Maintenance of Properties and Existence. Each Borrower shall:
(a) maintain insurance with respect to its properties and business against such casualties and contingencies of such types and in such amounts as is customary with companies of similar size and in the same or similar business as Borrowers (provided that, if real estate secures any Obligations, flood hazard diligence, documentation and insurance for such real estate shall comply with all Flood Laws or shall otherwise be satisfactory to all Lenders);
(b) keep true books, records, and accounts of all its business transactions with complete entries made to permit the preparation of financial statements in accordance with GAAP;
(c) keep in full force and effect its corporate existence, rights, and franchises, as the case may be except as otherwise permitted under this Agreement or the other Loan Documents or as could not reasonably be expected to have a Material Adverse Effect; and
(d) not violate any laws, ordinances, or governmental rules or regulations to which it is subject which violation could reasonably be expected to have a Material Adverse Effect, so that all Contracts will be valid, binding and legally enforceable in accordance with their terms, subsequent to the assignment thereof to Agent.
Maintenance of Properties and Existence. The Note Parties shall, and shall cause their respective Subsidiaries to, maintain and preserve all of their respective material properties (including as relates to Intellectual Property) which are necessary or useful in the proper conduct of their business in good working order and condition, ordinary wear and tear excepted and make or cause to be made all appropriate repairs, renewals and replacements thereof, and comply at all times with the provisions of all material leases to which it is a party as lessee, so as to prevent any loss or forfeiture thereof or thereunder. Each Note Party will and shall cause each of its Subsidiaries to (i) maintain and preserve and maintain in full force and effect its organizational existence and good standing under the laws of its jurisdiction of incorporation, organization or formation, and (ii) maintain rights, privileges, permits, licenses, authorizations and approvals, and become or remain duly qualified and in good standing in each jurisdiction in which the character of the properties owned or leased by such Note Party or in which the transaction of its business makes such qualification necessary, in each case under this clause (ii), except where the failure to do so could not reasonably be expected to result in a Material Adverse Effect.
Maintenance of Properties and Existence. Each Borrower shall:
(a) maintain insurance with respect to its properties and business against such casualties and contingencies of such types and in such amounts as is customary with companies of similar size and in the same or similar business as Borrowers;
(b) keep true books, records, and accounts of all its business transactions with complete entries made to permit the preparation of financial statements in accordance with GAAP;
(c) keep in full force and effect its corporate existence, rights, and franchises, as the case may be except as otherwise permitted under this Agreement or the other Loan Documents or as would not reasonably be expected to have a material adverse effect on the business or condition (financial or otherwise) of such Borrower; and
(d) not violate any laws, ordinances, or governmental rules or regulations to which it is subject which violation might materially and adversely affect the business or condition (financial or otherwise) of such Borrower so that all Contracts will be valid, binding and legally enforceable in accordance with their terms, subsequent to the assignment thereof to Agent.
Maintenance of Properties and Existence. The Borrower shall (a) maintain its Property and all other assets in good condition and make all renewals, replacements, additions, betterments and improvements thereto which are deemed necessary by the Borrower; (b) maintain, with financially sound and reputable insurers, insurance with respect to the Property and all other assets and business against such casualties and contingencies, of such types (including but not limited to fire and casualty, public liability, products liability, larceny, embezzlement or other criminal misappropriation insurance) and in such amounts as is customary in the case of entities of established reputations engaged in the same or a similar business and similarly situated, with each such policy of insurance containing a clause or endorsement satisfactory to the Huntington that names the Huntington as additional insured and loss payee, as its interests may appear, and that provides that no act, default or breach of warranty or condition of the Borrower or any other person shall affect the right of the Huntington to recover under such policy or policies of insurance or to pay any premium in whole or in part relating thereto, (c) keep true books of records and accounts in which full and correct entries will be made of all its business transactions, and reflect in its financial statements adequate accruals and appropriations to reserves; (d) do or cause to be done all things necessary (i) to preserve and keep in full force and effect its existence, rights and franchises, and (ii) to maintain its status as a limited liability company duly organized and existing and in good standing under the laws of the state of Ohio; and (e) not be in violation of any laws, ordinances, or governmental rules and regulations or fail to obtain any licenses, permits, franchises or other
Maintenance of Properties and Existence. Each Subsidiary shall (a) maintain its property in good condition and make all renewals, replacements, additions, betterments and improvements thereto which it deems necessary; (b) maintain, with financially sound and reputable insurers, insurance with respect to its properties and business against such casualties and contingencies, of such types (including but not limited to fire and casualty, public liability, products liability, larceny, embezzlement or other criminal misappropriation insurance) and in such amounts as are customary in the case of entities of established reputations engaged in the same or a similar business and similarly situated; (c) reflect in its financial statements adequate accruals and appropriations to reserves and keep and maintain proper books of record and account in which entries in conformity with GAAP shall be made of all dealings and transactions in relation to its businesses and activities; (d) do or cause to be done all things necessary (i) to preserve and keep in full force and effect its existence, rights and franchises, and (ii) to maintain its status as a corporation or limited liability company, as applicable, duly organized and existing and in good standing under the laws of the state of its organization; (e) conduct continuously and operate actively its business and take all actions necessary to enforce and protect the validity of any intellectual property; and (f) not be in violation of any laws, ordinances, or governmental rules and regulations or fail to obtain any licenses, permits, franchises or other governmental authorizations necessary to the ownership of its properties or to the conduct of its business, which violation or failure to obtain has or is likely to have a Material Adverse Effect.
Maintenance of Properties and Existence. The Company will, and will cause each of its Restricted Subsidiaries to:
(a) Property - maintain, or cause to be maintained, its Property in good condition and will make, or cause to be made, all necessary renewals, replacements, additions, betterments and improvements thereto;
(b) Insurance - maintain, or cause to be maintained, with insurers rated A+ or better by A.M. Best Company, Inc., insurance with respect to its Properties and business against such casualties and contingencies, of such types and in such amounts as is customary in the case of corporations of established reputations engaged in the same or a similar business and similarly situated; provided, however, that nothing contained in this Section 7.2(b) shall prevent the Company or any Restricted Subsidiary from maintaining in lieu, in whole or in part, of such insurance coverage a self-insurance program if and to the extent that the same is consistent with sound and prudent business practices and is determined to be appropriate or in the best interests of the Company or such Restricted Subsidiary by its Board of Directors;
Maintenance of Properties and Existence. Borrower shall:
a. maintain insurance with respect to its properties and business against such casualties and contingencies of such types and in such amounts as is customary in such business;
b. keep true books, records, and accounts of all its business transactions;
c. keep in full force and effect its corporate existence, rights, and franchises, as the case may be; and
d. Not violate any laws, ordinances, or governmental rules or regulations to which it is subject which violation might materially and adversely affect the business, profits, the Collateral, Properties, or condition (financial or otherwise) of Borrower so that all Contracts will be valid, binding and legally enforceable in accordance with their terms, subsequent to the assignment thereof to Lender.
Maintenance of Properties and Existence. The Parent and the Company each covenant that it will, and will cause its Subsidiaries to, (i) preserve, renew and maintain in full force its legal existence and good standing under the Governmental Rules of the jurisdiction of its organization and each other jurisdiction where the failure to so preserve, renew or maintain could reasonably be expected to result in a Material Adverse Effect, and all of its rights, licenses, leases, qualifications, privileges franchises and other authority reasonably necessary to the conduct of its business (other than immaterial rights, licenses, leases, qualifications, privileges franchises and other authority), (ii) keep all Property useful and necessary in its business in good working order and condition, ordinary wear and tear excepted and from time to time make, or cause to be made, all necessary and proper repairs, except, in each case, where any failure, either individually or in the aggregate, could not reasonably be expected to have a Material Adverse Effect and (iii) maintain, preserve and protect all of its rights to enjoy and use its trademarks, trade names, service marks, patents, copyrights, licenses, leases, franchise agreements and franchise registrations except to the extent the failure to so maintain, preserve or protect could not reasonably be expected to result in a Material Adverse Effect.
Maintenance of Properties and Existence. The Company will:
(a) do or cause to be done all things necessary to maintain its properties, equipment and assets (including properties, equipment and assets leased by it) in good condition, normal wear and tear excepted, and make all necessary renewals, replacements, additions, betterments and improvements to its properties, equipment and assets (including properties, equipment and assets leased by it and the leases relating thereto, including, without limitation, replacements of all equipment necessary or appropriate to the business of the Company following expiration of the current leases with respect thereto);
(b) keep adequately insured, by financially sound and reputable insurers, all of its properties, assets and operations of a character usually insured by Persons of established reputation engaged in the same or a similar business similarly situated against loss or damage of the kinds and in the amounts customarily insured against by such Persons, and other insurance, including, without limitation, public liability insurance, workmen's compensation insurance and liability insurance against claims for any violation of copyright or privacy or other like injury as a result of its transmission, as is usually carried by Persons of established reputation engaged in the same or a similar business similarly situated, all policies in respect of such insurance to name the Lender as loss payee and additional insured and to include the agreement of the insurer to give the Lender not less than 10 days' prior written notice in the event of cancellation of such policies or material changes in the coverage thereof (it being understood that if a premium or other charge in respect of any such insurance is due and unpaid by the Company, the Lender may, but the Lender shall not be obligated to, make payment thereof on behalf of the Company, together with any interest or penalties in connection therewith, in which event the Lender shall be entitled to receive from the Company, and the Company hereby covenants to pay to the Lender, all amounts in reimbursement therefor);
(c) keep proper books of record and account in which entries will be made of all its business transactions in accordance with generally accepted accounting principles;
(d) do or cause to be done all things necessary to preserve and keep in full force and effect its corporate existence and all material rights, licenses, permits and other authorizations, including, without limitation, taking all action n...
Maintenance of Properties and Existence. Each of the Borrower and its Subsidiaries:
(a) shall keep its properties in such repair, working order and condition, and shall from tine to time make such repairs, replacements, additions and improvements thereto, as are reasonably necessary for the efficient operation of its businesses and shall comply at all times in all material respects with all material franchises, licenses and leases to which it is party so as to prevent any loss or forfeiture thereof or thereunder, except where (i) compliance is at the time being contested in good faith by appropriate proceedings and (ii) failure to comply with the provisions being contested has not resulted, and does not create a material risk of resulting, in the aggregate in any Material Adverse Change; and
(b) shall do all things necessary to preserve, renew and keep in full force and effect and in good standing its legal existence and authority necessary to continue its business; provided, however, that this Section 6.2.2(b) shall not prevent the liquidation of any Subsidiary which has sold the Approved Project previously owned by it as permitted by Section 6.12.2.
