Common use of Special Purpose Entity Requirements Clause in Contracts

Special Purpose Entity Requirements. Following any transfer described in Section 16.1(c) and continuing for so long as Tenant is not an Affiliated Person of Guarantor, Tenant shall comply with the following: (a) Tenant will be a special purpose entity, either a corporation, a limited partnership, or a limited liability company whose purpose will be limited to leasing and operating the Leased Property and the other Collective Leased Properties. (b) Tenant's organizational documents shall limit the ability to incur any Indebtedness except as permitted by Section 21.3. (c) Tenant's organizational documents will provide that the favorable vote of an independent director shall be required for the following matters: (i) filing, or consenting to the filing of, a bankruptcy or insolvency petition or otherwise instituting insolvency proceedings; (ii) dissolution, liquidation, consolidation, merger or sale of all or substantially all of its controlling assets (unless such entity is merged or consolidated with, acquired by, or its assets are sold to, Guarantor or an Affiliated Person of Guarantor); (iii) engaging in any unrelated business activities; and (iv) amending its organizational documents in a way that would change any of the requirements provided herein. (d) Tenant shall observe and maintain its business and affairs separate and independent of the business and affairs of any Affiliated Person of Tenant, including without limitation: (i) maintaining books and records separate from any Affiliated Person of Tenant;

Special Purpose Entity Requirements. Following any transfer described in Section 16.1(c) and continuing for so long as Tenant is not an Affiliated Person of Guarantor, Tenant shall comply with the following: (a) Tenant will be a special purpose entity, either a corporation, a limited partnership, or a limited liability company whose purpose will be limited to leasing and operating the Leased Property and the other Collective Leased Properties. (b) Tenant's organizational documents shall limit the ability to incur any Indebtedness except as permitted by Section 21.3. (c) Tenant's organizational documents will provide that the favorable vote of an independent director shall be required for the following matters: (i) filing, or consenting to the filing of, a bankruptcy or insolvency petition or otherwise instituting insolvency proceedings; (ii) dissolution, liquidation, consolidation, merger or sale of all or substantially all of its controlling assets (unless such entity is merged or consolidated with, acquired by, or its assets are sold to, Guarantor or an Affiliated Person of Guarantor); (iii) engaging in any unrelated business activities; and (iv) amending its organizational documents in a way that would change any of the requirements provided herein. (d) Tenant shall observe and maintain its business and affairs separate and independent of the business and affairs of any Affiliated Person of Tenant, including without limitation: (i) maintaining books and records separate from any Affiliated Person of Tenant;

Special Purpose Entity Requirements. Following any transfer described in Section 16.1(c) and continuing for so long as Tenant is not an Affiliated Person of Guarantor, Tenant shall comply with the following: (a) Tenant will be a special purpose entity, either a corporation, a limited partnership, or a limited liability company whose purpose will be limited to leasing and operating the Leased Property and the other Collective Leased PropertiesProperty. (b) Tenant's organizational documents shall limit the ability to incur any Indebtedness except as permitted by Section 21.3. (c) Tenant's organizational documents will provide that the favorable vote of an independent director shall be required for the following matters: (i) filing, or consenting to the filing of, a bankruptcy or insolvency petition or otherwise instituting insolvency proceedings; (ii) dissolution, liquidation, consolidation, merger or sale of all or substantially all of its controlling assets (unless such entity is merged or consolidated with, acquired by, or its assets are sold to, Guarantor or an Affiliated Person of Guarantor); (iii) engaging in any unrelated business activities; and (iv) amending its organizational documents in a way that would change any of the requirements provided herein. (d) Tenant shall observe and maintain its business and affairs separate and independent of the business and affairs of any Affiliated Person of Tenant, including without limitation: (i) maintaining books and records separate from any Affiliated Person of Tenant;

Special Purpose Entity Requirements. Following any transfer described in Section 16.1(c) and continuing for so long as Tenant is not an Affiliated Person of Guarantor, Tenant shall comply with the following: (a) Tenant will be a special purpose entity, either a corporation, a limited partnership, or a limited liability company whose purpose will be limited to leasing and operating the Leased Property and the other Collective Leased PropertiesProperty. (b) Tenant's organizational documents shall limit the ability to incur any Indebtedness except as permitted by Section 21.3. (c) Tenant's organizational documents will provide that the favorable vote of an independent director shall be required for the following matters: (i) filing, or consenting to the filing of, a bankruptcy or insolvency petition or otherwise instituting insolvency proceedings; (ii) dissolution, liquidation, consolidation, merger or sale of all or substantially all of its controlling assets (unless such entity is merged or consolidated with, acquired by, or its assets are sold to, Guarantor or an Affiliated Person of Guarantor); (iii) engaging in any unrelated business activities; and (iv) amending its organizational documents in a way that would change any of the requirements provided herein. (d) Tenant shall observe and maintain its business and affairs separate and independent of the business and affairs of any Affiliated Person of Tenant, including without limitation: (i) maintaining books and records separate from any Affiliated Person of Tenant;