordinary wear and tear excepted) and make all necessary repairs and replacements.

Maintenance of Existence, Assets, and Business. Each Restricted Company shall (ai) except as permitted in connection with dispositions permitted under Section 9.10 SECTION 9.9 and mergers and consolidations permitted under Section 9.11SECTION 9.10, maintain its corporate or partnership (as applicable) existence and good standing in its state of incorporation or formation (as applicable) and (ii) except where the failure to perform any of the Closing Date and following could not reasonably be expected to result in a Material Adverse Event (b) (ia) maintain its authority to transact business and good standing in all other states where required or necessary for its businessstates, (iib) maintain all licenses, permits, permits and franchises (including, without limitation, Environmental Permits) necessary or desirable for its business and (iiic) keep all of its assets that are useful in and necessary to its business in good working order and condition (ordinary wear and tear excepted) and make all necessary repairs and replacements.

Maintenance of Existence, Assets, and Business. Each Restricted Guarantor and Company shall (a) except in connection with dispositions permitted under Section 9.10 SECTION 9.9 and mergers mergers, consolidations, and consolidations dissolutions permitted under Section 9.11SECTION 9.10, maintain its corporate existence and good standing in its state of incorporation as of the Closing Date formation, and (b) except where not a Material-Adverse Event (i) maintain its authority to transact business and good standing in all other states where required or necessary for its businessstates, (ii) maintain all licenses, permits, and franchises (including, without limitation, including Environmental Permits) necessary for its business business, and (iii) keep all of its material assets that are useful in and necessary to its business in good working order and condition (ordinary wear and tear excepted) and make all necessary repairs and replacements.

Maintenance of Existence, Assets, and Business. Each Restricted Company shall (a) except EXCEPT in connection with dispositions permitted under Section 9.10 SECTION 9.11 and mergers mergers, consolidations, and consolidations dissolutions permitted under Section 9.11SECTION 9.12, maintain its corporate existence and good standing in its state of incorporation as of the Closing Date incorporation, and (b) EXCEPT where not a Material Adverse Event (i) maintain its authority to transact business and good standing in all other states where required or necessary for its businessstates, (ii) maintain all licenses, permits, and franchises (including, without limitation, Environmental Permits) necessary for its business business, and (iii) keep all of its material assets that are useful in and necessary to its business in good working order and condition (ordinary wear and tear excepted) and make all necessary repairs and replacements.

Maintenance of Existence, Assets, and Business. Each Restricted Company shall ---------------------------------------------- (a) except in connection with dispositions permitted under Section 9.10 SECTIONS 11.1 or 12.1 and mergers mergers, consolidations, and consolidations dissolutions permitted under Section 9.11SECTIONS 11.3 or 12.3, maintain its corporate existence and good standing in its state jurisdiction of incorporation as of the Closing Date incorporation, and (b) except where not a Material-Adverse Event (i) maintain its authority to transact business and good standing in all other states where required or necessary for its businessstates, (ii) maintain all licenses, permits, and franchises (including, without limitation, Environmental Permits) necessary for its business business, and (iii) keep all of its material assets that are useful in and necessary to its business in good working order and condition (ordinary wear and tear excepted) and make all necessary repairs and replacements.