Common use of Preservation of Existence; Consolidated Corporate Franchises Clause in Contracts

Preservation of Existence; Consolidated Corporate Franchises. Holdings and the Borrower will, and will cause each Material Subsidiary to, take all actions necessary (a) to preserve and keep in full force and effect its existence, organizational rights and authority and (b) to maintain its rights, privileges (including its good standing (if applicable)), permits, licenses and franchises necessary in the normal conduct of its business, in each case, except to the extent that the failure to do so would not reasonably be expected to have a Material Adverse Effect; provided, however, that Holdings and its Subsidiaries may consummate any transaction permitted under Permitted Investments and Sections 10.2, 10.3, 10.4, or 10.5.

Preservation of Existence; Consolidated Corporate Franchises. Holdings and the The Borrower will, and will cause each Material Subsidiary to, take all actions necessary (a) to preserve and keep in full force and effect its existence, organizational rights and authority and (b) to maintain its rights, privileges (including its good standing (if applicable)), permits, licenses and franchises necessary in the normal conduct of its business, in each case, except to the extent that the failure to do so would not reasonably be expected to have a Material Adverse Effect; provided, however, that Holdings the Borrower and its Subsidiaries may consummate any transaction permitted under Permitted Investments and Sections 10.2, 10.3, 10.4, or 10.5.

Preservation of Existence; Consolidated Corporate Franchises. Holdings and the Borrower will, and will cause each Material Subsidiary to, take all actions necessary (a) to preserve and keep in full force and effect its existence, organizational rights and authority and (b) to maintain its rights, privileges (including its good standing (if applicable)), permits, licenses and franchises necessary in the normal conduct of its business, in each case, except to the extent that the failure to do so would not reasonably be expected to have a Material Adverse Effect; provided, however, that Holdings the Borrower and its Subsidiaries may consummate any transaction permitted under Permitted Investments and Sections 10.2, 10.3, 10.4, or 10.5.

Preservation of Existence; Consolidated Corporate Franchises. Holdings and the The Borrower will, and will cause each Material Subsidiary to, take all actions necessary (a) to preserve and keep in full force and effect its existence, organizational rights and authority and (b) to maintain its rights, privileges (including its good standing (if applicable)), permits, licenses and franchises necessary in the normal conduct of its business, in each case, except to the extent that the failure to do so would not reasonably be expected to have a Material Adverse Effect; provided, however, that Holdings the Borrower and its Subsidiaries may consummate any transaction permitted under Permitted Investments and Sections 10.2, 10.3, 10.4, 10.4 or 10.5.

Preservation of Existence; Consolidated Corporate Franchises. Holdings and the The Borrower will, and will cause each Material Subsidiary to, take all actions necessary (a) to preserve and keep in full force and effect its existence, organizational rights and authority and (b) to maintain its rights, privileges (including its good standing (if applicable)), permits, licenses and franchises necessary in the normal conduct of its business, in each case, except to the extent that the failure to do so would not reasonably be expected to have a Material Adverse Effect; provided, however, that Holdings the Borrower and its Subsidiaries may consummate any transaction permitted under the definition of Permitted Investments and Sections or Section 10.2, 10.3, 10.4, or 10.5.

Preservation of Existence; Consolidated Corporate Franchises. Holdings and the Borrower Borrowers will, and will cause each Material Subsidiary to, take all actions necessary (a) to preserve and keep in full force and effect its existence, organizational rights and authority and (b) to maintain its rights, privileges (including its good standing (if applicable)), permits, licenses and franchises necessary in the normal conduct of its business, in each case, except to the extent that the failure to do so would not reasonably be expected to have a Material Adverse Effect; provided, however, that Holdings and its Subsidiaries may consummate any Holdings Reorganization or Replacement Transaction and/or any other transaction permitted under Permitted Investments and Sections 10.2, 10.3, 10.4, or 10.5.

Preservation of Existence; Consolidated Corporate Franchises. Holdings and the Borrower will, and will cause each Material Subsidiary to, take all actions necessary (a) to preserve and keep in full force and effect its existence, organizational rights and authority and (b) to maintain its rights, privileges (including its good standing (if applicable)standing), permits, licenses and franchises necessary in the normal conduct of its business, in each case, except to the extent that the failure to do so would could not reasonably be expected to have a Material Adverse Effect; provided, however, that Holdings and its Subsidiaries may consummate any transaction permitted under “Permitted Investments Investments” and Sections 10.2, 10.3, 10.4, 10.4 or 10.5.

Preservation of Existence; Consolidated Corporate Franchises. Holdings and the Each Borrower will, and will cause each Material Subsidiary to, take all actions necessary (a) to preserve and keep in full force and effect its existence, organizational rights and authority and (b) to maintain its rights, privileges (including its good standing (if applicable)), permits, licenses and franchises necessary in the normal conduct of its business, in each case, except to the extent that the failure to do so would not reasonably be expected to have a Material Adverse Effect; provided, however, that Holdings CGI Borrower and its Subsidiaries may consummate any transaction permitted under Permitted Investments and Sections 10.2Section 11.2, 10.311.3, 10.4, 11.4 or 10.511.5.

Preservation of Existence; Consolidated Corporate Franchises. Holdings and the Borrower will, and will cause each Material Subsidiary to, take all actions necessary (a) to preserve and keep in full force and effect its existence, organizational rights and authority and (b) to maintain its rights, privileges (including its good standing (if applicable)), permits, licenses and franchises necessary in the normal conduct of its business, in each case, except to the extent that the failure to do so would not reasonably be expected to have a Material Adverse Effect; provided, however, that Holdings the Borrower and its Subsidiaries may consummate any transaction permitted under the definition of Permitted Investments and Sections or Section 10.2, 10.3, 10.4, or 10.5.

Preservation of Existence; Consolidated Corporate Franchises. Holdings and the The Borrower will, and will cause each Material Subsidiary to, take all actions necessary (a) to preserve and keep in full force and effect its existence, organizational rights and authority and (b) to maintain its rights, privileges (including its good standing (if applicable)), permits, licenses and franchises necessary in the normal conduct of its business, in each case, except to the extent that the failure to do so would not reasonably be expected to have a Material Adverse Effect; provided, however, that Holdings the Borrower and its Subsidiaries may consummate any transaction otherwise permitted under hereunder, including pursuant to the definition of Permitted Investments Investments, transactions permitted by the definition of “Asset Sale” and Sections 10.2, 10.3, 10.4, 10.4 or 10.5.

Preservation of Existence; Consolidated Corporate Franchises. Holdings and the Borrower will, and will cause each Material Subsidiary to, take all actions necessary (a) to preserve and keep in full force and effect its existence, organizational rights and authority and (b) to maintain its rights, privileges (including its good standing (if applicable)standing), permits, licenses and franchises necessary in the normal conduct of its business, in each case, except to the extent that the failure to do so would not reasonably be expected to have a Material Adverse Effect; provided, however, that Holdings and its Subsidiaries may consummate any transaction permitted under “Permitted Investments Investments” and Sections 10.2, 10.3, 10.4, 10.4 or 10.5.

Preservation of Existence; Consolidated Corporate Franchises. Holdings and the The Borrower will, and will cause each Wholly-Owned Restricted Subsidiary that constitutes a Material Subsidiary to, take all actions necessary (a) to preserve and keep in full force and effect its existence, organizational rights and authority and (b) to maintain its rights, privileges (including its good standing (if applicable)), permits, licenses and franchises necessary in the normal conduct of its business, in each case, except to the extent that the failure to do so would not reasonably be expected to have a Material Adverse Effect; provided, however, provided that Holdings the Borrower and its Subsidiaries may consummate any transaction otherwise permitted under hereunder, including pursuant to Permitted Investments Investments, transactions permitted by the definition of “Asset Sale” and Sections 10.2, 10.3, 10.4, 9.10 or 10.510.

Preservation of Existence; Consolidated Corporate Franchises. Holdings and the Borrower Borrowers will, and will cause each Material Subsidiary to, take all actions necessary (a) to preserve and keep in full force and effect its existence, organizational rights and authority and (b) to maintain its rights, privileges (including its good standing (if applicable)), permits, licenses and franchises necessary in the normal conduct of its business, in each case, except to the extent that the failure to do so would not reasonably be expected to have a Material Adverse Effect; provided, however, that Holdings and its Subsidiaries may consummate any transaction permitted under Permitted Investments and Sections 10.2, 10.3, 10.4, or 10.5.

Preservation of Existence; Consolidated Corporate Franchises. Holdings and the Each Borrower will, and will cause each Material Subsidiary to, take all actions necessary (a) to preserve and keep in full force and effect its existence, organizational corporate rights and authority and (b) to maintain its rights, privileges (including its good standing (if applicable)standing), permits, licenses and franchises necessary or desirable in the normal conduct of its business, in each case, except to the extent that the failure to do so would could not reasonably be expected to have a Material Adverse Effect; provided, however, that Holdings the Borrowers and its their Subsidiaries may consummate any transaction permitted under “Permitted Investments Investments” and Sections 10.2, 10.3, 10.4, 10.4 or 10.5.

Preservation of Existence; Consolidated Corporate Franchises. Holdings and the The Borrower will, and will cause each Material Subsidiary to, take all actions necessary (a) to preserve and keep in full force and effect its existence, organizational rights and authority and (b) to maintain its rights, privileges (including its good standing (if applicable)), permits, licenses and franchises necessary in the normal conduct of its business, in each case, except to the extent that the failure to do so would not reasonably be expected to have a Material Adverse Effect; provided, however, that Holdings Effect the Borrower and its Subsidiaries may consummate any transaction permitted under the definition of Permitted Investments and Sections or Section 10.2, 10.3, 10.4, or 10.5.

Preservation of Existence; Consolidated Corporate Franchises. Holdings and the Borrower will, and will cause each Material Subsidiary to, take all actions necessary (a) to preserve and keep in full force and effect its existence, organizational rights and authority and (b) to maintain its rights, privileges (including its good standing (if applicable)), permits, licenses and franchises necessary in the normal conduct of its business, in each casecase (other than with respect to the presentation of the existence, organizational rights and authority of Holdings or the Borrower), except to the extent that the failure to do so would not reasonably be expected to have a Material Adverse Effect; provided, however, that Holdings the Borrower and its Subsidiaries may consummate any transaction permitted under Permitted Investments and Sections 10.2, 10.3, 10.4, or 10.5.

Preservation of Existence; Consolidated Corporate Franchises. Holdings and the Borrower will, and will cause each Material Subsidiary to, take all actions necessary (a) to preserve and keep in full force and effect its existence, organizational rights and authority and (b) to maintain its rights, privileges (including its good standing (if applicable)), permits, licenses and franchises necessary in the normal conduct of its business, in each case, except to the extent that the failure to do so would not reasonably be expected to have a Material Adverse Effect; provided, however, that Holdings and its Subsidiaries may consummate any transaction permitted under “Permitted Investments Investments” and Sections 10.2, 10.3, 10.4, 10.4 or 10.5.

Preservation of Existence; Consolidated Corporate Franchises. Holdings and the Borrower will, and will cause each Material Subsidiary to, take all actions necessary (a) to preserve and keep in full force and effect its existence, organizational rights and authority and (b) to maintain its rights, privileges (including its good standing (if applicable)), permits, licenses and franchises necessary in the normal conduct of its business, in each case, except to the extent that the failure to do so would not reasonably be expected to have a Material Adverse Effect; provided, however, that Holdings the Borrower and its Subsidiaries may consummate any transaction permitted under Permitted Investments and Sections Section 10.2, 10.3, 10.4, or 10.5.

Preservation of Existence; Consolidated Corporate Franchises. Holdings and the The Borrower will, and will cause each Material Subsidiary to, take all actions necessary (a) to preserve and keep in full force and effect its existence, organizational corporate rights and authority and (b) to maintain its rights, privileges (including its good standing (if applicable)standing), permits, licenses and franchises necessary or desirable in the normal conduct of its business, in each case, except to the extent that the failure to do so would could not reasonably be expected to have a Material Adverse Effect; provided, however, that Holdings the Borrower and its Subsidiaries may consummate any transaction permitted under “Permitted Investments Investments” and Sections 10.2, 10.3, 10.4, 10.4 or 10.5.

Preservation of Existence; Consolidated Corporate Franchises. Holdings and the Borrower will, and will cause each Material Subsidiary to, take all actions necessary (a) to preserve and keep in full force and effect its existence, organizational rights and authority and (b) to maintain its rights, privileges (including its good standing (if applicable)), permits, licenses and franchises necessary in the normal conduct of its business, in each case, except to the extent (other than, with respect to clause (a), in the case of the Borrower and Holdings) that the failure to do so would not reasonably be expected to have a Material Adverse Effect; provided, however, that Holdings the Borrower and its Subsidiaries may consummate any transaction permitted under Permitted Investments and Sections 10.2, 10.3, 10.4, or 10.5.

Preservation of Existence; Consolidated Corporate Franchises. Holdings Holdings, the Company and the Borrower will, and will cause each Material Subsidiary to, take all actions necessary (a) to preserve and keep in full force and effect its existence, organizational rights and authority and (b) to maintain its rights, privileges (including its good standing (if applicable)), permits, licenses and franchises necessary in the normal conduct of its business, in each case, except to the extent that the failure to do so would not reasonably be expected to have a Material Adverse Effect; provided, however, that Holdings and its Subsidiaries may consummate any transaction permitted under Permitted Investments and Sections Section 10.2, 10.3, 10.4, or 10.5.

Preservation of Existence; Consolidated Corporate Franchises. Holdings and the Borrower Borrowers will, and will cause each Material Subsidiary to, take all actions necessary (a) to preserve and keep in full force and effect its existence, organizational rights and authority and (b) to maintain its rights, privileges (including its good standing (if applicable)), permits, licenses and franchises necessary in the normal conduct of its business, in each case, except to the extent that the failure to do so would not reasonably be expected to have a Material Adverse Effect; provided, however, that Holdings the Borrowers and its their respective Subsidiaries may consummate any transaction permitted under Permitted Investments and Sections 10.2, 10.3, 10.4, or 10.5.

Preservation of Existence; Consolidated Corporate Franchises. Holdings and the The Borrower will, and will cause each Material Subsidiary to, take all actions necessary (a) to preserve and keep in full force and effect its existence, organizational rights and authority and (b) to maintain its rights, privileges (including its good standing (if applicable)), permits, licenses and franchises necessary in the normal conduct of its business, in each case, except to the extent that the failure to do so would not reasonably be expected to have a Material Adverse Effect; provided, however, that Holdings the Borrower and its Subsidiaries may consummate mayconsummate any transaction permitted under Permitted Investments and Sections 10.2, 10.3, 10.4, or 10.5.. -125-#8983238089847286v115

Preservation of Existence; Consolidated Corporate Franchises. Holdings and the The Borrower will, and will cause each Material Restricted Subsidiary to, take all actions necessary (a) to preserve and keep in full force and effect its existence, organizational rights and authority and (b) to maintain its rights, privileges (including its good standing (if applicable)), permits, licenses and franchises necessary in the normal conduct of its business, in each case, except (other than in the case of the organizational existence of the Borrower) to the extent that the failure to do so would not reasonably be expected to have a Material Adverse Effect; provided, however, that Holdings the Borrower and its Subsidiaries may consummate any Permitted Investment and any transaction permitted under Permitted Investments and pursuant to Sections 10.2, 10.3, 10.4, or 10.5.

Preservation of Existence; Consolidated Corporate Franchises. Holdings and the Borrower will, and will cause each Material Subsidiary to, take all actions necessary (a) to preserve and keep in full force and effect its existence, organizational rights and authority and (b) to maintain its rights, privileges (including its good standing (if applicableapplicable in the relevant jurisdiction)), permits, licenses and franchises necessary in the normal conduct of its business, in each case, except to the extent that the failure to do so would could not reasonably be expected to have a Material Adverse Effect; provided, however, that Holdings and its Subsidiaries may consummate any transaction permitted under “Permitted Investments Investments” and Sections 10.2, 10.3, 10.4, 10.4 or 10.5.

Preservation of Existence; Consolidated Corporate Franchises. Holdings and the The Borrower will, and will cause each Material Subsidiary to, take all actions necessary (a) to preserve and keep in full force and effect its existence, organizational rights and authority and (b) to maintain its rights, privileges (including its good standing (if applicable)), permits, licenses and franchises necessary in the normal conduct of its business, in each case, except to the extent that the failure to do so would not reasonably be expected to have a Material Adverse Effect; provided, however, that Holdings the Borrower and its Subsidiaries may consummate any transaction permitted under Permitted Investments and Sections 10.2, 10.3, 10.4, or 10.5.. 9.6

Preservation of Existence; Consolidated Corporate Franchises. Holdings and the The Borrower will, and will cause each other Material Subsidiary to, take all actions necessary (a) to preserve and keep in full force and effect its existence, organizational rights and authority and (b) to maintain its rights, privileges (including its good standing (if applicable)), permits, licenses and franchises necessary in the normal conduct of its business, in each case, except to the extent that the failure to do so would not reasonably be expected to have a Material Adverse Effect; provided, however, that Holdings the Borrower and its Subsidiaries may consummate any transaction that constitutes a Permitted Investment or is permitted under Permitted Investments and Sections Section 10.2, 10.3, 10.4, or 10.5.

Preservation of Existence; Consolidated Corporate Franchises. Holdings and the Borrower The Borrowers will, and will cause each Material Subsidiary to, take all actions necessary (a) to preserve and keep in full force and effect its existence, organizational rights and authority and (b) to maintain its rights, privileges (including its good standing (if applicable)), permits, licenses and franchises necessary in the normal conduct of its business, in each case, except to the extent that the failure to do so would not reasonably be expected to have a Material Adverse Effect; provided, however, that Holdings the Borrowers and its their Subsidiaries may consummate any transaction otherwise permitted under hereunder, including pursuant to the definition of Permitted Investments Investments, transactions permitted by the definition of “Asset Sale” and Sections 10.2, 10.3, 10.4, or 10.5.Section 10