Common use of Maintenance of Existence; Compliance with Laws, etc Clause in Contracts

Maintenance of Existence; Compliance with Laws, etc. The Borrower will: (a) preserve and maintain (i) its legal existence and (ii) its qualification as a foreign corporation in each jurisdiction where the nature of its business or the location of its assets requires it to be so qualified, except to the extent the failure to be so qualified would not result in a Material Adverse Effect; (b) cause each of its Subsidiaries to, except as otherwise permitted by Section 7.2.10, preserve and maintain its legal existence and qualification as a foreign entity in each jurisdiction where the nature of the business or the location of its assets requires it to be so qualified, except to the extent the failure to be so qualified would not result in a Material Adverse Effect; and (c) comply in all material respects with all applicable laws, rules, regulations and orders, including the payment (before the same become delinquent) of all material taxes, assessments and governmental charges imposed upon the Borrower or any of its Subsidiaries or upon their property except to the extent being diligently contested in good faith by appropriate proceedings and for which adequate reserves in accordance with GAAP have been set aside on the books of the Borrower or any such Subsidiary, as applicable.

Appears in 2 contracts

Samples: Credit Agreement (Global Power Equipment Group Inc/), Assignment, Amendment and Restatement Agreement (Global Power Equipment Group Inc/)

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Maintenance of Existence; Compliance with Laws, etc. The Borrower will: (a) preserve and maintain (i) its legal existence and (ii) its qualification as a foreign corporation in each jurisdiction where the nature of its business or the location of its assets requires it to be so qualified, except to the extent the failure to be so qualified would not result in a Material Adverse Effect; (b) cause each of its Restricted Subsidiaries to, except as otherwise permitted by Section 7.2.10, preserve and maintain its legal existence and qualification as a foreign entity in each jurisdiction where the nature of the business or the location of its assets requires it to be so qualified, except to the extent the failure to be so qualified would not result in a Material Adverse Effect; and (c) comply in all material respects with all applicable laws, rules, regulations and orders, including the payment (before the same become delinquent) of all material taxes, assessments and governmental charges imposed upon the Borrower or any of its Subsidiaries Subsidiary or upon their property except to the extent being diligently contested in good faith by appropriate proceedings and for which adequate reserves in accordance with GAAP have been set aside on the books of the Borrower or any such Subsidiary, as applicable.

Appears in 2 contracts

Samples: Credit Agreement (Stericycle Inc), Credit Agreement (Stericycle Inc)

Maintenance of Existence; Compliance with Laws, etc. The Borrower will: (a) preserve and maintain (i) its legal existence and (ii) its qualification as a foreign corporation in each jurisdiction where the nature of its business or the location of its assets requires it to be so qualified, except to the extent the failure to be so qualified would not result in a Material Adverse Effect; (b) cause each of its Subsidiaries to, except as otherwise permitted by Section 7.2.10, preserve and maintain its legal existence and qualification as a foreign entity in each jurisdiction where the nature of the its business or the location of its assets requires it to be so qualified, except to the extent the failure to be so qualified would not result in a Material Adverse Effect; and (c) comply in all material respects with all applicable laws, rules, regulations and orders, including the payment (before the same become delinquent) of all material taxes, assessments and governmental charges Taxes imposed upon the Borrower or any of its Subsidiaries Subsidiary or upon their property except to the extent being diligently contested in good faith by appropriate proceedings and for which adequate reserves in accordance with GAAP have been set aside on the books of the Borrower or any such Subsidiary, as applicable, except to the extent the failure to comply with all such laws rules, regulations and orders (other than any relating to the payment of material Taxes) would not result in a Material Adverse Effect.

Appears in 1 contract

Samples: Credit Agreement (North Shore Agency Inc)

Maintenance of Existence; Compliance with Laws, etc. The Each of Holdings and each Borrower will: (a) preserve and maintain (i) its legal existence and (ii) its qualification as a foreign corporation in each jurisdiction where the nature of its business or the location of its assets requires it to be so qualified, except to the extent the failure to be so qualified would not result in a Material Adverse Effect; (b) cause each of its Subsidiaries to, except as otherwise permitted by Section 7.2.10, preserve and maintain its legal existence and qualification as a foreign entity in each jurisdiction where the nature of the business or the location of its assets requires it to be so qualified, except to the extent the failure to be so qualified would not result in a Material Adverse Effect; and (c) comply in all material respects with all applicable laws, rules, regulations and orders, including the payment (before the same become delinquent) of all material taxes, assessments and governmental charges imposed upon the Holdings, such Borrower or any of its their respective Subsidiaries or upon their property except (i) to the extent being diligently contested in good faith by appropriate proceedings and for which adequate reserves in accordance with GAAP have been set aside on the books of the Holdings, such Borrower or any such Subsidiary, as applicable, or (ii) to the extent such non-compliance or non-payment could not reasonably be expected to have a Material Adverse Effect.

Appears in 1 contract

Samples: Credit Agreement (Associated Materials Inc)

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Maintenance of Existence; Compliance with Laws, etc. The Each of Holdings and Borrower will:shall (a) preserve and maintain (i) its legal existence and (ii) its qualification as a foreign corporation in each jurisdiction where the nature of its business or the location of its assets requires it to be so qualified, except to the extent the failure to be so qualified would not result in a Material Adverse Effect; (b) cause each of its Subsidiaries to, except as otherwise permitted by Section 7.2.10subsection 6.11, preserve and maintain its legal existence and qualification as a foreign entity in each jurisdiction where the nature of the business or the location of its assets requires it to be so qualified, except to the extent the failure to be so qualified would not result in a Material Adverse Effect; and (c) comply in all material respects with all applicable laws, rules, regulations and orders, including the payment (before the same become delinquent) of all material taxes, assessments and governmental charges imposed upon the Holdings, Borrower or any of its their respective Subsidiaries or upon their property except (i) to the extent being diligently contested in good faith by appropriate proceedings and for which adequate reserves in accordance with GAAP have been set aside on the books of the Holdings, Borrower or any such Subsidiary, as applicable, or (ii) to the extent such non-compliance or non-payment could not reasonably be expected to have a Material Adverse Effect.

Appears in 1 contract

Samples: Bridge Loan Agreement (Associated Materials Inc)

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