Common use of Maintenance of Existence; Compliance Clause in Contracts

Maintenance of Existence; Compliance. (a) (i) Preserve, renew and keep in full force and effect its organizational existence, (ii) continue to engage in business of the same general type conducted by it on the initial Purchase Date and (iii) take all reasonable action to maintain all permits, licenses, rights, privileges and franchises necessary or desirable in the normal conduct of its business, except, in the case of clause (iii) above, to the extent that failure to do so could not reasonably be expected to have a Material Adverse Effect; and (b) comply with all Contractual Obligations and Requirements of Law except to the extent that failure to comply therewith could not, in the aggregate, reasonably be expected to have a Material Adverse Effect.

Appears in 2 contracts

Samples: Revolving Trade Receivables Purchase Agreement (Celestica Inc), Revolving Trade Receivables Purchase Agreement (Celestica Inc)

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Maintenance of Existence; Compliance. Except as permitted by Section 7.4, (aa)(i) (i) Preservepreserve, renew and keep in full force and effect its organizational existence, existence and (ii) continue to engage in business of the same general type conducted by it on the initial Purchase Date and (iii) take all reasonable action to maintain all permits, licenses, rights, privileges and franchises necessary or desirable in the normal conduct of its business, except, in each case, as otherwise permitted by Section 7.4 and except, in the case of clause (iiiii) above, to the extent that failure to do so could not reasonably be expected to have a Material Adverse Effect; and (b) comply with all Contractual Obligations and Requirements of Law except to the extent that failure to comply therewith could not, in the aggregate, reasonably be expected to have a Material Adverse Effect.

Appears in 2 contracts

Samples: Credit Agreement (World Wrestling Entertainmentinc), Credit Agreement (World Wrestling Entertainmentinc)

Maintenance of Existence; Compliance. (a) (i) Preserve, renew and keep in full force and effect its organizational existence, existence and (ii) continue to engage in business of the same general type conducted by it on the initial Purchase Date and (iii) take all reasonable action to maintain all permits, licenses, rights, privileges and franchises necessary or desirable in the normal conduct of its business, including, without limitation, all required insurance licenses of each Material Subsidiary, except, in each case, as otherwise permitted by Section 6.3 and except, in the case of clause (iiiii) above, to the extent that failure to do so could not reasonably be expected to have a Material Adverse Effect; and (b) comply with all Contractual Obligations and Requirements of Law except to the extent that failure to comply therewith could not, in the aggregate, reasonably be expected to have a Material Adverse Effect.

Appears in 2 contracts

Samples: 364 Day Credit Agreement (Aspen Insurance Holdings LTD), Credit Agreement (Aspen Insurance Holdings LTD)

Maintenance of Existence; Compliance. (a) (i) PreserveOther than with respect to Shell Subsidiaries or De Minimis Subsidiaries, preserve, renew and keep in full force and effect its organizational existence, existence and (ii) continue to engage in business of the same general type conducted by it on the initial Purchase Date and (iii) take all reasonable action to maintain all permits, licenses, rights, privileges and franchises necessary or desirable in the normal conduct of its business, except, in each case, as otherwise permitted by Section 7.4 and except, in the case of clause (iiiii) above, to the extent that failure to do so could not reasonably be expected to have a Material Adverse Effect; and (b) comply with all Contractual Obligations and Requirements of Law except to the extent that failure to comply therewith could not, in the aggregate, reasonably be expected to have a Material Adverse Effect.

Appears in 2 contracts

Samples: Credit Agreement (Cco Holdings Capital Corp), Restatement Agreement (Charter Communications, Inc. /Mo/)

Maintenance of Existence; Compliance. (a) (i) Preserve, renew and keep in full force and effect its organizational existence, existence (other than in the case of Immaterial Subsidiaries) and (ii) continue to engage in business of the same general type conducted by it on the initial Purchase Date and (iii) take all reasonable action to maintain all permits, licenses, rights, privileges and franchises necessary or desirable in the normal conduct of its business, except, in each case, as otherwise permitted by Sections 7.4 or 7.5 and except, in the case of clause (iiiii) above, to the extent that failure to do so could not reasonably be expected to have a Material Adverse Effect; and (b) comply with all Contractual Obligations and Requirements of Law except to the extent that failure to comply therewith could not, in the aggregate, reasonably be expected to have a Material Adverse Effect.

Appears in 2 contracts

Samples: Credit Agreement, Credit Agreement (Access Midstream Partners Lp)

Maintenance of Existence; Compliance. (a) (i) Preserve, renew and keep in full force and effect its organizational existence, corporate existence and (ii) continue to engage in business of the same general type conducted by it on the initial Purchase Date and (iii) take all reasonable action to maintain all permits, licenses, rights, privileges and franchises necessary or desirable in the normal conduct of its business, except, in each case, as otherwise permitted by Sections 7.04 or 7.05 and except, in the case of clause (iiiii) above, to the extent that failure to do so could not reasonably be expected to have a Material Adverse Effect; and (b) except as otherwise excused by the Bankruptcy Code, comply with all Contractual Obligations and Requirements of Law except to the extent that failure failures to comply therewith could not, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect.

Appears in 2 contracts

Samples: Superpriority Senior Debtor in Possession Credit Agreement (Paperweight Development Corp), Credit Agreement (Paperweight Development Corp)

Maintenance of Existence; Compliance. (a) (i) Preserve, renew and keep in full force and effect its organizational existence, existence and (ii) continue to engage in business of the same general type conducted by it on the initial Purchase Date and (iii) take all reasonable action to maintain all permits, licenses, rights, privileges and franchises necessary or desirable in the normal conduct of its business, except, in each case, as otherwise not prohibited herein and except, in the case of clause clauses (iiii), with respect to Subsidiaries of the Borrower only, and (ii) above, to the extent that failure to do so could not reasonably be expected to have a Material Adverse Effect; and (b) comply with all Contractual Obligations and Requirements of Law except to the extent that failure to comply therewith could not, in the aggregate, reasonably be expected to have a Material Adverse Effect.

Appears in 2 contracts

Samples: Credit Agreement (Global Payments Inc), Credit Agreement (Global Payments Inc)

Maintenance of Existence; Compliance. (a) (i) Preserve, renew and keep in full force and effect its organizational existence, existence except the existence of Subsidiaries who are liquidated in accordance with Section 8.4(b) and (ii) continue to engage in business of the same general type conducted by it on the initial Purchase Date and (iii) take all reasonable action to maintain all permits, licenses, rights, privileges and franchises necessary or desirable in the normal conduct of its business, except, in each case, as otherwise permitted by Section 8.4 and except, in the case of clause (iiiii) above, to the extent that failure to do so could would not reasonably be expected to have a Material Adverse Effect; and (b) comply with all Contractual Obligations and Requirements of Law Law, except to the extent that failure to comply therewith could would not, in the aggregate, reasonably be expected to have a Material Adverse Effect.

Appears in 2 contracts

Samples: Credit Agreement (Itron Inc /Wa/), Credit Agreement (Itron Inc /Wa/)

Maintenance of Existence; Compliance. (a) (i) Preserve, renew and keep in full force and effect its organizational existence, existence and (ii) continue to engage in business of the same general type conducted by it on the initial Purchase Date and (iii) take all reasonable action to maintain all permits, licenses, rights, privileges and franchises necessary or desirable in the normal conduct of its businessbusiness (including all applicable Forest Service Permits), except, in each case, as otherwise permitted by Section 6.4 and except, in the case of clause (iiiii) above, to the extent that failure to do so could not reasonably be expected to have a Material Adverse Effect; and (b) comply with all Contractual Obligations (other than obligations in respect of Indebtedness, which are covered by Section VII(e)) and Requirements of Law except to the extent that failure to comply therewith could not, in the aggregate, reasonably be expected to have a Material Adverse Effect.

Appears in 1 contract

Samples: Second Lien Credit Agreement (American Skiing Co /Me)

Maintenance of Existence; Compliance. Except as otherwise required by a Governmental Authority having jurisdiction over such Borrower, (a) (i) Preservepreserve, renew and keep in full force and effect its organizational existence, corporate existence and (ii) continue to engage in business of the same general type conducted by it on the initial Purchase Date and (iii) take all reasonable action to maintain all permits, licenses, rights, privileges and franchises necessary or desirable in the normal conduct of its business, except, in each case, as otherwise permitted by Section 7.02 and except, in the case of clause (iiiii) above, to the extent that failure to do so could not reasonably be expected to have a Material Adverse Effect; and (b) comply with all Contractual Obligations and Requirements of Law except to the extent that failure to comply therewith could not, in the aggregate, reasonably be expected to have a Material Adverse Effect.

Appears in 1 contract

Samples: Revolving Credit Agreement (Iberdrola USA, Inc.)

Maintenance of Existence; Compliance. (a) (i) Preserve, renew and keep in full force and effect its organizational existence, organization existence and (ii) continue to engage in business of the same general type conducted by it on the initial Purchase Date and (iii) take all reasonable action to maintain all permits, licenses, rights, privileges and franchises necessary or desirable in the normal conduct of its business, except, in each case, as otherwise permitted herein and except, in the case of clause (iiiii) above, to the extent that failure to do so could not reasonably be expected to have a Material Adverse Effect; and (b) comply with all Contractual Obligations (other than in respect of First Lien Indebtedness) and Requirements of Law except to the extent that failure to comply therewith could not, in the aggregate, reasonably be expected to have a Material Adverse Effect.

Appears in 1 contract

Samples: Second Lien Credit Agreement (Roundy's Parent Company, Inc.)

Maintenance of Existence; Compliance. Except for Subsidiaries which are listed on Part A of Schedule 3.12 as dissolving entities or otherwise disclosed on Part B of Schedule 3.12, (a) (ia)(i) Preserve, renew and keep in full force and effect its organizational existence, existence and (ii) continue to engage in business of the same general type conducted by it on the initial Purchase Date and (iii) take all reasonable action to maintain all permits, licenses, rights, privileges and franchises necessary or desirable in the normal conduct of its business, except, in each case, as otherwise permitted by Section 5.3 and except, in the case of clause (iiiii) above, to the extent that failure to do so could not reasonably be expected to have a Material Adverse Effect; and (b) comply with all Contractual Obligations and Requirements of Law except to the extent that failure to comply therewith could not, in the aggregate, reasonably be expected to have a Material Adverse Effect.

Appears in 1 contract

Samples: Loan Agreement (Virtus Investment Partners, Inc.)

Maintenance of Existence; Compliance. (a) (i) Preserve, renew ------------------------------------ and keep in full force and effect its organizational existence, existence (after reincorporation in Delaware with respect to the Borrower) and (ii) continue to engage in business of the same general type conducted by it on the initial Purchase Date and (iii) take all reasonable action to maintain all permits, licenses, rights, privileges and franchises necessary or desirable in the normal conduct of its business, except, in each case, as otherwise permitted by Section 7.4 and except, in the case of clause (iiiii) above, to the extent that failure to do so could not reasonably be expected to have a Material Adverse Effect; and (b) comply with all Contractual Obligations and Requirements of Law except to the extent that failure to comply therewith could not, in the aggregate, reasonably be expected to have a Material Adverse Effect.

Appears in 1 contract

Samples: Credit Agreement (American Pharmaceutical Partners Inc /Ca/)

Maintenance of Existence; Compliance. (a) (i) Preserve, renew and ------------------------------------ keep in full force and effect its organizational existence, corporate existence (except as permitted by Section 7.5) and (ii) continue to engage in business of the same general type conducted by it on the initial Purchase Date and (iii) take all reasonable action to maintain all permits, licenses, rights, privileges and franchises necessary or desirable in the normal conduct of its business, except, in each case, as otherwise permitted by Section 7.4 and except, in the case of clause (iiiii) above, to the extent that failure to do so could not reasonably be expected to have a Material Adverse Effect; and (b) comply with all Contractual Obligations and Requirements of Law except to the extent that failure to comply therewith could not, in the aggregate, reasonably be expected to have a Material Adverse Effect.

Appears in 1 contract

Samples: Credit Agreement (Mattress Discounters Corp)

Maintenance of Existence; Compliance. (a) (i) Preserve, renew and keep in full force and effect its organizational existence, existence and (ii) continue to engage in business of the same general type conducted by it on the initial Purchase Date and (iii) take all reasonable action to maintain all permits, licenses, rights, privileges and franchises necessary or desirable in the normal conduct of its business, except, in each case, as otherwise permitted by Section 7.4 and Section 7.5 and except, in the case of clause (iiiii) aboveabove or in the case of Restricted Subsidiaries, to the extent that failure to do so could not reasonably be expected to have a Material Adverse Effect; and (b) comply with all Contractual Obligations and Requirements of Law except to the extent that failure to comply therewith could not, in the aggregate, reasonably be expected to have a Material Adverse Effect.

Appears in 1 contract

Samples: Credit Agreement (DealerTrack Holdings, Inc.)

Maintenance of Existence; Compliance. (a) (i) Preserve, renew and keep in full force and effect its organizational existence, existence except in a transaction permitted by Section 7.4 or 7.5 and (ii) continue to engage in business of the same general type conducted by it on the initial Purchase Date and (iii) take all reasonable action to maintain all permits, licenses, rights, privileges and franchises necessary or desirable in the normal conduct of its business, except, in each case, as otherwise permitted by Section 7.4 and except, in the case of clause (iiiii) above, to the extent that failure to do so could not reasonably be expected to have a Material Adverse Effect; and (b) comply with all Contractual Obligations and Requirements of Law except to the extent that failure to comply therewith could not, in the aggregate, reasonably be expected to have a Material Adverse Effect.

Appears in 1 contract

Samples: Credit Agreement (Home Interiors & Gifts Inc)

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Maintenance of Existence; Compliance. (a) (i) Preserve, renew and keep in full force and effect its organizational existence, existence and (ii) continue to engage in business of the same general type conducted by it on the initial Purchase Date and (iii) take all reasonable action to maintain all permits, licenses, rights (including Intellectual Property rights), privileges and franchises necessary or desirable in the normal conduct of its business, except, in each case, as otherwise permitted by Section 6.04 or Section 6.05 and except, in the case of clause (iiiii) above, to the extent that failure to do so could not reasonably be expected to have a Material Adverse Effect; and (b) comply with all Contractual Obligations and Requirements of Law except to the extent that failure to comply therewith could not, in the aggregate, reasonably be expected to have a Material Adverse Effect.

Appears in 1 contract

Samples: Term Loan and Revolving Credit Agreement (Federal-Mogul Holdings Corp)

Maintenance of Existence; Compliance. Except for the Merger to be effected in connection with the Acquisition, (a) (i) Preservepreserve, renew and keep in full force and effect its organizational existence, legal existence and (ii) continue to engage in business of the same general type conducted by it on the initial Purchase Date and (iii) take all reasonable action to maintain all permits, licenses, rights, privileges and franchises necessary or desirable in the normal conduct of its business, except, in each case, as otherwise permitted by Section 7.4 and except, in the case of clause (iiiii) above, to the extent that failure to do so could not reasonably be expected to have a Material Adverse Effect; and (b) comply with all Contractual Obligations and Requirements of Law except to the extent that failure to comply therewith could not, in the aggregate, reasonably be expected to have a Material Adverse Effect.

Appears in 1 contract

Samples: Credit Agreement (Norcross Safety Products LLC)

Maintenance of Existence; Compliance. (a) (i) Preserve, renew ------------------------------------ and keep in full force and effect its organizational existence, corporate existence (except as permitted by Section 7.5) and (ii) continue to engage in business of the same general type conducted by it on the initial Purchase Date and (iii) take all reasonable action to maintain all permits, licenses, rights, privileges and franchises necessary or desirable in the normal conduct of its business, except, in each case, as otherwise permitted by Section 7.4 and except, in the case of clause (iiiii) above, to the extent that failure to do so could not reasonably be expected to have a Material Adverse Effect; and (b) comply with all Contractual Obligations and Requirements of Law except to the extent that failure to comply therewith could not, in the aggregate, reasonably be expected to have a Material Adverse Effect.

Appears in 1 contract

Samples: Credit Agreement (Bedding Experts Inc)

Maintenance of Existence; Compliance. (a) (i) Preserve, renew and keep in full force and effect its organizational existence, existence and (ii) continue to engage in business of the same general type conducted by it on the initial Purchase Date and (iii) take all reasonable action to maintain all permits, licenses, rights, privileges and franchises necessary or desirable in the normal conduct of its business, except, in each case, as otherwise permitted by Section 7.4 or Section 7.5 and except, in the case of clause (iiii) above, with respect to Immaterial Subsidiaries and, in the case of clause (ii) above, to the extent that failure to do so could not reasonably be expected to have a Material Adverse Effect; and (b) comply with all Contractual Obligations and Requirements of Law except to the extent that failure to comply therewith could not, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect.

Appears in 1 contract

Samples: Credit Agreement (Armored AutoGroup Inc.)

Maintenance of Existence; Compliance. (a) (i) Preserve, renew and keep in full force and effect its organizational existence, existence and (ii) continue to engage in business of the same general type conducted by it on the initial Purchase Date and (iii) take all reasonable action to maintain all permits, licenses, rights, privileges and franchises necessary or desirable in the normal conduct of its business, except, in each case, as otherwise permitted by Section 6.4 and except, in the case of clause (iiiii) above and, with respect to Subsidiaries in the case of clause (i) above, to the extent that failure to do so could not reasonably be expected to have a Material Adverse Effect; and (b) comply with all Contractual Obligations and Requirements of Law except to the extent that failure to comply therewith could not, in the aggregate, reasonably be expected to have a Material Adverse Effect.

Appears in 1 contract

Samples: Credit Agreement (Grey Global Group Inc)

Maintenance of Existence; Compliance. (a) (i) Preserve, renew and keep in full force and effect its organizational existence, existence and (ii) continue to engage in business of the same general type conducted by it on the initial Purchase Date and (iii) take all reasonable action to maintain all permits, licenses, rights, privileges and franchises necessary or desirable in the normal conduct of its business, except, in each case, as otherwise permitted by Section 6.3 and except (in the case of clause (iiii) above, solely with respect to Subsidiaries that are not Loan Parties), to the extent that failure to do so could not reasonably be expected to have a Material Adverse Effect; and and (b) comply Comply with all Contractual Obligations and Requirements of Law except to the extent that failure to comply therewith could not, in the aggregate, reasonably be expected to have a Material Adverse Effect.

Appears in 1 contract

Samples: Credit Agreement (Cadiz Inc)

Maintenance of Existence; Compliance. (a) (i) Preserve, renew and keep in full force and effect its organizational existence, existence and (ii) continue to engage in business of the same general type conducted by it on the initial Purchase Date and (iii) take all reasonable action to maintain all permits, licenses, rights, privileges and franchises reasonably necessary or desirable in the normal conduct of its business, except, in each case, as otherwise permitted by Section 7.4 or 7.5 and except, in the case of clause (iiiii) above, to the extent that failure to do so could not reasonably be expected to have a Material Adverse Effect; and (b) comply with (i) all Contractual Obligations and (ii) Requirements of Law Law, except (A) to the extent that failure to comply therewith could not, in the aggregate, reasonably be expected to have a Material Adverse EffectEffect or (B) to the extent such Contractual Obligation or Requirement of Law is currently being contested in good faith by appropriate proceedings.

Appears in 1 contract

Samples: Credit Agreement (WEB.COM Group, Inc.)

Maintenance of Existence; Compliance. (a) (i) Preserve, renew and keep in full force and effect its organizational existence, existence (except in case of an Immaterial Subsidiary) and (ii) continue to engage in business of the same general type conducted by it on the initial Purchase Date and (iii) take all reasonable action to maintain all permits, licenses, rights, privileges and franchises necessary or desirable in the normal conduct of its business, except, in each case, as otherwise permitted by Section 8.4 and except, in the case of clause (iiiii) above, to the extent that failure to do so could would not reasonably be expected to have a Material Adverse Effect; and (b) comply with all Contractual Obligations and Requirements of Law except to the extent that failure to comply therewith could would not, in the aggregate, reasonably be expected to have a Material Adverse Effect.

Appears in 1 contract

Samples: Credit Agreement (Del Pharmaceuticals, Inc.)

Maintenance of Existence; Compliance. (a) (i) PreserveContinue to engage in business of the same general type as now conducted by it, (ii) preserve, renew and keep in full force and effect its organizational existence, (ii) continue to engage in business of the same general type conducted by it on the initial Purchase Date corporate existence and (iii) take all reasonable action to maintain all permits, licenses, rights, privileges and franchises necessary or desirable in the normal conduct of its business, except, in each case, as otherwise permitted by Section 7.4 and except, in the case of clause (iii) above, to the extent that failure to do so could not reasonably be expected to have a Material Adverse Effect; and (b) comply with all Contractual Obligations and Requirements of Law except to the extent that failure to comply therewith could not, in the aggregate, reasonably be expected to have a Material Adverse Effect.

Appears in 1 contract

Samples: Credit Agreement (Buslease Inc /New/)

Maintenance of Existence; Compliance. (a) (i) Preserve, renew and keep in full force and effect its organizational existence, (ii) continue to engage in business of the same general type conducted by it on the initial Purchase Date and (iii) take all reasonable action to maintain all permits, licenses, rights, privileges and franchises necessary or desirable in the normal conduct of its business, except, in the case of clause (iii) above, to the extent that failure to do so could not reasonably be expected to have a Material Adverse Effect; and and (b) comply with all Contractual Obligations and Requirements of Law except to the extent that failure to comply therewith could not, in the aggregate, reasonably be expected to have a Material Adverse Effect.

Appears in 1 contract

Samples: Revolving Trade Receivables Purchase Agreement (Celestica Inc)

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