Single Purpose Entity Provisions. The business and purposes of each Borrower is and will continue to be limited to the following:
Single Purpose Entity Provisions. It is a requirement that the borrower be a bankruptcy remote, special purpose entity. A bankruptcy remote, special purpose entity is an entity which is unlikely to become insolvent as a result of its own activities and which is adequately insulated from the consequences of any other party’s insolvency. Set forth below is language to be included in the organizational documents of corporations, limited partnerships and limited liability companies to evidence such entities’ existence as bankruptcy remote, special purpose entities.
Single Purpose Entity Provisions. Each Borrower's sole business purpose shall be to own, finance and operate a Property and to take such other actions as are ancillary thereto. Each Borrower (i) shall conduct business only in its own name and under any trade name for the Improvements, (ii) shall not engage in any business or have any assets unrelated to its Property, (iii) shall not have any indebtedness other than as permitted by this Agreement or except as permitted in writing by Agent, (iv) shall have its own separate books, records, and accounts (with no commingling of assets), (v) shall hold itself out as being an entity separate and apart from any other person or entity, (vi) shall observe limited liability company formalities independent of any other entity, and (vii) shall not change its name, identity, or organizational structure, unless Borrower shall have obtained the prior written consent of Agent to such change, and shall have taken all actions necessary or requested by Agent to file or amend any financing statement or continuation statement to assure perfection and continuation of perfection of security interests under the Loan Documents.
Single Purpose Entity Provisions. (a) The sole purpose for which each Borrower is organized is to acquire, own, hold, maintain and operate its Facility, together with such other activities as may be necessary or advisable in connection with such limited purpose. No Borrower shall engage in any business unrelated to the foregoing purpose and shall not acquire any real property or own assets other than those in furtherance of the limited purposes of such Borrower.
Single Purpose Entity Provisions. The business and purposes of the Real Estate Company are and will continue to be limited to the following:
Single Purpose Entity Provisions. Notwithstanding any other provision of this Agreement, any other organizational documents or any provisions of law that empowers the Company, the following provisions shall be operative and controlling so long as the Loan to the Company is outstanding:
Single Purpose Entity Provisions. The Agent shall have received from Holdings amended articles of incorporation containing the Single Purpose Entity Provisions in substantially the same form as is set forth in Exhibit I hereto.
Single Purpose Entity Provisions. (a) The business and purposes of Borrower is and will continue to be limited to the following: (i) to acquire, own, hold, lease, operate, manage, maintain, develop and/or improve the Real Property; (ii) to enter into and perform its obligations under this Agreement and the other Financing Agreements; (iii) to sell, transfer, service, convey, dispose of, pledge, assign, borrow money against, finance or otherwise deal with the Real Property to the extent permitted under this Agreement and the other Financing Agreements; and (iv) to engage in any lawful act or activity and to exercise any powers permitted to entities of its type pursuant to the laws of its state of organization that are related or incidental to and necessary, convenient or advisable for the accomplishment of the above mentioned purposes.
Single Purpose Entity Provisions. (a) The business and purposes of Borrower is and will continue to be limited to the following: (i) except for Diversicare Holding and Diversicare Kansas, to acquire, own, hold, lease, operate, manage, maintain, develop and/or improve the Property; (ii) to enter into and perform its obligations under this Agreement and the other Financing DM3\2429630.8 Agreements; (iii) except for Diversicare Holding and Diversicare Kansas, to sell, transfer, service, convey, dispose of, pledge, assign, borrow money against, finance or otherwise deal with the Property to the extent permitted under this Agreement and the other Financing Agreements; (iv) except for Diversicare Holding and Diversicare Kansas, to lease the Property to the Affiliated Revolving Borrowers; and (v) to engage in any lawful act or activity and to exercise any powers permitted to entities of its type pursuant to the laws of its state of organization that are related or incidental to and necessary, convenient or advisable for the accomplishment of the above mentioned purposes.
Single Purpose Entity Provisions. (a) The business and purposes of Borrower is and will continue to be limited to the following: (i) for the Propco Borrower, to acquire, own, hold, lease, maintain, develop and/or improve the Property; (ii) except for the Propco Borrower and Diversicare Property, to operate and manage the Facilities; (iii) to enter into and perform its obligations under this Agreement and the other Financing Agreements and the Affiliate Revolving Loan Financing Agreements; (iv) for the Propco Borrower, to sell, transfer, service, convey, dispose of, pledge, assign, borrow money against, finance or otherwise deal with the Property to the extent permitted under this Agreement and the other Financing Agreements; (v) for the Propco Borrower, to lease the Property to the Operators; and (vi) to engage in any lawful act or activity and to exercise any powers permitted to entities of its type pursuant to Section 6 of the applicable Borrower’s operating agreement or the laws of its state of organization that are related or incidental to and necessary, convenient or advisable for the accomplishment of the above mentioned purposes.
