Common use of Existence; Franchises Clause in Contracts

Existence; Franchises. The Borrower will, and the Borrower will cause each of the Restricted Subsidiaries (and, in the case of clause (x), Holdings) to, (x) do or cause to be done all things necessary to preserve and keep in full force and effect its organizational existence (in the case of the Borrower, in a United States jurisdiction) and (y) take all reasonable action to maintain all rights, privileges, franchises, licenses, permits, copyrights, trademarks, trade names, and patents necessary or desirable in the normal conduct of its business; provided, however, that nothing in this Section 5.04 shall prevent (i) sales of assets and other transactions by the Borrower or any Restricted Subsidiary in accordance with Section 6.02, (ii) the discontinuation, abandonment or expiration of any right, franchise, license, permit, copyright, trademark or patent if such discontinuation, abandonment or expiration could not, either individually or in the aggregate, reasonably be expected to have a Material Adverse Effect or (iii) the withdrawal by the Borrower or any Restricted Subsidiary of its qualification as a foreign Company in any jurisdiction if such withdrawal could not, either individually or in the aggregate, reasonably be expected to have a Material Adverse Effect.

Existence; Franchises. The Borrower Parent will, and the Borrower will cause each of the Restricted its Subsidiaries (and, in the case of clause (x), Holdings) to, (x) do or cause to be done all things necessary to preserve and keep in full force and effect its organizational existence (except to the extent that to do so would result in the case any Subsidiary of the BorrowerParent forgoing any right or power which, in a United States jurisdictionunder applicable law, it may not forgo) and (y) take all reasonable action to maintain all its material rights, privileges, franchises, licenses, permits, copyrights, trademarks, trade names, trademarks and patents necessary (if any) used in its business except where failure to maintain such existence or desirable in the normal conduct loss of its businesssuch rights, franchises, licenses, permits, copyrights, trademarks or patents would not reasonably be expected to have a Material Adverse Effect; provided, however, that nothing in this Section 5.04 9.04 shall prevent (i) sales or other dispositions of assets and assets, consolidations, mergers, dissolutions or liquidations or other transactions by or involving the Borrower Parent or any Restricted Subsidiary of its Subsidiaries which are permitted in accordance with Section 6.02, 10.02 or (ii) the discontinuation, abandonment or expiration of any right, franchise, license, permit, copyright, trademark or patent if such discontinuation, abandonment or expiration could not, either individually or in the aggregate, reasonably be expected to have a Material Adverse Effect or (iii) the withdrawal by the Borrower Parent or any Restricted Subsidiary of its Subsidiaries of its qualification as a foreign Company corporation, partnership or limited liability company, as the case may be, in any jurisdiction if such withdrawal could would not, either individually or in the aggregate, reasonably be expected to have a Material Adverse Effect.

Existence; Franchises. The Borrower will, and the Borrower will cause each of the its Restricted Subsidiaries (and, in the case of clause (x), Holdings) to, (x) do or cause to be done all things necessary to preserve and keep in full force and effect its organizational existence (except to the extent that to do so would result in the case any Restricted Subsidiary of the BorrowerBorrower forgoing any right or power which, in a United States jurisdictionunder applicable law, it may not forgo) and (y) take all reasonable action to maintain all its material rights, privileges, franchises, licenses, permits, copyrights, trademarks, trade names, trademarks and patents necessary (if any) used in its business except where such existence or desirable in the normal conduct loss of its businesssuch rights, franchises, licenses, permits, copyrights, trademarks and patents would not reasonably be expected to have a Material Adverse Effect; provided, however, that nothing in this Section 5.04 9.04 shall prevent (i) sales or other dispositions of assets and other transactions assets, consolidations, mergers, dissolutions or liquidations by or involving the Borrower or any of its Restricted Subsidiary Subsidiaries which are permitted in accordance with Section 6.02, 10.02 or (ii) the discontinuation, abandonment or expiration of any right, franchise, license, permit, copyright, trademark or patent if such discontinuation, abandonment or expiration could not, either individually or in the aggregate, reasonably be expected to have a Material Adverse Effect or (iii) the withdrawal by the Borrower or any of its Restricted Subsidiary Subsidiaries of its qualification as a foreign Company corporation, partnership or limited liability company, as the case may be, in any jurisdiction if such withdrawal could would not, either individually or in the aggregate, reasonably be expected to have a Material Adverse Effect.

Existence; Franchises. The Borrower will, and the Borrower will cause each of the Restricted Subsidiaries (and, in the case of clause (x), New Holdings and Holdings) to, (x) do or cause to be done all things necessary to preserve and keep in full force and effect its organizational existence (in the case of the Borrower, in a United States jurisdiction) and (y) take all reasonable action to maintain all rights, privileges, franchises, licenses, permits, copyrights, trademarks, trade names, and patents necessary or desirable in the normal conduct of its business; provided, however, that nothing in this Section ‎Section 5.04 shall prevent (i) sales of assets and other transactions by the Borrower or any Restricted Subsidiary in accordance with Section ‎Section 6.02, (ii) the discontinuation, abandonment or expiration of any right, franchise, license, permit, copyright, trademark or patent if such discontinuation, abandonment or expiration could not, either individually or in the aggregate, reasonably be expected to have a Material Adverse Effect or (iii) the withdrawal by the Borrower or any Restricted Subsidiary of its qualification as a foreign Company in any jurisdiction if such withdrawal could not, either individually or in the aggregate, reasonably be expected to have a Material Adverse Effect.

Existence; Franchises. The Borrower will, and the Borrower will cause each of the Restricted its Subsidiaries (and, in the case of clause (x), Holdings) to, (x) do take or cause to be done taken, (A) all things actions necessary to preserve and keep in full force and effect its organizational existence (in the case of the Borrower, in a United States jurisdiction) and (yB) take all reasonable action actions necessary to maintain all its franchises, rights, privileges, franchises, licenses, permits, privileges, registered copyrights, registered trademarks, trade namestrademark applications, issued patents, patent applications and patents necessary or desirable in the normal conduct of its businessother Intellectual Property; provided, however, that nothing in this Section 5.04 9.04 shall (i) prevent (ix) sales of assets and other transactions by the Borrower or any Restricted Subsidiary of its Subsidiaries in accordance with this Agreement (including dispositions permitted by Section 6.0210.02), (ii) the discontinuation, abandonment or expiration of any right, franchise, license, permit, copyright, trademark or patent if such discontinuation, abandonment or expiration could not, either individually or in the aggregate, reasonably be expected to have a Material Adverse Effect or (iiiy) the withdrawal by the Borrower or any Restricted Subsidiary of its Subsidiaries of its qualification as a foreign Company corporation, partnership or limited liability company, as the case may be, in any jurisdiction if such withdrawal could not, either individually or in the aggregate, reasonably be expected to have a Material Adverse Effect or (ii) require the maintenance of any franchises, rights, licenses, permits, privileges, registered copyrights, registered trademarks, trademark applications, issued patents, patent applications and other Intellectual Property to the extent that the failure to so maintain, either individually or in the aggregate, could not reasonably be expected to have a Material Adverse Effect.

Existence; Franchises. The Borrower Holdings will, and the Borrower will cause each of the Restricted its Subsidiaries (and, in the case of clause (x), Holdings) to, (x) do take or cause to be done taken, (A) all things actions necessary to preserve and keep in full force and effect its organizational existence (in the case of the Borrower, in a United States jurisdiction) and (yB) take all reasonable action actions necessary to maintain all rightsits material franchises, privileges, franchises, licenses, permits, copyrights, trademarks, trade names, trademarks and patents necessary or desirable in the normal conduct of its businesspatents; provided, however, that nothing in this Section 5.04 9.04 shall (i) prevent (ix) sales of assets and other transactions by the Borrower Holdings or any Restricted Subsidiary of its Subsidiaries in accordance with Section 6.0210.02, (ii) the discontinuation, abandonment or expiration of any right, franchise, license, permit, copyright, trademark or patent if such discontinuation, abandonment or expiration could not, either individually or in the aggregate, reasonably be expected to have a Material Adverse Effect or (iiiy) the withdrawal by the Borrower Holdings or any Restricted Subsidiary of its Subsidiaries of its qualification as a foreign Company corporation, partnership or limited liability company, as the case may be, in any jurisdiction if such withdrawal could not, either individually or in the aggregate, reasonably be expected to have a Material Adverse Effect or (ii) require Holdings or any of its Subsidiaries to preserve or keep in full force and effect any franchises, privileges, copyrights, trademarks or patents if Holdings or such Subsidiary shall determine that the preservation or continued effectiveness thereof is no longer desirable in the conduct of the business of Holdings or such Subsidiary and that the loss thereof, either individually or in the aggregate, could not reasonably be expected to have a Material Adverse Effect.

Existence; Franchises. The Borrower Holdings will, and the Borrower will cause each of the Restricted its Subsidiaries (and, in the case of clause (x), Holdings) to, (x) do take or cause to be done taken, (A) all things actions necessary to preserve and keep in full force and effect its organizational existence (in the case of the Borrower, in a United States jurisdiction) and (yB) take all reasonable action actions necessary to maintain all rightsits material franchises, privileges, franchises, licenses, permits, copyrights, trademarks, trade names, trademarks and patents necessary or desirable in the normal conduct of its businesspatents; provided, however, that nothing in this Section 5.04 9.04 shall (i) prevent (ix) sales of assets and other transactions by the Borrower Holdings or any Restricted Subsidiary of its Subsidiaries in accordance with Section 6.02, (ii) the discontinuation, abandonment or expiration terms of any right, franchise, license, permit, copyright, trademark or patent if such discontinuation, abandonment or expiration could not, either individually or in the aggregate, reasonably be expected to have a Material Adverse Effect this Agreement or (iiiy) the withdrawal by the Borrower Holdings or any Restricted Subsidiary of its Subsidiaries of its qualification as a foreign Company corporation, partnership or limited liability company, as the case may be, in any jurisdiction if such withdrawal could not, either individually or in the aggregate, reasonably be expected to have a Material Adverse Effect or (ii) require Holdings or any of its Subsidiaries to preserve or keep in full force and effect any franchises, privileges, copyrights, trademarks or patents if Holdings or such Subsidiary shall determine in its reasonable judgment that the preservation or continued effectiveness thereof is no longer desirable in the conduct of the business of Holdings or such Subsidiary and that the loss thereof, either individually or in the aggregate, could not reasonably be expected to have a Material Adverse Effect.