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 and (ii) take all reasonable action to maintain or obtain all Governmental Approvals and all other all rights, privileges and franchises, in each case necessary or desirable in the normal conduct of its business, except, in each case, as otherwise permitted hereunder and except, in the case of clause (i) (in respect of Restricted Subsidiaries of Holdings that are not Loan Parties) and (ii) above, to the extent that failure to do so could not reasonably be expected to have a Material Adverse Effect; (b) comply with all Requirements of Law (including Environmental Laws) except to the extent that failure to comply therewith could not, in the aggregate, reasonably be expected to have a Material Adverse Effect; and (c) comply with all Governmental Approvals except to the extent that failure to do so could not reasonably be expected to have a Material Adverse Effect.

Appears in 5 contracts

Samples: Credit and Guaranty Agreement (Ancestry.com LLC), Credit and Guaranty Agreement (Ancestry.com LLC), Credit and Guaranty Agreement (Ancestry.com LLC)

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Maintenance of Existence; Compliance. (a) (i) Preserve, renew and keep in full force and effect its organizational existence and existence, except (i) other than with respect to MS Holdco’s or the Borrower’s existence, to the extent such failure to do so could not reasonably be expected to have a Material Adverse Effect or (ii) pursuant to a transaction permitted by Section 6.3, (b) take all reasonable action to maintain or obtain all Governmental Approvals and all other all rights, privileges and franchises, in each case necessary or desirable in the normal conduct of its business, except, in each case, as otherwise permitted hereunder and except, in the case of clause except (i) (in respect of Restricted Subsidiaries of Holdings that are not Loan Parties) and (ii) above, to the extent that such failure to do so could not reasonably be expected to have a Material Adverse EffectEffect or (ii) pursuant to a transaction permitted by Section 6.3; and (bc) comply with all Contractual Obligations and Requirements of Law (including Environmental Laws) applicable to it or its property 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; and (c) comply with all Governmental Approvals except to the extent that failure to do so could not reasonably be expected to have a Material Adverse Effect.

Appears in 3 contracts

Samples: Credit Agreement, Credit Agreement (TMS International Corp.), Credit Agreement (TMS International Corp.)

Maintenance of Existence; Compliance. (a) (i) Preserve, renew and keep in full force and effect its organizational existence and (ii) take all reasonable action to maintain or obtain all Governmental Approvals and all other all rights, privileges and franchises, in each case franchises necessary or desirable in the normal conduct of its business, except, in each case, as otherwise permitted hereunder by Section 7.4 and except, in the case of clause (i) (in respect of Restricted Subsidiaries of Holdings that are not Loan Parties) and (ii) above, to the extent that failure to do so could not reasonably be expected to have a Material Adverse Effect; (b) comply with all Contractual Obligations and Requirements of Law (including Environmental Laws) except to the extent that failure to comply therewith could not, in the aggregate, reasonably be expected to have a Material Adverse Effect; and (c) comply with all Governmental Approvals Approvals, and any term, condition, rule, filing or fee obligation, or other requirement related thereto, except to the extent that failure to do so could not reasonably be expected to have a Material Adverse Effect.

Appears in 3 contracts

Samples: Credit Agreement (Connecture Inc), Credit Agreement (Enernoc Inc), Senior Secured Credit Facility (Enernoc Inc)

Maintenance of Existence; Compliance. (a) (i) Preserve, renew and keep in full force and effect its organizational existence and (ii) take all reasonable action to maintain or obtain all Governmental Approvals and all other all rights, privileges and franchises, in each case franchises necessary or desirable in the normal conduct of its business, except, in each case, as otherwise permitted hereunder by Section 7.4 and except, in the case of clause (i) (in respect of Restricted Subsidiaries of Holdings that are not Loan Parties) and (ii) above, to the extent that failure to do so could not reasonably be expected to have a Material Adverse Effect; (b) comply with all Contractual Obligations and Requirements of Law (including Environmental Laws) except to the extent that failure to comply therewith could not, in the aggregate, reasonably be expected to have a Material Adverse Effect; and (c) comply with all Governmental Approvals Approvals, and any term, condition or rule, filing or fee obligations, or other requirements related thereto, except to the extent that failure to do so could not reasonably be expected to have a Material Adverse Effect.

Appears in 2 contracts

Samples: Credit Agreement (Dollar Financial Corp), Credit Agreement (Dollar Financial Corp)

Maintenance of Existence; Compliance. (a) (i) Preserve, renew and keep in full force and effect its organizational existence except as permitted hereunder and (ii) take all reasonable action to maintain or obtain all Governmental Approvals and all other all rights, privileges and franchises, in each case franchises necessary or desirable in the normal conduct of its business, including, without limitation, all necessary Governmental Authorizations, except, in each case, as otherwise permitted hereunder by Section 7.4 and except, in the case of clause (i) (in above with respect of Restricted to Immaterial Subsidiaries of Holdings that are not Loan Parties) , 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; Effect and (b) comply with all Contractual Obligations, Organizational Documents and Requirements of Law (including Environmental Lawsincluding, without limitation, and, as applicable, ERISA and the Code) except to the extent that failure to comply therewith could not, in the aggregate, reasonably be expected to have a Material Adverse Effect; and (c) comply with all Governmental Approvals except to the extent that failure to do so could not reasonably be expected to have a Material Adverse Effect.

Appears in 2 contracts

Samples: Credit Agreement (2U, Inc.), Credit Agreement (2U, Inc.)

Maintenance of Existence; Compliance. (a) (i) Preserve, renew and keep in full force and effect its organizational existence and (ii) take all reasonable action to maintain or obtain all Governmental Approvals and all other all rights, privileges and franchises, in each case franchises necessary or desirable in the normal conduct of its business, except, in each case, as otherwise permitted hereunder by Section 7.4 and except, in the case of clause (i) (in respect of Restricted Subsidiaries of Holdings that are not Loan Parties) and (ii) above, to the extent that failure to do so could not reasonably be expected to have a Material Adverse Effect; (b) comply with all Contractual Obligations and Requirements of Law (including Environmental Laws) except to the extent that failure to comply therewith could not, in the aggregate, reasonably be expected to have a Material Adverse Effect; and (c) comply with all Governmental Approvals Approvals, and any term, condition, rule, filing or fee obligation, or other requirement related thereto, except to the extent that failure to do so could not reasonably be expected to have a Material Adverse Effect.

Appears in 2 contracts

Samples: Credit Agreement (Barracuda Networks Inc), Credit Agreement (Perficient Inc)

Maintenance of Existence; Compliance. (a) (i) Preserve, renew and keep in full force and effect its organizational the organisational existence of the Borrowers, each Material Subsidiary and each Insurance Subsidiary; and (iib) take Take all reasonable action to maintain or obtain all Governmental Approvals and all other all rights, privileges and franchises, in each case 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 hereunder by Clause 17.2 (Disposition of Property) and except, in the case of each of sub-clauses (a) above and this sub-clause (i) (in respect of Restricted Subsidiaries of Holdings that are not Loan Parties) and (ii) aboveb), to the extent that failure to do so could not reasonably be expected to have a Material Adverse Effect; and (bc) comply Comply with all Requirements of Law (including Environmental Laws) except to the extent that failure to comply therewith could would not, in the aggregate, reasonably be expected to have a Material Adverse Effect; and (c) comply with all Governmental Approvals except to the extent that failure to do so could not reasonably be expected to have a Material Adverse Effect.

Appears in 2 contracts

Samples: Multicurrency Letter of Credit Facility Agreement (Aspen Insurance Holdings LTD), Multicurrency Letter of Credit Facility Agreement (Aspen Insurance Holdings LTD)

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Maintenance of Existence; Compliance. (a) (i) Preserve, renew and keep in full force and effect its organizational existence except, in the case of any Subsidiary of the Company, where the failure to perform such obligations, individually or in the aggregate, could not reasonably be expected to have a Material Adverse Effect and (ii) take all reasonable action to maintain or obtain all Governmental Approvals and all other all rights, privileges and franchises, in each case franchises necessary or desirable in the normal conduct of its business, except, in each case, as otherwise permitted hereunder by Section 6.9 and except, in the case of clause (i) (in respect of Restricted Subsidiaries of Holdings that are not Loan Parties) 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 (excluding Indebtedness) and Requirements of Law (including Environmental Laws) except to the extent that failure to comply therewith could not, in the aggregate, reasonably be expected to have a Material Adverse Effect; and (c) comply with all Governmental Approvals except to the extent that failure to do so could not reasonably be expected to have a Material Adverse Effect.

Appears in 1 contract

Samples: Term Loan Agreement (Global Aero Logistics Inc.)

Maintenance of Existence; Compliance. (a) (i) Preserve, renew and keep in full force and effect its organizational existence and (ii) take all reasonable action to maintain or obtain all Governmental Approvals and all other all rights, privileges and franchises, in each case necessary or desirable in the normal conduct of its business, except, in each case, as otherwise permitted hereunder and except, in the case of clause (i) (in respect of Restricted Subsidiaries of Holdings that are not Loan Parties) and (ii) above, to the extent that failure to do so could not reasonably be expected to have a Material Adverse Effect; (b) comply with all Requirements of Law (including Environmental Laws) except to the extent that failure to comply therewith could not, in the aggregate, reasonably be expected to have a Material Adverse Effect; and (c) comply with all Governmental Approvals except to the extent that failure to do so could not reasonably be expected to have a Material Adverse Effect.

Appears in 1 contract

Samples: Credit and Guaranty Agreement (FTT Holdings, Inc.)

Maintenance of Existence; Compliance. (a) (i) Preserve, renew and keep in full force and effect its organizational existence except as permitted hereunder and (ii) take all reasonable action to maintain or obtain all Governmental Approvals and all other all rights, privileges and franchises, in each case franchises necessary or desirable in the normal conduct of its business, including, without limitation, all necessary Governmental Authorizations, except, in each case, as otherwise permitted hereunder by Section 8.4 and except, in the case of clause (i) (in above with respect of Restricted to Immaterial Subsidiaries of Holdings that are not Loan Parties) , 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; Effect and (b) comply with all Contractual Obligations, Organizational Documents and Requirements of Law (including Environmental Lawsincluding, without limitation, and, as applicable, ERISA, the Code and the ITA) except to the extent that failure to comply therewith could not, in the aggregate, reasonably be expected to have a Material Adverse Effect; and (c) comply with all Governmental Approvals except to the extent that failure to do so could not reasonably be expected to have a Material Adverse Effect.

Appears in 1 contract

Samples: Credit Agreement (Microsemi Corp)

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