Common use of Preservation of Corporate Existence Clause in Contracts

Preservation of Corporate Existence. The Originator (i) will preserve and maintain its corporate existence, rights, franchises and privileges in the jurisdiction of its incorporation (other than any change in corporate status by reason of a merger or consolidation permitted by Section 7.3(c)) and (ii) will qualify and remain qualified in good standing as a foreign corporation in each jurisdiction in which the failure to preserve and maintain such qualification as a foreign corporation could reasonably be expected to have a Material Adverse Effect.

Appears in 11 contracts

Samples: CRC Purchase Agreement, Receivables Purchase Agreement (Domus Holdings Corp), Purchase Agreement (Realogy Corp)

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Preservation of Corporate Existence. The Such Originator (i) will shall preserve and maintain its corporate existenceexistence as a corporation, partnership or limited liability company, as applicable, and all rights, franchises and privileges in the jurisdiction of its incorporation (other than any change in corporate status by reason of a merger or consolidation permitted by Section 7.3(c)) organization, and (ii) will qualify and remain qualified in good standing as a foreign corporation corporation, partnership or limited liability company, as applicable, in each jurisdiction in which where the failure to preserve and maintain such existence, rights, franchises, privileges and qualification as a foreign corporation could be reasonably be expected to have a Material Adverse EffectEffect with respect to such Originator.

Appears in 3 contracts

Samples: Receivables Purchase Agreement (Armstrong World Industries Inc), Purchase and Sale Agreement (Armstrong World Industries Inc), Joinder Agreement (Patriot Coal CORP)

Preservation of Corporate Existence. The Originator (i) will preserve and maintain its corporate existence, rights, franchises and privileges in the jurisdiction of its incorporation (other than any change in corporate status by reason of a merger or consolidation permitted by Section 7.3(c)) incorporation, and (ii) will qualify and remain qualified in good standing as a foreign corporation in each jurisdiction in which where the failure to preserve and maintain such existence, rights, franchises, privileges and qualification as a foreign corporation has had, or could reasonably be expected to have have, a Material Adverse Effectmaterial adverse effect on the business operations, assets or financial condition of the Originator or on the validity or enforceability of this Agreement, or the performance by the Originator of its duties hereunder.

Appears in 2 contracts

Samples: Master Sale and Contribution Agreement (TPG Specialty Lending, Inc.), Master Sale and Contribution Agreement (TPG Specialty Lending, Inc.)

Preservation of Corporate Existence. The Each Originator (i) will preserve and maintain its corporate existence, rights, franchises and privileges in the jurisdiction of its incorporation (other than any change in corporate status by reason of a merger or consolidation permitted by Section 7.3(c)) formation, and (ii) will qualify and remain qualified in good standing as a foreign corporation in each jurisdiction in which where the failure to preserve and maintain such existence, rights, franchises, privileges and qualification as a foreign corporation could reasonably be expected to have a Seller Material Adverse Effect.

Appears in 2 contracts

Samples: Purchase and Sale Agreement (Maxtor Corp), Purchase and Sale Agreement (D & K Healthcare Resources Inc)

Preservation of Corporate Existence. The Originator (i) will shall preserve and maintain its corporate existence, rights, franchises and privileges in the jurisdiction of its incorporation (other than any change in corporate status by reason of a merger or consolidation permitted by Section 7.3(c)) incorporation, and (ii) will qualify and remain qualified in good standing as a foreign corporation in each jurisdiction in which where the failure to preserve and maintain such existence, rights, franchises, privileges and qualification as a foreign corporation could reasonably be expected would materially adversely affect (i) the interests of the Buyer hereunder or (ii) the ability of Originator to have a Material Adverse Effectperform its obligations under the Transaction Documents.

Appears in 2 contracts

Samples: Receivables Sale Agreement (Amerisourcebergen Corp), Receivables Sale Agreement (Amerisourcebergen Corp)

Preservation of Corporate Existence. The Originator (i) will shall preserve and maintain its corporate existence, rights, franchises and privileges in the jurisdiction of its incorporation (other than any change in corporate status by reason of a merger or consolidation permitted by Section 7.3(c)) incorporation, and (ii) will qualify and remain qualified in good standing as a foreign corporation in each jurisdiction in which where the failure to preserve and maintain such existence, rights, franchises, privileges and qualification as a foreign corporation could reasonably be expected would materially adversely affect (i) the interests of the Buyer hereunder or (ii) the ability of the Originator or the Servicer to have a Material Adverse Effectperform their respective obligations under the Facility Documents or under the Servicing Agreement.

Appears in 2 contracts

Samples: Purchase Agreement (Lexmark International Group Inc), Purchase Agreement (Lexmark International Group Inc)

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Preservation of Corporate Existence. The Originator (i) will shall preserve and maintain its corporate existence, rights, franchises and privileges in the jurisdiction of its incorporation (other than any change in corporate status by reason of a merger or consolidation permitted by Section 7.3(c)) incorporation, and (ii) will qualify and remain qualified in good standing as a foreign corporation in each jurisdiction in which where the failure to preserve and maintain such existence, rights, franchises, privileges and qualification as a foreign corporation could reasonably be expected would materially adversely affect (i) the interests of the Buyer hereunder or (ii) the ability of the Originator to have a Material Adverse Effectperform its obligations under the Purchase Documents.

Appears in 1 contract

Samples: Purchase Agreement (Cone Mills Corp)

Preservation of Corporate Existence. The Such Originator (i) will shall preserve and maintain its corporate existence, rights, franchises and privileges in the jurisdiction of its incorporation (other than any change in corporate status by reason of a merger or consolidation permitted by Section 7.3(c)) incorporation, and (ii) will qualify and remain qualified in good standing as a foreign corporation in each jurisdiction in which where the failure to preserve and maintain such existence, rights, franchises, privileges and qualification as a foreign corporation could reasonably be expected to have a Material Adverse Effectmaterially adversely affect (i) the interests of the Buyer hereunder or (ii) the ability of such Originator to perform its obligations under the Transaction Documents.

Appears in 1 contract

Samples: Receivables Sale Agreement (Henry Schein Inc)

Preservation of Corporate Existence. The Except as permitted by Section 4.2(f), such Originator (i) will shall preserve and maintain its corporate existence, rights, franchises and privileges in the jurisdiction of its incorporation (other than any change in corporate status by reason of a merger or consolidation permitted by Section 7.3(c)) incorporation, and (ii) will qualify and remain qualified in good standing as a foreign corporation in each jurisdiction in which where the failure to preserve and maintain such existence, rights, franchises, privileges and qualification as a foreign corporation could reasonably be expected would materially adversely affect (i) the interests of the Buyer hereunder or (ii) the ability of such Originator to have a Material Adverse Effectperform its obligations under the Transaction Documents.

Appears in 1 contract

Samples: Receivables Sale Agreement (Amerisourcebergen Corp)

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