Preservation of Status Sample Clauses

Preservation of Status. Except as may be permitted herein, Borrower shall, and shall cause each Subsidiary to, maintain its status, as the case may be, as a corporation, partnership, limited liability company or other entity duly organized, validly existing and in good standing under the laws of its jurisdiction of formation, and, unless failure to do so could not reasonably be expected to have a Material Adverse Effect, be duly qualified to do business as a foreign corporation, partnership or limited liability company as the case may be, and in good standing in all jurisdictions in which the ownership of its properties or the nature of its business or both make such qualification necessary or advisable.
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Preservation of Status. If requested by a party, the other party ---------------------- shall execute such documents and consents and shall cause any of the Businesses to execute such documents as are necessary in order to preserve the election, if the Business is designated on Exhibit A as a "Subchapter S Corporation", to be taxed as a Small Business Corporation under Subchapter S of the Internal Revenue Code (the "Subchapter S Election"). In order to prevent the inadvertent termination of the Subchapter S Election, the parties each agree to vote their shares, execute any necessary documents, take any other required action and otherwise exert their best efforts at all times in good faith to accomplish the objective of a Subchapter S Corporation in maintaining the Subchapter S Election, including taking actions with respect to Operations. If any documents evidencing such consent or other actions required for filing under the provisions of the Internal Revenue Code (the "Code") are required in order to effectuate such objectives, and if any party is unable or unwilling or otherwise fails to execute such documents or take such other action in a timely manner, then such party hereby irrevocably appoints any officer of any such corporation as such person's attorney-in-fact to execute such documents and to take such action in such person's place and stead.
Preservation of Status. Each of the Borrowers shall, and shall cause each of its Restricted Subsidiaries to, maintain its status as a corporation duly organized, validly existing and in good standing under the laws of its jurisdiction of incorporation, or maintain its status as a partnership duly organized and validly existing under the laws of its jurisdiction of organization. Each of the Borrowers shall, and shall cause each of its Restricted Subsidiaries to, continue to be duly qualified to do business as a foreign corporation or partnership, as the case may be, and in good standing in all jurisdictions in which the ownership of its properties or the nature of its business or both make such qualification necessary or advisable, except for matters that, individually or in the aggregate, could not have a Material Adverse Effect.
Preservation of Status. The Association agrees that the Employer has the right to study or introduce new or improved methods or facilities. Not less than ninety (90) days prior to the introduction or implementation of substantial technological change employees, the Employer shall, by written notice, furnish the Association with all information in its possession of the planned change or changes. Such notice contain the information known to the Employer respecting (a) the nature and degree of change, the date or dates on which the Employer plans to effect the change, the location or locations involved. As soon as reasonably practicable after the foregoing notice has been given, the Employer will make disclosure to the Association of the Employer's knowledge as to the effects of the change or changes on each classification of employee. Such disclosure will contain all relevant data in the possession of the Employer and shall be supplemented by any additional information reasonably requested by the Association which is the possession of the Employer Following the said disclosure, representatives of the Parties will meet for the purpose of engaging in discussions with a view to resolving any issue which may concern the employment status of any employee. Without mutual agreement, no employee covered by this agreement, save and except probationary employees, shall suffer loss of employment as a result of the exercise by the Employer of its right to introduce or implement substantial technological change, provided the said employee was in the employ of the Employer at the time the aforementionednotice was given by the Employer. The words "technological change" in this Article mean (a) the introduction by the Employer of equipment or material of a different nature or kind than that previously utilized; and a change in the manner in which the Employer carries on its work and undertaking that is directly related to the introduction of that equipment or material. No person outside the bargaining unit shall be allowed to perform the duties, services customarily and regularly performed as of the present date exclusively by employees as defined by this agreement, except in the event of an emergency or circumstance beyond the control of the Employer and only for the duration of the emergency or circumstance, or except with the consent of the Association. WEEK WEEK WEEK W EK Two-platoon system consisting of an average of forty-two (42) hour a week on a sixteen (16) week cycle. The night shift is ...

Related to Preservation of Status

  • Confirmation of Status The parties confirm that the Asset Representations Reviewer is not responsible for (a) reviewing the Receivables for compliance with the representations and warranties under the Transaction Documents, except as described in this Agreement, or (b) determining whether noncompliance with the representations or warranties constitutes a breach of the Transaction Documents.

  • Preservation of Existence The Collateral Custodian will preserve and maintain its existence, rights, franchises and privileges in the jurisdiction of its formation and qualify and remain qualified in good standing in each jurisdiction where failure to preserve and maintain such existence, rights, franchises, privileges and qualification could reasonably be expected to have a Material Adverse Effect.

  • Maintenance of Status The Borrower will maintain its separate corporate existence and remain in good standing under the laws of the Xxxxxxxx Islands.

  • 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; (b) take all reasonable action to maintain all rights, privileges, permits, licenses and franchises necessary or desirable in the normal conduct of its business, except to the extent that failure to do so could not reasonably be expected to have a Material Adverse Effect; 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.

  • Preservation of Company Existence The Servicer will preserve and maintain its company existence, rights, franchises and privileges in the jurisdiction of its formation, and qualify and remain qualified in good standing as a limited liability company in each jurisdiction where the failure to preserve and maintain such existence, rights, franchises, privileges and qualification has had, or could reasonably be expected to have, a Material Adverse Effect.

  • Preservation of Organization The Sellers shall use their best efforts to preserve the business organization of the Company (including Subsidiaries) intact and to persuade all employees of the Company or Subsidiaries to remain in its employment after the Closing; provided that nothing herein contained shall be deemed to constitute an obligation of the Sellers, Purchaser or the Company to continue the employment of any such employee. The Sellers shall also use their best efforts to retain, preserve and maintain the business relations of the Company or the Subsidiaries with its suppliers, customers and others having business relationships with it.

  • Preservation of Business The Seller will keep its business and properties substantially intact, including its present operations, physical facilities, working conditions, and relationships with lessors, licensors, suppliers, customers, and employees.

  • Preservation of Existence and Similar Matters Except as otherwise permitted under Section 9.4., the Borrower shall, and shall cause each other Loan Party and each other Subsidiary to, preserve and maintain its respective existence, rights, franchises, licenses and privileges in the jurisdiction of its incorporation or formation and qualify and remain qualified and authorized to do business in each jurisdiction in which the character of its properties or the nature of its business requires such qualification and authorization and where the failure to be so authorized and qualified could reasonably be expected to have a Material Adverse Effect.

  • Preservation of Existence and Franchises Each Credit Party shall, and shall cause each of its Subsidiaries to, do all things necessary to preserve and keep in full force and effect its legal existence, rights, franchises and authority. Each Credit Party shall remain qualified and in good standing in each jurisdiction in which the failure to so qualify and be in good standing could have a Material Adverse Effect.

  • Preservation of Property Bank shall not be bound to take any steps necessary to preserve any rights in any property pledged as collateral to Bank to secure Borrower and/or Guarantor's Liabilities and Obligations as against prior parties who may be liable in connection therewith, and Borrower and Guarantor hereby agree to take any such steps. Bank, nevertheless, at any time, may (a) take any action it deems appropriate for the care or preservation of such property or of any rights of Borrower and/or Guarantor or Bank therein; (b) demand, sue for, collect or receive any money or property at any time due, payable or receivable on account of or in exchange for any property pledged as collateral to Bank to secure Borrower and/or Guarantor's Liabilities to Bank; (c) compromise and settle with any person liable on such property; or (d) extend the time of payment or otherwise change the terms of the Loan Documents as to any party liable on the Loan Documents, all without notice to, without incurring responsibility to, and without affecting any of the Obligations or Liabilities of Guarantor.

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