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Common use of Preservation of Existence, Etc Clause in Contracts

Preservation of Existence, Etc. (a) Preserve, renew and maintain in full force and effect its legal existence under the Laws of the jurisdiction of its organization except in a transaction permitted by Section 7.04 or 7.05 and (b) take all reasonable action to maintain all rights, privileges (including its good standing), permits, licenses and franchises necessary or desirable in the normal conduct of its business, except (i) to the extent that failure to do so could not reasonably be expected to have a Material Adverse Effect or (ii) pursuant to a transaction permitted by Section 7.04 or 7.05.

Appears in 43 contracts

Samples: Credit Agreement (Pinnacle Foods Inc.), Credit Agreement (West Corp), Credit Agreement (West Corp)

Preservation of Existence, Etc. (a) Preserve, renew and maintain in full force and effect its legal existence under the Laws of the jurisdiction of its organization except in a transaction permitted by Section 7.04 or 7.05 and (b) take all reasonable action to maintain all rights, privileges (including its good standing), permits, licenses (including FCC Licenses) and franchises necessary or desirable in the normal conduct of its business, except in the case of clauses (a) (other than with respect to the Borrower) and (b), (i) to the extent that failure to do so could not reasonably be expected to have a Material Adverse Effect or (ii) pursuant to a transaction permitted by Section 7.04 or Section 7.05.

Appears in 35 contracts

Samples: Credit Agreement (Nexstar Media Group, Inc.), Credit Agreement (Nexstar Media Group, Inc.), Credit Agreement (Nexstar Media Group, Inc.)

Preservation of Existence, Etc. (a) Preserve, renew and maintain in full force and effect its legal existence and good standing under the Laws of the jurisdiction of its organization except in a transaction permitted by Section 7.04 or 7.05 7.05; and (b) take all reasonable action to maintain all rights, privileges (including its good standing)privileges, permits, licenses and franchises necessary or desirable in the normal conduct of its business, except (i) except, in each case, to the extent that failure to do so could not reasonably be expected to have a Material Adverse Effect or (ii) pursuant to a transaction permitted by Section 7.04 or 7.05Effect.

Appears in 18 contracts

Samples: Credit Agreement (AdvanSix Inc.), Credit Agreement (AdvanSix Inc.), Asset Based Revolving Credit Agreement (Vista Outdoor Inc.)

Preservation of Existence, Etc. (a) Preserve, renew and maintain in full force and effect its legal existence and good standing under the Laws of the jurisdiction of its organization except in a transaction permitted by Section 7.04 or 7.05 7.05; and (b) take all reasonable action to maintain all rights, privileges (including its good standing)privileges, permits, licenses (including intellectual property licenses) and franchises necessary or desirable in the normal conduct of its business, except (i) to the extent that failure to do so could not reasonably be expected to have a Material Adverse Effect or (ii) pursuant to a transaction permitted by Section 7.04 or 7.05Effect.

Appears in 15 contracts

Samples: Amendment and Restatement Agreement (CrossAmerica Partners LP), Credit Agreement (CrossAmerica Partners LP), Credit Agreement (Tesoro Logistics Lp)

Preservation of Existence, Etc. (a) Preserve, renew and maintain in full force and effect its legal existence under the Laws of the jurisdiction of its organization except in a transaction permitted by Section 7.04 or 7.05 and (b) take all reasonable action to maintain all rights, corporate rights and privileges (including its good standing) except, in the case of (a) or (b), permits, licenses and franchises necessary or desirable in the normal conduct of its business, except (i) to the extent that failure to do so could would not reasonably be expected to have a Material Adverse Effect or (ii) pursuant to a transaction permitted by Section 7.04 or 7.05Article VII.

Appears in 14 contracts

Samples: Credit Agreement (IASIS Healthcare LLC), Revolving Credit Agreement (IASIS Healthcare LLC), Revolving Credit Agreement (IASIS Healthcare LLC)

Preservation of Existence, Etc. (a) Preserve, renew and maintain in full force and effect its legal existence and good standing under the Laws of the jurisdiction of its organization organization, except in a transaction permitted by Section 7.04 or 7.05 Sections 7.06 and 7.07, (b) take all reasonable action to maintain all rights, privileges (including its good standing)privileges, permits, licenses and franchises necessary or desirable in material to the normal conduct of its business, except (i) to the extent that failure to do so could not reasonably be expected to have a Material Adverse Effect or (ii) pursuant to in a transaction permitted by Section 7.04 or 7.05Sections 7.06 and 7.07.

Appears in 11 contracts

Samples: Credit Agreement (Markwest Energy Partners L P), Credit Agreement (Markwest Hydrocarbon Inc), Credit Agreement (Markwest Energy Partners L P)

Preservation of Existence, Etc. (a) Preserve, renew and maintain in full force and effect its legal existence and good standing under the Laws of the jurisdiction of its organization organization, except in a transaction permitted by Section 7.04 or 7.05 Sections 7.06 and 7.07, and (b) take all reasonable action to maintain all rights, privileges (including its good standing)privileges, permits, licenses and franchises necessary or desirable in material to the normal conduct of its business, except (i) to in a transaction permitted by Sections 7.06 and 7.07, except where the extent that failure to do so in each case could not reasonably be expected to have a Material Adverse Effect or (ii) pursuant to a transaction permitted by Section 7.04 or 7.05Effect.

Appears in 11 contracts

Samples: Credit Agreement (PostRock Energy Corp), Credit Agreement (PostRock Energy Corp), Credit Agreement (Quest Resource Corp)

Preservation of Existence, Etc. (a) Preserve, renew and maintain in full force and effect its legal existence under the Laws of the jurisdiction of its organization except in a transaction permitted by Section 7.04 or 7.05 and (b) take all reasonable action to maintain all rights, privileges (including its good standing), permits, licenses and franchises necessary or desirable in the normal conduct of its business, business except (i) to the extent that failure to do so could not not, either individually or in the aggregate, reasonably be expected to have a Material Adverse Effect or (ii) pursuant to a transaction permitted by Section 7.04 or 7.05.

Appears in 10 contracts

Samples: Credit Agreement (Bloomin' Brands, Inc.), Credit Agreement (Bloomin' Brands, Inc.), Credit Agreement (Bloomin' Brands, Inc.)

Preservation of Existence, Etc. (ai) Preserve, renew and maintain in full force and effect its legal existence under the Laws of the jurisdiction of its organization except in a transaction permitted by Section 7.04 or 7.05 and (bii) take all reasonable action to maintain all rights, privileges (including its good standing), permits, licenses and franchises necessary or desirable in the normal conduct of its business, except in the case of clauses (i) and (ii), (A) to the extent that failure to do so could not reasonably be expected to have a Material Adverse Effect or (iiB) pursuant to a transaction permitted by Section 7.04 or 7.05.

Appears in 10 contracts

Samples: Senior Secured Credit Agreement (Polymer Group Inc), Credit Agreement (Polymer Group Inc), Senior Unsecured Bridge Credit Agreement (Polymer Group Inc)

Preservation of Existence, Etc. (a) Preserve, renew and maintain in full force and effect its legal existence under the Laws of the jurisdiction of its organization except in a transaction permitted by Section 7.04 or 7.05 and (b) take all reasonable action to maintain all rights, privileges (including its good standing), permits, licenses and franchises necessary or desirable in the normal conduct of its business, except in the case of clauses (a) and (b), (i) to the extent that failure to do so could not reasonably be expected to have a Material Adverse Effect or (ii) pursuant to a transaction permitted by Section 7.04 or 7.05.

Appears in 8 contracts

Samples: Credit Agreement (Performance Food Group Co), Credit Agreement (Performance Food Group Co), Credit Agreement (Performance Food Group Co)

Preservation of Existence, Etc. (a) Preserve, renew and maintain in full force and effect its legal existence under the Laws of the jurisdiction of its organization organization, except in a transaction as expressly permitted by Section 7.04 or 7.05 6.04; and (b) take all reasonable action to maintain all rights, privileges (including its good standingstatus as validly existing), permits, licenses and franchises necessary or desirable in the normal conduct of its business, except (i) to the extent that failure to do so such rights, privileges, permits, licenses or franchise which, if not maintained, could not reasonably be expected to have result in a Material Adverse Effect or (ii) pursuant to a transaction permitted by Section 7.04 or 7.05Effect.

Appears in 7 contracts

Samples: Credit Agreement (Puget Sound Energy Inc), Credit Agreement (Puget Sound Energy Inc), Term Loan Agreement (Puget Sound Energy Inc)

Preservation of Existence, Etc. (a) PreserveTo the maximum extent permitted pursuant to applicable Laws, preserve, renew and maintain in full force and effect its legal existence and good standing under the Laws of the jurisdiction of its organization except in a transaction permitted by Section 7.04 or 7.05 and (b) take all reasonable action to maintain all rights, privileges (including its good standing)privileges, permits, licenses and franchises necessary or desirable in the normal conduct of its business, except (i) to the extent that failure to do so could not reasonably be expected to have a Material Adverse Effect or (ii) pursuant to a transaction permitted by Section 7.04 or 7.05Effect.

Appears in 6 contracts

Samples: Credit Agreement (Highland Floating Rate Opportunities Fund), Credit Agreement (American Capital, LTD), Credit Agreement (American Capital Senior Floating, Ltd.)

Preservation of Existence, Etc. (a) Preserve, renew and maintain in full force and effect its legal existence and good standing under the Laws of the jurisdiction of its organization except in a transaction permitted by Section 7.04 or 7.05 and 7.05; and (b) take Take all reasonable action to maintain all rights, privileges (including its good standing)privileges, permits, licenses (including intellectual property licenses) and franchises necessary or desirable in the normal conduct of its business, except (i) to the extent that failure to do so could not reasonably be expected to have a Material Adverse Effect or (ii) pursuant to a transaction permitted by Section 7.04 or 7.05Effect.

Appears in 6 contracts

Samples: Credit Agreement (USD Partners LP), Master Assignment, Assignment of Liens, and Amendment No. 1 to Amended and Restated Credit Agreement (USD Partners LP), Credit Agreement (USD Partners LP)

Preservation of Existence, Etc. (a) Preserve, renew and maintain in full force and effect its (i) legal existence and (ii) good standing under the Laws of the jurisdiction of its organization organization, in each case, except in a transaction permitted by Section 7.04 8.04 or 7.05 and Section 8.05. (b) take Take all reasonable action to maintain all rights, privileges (including its good standing)privileges, permits, licenses and franchises necessary or desirable in the normal conduct of its business, except (i) to the extent that the failure to do so could would not reasonably be expected to have a Material Adverse Effect or (ii) pursuant to a transaction permitted by Section 7.04 or 7.05Effect.

Appears in 6 contracts

Samples: Credit Agreement (Energen Corp), Credit Agreement (Energen Corp), Credit Agreement (Energen Corp)

Preservation of Existence, Etc. (a) Preserve, renew and maintain in full force and effect its legal existence and good standing under the Laws of the jurisdiction of its organization organization, except in a transaction permitted by Section 7.04 7.4 or 7.05 7.5 and (b) take all reasonable action to maintain all rights, privileges (including its good standing)privileges, permits, licenses and franchises necessary or desirable in the normal conduct of its business, except (i) to the extent that failure to do so could not reasonably be expected to have a Material Adverse Effect or (ii) pursuant to a transaction permitted by Section 7.04 or 7.05Effect.

Appears in 6 contracts

Samples: Credit Agreement (GRIID Infrastructure Inc.), Credit Agreement (GRIID Infrastructure Inc.), Credit Agreement (Cleanspark, Inc.)

Preservation of Existence, Etc. (a) Preserve, renew and maintain in full force and effect its legal existence under the Laws of the jurisdiction of its organization except in a transaction permitted by Section 7.04 or 7.05 and 10.2.7, (b) take all reasonable action to maintain all material rights, privileges (including its good standing), permits, licenses and franchises necessary or desirable in the normal conduct of its business, except and (ic) maintain all of its material Intellectual Property, except, in each case (other than the Loan Parties with respect to the extent that failure to do so could clause (a)), as would not reasonably be expected to have a Material Adverse Effect or (ii) pursuant to a transaction permitted by Section 7.04 or 7.05Effect.

Appears in 5 contracts

Samples: Loan Agreement (Cooper-Standard Holdings Inc.), Loan Agreement (Cooper-Standard Holdings Inc.), Loan Agreement (Cooper-Standard Holdings Inc.)

Preservation of Existence, Etc. (a) Preserve, renew and maintain in full force and effect its legal existence and good standing under the Laws of the jurisdiction of its organization except in a transaction permitted by Section 7.04 8.04 or 7.05 and 8.05; (b) take all reasonable action to maintain all rights, privileges (including its good standing)privileges, permits, licenses and franchises necessary or desirable in the normal conduct of its business; and (c) preserve or renew all of its material registered copyrights, except (i) patents, trademarks, trade names and service marks to the extent that failure to do so could not reasonably be expected to have a Material Adverse Effect or (ii) pursuant to a transaction permitted by Section 7.04 or 7.05necessary for the continued conduct of its business.

Appears in 5 contracts

Samples: Credit Agreement (Gaylord Entertainment Co /De), Credit Agreement (Gaylord Entertainment Co /De), Credit Agreement (Gaylord Entertainment Co /De)

Preservation of Existence, Etc. (a) Preserve, renew and maintain in full force and effect its legal existence under the Laws of the jurisdiction of its organization except in a transaction permitted by Section 7.04 6.4 or 7.05 6.5 and (b) take all reasonable action to maintain all rights, privileges (including its good standing), permits, licenses and franchises necessary or desirable in the normal conduct of its business, except (i) to the extent that failure to do so could not reasonably be expected to have a Material Adverse Effect or (ii) pursuant to a transaction permitted by Section 7.04 6.4 or 7.056.5.

Appears in 4 contracts

Samples: Credit Agreement (Education Management Corporation), Credit and Guaranty Agreement (AID Restaurant, Inc.), Credit and Guaranty Agreement (Education Management LLC)

Preservation of Existence, Etc. (a) Preserve, renew and maintain in full force and effect its legal existence under the Laws of the jurisdiction of its organization except in a transaction permitted by Section 7.04 6.04 or 7.05 Section 6.07 and (b) take all reasonable action to maintain all rights, privileges (including its good standing), permits, licenses and franchises necessary or desirable in the normal conduct of its business, except (i) to the extent that failure to do so could would not reasonably be expected to have a Material Adverse Effect or (ii) pursuant to a transaction permitted by Section 7.04 6.04 or 7.05Section 6.07.

Appears in 4 contracts

Samples: Credit Agreement (Mattress Firm Group Inc.), Abl Credit Agreement (Mattress Firm Group Inc.), Credit Agreement (Mattress Firm Group Inc.)

Preservation of Existence, Etc. (a) Preserve, renew and maintain in full force and effect its legal existence under the Laws of the jurisdiction of its organization except in a transaction permitted by Section 7.03 or 7.04 or 7.05 and (b) take all reasonable action to maintain all rights, privileges (including its good standingstanding where applicable in the relevant jurisdiction), permits, licenses and franchises necessary or desirable in the normal conduct of its business, except (i) to the extent that failure to do so could would not reasonably be expected to have have, individually or in the aggregate, a Material Adverse Effect or (ii) pursuant to a transaction permitted by Section 7.03 or 7.04 or 7.05.

Appears in 4 contracts

Samples: Credit Agreement, Credit Agreement (Time Inc.), Credit Agreement (Time Inc.)

Preservation of Existence, Etc. (a) Preserve, renew and maintain in full force and effect its legal existence and good standing under the Laws of the jurisdiction of its organization organization, except in a transaction permitted by Section 7.04 or Sections 7.05 and 7.06, and (b) take all reasonable action to maintain all rights, privileges (including its good standing)privileges, permits, licenses and franchises necessary or desirable in material to the normal conduct of its business, except (i) to the extent that failure to do so could not reasonably be expected to have a Material Adverse Effect or (ii) pursuant to in a transaction permitted by Section 7.04 or 7.05Sections 7.05 and 7.06.

Appears in 4 contracts

Samples: Credit Agreement (Sunoco Logistics Partners L.P.), 364 Day Revolving Credit Agreement (Sunoco Logistics Partners L.P.), Credit Agreement (Sunoco Logistics Partners Lp)

Preservation of Existence, Etc. (a) Preserve, renew and maintain in full force and effect its legal existence under the Laws of the jurisdiction of its organization except in a transaction permitted by Section 7.04 or 7.05 and organization; (b) take all reasonable action to maintain all rights, privileges (including its good standingstanding where applicable in the relevant jurisdictions), permits, licenses and franchises necessary or desirable in the normal conduct of its business, except (i) in the case of clause (a) or (b) above, to the extent that failure to do so could not reasonably be expected to have a Material Adverse Effect Effect, or (ii) pursuant to a any transaction permitted by Section 7.04 or 7.05; and (c) preserve or renew all of its registered patents, trademarks, trade names and service marks, the non-preservation of which could reasonably be expected to have a Material Adverse Effect.

Appears in 4 contracts

Samples: Credit Agreement (Meredith Corp), Credit Agreement (Meredith Corp), Credit Agreement (Meredith Corp)

Preservation of Existence, Etc. (a) Preserve, renew and maintain in full force and effect its legal existence under the Applicable Laws of the jurisdiction of its organization except in a transaction permitted by Section 7.04 SECTION 6.04 or 7.05 SECTION 6.05, and (b) take all reasonable action to maintain all rights, privileges (including its good standing), permits, licenses and franchises necessary or desirable in the normal conduct of its business, except (i) to the extent that failure to do so could not reasonably be expected to have a Material Adverse Effect or (ii) pursuant to a transaction permitted by Section 7.04 SECTION 6.04 or 7.05SECTION 6.05.

Appears in 4 contracts

Samples: Credit Agreement (Gymboree Corp), Credit Agreement (Gymboree Corp), Credit Agreement (Gymboree Corp)

Preservation of Existence, Etc. (a) Preserve, renew and maintain in full force and effect its legal existence and good standing under the Laws of the jurisdiction of its organization except in a transaction permitted by Section 7.04 7.02 or 7.05 7.03; and (b) take all reasonable action to maintain all rights, privileges (including its good standing)privileges, permits, licenses and franchises necessary or desirable in the normal conduct of its business, except (i) to the extent that failure to do so could not reasonably be expected to have a Material Adverse Effect or (ii) pursuant to a transaction permitted by Section 7.04 or 7.05Effect.

Appears in 4 contracts

Samples: Credit Agreement (Sims Metal Management LTD), Credit Agreement (Sims Metal Management LTD), Credit Agreement (Sims Metal Management LTD)

Preservation of Existence, Etc. (a) Preserve, renew and maintain in full force and effect its legal existence under the Laws of the jurisdiction of its organization except in a transaction permitted by Section 7.04 7.01 or 7.05 7.06 and (b) take all reasonable action to maintain all rights, privileges (including its good standing), permits, licenses and franchises necessary or desirable in the normal conduct of its business, except (i) to the extent that failure to do so could not reasonably be expected to have a Material Adverse Effect or (ii) pursuant to a transaction permitted by Section 7.04 7.01 or 7.057.06.

Appears in 4 contracts

Samples: Credit Agreement (Michaels Companies, Inc.), Credit Agreement (Michaels Companies, Inc.), Credit Agreement (Michaels Stores Inc)

Preservation of Existence, Etc. (a) Preserve, renew and maintain in full force and effect its legal existence under the Laws of the jurisdiction of its organization except in a transaction permitted by Section 7.04 or 7.05 and (b) take all reasonable action to maintain all rights, privileges (including its good standing), permitsPermits, licenses and franchises necessary or desirable in the normal conduct of its business, except (i) to the extent that failure to do so could not reasonably be expected to have a Material Adverse Effect or (ii) pursuant to a transaction permitted by Section 7.04 or 7.05.

Appears in 4 contracts

Samples: Credit Agreement (Station Casinos LLC), Credit Agreement (Station Casinos LLC), Credit Agreement (Station Casinos LLC)

Preservation of Existence, Etc. (a) Preserve, renew and maintain in full force and effect its legal existence under the Laws of the jurisdiction of its organization except in a transaction permitted by Section 7.04 or 7.05 and (b) take all reasonable action to maintain all rights, corporate rights and privileges (including its good standing) except, in the case of (a) (other than in the case of the Borrower except to the extent expressly permitted by Section 7.04) or (b), permits, licenses and franchises necessary or desirable in the normal conduct of its business, except (i) to the extent that failure to do so could would not reasonably be expected to have a Material Adverse Effect or (ii) pursuant to a transaction permitted by Section 7.04 or 7.05Article VII.

Appears in 4 contracts

Samples: Credit Agreement (Avaya Inc), Credit Agreement (Avaya Inc), Credit Agreement (Avaya Inc)

Preservation of Existence, Etc. (a) Preserve, renew and maintain in full force and effect its each of Borrower’s and Guarantor’s legal existence and, if applicable, good standing under the Laws of the jurisdiction of its organization except in a transaction permitted by Section 7.04 or 7.05 7.05; and (b) take all reasonable action to maintain all rights, privileges (including its good standing)privileges, permits, licenses and franchises necessary or desirable in the normal conduct of its business, except (i) to the extent that failure to do so could not reasonably be expected to have a Material Adverse Effect or (ii) pursuant to a transaction permitted by Section 7.04 or 7.05Effect.

Appears in 4 contracts

Samples: Loan Agreement (RGC Resources Inc), Term Loan Agreement (RGC Resources Inc), Term Loan Agreement (RGC Resources Inc)

Preservation of Existence, Etc. (a) Preserve, renew and maintain in full force and effect its legal existence under the Laws of the jurisdiction of its organization except in a transaction permitted by Section 7.04 or 7.05 and (b) take all reasonable action to maintain all rights, privileges (including its good standing), permits, licenses and franchises necessary or desirable in the normal conduct of its business, except (i) to the extent that failure to do so could not reasonably be expected to have a Material Adverse Effect or (ii) pursuant to a transaction permitted by Section 7.04 or 7.05.

Appears in 4 contracts

Samples: Credit Agreement (Freescale Semiconductor Inc), Credit Agreement (Orbitz Worldwide, Inc.), Credit Agreement (Station Casinos Inc)

Preservation of Existence, Etc. (a) Preserve, renew and maintain in full force and effect its legal existence and good standing under the Laws of the jurisdiction of its organization except in a transaction permitted by Section 7.04 8.04 or 7.05 and 8.05; (b) take all reasonable action to maintain all rights, privileges (including its good standing)privileges, permits, licenses and franchises necessary or desirable in the normal conduct of its business; and (c) preserve or renew all of its material registered copyrights, except (i) to the extent that failure to do so could not reasonably be expected to have a Material Adverse Effect or (ii) pursuant to a transaction permitted by Section 7.04 or 7.05patents, trademarks, trade names and service marks.

Appears in 4 contracts

Samples: Credit Agreement (Wells Real Estate Investment Trust Inc), Credit Agreement (Wells Real Estate Investment Trust Ii Inc), Bridge Acquisition Facility (Wells Real Estate Investment Trust Ii Inc)

Preservation of Existence, Etc. (a) Preserve, renew and maintain in full force and effect its legal existence under the Laws of the jurisdiction of its organization except in a transaction permitted by Section 7.04 or 7.05 and (bii) take all reasonable action to maintain all rights, privileges (including its good standing), permits, licenses and franchises necessary or desirable in the normal conduct of its business, except in the case of clauses (i) and (ii), (A) to the extent that failure to do so could not reasonably be expected to have a Material Adverse Effect or (iiB) pursuant to a transaction permitted by Section 7.04 or 7.05.

Appears in 4 contracts

Samples: First Lien Credit Agreement (Royal Resources Partners LP), Second Lien Credit Agreement (Royal Resources Partners LP), First Lien Credit Agreement (Royal Resources Partners LP)

Preservation of Existence, Etc. (a) Preserve, renew and maintain in full force and effect its legal existence under the Laws of the jurisdiction of its organization except in a transaction permitted by Section 7.04 or 7.05 and (b) take all reasonable action to maintain all rights, privileges (including its good standing), permits, licenses and franchises necessary or desirable in the normal conduct of its business, except in the case of each of clauses (a) and (b) above (i) to the extent that failure to do so could not reasonably be expected to have a Material Adverse Effect or (ii) pursuant to a transaction permitted by Section 7.02, 7.04 or 7.05.

Appears in 3 contracts

Samples: Credit Agreement (DJO Finance LLC), Credit Agreement (ReAble Therapeutics Finance LLC), Credit Agreement (Encore Medical, L.P.)

Preservation of Existence, Etc. (a) Preserve, renew and maintain in full force and effect its legal existence under the Laws of the jurisdiction of its organization or formation except in a transaction permitted by Section 7.03 or 7.04 or 7.05 and (b) take all reasonable action to maintain all rights, privileges (including its good standingstanding where applicable in the relevant jurisdiction), permits, licenses and franchises necessary or desirable in the normal conduct of its business, except (i) to the extent that failure to do so could would not reasonably be expected to have have, individually or in the aggregate, a Material Adverse Effect or (ii) pursuant to a transaction permitted by Section 7.04 7.03 or 7.057.04.

Appears in 3 contracts

Samples: Credit Agreement (Avanos Medical, Inc.), Credit Agreement (Halyard Health, Inc.), Credit Agreement (Halyard Health, Inc.)

Preservation of Existence, Etc. (a) PreserveTo the maximum extent permitted pursuant to applicable Laws, preserve, renew and maintain in full force and effect its legal existence and good standing under the Laws of the jurisdiction of its organization except in a transaction permitted by Section 7.04 or 7.05 and (b) take all reasonable action to maintain all rights, privileges (including its good standing)privileges, permits, licenses and franchises necessary or desirable in the normal conduct of its business, except (i) to the extent that failure to do so could would not reasonably be expected to have a Material Adverse Effect or (ii) pursuant to a transaction permitted by Section 7.04 or 7.05Effect.

Appears in 3 contracts

Samples: Credit Agreement (Blackstone Secured Lending Fund), Credit Agreement (Blackstone Secured Lending Fund), Credit Agreement (Blackstone / GSO Secured Lending Fund)

Preservation of Existence, Etc. (a) Preserve, renew and maintain in full force and effect its legal existence and good standing under the Laws of the jurisdiction of its organization except in a transaction permitted by Section 7.04 or 7.05 7.05; and (b) take all reasonable action to maintain all rights, privileges (including its good standing)privileges, permits, licenses and franchises necessary or desirable in the normal conduct of its business, except (i) to the extent that failure to do so could not reasonably be expected to have a Material Adverse Effect or (ii) pursuant to a transaction permitted by Section 7.04 or 7.05Effect.

Appears in 3 contracts

Samples: Credit Agreement (KKR Financial Holdings LLC), Credit Agreement (KKR Financial Holdings LLC), Credit Agreement (KKR Financial Holdings LLC)

Preservation of Existence, Etc. (a) Preserve, renew and maintain in full force and effect its legal existence and good standing under the Laws of the jurisdiction of its organization organization, except in a transaction permitted by Section 7.04 or 7.05 Sections 7.06 and 7.07, and (b) take all reasonable action to maintain all rights, privileges (including its good standing)privileges, permits, licenses and franchises necessary or desirable in material to the normal conduct of its business, except (i) to the extent that failure to do so could not reasonably be expected to have a Material Adverse Effect or (ii) pursuant to in a transaction permitted by Section 7.04 or 7.05Sections 7.06 and 7.07.

Appears in 3 contracts

Samples: Credit Agreement (Martin Midstream Partners Lp), Credit Agreement (Martin Midstream Partners Lp), Credit Agreement (Martin Midstream Partners Lp)

Preservation of Existence, Etc. (a) Preserve, renew and maintain in full force and effect its legal existence under the Laws of the jurisdiction of its organization except in a transaction permitted by Section 7.04 or 7.05 and (b) take all reasonable action to maintain all rights, privileges (including its good standing), permitsPermits, licenses and franchises necessary or desirable in the normal conduct of its business, except except, in the case of this clause (b), (i) to the extent that failure to do so could not reasonably be expected to have a Material Adverse Effect or (ii) pursuant to a transaction permitted by Section 7.04 or 7.05.

Appears in 3 contracts

Samples: Credit Agreement (Station Casinos LLC), Credit Agreement (Station Casinos LLC), Credit Agreement (Station Casinos LLC)

Preservation of Existence, Etc. (a) Preserve, renew and maintain in full force and effect its legal existence under the Laws of the jurisdiction of its organization except in a transaction permitted by Section 7.04 or 7.05 and (b) take all reasonable action to maintain all rights, privileges (including its good standing), permits, licenses and franchises necessary or desirable in the normal conduct of its business, except in the case of clause (a) and (b), (i) to the extent that failure to do so could not reasonably be expected to have a Material Adverse Effect or (ii) pursuant to a transaction permitted by Section 7.04 or 7.05.

Appears in 3 contracts

Samples: Credit Agreement (Catalent, Inc.), Credit Agreement (Catalent Pharma Solutions, Inc.), Credit Agreement (Catalent USA Woodstock, Inc.)

Preservation of Existence, Etc. (a) Preserve, renew and maintain in full force and effect its legal existence and good standing under the Laws of the jurisdiction of its organization (except in a transaction permitted by Section 7.04 or 7.05 7.05), and (b) take all reasonable action to maintain all rights, privileges (including its good standing)privileges, permits, licenses and franchises necessary or desirable in the normal conduct of its business, except (i) to the extent that failure to do so could not reasonably be expected to have a Material Adverse Effect or (ii) pursuant to a transaction permitted by Section 7.04 or 7.05Effect.

Appears in 3 contracts

Samples: Credit Agreement (MN8 Energy, Inc.), Credit Agreement (MN8 Energy, Inc.), Credit Agreement (New PubCo Renewable Power Inc.)

Preservation of Existence, Etc. (a) Preserve, renew and maintain in full force and effect its legal existence under the Laws of the jurisdiction of its organization except in a transaction permitted by Section 7.04 or 7.05 and (b) take all reasonable action to maintain all rights, corporate rights and privileges (including its good standing) except, in the case of (a) (other than in the case of the Borrowers except to the extent expressly permitted by Section 7.04) or (b), permits, licenses and franchises necessary or desirable in the normal conduct of its business, except (i) to the extent that failure to do so could would not reasonably be expected to have a Material Adverse Effect or (ii) pursuant to a transaction permitted by Section 7.04 or 7.05Article VII.

Appears in 3 contracts

Samples: Credit Agreement (Avaya Inc), Credit Agreement (Avaya Inc), Credit Agreement (VPNet Technologies, Inc.)

Preservation of Existence, Etc. (a) Preserve, renew and maintain in full force and effect its legal existence under the Laws of the jurisdiction of its organization except in a transaction permitted by Section 7.04 or 7.05 and 7.05, (b) take all reasonable action to maintain all material rights, privileges (including its good standing), permits, licenses and franchises necessary or desirable in the normal conduct of its business, except and (ic) to preserve or renew all of its material intellectual property, except, in the extent that failure to do so could case of clause (b) or (c), as would not reasonably be expected to have a Material Adverse Effect or (ii) pursuant to a transaction permitted by Section 7.04 or 7.05Effect.

Appears in 3 contracts

Samples: Term Loan Credit Agreement (CommScope Holding Company, Inc.), Credit Agreement (CommScope Holding Company, Inc.), Term Loan Credit Agreement (CommScope Holding Company, Inc.)

Preservation of Existence, Etc. (a) Preserve, renew and maintain in full force and effect its legal existence and good standing under the Laws of the jurisdiction of its organization or formation except in a transaction permitted by Section 7.04 or 7.05 7.02; and (b) take all reasonable action to maintain all rights, privileges (including its good standing)privileges, permits, licenses and franchises necessary or desirable in the normal conduct of its business, except (i) to the extent that failure to do so could not reasonably be expected to have a Material Adverse Effect Effect; provided that the foregoing shall not prohibit any merger, consolidation, liquidation or (ii) pursuant to a transaction dissolution permitted by under Section 7.04 or 7.057.02.

Appears in 3 contracts

Samples: Letter of Credit Agreement, Letter of Credit Agreement (DSW Inc.), Letter of Credit Agreement (Petsmart Inc)

Preservation of Existence, Etc. (a) Preserve, renew and maintain in full force and effect its the legal existence and good standing (or equivalent status) of the Company under the Laws of the jurisdiction of its organization except in a transaction permitted by Section 7.04 7.03 or 7.05 7.04; and (b) take all reasonable action to maintain all rights, privileges (including its good standing)privileges, permits, licenses and franchises necessary or desirable in the normal conduct of its business, except (i) except, in each case, to the extent that failure to do so could not reasonably be expected to have a Material Adverse Effect or (ii) pursuant to a transaction permitted by Section 7.04 or 7.05Effect.

Appears in 3 contracts

Samples: Term Loan Agreement (Thermo Fisher Scientific Inc.), Bridge Credit Agreement (Thermo Fisher Scientific Inc.), 364 Day Credit Agreement (Thermo Fisher Scientific Inc.)

Preservation of Existence, Etc. (a) Preserve, renew and maintain in full force and effect its legal existence and good standing under the Laws of the jurisdiction of its organization except in a transaction permitted by Section 7.04 or 7.05 and (b) take all reasonable action to maintain all rights, privileges (including its good standing)privileges, permits, licenses and franchises necessary or desirable in the normal conduct of its business, except (i) to the extent that failure to do so could would not reasonably be expected to have a Material Adverse Effect or (ii) pursuant to a transaction permitted by Section 7.04 or 7.05Effect.

Appears in 3 contracts

Samples: Amendment Agreement (Avient Corp), Amendment Agreement (Polyone Corp), Credit Agreement (Polyone Corp)

Preservation of Existence, Etc. (a) Preserve, renew and maintain in full force and effect its legal existence and good standing under the Laws of the jurisdiction of its organization organization, except in a transaction permitted by Section 7.04 7.05 or 7.05 Section 7.06, and (b) take all reasonable action to maintain all rights, privileges (including its good standing)privileges, permits, licenses and franchises necessary or desirable in material to the normal conduct of its business, except (i) to the extent that failure to do so could not reasonably be expected to have a Material Adverse Effect or (ii) pursuant to in a transaction permitted by Section 7.04 7.05 or 7.05Section 7.06.

Appears in 2 contracts

Samples: Amendment and Restatement Agreement (Martin Midstream Partners L.P.), Credit Agreement (Martin Midstream Partners Lp)

Preservation of Existence, Etc. (a) Preserve, renew and maintain in full force and effect its legal existence under the Laws of the jurisdiction of its organization except in a transaction permitted by Section 7.04 or 7.05 6.3 and (b) take all reasonable action to maintain all rights, privileges (including its good standing), permits, licenses and franchises necessary or desirable in the normal conduct of its business, except (i) to the extent that failure to do so could not reasonably be expected to have a Material Adverse Effect or (ii) pursuant to a transaction permitted by Section 7.04 or 7.056.3.

Appears in 2 contracts

Samples: Letter of Credit Facility Agreement (Education Management Corporation), Letter of Credit Facility Agreement (Education Management Corporation)

Preservation of Existence, Etc. (a) Preserve, renew and maintain in full force and effect its legal existence and good standing under the Laws of the jurisdiction of its organization except in a transaction permitted by Section 7.04 or 7.05 and 7.05; (b) take all reasonable action to maintain all material rights, privileges (including its good standing)privileges, permits, licenses and franchises necessary or desirable in the normal conduct of its business; and (c) preserve or renew all of its material registered patents, except (i) to the extent that failure to do so could not reasonably be expected to have a Material Adverse Effect or (ii) pursuant to a transaction permitted by Section 7.04 or 7.05trademarks, trade names and service marks.

Appears in 2 contracts

Samples: Credit Agreement (Cambium Learning Group, Inc.), Credit Agreement (Cambium Learning Group, Inc.)

Preservation of Existence, Etc. (a) Preserve, renew and maintain in full force and effect its legal existence under the Laws of the jurisdiction of its organization except in a transaction permitted by Section 7.04 6.04 or 7.05 Section 6.07 and (b) take all reasonable action to maintain all rights, privileges (including its good standing), permits, licenses and franchises necessary or desirable in the normal conduct of its business, except (i) to the extent that failure to do so could not reasonably be expected to have a Material Adverse Effect or (ii) pursuant to a transaction permitted by Section 7.04 6.04 or 7.05Section 6.07.

Appears in 2 contracts

Samples: Credit Agreement (Sally Beauty Holdings, Inc.), Credit Agreement (Sally Beauty Holdings, Inc.)

Preservation of Existence, Etc. (a) Preserve, renew and maintain in full force and effect its legal existence and good standing under the Laws of the jurisdiction of its organization except in a transaction permitted by Section 7.04 or 7.05 and (b) organization; take all reasonable action to maintain all rights, privileges (including its good standing)privileges, permits, licenses and franchises necessary or desirable in the normal conduct of its business, except (i) to in a transaction permitted by Section 7.04 or 7.05; and preserve or renew all of its registered IP Rights, the extent that failure to do so could not non-preservation of which could, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect or (ii) pursuant to a transaction permitted by Section 7.04 or 7.05Effect.

Appears in 2 contracts

Samples: Credit Agreement (Arthrocare Corp), Credit Agreement (Arthrocare Corp)

Preservation of Existence, Etc. (a) Preserve, renew and maintain in full force and effect its legal existence under the Laws of the jurisdiction of its organization except in a transaction permitted by Section 7.04 or 7.05 and (b) take all reasonable action to maintain all rights, privileges (including its good standing), permitsPermits, licenses and franchises necessary or desirable in the normal conduct of its business, except (i) to the extent that failure to do so could not not, either individually or in the aggregate, reasonably be expected to have a Material Adverse Effect or (ii) pursuant to a transaction permitted by Section 7.04 or 7.05.

Appears in 2 contracts

Samples: First Lien Credit Agreement (Station Casinos LLC), Second Lien Credit Agreement (Station Casinos LLC)

Preservation of Existence, Etc. (a) PreserveExcept as permitted by Section 6.02, preserve, renew and maintain in full force and effect its legal existence and good standing under the Laws of the jurisdiction of its organization organization; and, except to the extent that failure to do so could not reasonably be expected to result in an Event of Default or have a transaction permitted by Section 7.04 or 7.05 and (b) Material Adverse Effect, take all reasonable action to maintain all rights, privileges (including its good standing)privileges, permits, licenses and franchises necessary or desirable in the normal conduct of its business, except (i) to the extent that failure to do so could not reasonably be expected to have a Material Adverse Effect or (ii) pursuant to a transaction permitted by Section 7.04 or 7.05.

Appears in 2 contracts

Samples: Bridge Loan Agreement (Five Star Quality Care Inc), Bridge Loan Agreement (Senior Housing Properties Trust)

Preservation of Existence, Etc. Except in a transaction permitted by Section 7.04 (aFundamental Changes) Preserveor Section 7.05 (Dispositions), preserve, renew and maintain in full force and effect its legal existence and good standing under the Laws of the jurisdiction of its organization except in a transaction permitted by Section 7.04 or 7.05 and (b) organization; take all reasonable action to maintain all rights, privileges (including its good standing)privileges, permits, licenses Permits and franchises necessary or desirable in the normal conduct of its business, and preserve or renew all of its registered Material Intellectual Property, except (i) in each case to the extent that failure to do so could not reasonably be expected to have a Material Adverse Effect or (ii) pursuant to a transaction permitted by Section 7.04 or 7.05Effect.

Appears in 2 contracts

Samples: Credit Agreement (Jarden Corp), Credit Agreement (Jarden Corp)

Preservation of Existence, Etc. (a) Preserve, renew and maintain in full force and effect its legal existence and good standing under the Laws of the jurisdiction of its organization organization, except in a transaction permitted by Section 7.04 or 7.05 7.05, and (b) take all reasonable action to maintain all rights, privileges (including its good standing)privileges, permits, licenses and franchises necessary or desirable in material to the normal conduct of its business, except (i) to the extent that failure to do so could not reasonably be expected to have a Material Adverse Effect or (ii) pursuant to in a transaction permitted by Section 7.04 or 7.05.

Appears in 2 contracts

Samples: 364 Day Revolving Credit Agreement (Sunoco Logistics Partners L.P.), 364 Day Revolving Credit Agreement (Sunoco Logistics Partners L.P.)

Preservation of Existence, Etc. (a) Preserve, renew and maintain in full force and effect its legal existence under the Laws of the jurisdiction of its organization except in a transaction permitted by Section 7.04 or 7.05 and 7.05, (b) take all reasonable action to maintain all material rights, privileges (including its good standing), permits, licenses and franchises necessary or desirable in the normal conduct of its business, except and (ic) maintain all of its material Intellectual Property, except, in each case (other than the Loan Parties with respect to the extent that failure to do so could clause (a)), as would not reasonably be expected to have a Material Adverse Effect or (ii) pursuant to a transaction permitted by Section 7.04 or 7.05Effect.

Appears in 2 contracts

Samples: Credit Agreement (Cooper-Standard Holdings Inc.), Credit Agreement (Cooper-Standard Holdings Inc.)

Preservation of Existence, Etc. (a) Preserve, renew and maintain in full force and effect its legal existence and good standing under the Laws of the jurisdiction of its organization except in a transaction permitted by Section 7.04 6.02 or 7.05 6.03; and (b) take all reasonable action to maintain all rights, privileges (including its good standing)privileges, permits, licenses and franchises necessary or desirable in the normal conduct of its business, except (i) to the extent that failure to do so could not reasonably be expected to have a Material Adverse Effect or (ii) pursuant to a transaction permitted by Section 7.04 or 7.05Effect.

Appears in 2 contracts

Samples: Credit Agreement (Sims Metal Management LTD), Credit Agreement (Metal Management Inc)

Preservation of Existence, Etc. (a) PreserveTo the maximum extent permitted pursuant to applicable Laws, preserve, renew and maintain in full force and effect its legal existence and good standing under the Laws of the jurisdiction of its organization except in a transaction permitted by Section 7.04 or 7.05 and (b) take all reasonable action to maintain all rights, privileges (including its good standing)privileges, permits, licenses and franchises necessary or desirable in the normal conduct of its business, except (i) except, in each case, to the extent that failure to do so could would not reasonably be expected to have a Material Adverse Effect or (ii) pursuant to a transaction permitted by Section 7.04 or 7.05Effect.

Appears in 2 contracts

Samples: Credit Agreement (HPS Corporate Lending Fund), Credit Agreement (Barings BDC, Inc.)

Preservation of Existence, Etc. (a) Preserve, renew and maintain in full force and effect its legal existence and good standing under the Laws of the jurisdiction of its organization except in a transaction permitted by Section 7.04 or 7.05 Sections 7.06 and 7.07; and (b) take all reasonable action to maintain all rights, privileges (including its good standing)privileges, permits, licenses and franchises necessary or desirable in the normal conduct of its business, except (i) to the extent that failure to do so could not reasonably be expected to have a Material Adverse Effect or (ii) pursuant to a transaction permitted by Section 7.04 or 7.05Effect.

Appears in 2 contracts

Samples: Credit Agreement (Allis Chalmers Energy Inc.), Credit Agreement (Allis Chalmers Energy Inc.)

Preservation of Existence, Etc. (a) Preserve, renew and maintain in full force and effect its legal existence and good standing under the Laws of the jurisdiction of its organization except in a transaction permitted by Section 7.04 8.04 or 7.05 and 8.05. (b) take Take all reasonable action to maintain all rights, privileges (including its good standing)privileges, permits, licenses and franchises necessary or desirable in the normal conduct of its business, except (i) to the extent that the failure to do so could not reasonably be expected to have a Material Adverse Effect or (ii) pursuant to a transaction permitted by Section 7.04 or 7.05Effect.

Appears in 2 contracts

Samples: Credit Agreement (Qorvo, Inc.), Credit Agreement (Qorvo, Inc.)

Preservation of Existence, Etc. (a) PreserveExcept in a transaction permitted by Section 7.04 or 7.05, preserve, renew and maintain in full force and effect its legal existence and good standing under the Laws of the jurisdiction of its organization except in a transaction permitted by Section 7.04 or 7.05 and (b) organization; take all reasonable action to maintain all rights, privileges (including its good standing)privileges, permits, licenses and franchises necessary or desirable in the normal conduct of its business, except (i) to and preserve or renew all of its registered Intellectual Property, the extent that failure to do so non-preservation of which could not reasonably be expected to have a Material Adverse Effect or (ii) pursuant to a transaction permitted by Section 7.04 or 7.05Effect.

Appears in 2 contracts

Samples: Credit Agreement (Tupperware Corp), Multi Year Credit Agreement (Tupperware Corp)

Preservation of Existence, Etc. (a) Preserve, renew and maintain in full force and effect its legal existence and good standing under the Laws of the jurisdiction of its organization organization, except in a transaction permitted by Section 7.04 or Sections 7.05 and 7.06, (b) take all reasonable action to maintain all rights, privileges (including its good standing)privileges, permits, licenses and franchises necessary or desirable in material to the normal conduct of its business, except (i) to the extent that failure to do so could not reasonably be expected to have a Material Adverse Effect or (ii) pursuant to in a transaction permitted by Section 7.04 or 7.05Sections 7.05 and 7.06.

Appears in 2 contracts

Samples: Credit Agreement (Sunoco Logistics Partners Lp), Credit Agreement (Sunoco Logistics Partners Lp)

Preservation of Existence, Etc. (a) Preserve, renew and maintain in full force and effect its legal existence under the Laws of the jurisdiction of its organization (except in a transaction to the extent expressly permitted by Section 7.04 or 7.05 7.04) and (b) take all reasonable action to maintain all rights, corporate rights and privileges (including its good standing) except, in the case of (a) or (b), permits, licenses and franchises necessary or desirable in the normal conduct of its business, except (i) to the extent that failure to do so could would not reasonably be expected to have a Material Adverse Effect or (ii) pursuant to a transaction permitted by Section 7.04 or 7.05Article 7.

Appears in 2 contracts

Samples: Credit Agreement (Axcan Intermediate Holdings Inc.), Credit Agreement (Axcan Intermediate Holdings Inc.)

Preservation of Existence, Etc. Except as otherwise permitted under Section 7.03, (a) Preservepreserve, renew and maintain in full force and effect its legal existence and good standing under the Laws of the jurisdiction of its organization except in a transaction permitted by Section 7.04 or 7.05 organization; and (b) take all reasonable action to maintain all rights, privileges (including its good standing)privileges, permits, licenses and franchises necessary or desirable in the normal conduct of its business, except (iin the case of this clause (b)) to the extent that failure to do so could not reasonably be expected to have a Material Adverse Effect or (ii) pursuant to a transaction permitted by Section 7.04 or 7.05Effect.

Appears in 2 contracts

Samples: Note Agreement (NewStar Financial, Inc.), Note Agreement (NewStar Financial, Inc.)

Preservation of Existence, Etc. (a) Preserve, renew and maintain in full force and effect its legal existence under the Laws of the jurisdiction of its organization except in a transaction permitted by Section 7.04 or 7.05 and (by) take all reasonable action to maintain all rights, privileges (including its good standing), permits, licenses and franchises necessary or desirable in the normal conduct of its business, except (i) to the extent that failure to do so could not reasonably be expected to have a Material Adverse Effect or (ii) pursuant to a transaction permitted by Section 7.04 or 7.05.

Appears in 2 contracts

Samples: Credit Agreement (APP Pharmaceuticals, Inc.), Credit Agreement (Prelude Systems, Inc.)

Preservation of Existence, Etc. (a) Preserve, renew and maintain in full force and effect its legal existence under the Laws of the jurisdiction of its organization except in a transaction permitted by Section 7.04 incorporation or 7.05 and organization; and (b) take all reasonable action to maintain all rightsobtain, privileges preserve, renew and keep in full force and effect those of its rights (including its good standingwith respect to Intellectual Property), licenses, permits, licenses privileges, and franchises necessary or desirable in franchises, that are material to the normal conduct of its business; except in the case of clause (a) or (b), except (i) in connection with a transaction permitted by the Loan Documents (including transactions permitted by Section 7.04 or Section 7.05) or (ii) to the extent that failure to do so could would not reasonably be expected to have have, individually or in the aggregate, resulted in a Material Adverse Effect or (ii) pursuant to a transaction permitted by Section 7.04 or 7.05Effect.

Appears in 2 contracts

Samples: First Lien Credit Agreement (Mister Car Wash, Inc.), Second Lien Credit Agreement (Mister Car Wash, Inc.)

Preservation of Existence, Etc. Except in a transaction permitted by Section 7.04 or 7.05, (a) Preservepreserve, renew and maintain in full force and effect its legal existence and good standing under the Laws of the jurisdiction of its organization except in a transaction permitted by Section 7.04 or 7.05 organization; and (b) take all reasonable action to maintain all rights, privileges (including its good standing)privileges, permits, licenses and franchises necessary or desirable in the normal conduct of its business; except in the case of clause (a) (solely with respect to good standing) and clause (b), except (i) to the extent that failure to do so could not reasonably be expected to have a Material Adverse Effect or (ii) pursuant to a transaction permitted by Section 7.04 or 7.05Effect.

Appears in 2 contracts

Samples: Credit Agreement (Dynegy Inc /Il/), Credit Agreement (Dynegy Inc /Il/)

Preservation of Existence, Etc. (a) Preserve, renew and maintain in full force and effect its legal existence and good standing under the Laws of the jurisdiction of its organization organization, except in a transaction permitted by Section 7.04 or 7.05 Sections 7.06 and 7.07 and the Restructure Transactions, and (b) take all reasonable action to maintain all rights, privileges (including its good standing)privileges, permits, licenses and franchises necessary or desirable in material to the normal conduct of its business, except (i) to in a transaction permitted by Sections 7.06 and 7.07, except where the extent that failure to do so in each case could not reasonably be expected to have a Material Adverse Effect or (ii) pursuant to a transaction permitted by Section 7.04 or 7.05Effect.

Appears in 2 contracts

Samples: Credit Agreement (PostRock Energy Corp), Credit Agreement (PostRock Energy Corp)

Preservation of Existence, Etc. (a) Preserve, renew and maintain in full force and effect its legal existence and good standing under the Laws of the jurisdiction of its organization except in a transaction permitted by Section 7.04 6.04 or 7.05 6.05; and (b) take all reasonable action to maintain all rights, privileges (including its good standing)privileges, permits, licenses and franchises necessary or desirable in the normal conduct of its business, except (i) except, in each case, to the extent that failure to do so could not reasonably be expected to have a Material Adverse Effect or (ii) pursuant to a transaction permitted by Section 7.04 or 7.05Effect.

Appears in 1 contract

Samples: Term Loan Credit Agreement (Vista Outdoor Inc.)

Preservation of Existence, Etc. (a) Preserve, renew and maintain in full force and effect its legal existence and good standing under the Laws of the jurisdiction of its organization except in a transaction permitted by Section 7.04 or 7.05 and Section 7.05. (b) take Take all reasonable action to maintain all rights, privileges (including its good standing)privileges, permits, licenses and franchises necessary or desirable in the normal conduct of its business, except (i) to the extent that failure to do so could not reasonably be expected to have a Material Adverse Effect or (ii) pursuant to a transaction permitted by Section 7.04 or 7.05Effect.

Appears in 1 contract

Samples: Credit Agreement (Aerojet Rocketdyne Holdings, Inc.)

Preservation of Existence, Etc. (a) Preserve, renew renew, and maintain in full force and effect its legal existence and good standing under the Laws of the jurisdiction of its organization except in a transaction permitted by Section 7.04 or 7.05 and 7.05; and (b) take Take all reasonable action to maintain all rights, privileges (including its good standing)privileges, permits, licenses (including intellectual property licenses) and franchises necessary or desirable in the normal conduct of its business, except (i) to the extent that failure to do so could not reasonably be expected to have a Material Adverse Effect or (ii) pursuant to a transaction permitted by Section 7.04 or 7.05Effect.

Appears in 1 contract

Samples: Amendment No. 5 to Amended and Restated Credit Agreement (USD Partners LP)

Preservation of Existence, Etc. (a) Preserve, renew and maintain in full force and effect its legal existence under the Laws of the jurisdiction of its organization except in a transaction permitted by Section 7.04 or 7.05 and (by) take all reasonable action to NEWYORK 7904486 (2K) maintain all rights, privileges (including its good standing), permits, licenses and franchises necessary or desirable in the normal conduct of its business, except (i) to the extent that failure to do so could not reasonably be expected to have a Material Adverse Effect or (ii) pursuant to a transaction permitted by Section 7.04 or 7.05.

Appears in 1 contract

Samples: Credit Agreement (Activant Solutions Inc /De/)

Preservation of Existence, Etc. (a) Preserve, renew and maintain in full force and effect its legal existence under the Laws of the jurisdiction of its organization except in a transaction permitted by Section 7.04 or 7.05 and (b) take all reasonable action to maintain all rights, privileges (including its good standing), permits, licenses and franchises necessary or desirable in the normal conduct of its business, business except (i) to the extent that failure to do so could not not, either individually or in the aggregate, reasonably be expected to have a Material Adverse Effect or (ii) pursuant to a transaction permitted by Section 7.04 or 7.05.

Appears in 1 contract

Samples: Credit Agreement (Bloomin' Brands, Inc.)

Preservation of Existence, Etc. (a) Preserve, renew and maintain in full force and effect its legal existence and good standing under the Laws of the jurisdiction of its organization except in a transaction permitted by Section 7.04 or 7.05 7.05; and (b) take all reasonable action to maintain all rights, privileges (including its good standing)privileges, permits, licenses and franchises necessary or desirable in the normal conduct of its business, except (i) to the extent that failure to do so could not reasonably be expected to have a Material Adverse Effect or (ii) pursuant Effect. Without limiting the generality of the foregoing, KKR Financial will do all things necessary to maintain its status as a transaction permitted by Section 7.04 or 7.05REIT.

Appears in 1 contract

Samples: Credit Agreement (KKR Financial Corp)

Preservation of Existence, Etc. (a) Preserve, renew and maintain in full force and effect its legal existence and good standing under the Laws of the jurisdiction of its organization organization, except in a transaction permitted by Section 7.04 or 7.05 and except when the failure to maintain good standing would not be reasonably likely to have a Material Adverse Effect; and (b) take all reasonable action to maintain all material rights, privileges (including its good standing)privileges, permits, licenses and franchises necessary or desirable in the normal conduct of its business, except (i) to the extent that failure to do so could would not reasonably be expected to have a Material Adverse Effect or (ii) pursuant to a transaction permitted by Section 7.04 or 7.05Effect.

Appears in 1 contract

Samples: Credit Agreement (Playboy Enterprises Inc)

Preservation of Existence, Etc. (a) Preserve, renew and maintain in full force and effect its legal existence and good standing under the Laws of the jurisdiction of its organization except in a transaction permitted by Section 7.04 or 7.05 and 7.05; (b) take all reasonable action to maintain all rights, privileges (including its good standing)privileges, permits, licenses and franchises necessary or desirable in the normal conduct of its business, except (i) to the extent that failure to do so could not reasonably be expected to have a Material Adverse Effect or Effect; and (ii) pursuant to a transaction permitted by Section 7.04 or 7.05.c)

Appears in 1 contract

Samples: Credit Agreement (Helen of Troy LTD)

Preservation of Existence, Etc. (a) Preserve, renew and maintain in full force and effect its legal existence and good standing under the Laws of the jurisdiction of its organization except in a transaction permitted by Section 7.04 or 7.05 7.05; and (b) take all reasonable action to maintain all rights, privileges (including its good standing)privileges, permits, licenses and franchises necessary or desirable in the normal conduct of its business, except (i) to the extent that failure to do so could not reasonably be expected to have a Material Adverse Effect or (ii) pursuant Effect. Without limiting the generality of the foregoing, KKR Financial will do all things necessary to maintain its status as a transaction permitted by Section 7.04 or 7.05REIT.

Appears in 1 contract

Samples: Credit Agreement (KKR Financial Corp)

Preservation of Existence, Etc. (a) Preserve, renew and maintain in full force and effect its legal existence under the Laws of the jurisdiction of its organization except in a transaction permitted by Section 7.04 6.04 or 7.05 Section 6.07 and (b) take all reasonable action to maintain all rights, privileges (including its good standing), permits, licenses and franchises necessary or desirable in the normal conduct of its business, except (i) to the extent that failure to do so could not reasonably be expected to have a Material Adverse Effect or (ii) pursuant to a transaction permitted by Section 7.04 6.04 or 7.05.Section 6.07. 107

Appears in 1 contract

Samples: Credit Agreement (Sally Beauty Holdings, Inc.)

Preservation of Existence, Etc. (a) Preserve, renew and maintain in full force and effect its legal existence and good standing under the Laws of the jurisdiction of its organization except in a transaction permitted by Section 7.04 8.04 or 7.05 8.05; and (b) take all reasonable action to maintain all rights, privileges (including its good standing)privileges, permits, licenses and franchises necessary or desirable in the normal conduct of its business, except (i) to the extent that failure to do so could not reasonably be expected to have a Material Adverse Effect or (ii) pursuant to a transaction permitted by Section 7.04 or 7.05Effect.

Appears in 1 contract

Samples: Credit Agreement (Timken Co)

Preservation of Existence, Etc. (a) Preserve, renew and maintain in full force and effect its legal existence and good standing under the Laws of the jurisdiction of its organization organization, except in a transaction permitted by Section 7.04 or 7.05 Sections 7.06 and 7.07, (b) take all reasonable action to maintain all rights, privileges (including its good standing)privileges, permits, licenses and franchises necessary or desirable in material to the normal conduct of the business of the Borrower and its businessSubsidiaries, taken as a whole, except (i) to the extent that failure to do so could not reasonably be expected to have a Material Adverse Effect or (ii) pursuant to in a transaction permitted by Section 7.04 or 7.05Sections 7.06 and 7.07.

Appears in 1 contract

Samples: Credit Agreement (Markwest Energy Partners L P)

Preservation of Existence, Etc. (a) Preserve, renew and maintain in full force and effect its the legal existence and good standing of Company and any Subsidiary Guarantor under the Laws of the jurisdiction of its organization except in a transaction permitted by Section 7.04 7.03 or 7.05 and 7.04; (b) take all reasonable action to maintain all rights, privileges (including its good standing)privileges, permits, licenses and franchises necessary or desirable in the normal conduct of its business, except (i) to the extent that failure to do so could not reasonably be expected to have a Material Adverse Effect or (ii) pursuant to a transaction permitted by Section 7.04 or 7.05Effect.

Appears in 1 contract

Samples: Credit Agreement (Thermo Electron Corp)

Preservation of Existence, Etc. (a) PreserveTo the maximum extent permitted pursuant to applicable Laws, preserve, renew and maintain in full force and effect its legal existence and good standing under the Laws of the jurisdiction of its organization except in a transaction permitted by Section 7.04 or 7.05 and (ba) take all reasonable action to maintain all rights, privileges (including its good standing)privileges, permits, licenses and franchises necessary or desirable in the normal conduct of its business, except (i) except, in each case, to the extent that failure to do so could would not reasonably be expected to have a Material Adverse Effect or (ii) pursuant to a transaction permitted by Section 7.04 or 7.05Effect.

Appears in 1 contract

Samples: Credit Agreement (Barings BDC, Inc.)

Preservation of Existence, Etc. (ai) Preserve, renew and maintain in full force and effect its legal existence and good standing under the Laws of the jurisdiction of its organization and maintain qualification in each jurisdiction in which the failure to so qualify would reasonably be expected to have a Material Adverse Effect, in each case, except in a transaction permitted by Section 7.04 8(c) or 7.05 and Section 8(g); (bii) take all reasonable action to maintain all rights, privileges (including its good standing)privileges, permits, licenses and franchises necessary or desirable in the normal conduct of its business, except (i) to the extent that failure to do so could not reasonably be expected to have a Material Adverse Effect or (ii) pursuant to a transaction permitted by Section 7.04 or 7.05.26

Appears in 1 contract

Samples: Fifth Amendment (Sonder Holdings Inc.)

Preservation of Existence, Etc. (a) Preserve, renew and maintain in full force and effect its legal existence under the Laws of the jurisdiction of its incorporation or organization except in a transaction permitted by Section 7.04 8.04 or 7.05 and 8.05. (b) take Take all reasonable action to maintain all rights, privileges (including its good standing)privileges, permits, licenses and franchises necessary or desirable in the normal conduct of its business, except (i) to the extent that the failure to do so could would not reasonably be expected to have a Material Adverse Effect or (ii) pursuant to a transaction permitted by Section 7.04 or 7.05Effect.

Appears in 1 contract

Samples: Credit Agreement (Quanta Services, Inc.)

Preservation of Existence, Etc. (a) Preserve, renew and maintain in full force and effect its legal existence (including its good standing if such concept is applicable in its jurisdiction of incorporation under the Laws of the jurisdiction of its organization except in a transaction otherwise permitted by under this Agreement (including Section 7.04 or 7.05 and Section 7.05). (b) take Take all reasonable action to maintain all rights, privileges (including its good standing)privileges, permits, licenses and franchises necessary or desirable in the normal conduct of its business, except (i) to the extent that the failure to do so could not reasonably be expected to have a Material Adverse Effect or (ii) pursuant to a transaction as otherwise permitted by Section 7.04 or 7.05hereunder.

Appears in 1 contract

Samples: Credit Agreement (Caliburn International Corp)

Preservation of Existence, Etc. (a) Preserve, renew and maintain in full force and effect its legal existence and good standing under the Laws of the jurisdiction of its organization or formation except in a transaction permitted by Section 7.04 or 7.05 7.05; and (b) take all reasonable action to maintain all rights, privileges (including its good standing)privileges, permits, licenses and franchises necessary or desirable in the normal conduct of its business, except (i) to the extent that failure to do so could not reasonably be expected to have a Material Adverse Effect or (ii) pursuant to a transaction permitted by Section 7.04 or 7.05Effect.

Appears in 1 contract

Samples: Credit Agreement (Casper Sleep Inc.)

Preservation of Existence, Etc. (a) Preserve, renew and maintain in full force and effect its legal existence under the Laws of the jurisdiction of its organization except in a transaction permitted by Section 7.04 or 7.05 and (b) take all reasonable action to maintain all rights, privileges (including its good standing), permits, licenses (including FCC Licenses) and franchises necessary or desirable in the normal conduct of its business, except in the case of clauses (a) (other than with respect to the Borrower) and (b), (i) to the extent that failure to do so could not reasonably be expected to have a Material Adverse Effect or (ii) pursuant to a transaction permitted by Section 7.04 or Section 7.05.

Appears in 1 contract

Samples: Credit Agreement (Nexstar Media Group, Inc.)

Preservation of Existence, Etc. (a) Preserve, renew and maintain in full force and effect its legal existence under the Laws of the jurisdiction of its organization except in a transaction permitted by Section 7.04 7.03β€Ž7.03 or 7.05 and 7.04β€Ž7.04, (b) take all reasonable action to maintain all material rights, privileges (including its good standing, if such concept is applicable), permits, licenses and franchises necessary or desirable in the normal conduct of its business, except and (ic) use commercially reasonable efforts to preserve or renew all of its material intellectual property, except, in the extent that failure to do so could case of clause (b) or (c), as would not reasonably be expected to have a Material Adverse Effect or (ii) pursuant to a transaction permitted by Section 7.04 or 7.05Effect.

Appears in 1 contract

Samples: Credit Agreement (EngageSmart, Inc.)

Preservation of Existence, Etc. (a) Preserve, renew and maintain in full force and effect its legal existence and good standing under the Laws of the jurisdiction of its organization except in a transaction permitted by Section 7.04 or 7.05 and 7.05; (b) take all reasonable action to maintain all rights, privileges (including its good standing)privileges, permits, licenses and franchises necessary or desirable in the normal conduct of its business, except (i) to the extent that failure to do so could not reasonably be expected to have a Material Adverse Effect or (ii) pursuant to a transaction permitted by Section 7.04 or 7.05.Effect;

Appears in 1 contract

Samples: Credit Agreement (Ligand Pharmaceuticals Inc)

Preservation of Existence, Etc. (a) Preserve, renew and maintain in full force and effect its legal existence under the Laws of the jurisdiction of its organization except in a transaction permitted by Section 7.04 6.4 or 7.05 6.5 and (b) take all reasonable action to maintain all rights, privileges (including its good standing), permits, licenses and franchises necessary or desirable in the normal conduct of its business, except (i) to the extent that failure to do so could not reasonably be expected to have a Material Adverse Effect or (ii) pursuant to a transaction permitted by Section 7.04 6.4 or 7.056.5.

Appears in 1 contract

Samples: Amendment Agreement (Education Management Corporation)

Preservation of Existence, Etc. (a) Preserve, renew and maintain in full force and effect its legal existence under the Laws of the jurisdiction of its organization except in a transaction permitted by Section 7.04 or Section 7.05 and (b) take all reasonable action to maintain all rights, privileges (including its good standing), permits, licenses and franchises necessary or desirable in the normal conduct of its business, except (i) to the extent that failure to do so could not reasonably be expected to have a Material Adverse Effect or (ii) pursuant to a transaction permitted by Section 7.04 or Section 7.05.

Appears in 1 contract

Samples: Credit Agreement (Pinnacle Foods Inc.)

Preservation of Existence, Etc. (a) Preserve, renew and maintain in full force and effect its legal existence and subject to the Initial Order, and good standing under the Laws of the jurisdiction of its organization or formation except in a transaction permitted by Section 7.04 or 7.05 and 7.05; (b) subject to the Initial Order and the Restructuring Plan, take all reasonable action to maintain all rights, privileges (including its good standing)privileges, permits, licenses and franchises necessary or desirable in the normal conduct of its business, except (i) to the extent that failure to do so could not reasonably be expected to have a Material Adverse Effect or (ii) pursuant to a transaction permitted by Section 7.04 or 7.05.Effect; and

Appears in 1 contract

Samples: Super Priority Dip Credit Agreement

Preservation of Existence, Etc. (a) Preserve, renew and maintain in full force and effect its legal existence and good standing under the Laws of the jurisdiction of its organization except in -96- a transaction permitted by Section 7.04 or 7.05 and (b) take all reasonable action to maintain all rights, privileges (including its good standing)privileges, permits, licenses and franchises necessary or desirable in the normal conduct of its business, except (i) to the extent that failure to do so could would not reasonably be expected to have a Material Adverse Effect or (ii) pursuant to a transaction permitted by Section 7.04 or 7.05Effect.

Appears in 1 contract

Samples: Amendment Agreement (Avient Corp)

Preservation of Existence, Etc. (a) Preserve, renew and maintain in full force and effect its legal existence and good standing under the Laws of the jurisdiction of its organization or formation except in a transaction permitted by Section 7.04 8.04 or 7.05 and 8.05; (b) take all reasonable action to maintain all rights, privileges (including its good standing)privileges, permits, licenses and franchises necessary or desirable in the normal conduct of its business, except (i) to the extent that failure to do so could not reasonably be expected to have a Material Adverse Effect or (ii) pursuant to a transaction permitted by Section 7.04 or 7.05.the

Appears in 1 contract

Samples: Credit Agreement (Lifecore Biomedical, Inc. \De\)

Preservation of Existence, Etc. (a) Preserve, renew and maintain in full force and effect its legal existence and good standing under the Laws of the jurisdiction of its organization except in a transaction permitted by Section 7.04 or 7.05 Section 7.05; and (b) take all reasonable action to maintain all rights, privileges (including its good standing)privileges, permits, licenses and franchises necessary or desirable in the normal conduct of its business, except (i) to the extent that failure to do so could not reasonably be expected to have a Material Adverse Effect or (ii) pursuant to a transaction permitted by Section 7.04 or 7.05Effect.

Appears in 1 contract

Samples: Credit Agreement (KKR Financial Holdings LLC)

Preservation of Existence, Etc. (a) PreserveTo the maximum extent permitted pursuant to applicable Laws, preserve, renew and maintain in full force and effect its legal existence and good standing under the Laws of the jurisdiction of its organization except in a transaction permitted by Section 7.04 or 7.05 and and (b) take all reasonable action to maintain all rights, privileges (including its good standing)privileges, permits, licenses and franchises necessary or desirable in the normal conduct of its business, except (i) to the extent that failure to do so could would not reasonably be expected to have a Material Adverse Effect or (ii) pursuant to a transaction permitted by Section 7.04 or 7.05Effect.

Appears in 1 contract

Samples: Credit Agreement (Blackstone Secured Lending Fund)

Preservation of Existence, Etc. Except in a transaction permitted by Section 7.03, (a) Preservepreserve, renew and maintain in full force and effect its legal existence and good standing under the Laws of the jurisdiction of its organization except in a transaction permitted by Section 7.04 or 7.05 and organization, (b) take all reasonable action to maintain all rights, privileges (including its good standing)privileges, permits, licenses and franchises necessary or desirable in the normal conduct of its business, except in the case of each of (ia) to and (b) the extent that failure to do so could not nonmaintenance, nonpreservation or nonrenewal of which would reasonably be expected to have a Material Adverse Effect or (ii) pursuant to a transaction permitted by Section 7.04 or 7.05Effect.

Appears in 1 contract

Samples: Credit Agreement (Stryker Corp)

Preservation of Existence, Etc. (a) Preserve, renew and maintain in full force and effect its legal existence and good standing under the Laws of the jurisdiction of its organization except in a transaction permitted by Section 7.04 or 7.05 and 7.05; (b) take all reasonable action to maintain all rights, privileges (including its good standing)privileges, permits, licenses and franchises necessary or desirable in the normal conduct of its business, except (i) to the extent that failure to do so could not reasonably be expected to have a Material Adverse Effect Effect; and (c) preserve or renew all (iii) pursuant to a transaction permitted by Section 7.04 or 7.05.issued patents and

Appears in 1 contract

Samples: Credit Agreement

Preservation of Existence, Etc. (a) Preserve, renew and maintain in full force and effect its legal existence and good standing under the Laws of the jurisdiction of its organization except in a transaction permitted by Section 7.04 or 7.05 and 7.05; (b) take all reasonable action to maintain all rights, privileges (including its good standing)privileges, permits, licenses and franchises necessary or desirable in the normal conduct of its business, except (i) to the extent that failure to do so could would not reasonably be expected to have a Material Adverse Effect or (ii) pursuant to a transaction permitted by Section 7.04 or 7.05.Effect; and

Appears in 1 contract

Samples: Credit Agreement (TreeHouse Foods, Inc.)

Preservation of Existence, Etc. (a) Preserve, renew and maintain in full force and effect its legal existence and good standing under the Laws of the jurisdiction of its organization except in a transaction permitted by Section 7.04 or 7.05 7.05; and (b) take all reasonable action to maintain all rights, privileges (including its good standing)privileges, permits, licenses and franchises necessary or desirable in the normal conduct of its business, except (i) to the extent that failure to do so could not reasonably be expected to have a Material Adverse Effect or (ii) pursuant to a transaction permitted by Section 7.04 or 7.05Effect.

Appears in 1 contract

Samples: Credit Agreement (Bioverativ Inc.)

Preservation of Existence, Etc. (a) Preserve, renew and maintain in full force and effect its legal existence existence, and, to the extent applicable, good standing under the Laws of the jurisdiction of its organization except in a transaction permitted by Section 7.04 Sections 7.03 or 7.05 7.04; and (b) take all reasonable action to maintain all rights, privileges (including its good standing)privileges, permits, licenses and franchises necessary or desirable in the normal conduct of its business, except (i) to where the extent that failure to do so could comply with either clause (a) or (b) would not reasonably be expected to have a Material Adverse Effect or (ii) pursuant to a transaction permitted by Section 7.04 or 7.05Effect.

Appears in 1 contract

Samples: Credit Agreement (Koch Industries Inc)

Preservation of Existence, Etc. (a) PreserveDo all things necessary to preserve, renew and maintain in full force and effect its legal existence existence, corporate rights and authority, under the Laws of the jurisdiction of its organization except in a transaction permitted by Section 7.04 or 7.05 and (b) take all reasonable action to maintain all rights, privileges (including its good standing), permits, licenses and franchises necessary or desirable in the normal conduct of its business, except (i) to the extent that failure to do so could not reasonably be expected to have a Material Adverse Effect or (ii) pursuant to a transaction permitted by Section 7.04 or 7.05.

Appears in 1 contract

Samples: Credit Agreement (Wynn Resorts LTD)