Common use of Preservation of Franchises and Existence Clause in Contracts

Preservation of Franchises and Existence. Except as otherwise ---------------------------------------- permitted by the Agreement, the Company will (a) maintain its corporate existence, rights and franchises in full force and effect, and (b) cause the Subsidiaries to maintain their respective corporate existences, rights and franchises in full force and effect, provided that nothing in this Section 6.4 shall prevent the Company or any Subsidiary from discontinuing its operations in any particular state or at any particular location or locations within the state, or prevent the corporate existence, rights and franchises of any Subsidiary from being terminated if, in the opinion of the Board of Directors of the Company, the preservation thereof is no longer desirable in the conduct of the business of the Company and its Subsidiaries taken as a whole or implementing the Company's plans with respect to Metabasis.

Appears in 1 contract

Samples: Securities Purchase Agreement (Gensia Sicor Inc)

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Preservation of Franchises and Existence. Except as otherwise ---------------------------------------- permitted by the this Agreement, the Company will (ai) maintain its corporate existence, rights and franchises in full force and effect, effect and (bii) cause the Subsidiaries to maintain their respective corporate existences, rights and franchises in full force and effect, ; provided that nothing in this Section 6.4 6.7 shall prevent the Company or any Subsidiary from discontinuing its operations in any particular state or at any particular location or locations within the state, or prevent the corporate existence, rights and franchises of any Subsidiary from being terminated if, in the opinion of the Board of Directors of the Company, the preservation thereof is no longer desirable in the conduct of the business of the Company and its Subsidiaries taken as a whole or implementing the Company's plans with respect to Metabasiswhole.

Appears in 1 contract

Samples: Securities Purchase Agreement (America Service Group Inc /De)

Preservation of Franchises and Existence. Except as otherwise ---------------------------------------- permitted by the Agreement, the Company will (ai) maintain its corporate existence, rights and franchises in full force and effect, and (bii) cause the Subsidiaries to maintain their respective corporate existences, rights and franchises in full force and effect, provided that nothing in this Section 6.4 Section6.7 shall prevent the Company or any Subsidiary from discontinuing its operations in any particular state or at any particular location or locations within the state, or prevent the corporate existence, rights and franchises of any Subsidiary from being terminated if, in the opinion of the Board of Directors of the Company, the preservation thereof is no longer desirable in the conduct of the business of the Company and its Subsidiaries taken as a whole or implementing the Company's plans with respect to MetabasisMetabasis or Automedics.

Appears in 1 contract

Samples: Securities Purchase Agreement (Gensia Sicor Inc)

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Preservation of Franchises and Existence. Except as otherwise ---------------------------------------- permitted by the Agreement, the Company will (ai) maintain its corporate existence, rights and franchises in full force and effect, and (bii) cause the Subsidiaries to maintain their respective corporate existences, rights and franchises in full force and effect, provided that nothing in this Section 6.4 6.7 shall prevent the Company or any Subsidiary from discontinuing its operations in any particular state or at any particular location or locations within the state, or prevent the corporate existence, rights and franchises of any Subsidiary from being terminated if, in the opinion of the Board of Directors of the Company, the preservation thereof is no longer desirable in the conduct of the business of the Company and its Subsidiaries taken as a whole or implementing the Company's plans with respect to MetabasisMetabasis or Automedics.

Appears in 1 contract

Samples: Securities Purchase Agreement (Healthcare Capital Partners Lp)

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