Independent Corporate Existence Sample Clauses

Independent Corporate Existence. (a) The Company shall maintain, and shall cause each of its Subsidiaries to maintain, books, records and accounts that are separate from the books, records and accounts of the General Partners or any of their respective Subsidiaries (other than the Company and its Subsidiaries) such that: (i) the revenues of the Company and its Subsidiaries will be credited to the accounts of the Company and its Subsidiaries only; (ii) all expenses incurred by the Company and its Subsidiaries shall be paid only from the accounts of the Company and its Subsidiaries (other than those paid by the Managing General Partner and allocated to the Company or its Subsidiaries in the manner set forth in subdivision (c) of this Section); (iii) only officers and employees of the Managing General Partner, the Company and its Subsidiaries in their capacity as such shall have the authority to make disbursements with respect to the accounts of the Company and its Subsidiaries, as the case may be; (iv) there 56 shall occur no sharing of accounts or funds between the Company and its Subsidiaries, on the one hand, and either General Partner or any of their respective Subsidiaries (other than the Company and its Subsidiaries), on the other hand; and (v) all cash and funds of the Company and its Subsidiaries shall be managed separately from the cash and funds of either General Partner or any of their respective Subsidiaries (other than the Company and its Subsidiaries), and there shall not occur any commingling, including for investment purposes, of funds or assets of the Company and its Subsidiaries with the funds or assets of either General Partner or any of their respective Subsidiaries (other than the Company and its Subsidiaries).
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Independent Corporate Existence. The Borrower agrees for itself and each of its Subsidiaries (including the Special Purpose Subsidiary), as follows:
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Independent Corporate Existence. The Borrower shall:
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Independent Corporate Existence. (a) The Parent shall maintain books, records and accounts that are separate from the books, records and accounts of its Subsidiaries such that: (i) the revenues of the Parent will be credited only to the accounts of the Parent; (ii) all expenses incurred by the Parent shall be paid only from the accounts of the Parent; (iii) only officers and employees of the Parent in their capacity as such shall have the authority to make disbursements with respect to the accounts of the Parent; and (iv) there shall occur no sharing of accounts or funds between the Parent, on the one hand, and any of its Subsidiaries, on the other hand, which are not properly accounted for on the books and records of the Parent and its Subsidiaries.
Sample 1
Independent Corporate Existence. The Borrower shall maintain, and shall cause each of its Subsidiaries to maintain, books, records and accounts that are separate from the books, records and accounts of Continental or any of its Subsidiaries such that: (i) the revenues of the Credit Parties will be credited to the accounts of the Borrower and its Subsidiaries only; (ii) all expenses incurred by the Borrower and its Subsidiaries shall be paid only from the accounts of the Borrower and its Subsidiaries and no funds of any Credit Party may be used, directly or indirectly, to pay any expense or liability of Continental or any Subsidiary of Continental; (iii) only officers and employees of the Borrower and its Subsidiaries shall have the authority to make disbursements with respect to the accounts of the Borrower and its Subsidiaries; (iv) there shall occur no sharing of accounts or funds between the Credit Parties, on the one hand, and Continental or any of its Subsidiaries, on the other hand; (v) all cash and funds of the Credit Parties shall be managed separately from the cash and funds of Continental or any of its Subsidiaries, and there shall not occur any commingling, including for investment purposes, of funds or assets of the Credit Parties with the funds or assets of Continental or any of its Subsidiaries; and (vi) and no Credit Party shall be or become liable for any debtor liability of Continental or any of its Subsidiaries.
Sample 1
Independent Corporate Existence. The Parent shall:
Sample 1

Related to Independent Corporate Existence

  • Separate Corporate Existence The Transferor shall:

  • Corporate Existence, Etc Subject to Section 10.2, the Company will at all times preserve and keep its corporate existence in full force and effect. Subject to Section 10.2, the Company will at all times preserve and keep in full force and effect the corporate existence of each of its Subsidiaries (unless merged into the Company or a Wholly-Owned Subsidiary) and all rights and franchises of the Company and its Subsidiaries unless, in the good faith judgment of the Company, the termination of or failure to preserve and keep in full force and effect such corporate existence, right or franchise would not, individually or in the aggregate, have a Material Adverse Effect.

  • Corporate Existence So long as the Buyer beneficially owns any Note, the Company shall maintain its corporate existence and shall not sell all or substantially all of the Company’s assets, except in the event of a merger or consolidation or sale of all or substantially all of the Company’s assets, where the surviving or successor entity in such transaction (i) assumes the Company’s obligations hereunder and under the agreements and instruments entered into in connection herewith and (ii) is a publicly traded corporation whose Common Stock is listed for trading on the OTCBB, Nasdaq, Nasdaq SmallCap, NYSE or AMEX.

  • Preservation of Corporate Existence, Etc Preserve and maintain, and cause each of its Subsidiaries to preserve and maintain, its corporate existence, rights (charter and statutory) and franchises; provided, however, that the Borrower and its Subsidiaries may consummate any merger or consolidation permitted under Section 5.02(b) and provided further that neither the Borrower nor any of its Subsidiaries shall be required to preserve any right or franchise if the Board of Directors of the Borrower or such Subsidiary shall determine that the preservation thereof is no longer desirable in the conduct of the business of the Borrower or such Subsidiary, as the case may be, and that the loss thereof is not disadvantageous in any material respect to the Borrower, such Subsidiary or the Lenders.

  • Separate Existence Except for financial reporting purposes (to the extent required by generally accepted accounting principles) and for federal income tax purposes and, to the extent consistent with applicable state tax law, state income and franchise tax purposes, the Member and the Managers shall take all steps necessary to continue the identity of the Company as a separate legal entity and to make it apparent to third Persons that the Company is an entity with assets and liabilities distinct from those of the Member, Affiliates of the Member or any other Person, and that, the Company is not a division of any of the Affiliates of the Company or any other Person. In that regard, and without limiting the foregoing in any manner, the Company shall:

  • Preservation of Corporate Existence The Company shall preserve and maintain its corporate existence, rights, privileges and franchises in the jurisdiction of its incorporation, and qualify and remain qualified, as a foreign corporation in each jurisdiction in which such qualification is necessary in view of its business or operations and where the failure to qualify or remain qualified might reasonably have a Material Adverse Effect upon the financial condition, business or operations of the Company taken as a whole.

  • Corporate Existence and Standing Each of the Borrower and its Subsidiaries is a corporation duly incorporated, validly existing and in good standing under the laws of its jurisdiction of incorporation and has all requisite authority to conduct its business in each jurisdiction in which its business is conducted.

  • Maintenance of Corporate Existence The Company, at its own cost and expense, will do or cause to be done all things necessary to preserve and keep in full force and effect its corporate existence, rights and franchises, except as otherwise specifically permitted in Section 5.02; provided, however, that the Company shall not be required to preserve any right or franchise if the Company shall determine that the preservation thereof is no longer desirable in the conduct of the business of the Company.

  • Preservation of Corporate Existence and Related Matters Except as permitted by Section 10.4, preserve and maintain its legal existence and all material rights, franchises, licenses and privileges and qualify and remain qualified as a foreign corporation and authorized to do business in each jurisdiction in which the failure to so qualify could reasonably be expected to have a Material Adverse Effect.

  • Corporate Existence and Power It is a company or corporation duly organized, validly existing, and in good standing under the laws of the jurisdiction in which it is incorporated, and has full corporate power and authority and the legal right to own and operate its property and assets and to carry on its business as it is now being conducted and as contemplated in this Agreement, including the right to grant the licenses granted by it hereunder.

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