Organizational Separateness. Each Originator agrees not to take any action that would cause Buyer to violate its articles of incorporation or certificate of incorporation, as appropriate, and bylaws. Buyer agrees to conduct its business in a manner consistent with its articles of incorporation or certification of incorporation, as appropriate, and bylaws or its limited liability company agreement or operating agreement, as applicable.
Organizational Separateness. In the case of Holdings, each Specified Holdings Subsidiary, each Non-Recourse Subsidiary and the Borrower and its Subsidiaries, (a) satisfy customary formalities with respect to organizational separateness, including, without limitation, (i) the maintenance of separate books and records and (ii) the maintenance of separate bank or other deposit or investment accounts in its own name; (b) act solely in its own name and through its authorized officers and agents; (c) in the case of the Borrower or any of its Subsidiaries, not make or agree to make any payment to a creditor of Holdings, any Specified Holdings Subsidiary or any Non-Recourse Subsidiary; (d) not commingle any money or other assets of Holdings, any Specified Holdings Subsidiary or any Non-Recourse Subsidiary with any money or other assets of the Borrower or any of its Subsidiaries; and (e) not take any action, or conduct its affairs in a manner, which could reasonably be expected to result in the separate organizational existence of Holdings, each Specified Holdings Subsidiary and each Non-Recourse Subsidiary from the Borrower and its Subsidiaries being ignored under any circumstance. Holdings agrees to cause each Specified Holdings Subsidiary, and the Borrower agrees to cause each Non-Recourse Subsidiary, to comply with the applicable provisions of this Section 6.10.
Organizational Separateness. (a) Ensure that each Unrestricted Subsidiary SPV does not (i) conduct, transact or otherwise engage in, or commit to conduct, transact or otherwise engage in, any business or operations other than those incidental to its ownership of the Capital Stock of Unrestricted Subsidiaries, (ii) own, lease, manage or otherwise operate any properties or assets other than the Capital Stock of Unrestricted Subsidiaries owned by it or (iii) own the Capital Stock of both Foreign and Domestic Subsidiaries.
(b) Ensure that the restrictions enumerated in paragraph (a) above are set forth in the Governing Documents of each Unrestricted Subsidiary SPV.
(c) Ensure that each Tower SPV does not (i) conduct, transact or otherwise engage in, or commit to conduct, transact or otherwise engage in, any business or operations other than those incidental to its ownership of communications tower facilities or (ii) own, lease, manage or otherwise operate any properties or assets other than the communications tower facilities owned by it. Notwithstanding clauses
(i) and (ii) above, Crown Castle International Corp. de Puerto Rico may continue to operate its microwave business as operated on the Original Closing Date.
(d) Ensure that the restrictions enumerated in paragraph (c) above are set forth in the Governing Documents of each Tower SPV.
(e) Ensure that Crown Castle GT Corp. does not (i) conduct, transact or otherwise engage in, or commit to conduct, transact or otherwise engage in, any business or operations other than those incidental to its ownership of the Capital Stock of the GTE JV, (ii) own, lease, manage or otherwise operate any properties or assets other than the Capital Stock of the GTE JV owned by it or (iii) own the Capital Stock of both Foreign and Domestic Subsidiaries.
(f) Ensure that the restrictions enumerated in paragraph (e) above are set forth in the Governing Documents of Crown Castle GT Corp.
(g) Cause the consolidated and any consolidating financial statements of Holdings and its Subsidiaries (including the Tower SPVs) and CC Operating and its Subsidiaries (including the Tower SPVs), or any thereof, through appropriate footnote disclosure, to separately indicate that the communications tower facilities are owned by the Tower SPVs.
(h) Maintain bank accounts with commercial banking institutions that are separate from those of the Unrestricted Subsidiaries, the Unrestricted Subsidiary SPVs and Crown Castle GT Corp., (ii) cause each Unrestricted Subsidiary and Unres...
Organizational Separateness. (a) Maintain bank accounts with commercial banking institutions that are separate from those of the Excluded Subsidiaries.
(b) Maintain accurate and separate books, records and accounts in a manner permitting its assets and liabilities to be easily separated from those of the Excluded Subsidiaries.
(c) Ensure that its monies and other assets are not commingled with the monies or other assets of any Excluded Subsidiary.
(d) Use commercially reasonable efforts in its capacity as a shareholder in a non-Wholly Owned Subsidiary to cause each Excluded Subsidiary to not hold itself out to the public or to any of its individual creditors as being a unified Person with common assets and liabilities with Holdings, the Borrower or any of its Subsidiaries or act in a manner that would otherwise cause its creditors to believe that such Person was not a separate entity from such other Persons.
(e) Without limiting the generality of the foregoing, not take any action, or conduct its affairs in a manner, and use commercially reasonable efforts in its capacity as a shareholder in a non-Wholly Owned Subsidiary to cause each Excluded Subsidiary to not take any action, or conduct its affairs in a manner, that could reasonably be expected to result in the separate existence of any Excluded Subsidiary being ignored, or the assets and liabilities of any Excluded Subsidiary being substantively consolidated with those of Holdings, the Borrower or any of its Subsidiaries in a bankruptcy, reorganization or other insolvency proceeding." Amendment to Sections 7.5, and 7.7 and 7.10 of the Credit Agreement.
(a) Section 7.5 of the Credit Agreement is hereby amended by adding to the end thereof the following new clause: "
Organizational Separateness. CC Operating shall (a) not fail to correct any known misunderstanding regarding its existence separate and distinct from Holdings, (b) maintain its accounts, books and records separate from those of Holdings, (c) not commingle its funds or assets with those of Holdings and shall not permit Holdings to have direct access to its cash, (d) hold all of its assets in its own name and shall not permit Holdings to acquire or dispose of any assets on its behalf, (e) not conduct business in the name of Holdings, (f) not assume or guarantee or otherwise become obligated for the debts of Holdings or hold out its credit as being available to satisfy the obligations of Holdings, and (g) allocate fairly and reasonably any overhead for office space shared with Holdings and shall use separate stationery, invoices and checks from those used by Holdings.
Organizational Separateness. Originator agrees not to take any action that would cause Buyer to violate its certificate of incorporation and by-laws. Buyer agrees to conduct its business in a manner consistent with its certificate of incorporation and by-laws.
Organizational Separateness. The Sellers agree not to take any action that would cause Buyer to violate its certificate of incorporation and by-laws or the Buyer’s obligations under Section 5.1(o) of the Second Tier Agreement. Buyer agrees to conduct its business in a manner consistent with its certificate of incorporation and by-laws and to comply with its obligations under Section 5.1(o) of the Second Tier Agreement.
Organizational Separateness. Each Originator agrees not to take any action that would cause Buyer to violate its formative documents or the Separateness Agreement, dated as of September 28, 2001, to which Buyer and Albany International Corp. are parties. Buyer agrees to conduct its business in a manner consistent with its formative documents and such Separateness Agreement.
Organizational Separateness. Each of Holdings and the Borrower shall not, and shall not permit any of its Restricted Subsidiaries to, take any action that would cause any creditor of such Person to reasonably believe that such creditor is relying on the credit of Arby’s and its Subsidiaries. In furtherance thereof, but without limitation, Holdings and the Borrower shall, and shall cause its Restricted Subsidiaries to, (a) maintain separate books, records and separate bank accounts in their own names; (b) act solely in their own names or the names of their managers and through authorized officers and agents; (c) not make or agree to make any payment to a creditor of Arby’s or any of its Subsidiaries in its capacity as such; (d) not commingle any money of Arby’s and its Subsidiaries with any money of Holdings and its Subsidiaries; and (e) not take any action, or conduct its affairs in a manner, which could reasonably be expected to result in the separate corporate existence of Arby’s and its Subsidiaries from Holdings and its Subsidiaries being ignored. Notwithstanding the forgoing, nothing in this Section 7.28 shall apply in respect of any Plan, any Foreign Plan, any Foreign Benefit Arrangement or any Compensatory Award or shall prohibit Holdings, the Borrower or any Restricted Subsidiary from entering into agreements or arrangements permitted by Section 7.20.
Organizational Separateness. Originator agrees not to take any action that would cause Buyer to violate its limited liability company agreement or operating agreement. Buyer agrees to conduct its business in a manner consistent with its limited liability company agreement and operating agreement.
