Maintenance of Existence; Compliance. (a) (i) Preserve, renew and keep in full force and effect its organizational existence and (ii) take all reasonable action to maintain all rights, privileges and franchises necessary to conduct its business, except, in each case, as otherwise permitted by Section 8.4 and except to the extent that failure to do so would not reasonably be expected to have a Material Adverse Effect; and (b) comply with all Contractual Obligations and Requirements of Law except to the extent that failure to comply therewith would not, in the aggregate, reasonably be expected to have a Material Adverse Effect.
Appears in 6 contracts
Samples: Credit Agreement (Adesa California, LLC), Intercreditor Agreement (KAR Auction Services, Inc.), Credit Agreement (IAA Acquisition Corp.)
Maintenance of Existence; Compliance. (a) (i) Preserve, renew and keep in full force and effect its organizational existence and (ii) take all reasonable action to maintain all rights, privileges and franchises necessary to or desirable in the normal conduct of its business, except, in each case, as otherwise permitted by Section 8.4 6.4 and except to the extent that failure to do so would could not reasonably be expected to have a Material Adverse Effect; and (b) comply with all Contractual Obligations and Requirements of Law except to the extent that failure to comply therewith would could not, in the aggregate, reasonably be expected to have a Material Adverse Effect.
Appears in 5 contracts
Samples: Credit Agreement (Kennametal Inc), Credit Agreement (Kennametal Inc), Credit Agreement (Kennametal Inc)
Maintenance of Existence; Compliance. (a) (ia)(i) Preserve, renew and keep in full force and effect its the organizational existence of the Company, each Material Subsidiary and each Insurance Subsidiary and (ii) take all reasonable action to maintain all rights, privileges and franchises necessary to or desirable in the normal conduct of its business, including all required insurance licenses of each Material Subsidiary, except, in each case, as otherwise permitted by Section 8.4 7.3 and except except, in the case of each of clauses (i) and (ii) above, to the extent that failure to do so would could not reasonably be expected to have a Material Adverse Effect; and (b) comply with all Contractual Obligations and Requirements of Law except to the extent that failure to comply therewith would not, in the aggregate, reasonably be expected to have a Material Adverse Effect.
Appears in 5 contracts
Samples: Credit Agreement (Aspen Insurance Holdings LTD), Credit Agreement (Aspen Insurance Holdings LTD), Credit Agreement (Aspen Insurance Holdings LTD)
Maintenance of Existence; Compliance. (a) (i) Preserve, renew and keep in full force and effect its organizational existence and (ii) take all reasonable action to maintain all rights, privileges and franchises necessary to conduct its business, except, in each case, as otherwise permitted by Section 8.4 and except to the extent that failure to do so would not reasonably be expected to have a Material Adverse Effect; and (b) comply with all Contractual Obligations and Requirements of Law except to the extent that failure to comply therewith would not, in the aggregate, reasonably be expected to have a Material Adverse Effect. The Borrower will maintain in effect and enforce policies and procedures reasonably designed to promote compliance by the Borrower, its Subsidiaries and their respective directors, officers and employees with Anti-Corruption Laws and applicable Sanctions.
Appears in 3 contracts
Samples: Credit Agreement (OPENLANE, Inc.), First Amendment Agreement (OPENLANE, Inc.), Credit Agreement (IAA, Inc.)
Maintenance of Existence; Compliance. (a) (i) Preserve, renew and keep in full force and effect its organizational existence and (ii) take all reasonable action to maintain all registrations, consents, approvals, authorizations, rights, permits, licenses, privileges and franchises from any Governmental Authority, Self-Regulatory Organization or securities exchange necessary to or desirable in the normal conduct of its business, except, in each case, as otherwise permitted by Section 8.4 6.04 and except except, in the case of clause (ii) above, to the extent that failure to do so would could not reasonably be expected to have a Material Adverse Effect; and (b) comply with all Contractual Obligations and Requirements of Law except to the extent that failure to comply therewith would not, in the aggregate, reasonably be expected to have a Material Adverse Effect.and
Appears in 3 contracts
Samples: Credit Agreement (Sanders Morris Harris Group Inc), Credit Agreement (Sanders Morris Harris Group Inc), Credit Agreement (Sanders Morris Harris Group Inc)
Maintenance of Existence; Compliance. (a) (i) Preserve, renew Preserve and keep in full force and effect its organizational existence and (ii) take all reasonable action to maintain all rights, privileges and franchises necessary to conduct its business, except, in each casethe case of any Subsidiary, as otherwise permitted by Section 8.4 and except to where the extent that failure to do so would could not reasonably be expected to have result in a Material Adverse Effect; ) and (b) comply with all Contractual Obligations and Requirements of Law except to the extent that failure to comply therewith would could not, in the aggregate, reasonably be expected to have a Material Adverse Effect.
Appears in 2 contracts
Samples: Intercreditor Agreement (Philadelphia Energy Solutions Inc.), Credit Agreement (Philadelphia Energy Solutions Inc.)
Maintenance of Existence; Compliance. (a) (i) Preserve, renew and keep in full force and effect its organizational existence and (ii) take all reasonable action to maintain all rights, privileges and franchises necessary to or desirable in the normal conduct of its business, except, in each casethe case of clause (ii) above, as otherwise permitted by Section 8.4 and except to the extent that failure to do so would could not reasonably be expected to have a Material Adverse Effect; and (b) comply with all Contractual Obligations and Requirements of Law except to the extent that failure to comply therewith would could not, in the aggregate, reasonably be expected to have a Material Adverse Effect.
Appears in 2 contracts
Samples: Escrow Credit Agreement (Charter Communications, Inc. /Mo/), Escrow Credit Agreement (Charter Communications, Inc. /Mo/)
Maintenance of Existence; Compliance. (a) (ia)(i) Preserve, renew and keep in full force and effect its organizational existence and (ii) take all reasonable action to maintain all rights, privileges and franchises necessary to or desirable in the normal conduct of its business, except, in each case, as otherwise permitted by Section 8.4 7.4 and except to the extent that failure to do so would could not reasonably be expected to have a Material Adverse Effect; and (b) comply with all Contractual Obligations and Requirements of Law except to the extent that failure to comply therewith would could not, in the aggregate, reasonably be expected to have a Material Adverse Effect.
Appears in 2 contracts
Samples: Credit Agreement (MSC Industrial Direct Co Inc), Credit Agreement (MSC Industrial Direct Co Inc)
Maintenance of Existence; Compliance. The Grantor shall: (aa)(i) (i) Preservepreserve, renew and keep in full force and effect its organizational existence and (ii) take all reasonable action to maintain all rights, privileges and franchises necessary to or desirable in the normal conduct of its business, except, in each casethe case of clause (ii) above, as otherwise permitted by Section 8.4 and except to the extent that failure to do so would could not reasonably be expected to have a Material Adverse Effect; and (b) comply with all Contractual Obligations and Requirements of Law except to the extent that failure to comply therewith would could not, in the aggregate, reasonably be expected to have a Material Adverse Effect.
Appears in 2 contracts
Samples: Patent Security Agreement (Virgin Mobile USA, Inc.), Guarantee and Collateral Agreement (Virgin Mobile USA, Inc.)
Maintenance of Existence; Compliance. (a) (ia)(i) Preserve, renew and keep in full force and effect its organizational existence and (ii) take all reasonable action to maintain all rights, privileges and franchises necessary to in the normal conduct of its business, except, in each case, as otherwise permitted by Section 8.4 6.4 and except except, in the case of clause (ii) above, to the extent that failure to do so would not reasonably be expected likely to have a Material Adverse Effect; and (b) comply with all Contractual Obligations and Requirements of Law except to the extent that failure to comply therewith would not, in the aggregate, reasonably be expected likely to have a Material Adverse Effect; and (c) maintain in effect and enforce policies and procedures designed to ensure compliance by the Borrower, its Subsidiaries and their respective directors, officers and employees with Anti-Corruption Laws and applicable Sanctions.
Appears in 2 contracts
Samples: Guarantee Agreement (Synopsys Inc), Credit Agreement (Synopsys Inc)
Maintenance of Existence; Compliance. (a) (ia)(i) Preserve, renew and keep in full force and effect its organizational legal existence and (ii) take all reasonable action to maintain all rights, privileges and franchises necessary to in the normal conduct of its business, except, in each case, as otherwise permitted by Section 8.4 6.3 and except to the extent that failure to do so would could not reasonably be expected to have a Material Adverse Effect; and (b) comply with all Contractual Obligations and Requirements of Law except to the extent that failure to comply therewith would could not, in the aggregate, reasonably be expected to have a Material Adverse Effect.
Appears in 2 contracts
Samples: Credit Agreement (Visteon Corp), Visteon Corp
Maintenance of Existence; Compliance. (a) (ia)(i) Preserve, renew and keep in full force and effect its organizational existence and (ii) take all reasonable action to maintain all rights, privileges and franchises necessary to in the normal conduct of its business, except, in each case, as otherwise permitted by Section 8.4 6.4 and except except, in the case of clause (ii) above, to the extent that failure to do so would not reasonably be expected likely to have a Material Adverse Effect; and (b) comply with all Contractual Obligations and Requirements of Law except to the extent that failure to comply therewith would not, in the aggregate, reasonably be expected likely to have a Material Adverse Effect.
Appears in 1 contract
Samples: Credit Agreement (Synopsys Inc)
Maintenance of Existence; Compliance. (a) (i) Preserve, renew and keep in full force and effect its organizational existence and (ii) take all reasonable action to maintain all rights, privileges and franchises necessary to or desirable in the normal conduct of its business, except, in each casethe case of clause (ii) above, as otherwise permitted by Section 8.4 and except to the extent that failure to do so would could not reasonably be expected to have a Material Adverse Effect; and (b) comply with all Contractual Obligations and Requirements of Law except to the extent that failure to comply therewith would could not, in the aggregate, reasonably be expected to have a Material Adverse Effect.
Appears in 1 contract
Samples: Credit Agreement (Dii Group Inc)
Maintenance of Existence; Compliance. (a) (i) Preserve, renew and keep in full force and effect its organizational existence and (ii) take all reasonable action to maintain all rights, privileges and franchises necessary to in the normal conduct of its business, except, in each case, as otherwise permitted by Section 8.4 6.4 and except except, in the case of clause (ii) above, to the extent that failure to do so would not reasonably be expected likely to have a Material Adverse Effect; and (b) comply with all Contractual Obligations and Requirements of Law except to the extent that failure to comply therewith would not, in the aggregate, reasonably be expected likely to have a Material Adverse Effect.
Appears in 1 contract
Samples: Credit Agreement (Synopsys Inc)
Maintenance of Existence; Compliance. (a) (i) Preserve, renew and keep in full force and effect its organizational existence and (ii) take all reasonable action to maintain all rights, privileges and franchises necessary to or desirable in the normal conduct of its business, except, in each case, as otherwise permitted by Section 8.4 7.4 or Section 7.5 and except except, in the case of clause (ii) above, to the extent that failure to do so would not reasonably be expected to have a Material Adverse Effect; and (b) comply with all Contractual Obligations and Requirements of Law except to the extent that failure to comply therewith do so would not, in the aggregate, not reasonably be expected to have a Material Adverse Effect.
Appears in 1 contract
Maintenance of Existence; Compliance. (a) (ia)(i) Preserve, renew and keep in full force and effect its organizational existence and (ii) take all reasonable action to maintain all rights, privileges and franchises necessary to in the normal conduct of its business, except, in each casethe case of clause (ii) above, as otherwise permitted by Section 8.4 and except to the extent that failure to do so would could not reasonably be expected to have a Material Adverse Effect; and (b) comply with all Contractual Obligations and Requirements of Law except to the extent that failure to comply therewith would could not, in the aggregate, reasonably be expected to have a Material Adverse Effect.
Appears in 1 contract
Samples: Credit Agreement (Seaena Inc.)
Maintenance of Existence; Compliance. (a) (i) Preserve, renew and keep in full force and effect its organizational existence except as permitted hereunder and (ii) take all reasonable action to maintain all rights, privileges and franchises necessary to or desirable in the normal conduct of its business, including, without limitation, all necessary Governmental Authorizations, except, in each case, as otherwise permitted by Section 8.4 and except except, in the case of clause (i) above solely with respect to Holdings or any Subsidiary of the Borrower, to the extent that failure to do so would could not reasonably be expected to have a Material Adverse Effect; and (b) comply with all Contractual Obligations and Requirements of Law except to the extent that failure to comply therewith would not, in the aggregate, reasonably be expected to have a Material Adverse Effect.;
Appears in 1 contract
Maintenance of Existence; Compliance. (a) (i) Preserve, renew and keep in full force and effect its organizational existence except as permitted hereunder and (ii) take all reasonable action to maintain all rights, privileges and franchises necessary to or desirable in the normal conduct of its business, including, without limitation, all necessary Governmental Authorizations, except, in each case, as otherwise permitted by Section 8.4 and except except, in the case of clause (i) above solely with respect to any Subsidiary of the Borrower, to the extent that failure to do so would could not reasonably be expected to have a Material Adverse Effect; and (b) comply with all Contractual Obligations and Requirements of Law except to the extent that failure to comply therewith would not, in the aggregate, reasonably be expected to have a Material Adverse Effect.;
Appears in 1 contract
Maintenance of Existence; Compliance. (a) (i) Preserve, renew and keep in full force and effect its organizational corporate existence except, in the case of the Loan Parties, as otherwise expressly permitted by Section 6.4, and except, in the case of any Subsidiary (iiother than the Borrower), to the extent that failure to do so could not reasonably be expected to have a Material Adverse Effect; (b) take all reasonable action to maintain all rights, privileges and franchises necessary to or desirable in the normal conduct of its business, except, in each case, as otherwise permitted by Section 8.4 and except to the extent that failure to do so would could not reasonably be expected to have a Material Adverse Effect; and (bc) comply with all Contractual Obligations and Requirements of Law except to the extent that failure to comply therewith would could not, in the aggregate, reasonably be expected to have a Material Adverse Effect.
Appears in 1 contract
Samples: Credit Agreement (Price T Rowe Associates Inc /Md/)
Maintenance of Existence; Compliance. (a) (a) (i) Preserve, renew and keep in full force and effect its organizational existence and (ii) take all reasonable action to maintain all rights, privileges and franchises necessary to conduct its business, except, in each case, as otherwise permitted by Section 8.4 and except to the extent that failure to do so would not reasonably be expected to have a Material Adverse Effect; and (b) (b) comply with all Contractual Obligations and Requirements of Law except to the extent that failure to comply therewith would not, in the aggregate, reasonably be expected to have a Material Adverse Effect. The Borrower will maintain in effect and enforce policies and procedures designed to ensure compliance by the Borrower, its Affiliated Persons and their respective directors, officers, employees and agents with Anti-Corruption Laws and applicable Sanctions.
Appears in 1 contract
Maintenance of Existence; Compliance. (a) (i) Preserve, renew and keep in full force and effect its organizational existence and (ii) take all reasonable action to maintain all rights, privileges and franchises necessary to or desirable in the normal conduct of its business, except, in each case, as otherwise permitted by Section 8.4 and except 5.04 or to the extent that failure to do so would could not reasonably be expected to have a Material Adverse Effect; and (b) comply with all Contractual Obligations and Requirements of Law except to the extent that failure to comply therewith would could not, in the aggregate, reasonably be expected to have a Material Adverse Effect.
Appears in 1 contract
Maintenance of Existence; Compliance. (a) (ia)(i) Preserve, renew and keep in full force and effect its organizational existence and (ii) take all reasonable action to maintain all rights, privileges and franchises necessary to in the normal conduct of its business, except, in each case, as otherwise permitted by Section 8.4 6.4 and except except, in the case of clause (ii) above, to the extent that failure to do so would not reasonably be expected likely to have a Material Adverse Effect; and (b) comply with all Contractual Obligations and Requirements of Law except to the extent that failure to comply therewith would not, in the aggregate, reasonably be expected likely to have a Material Adverse Effect; and (c) maintain in effect and enforce policies and procedures designed to promote compliance by the Borrower, its Subsidiaries and their respective directors, officers, and employees with Anti-Corruption Laws and applicable Sanctions.
Appears in 1 contract
Samples: Guarantee Agreement (Synopsys Inc)
Maintenance of Existence; Compliance. (a) (ia)(i) Preserve, renew and keep in full force and effect its organizational existence and (ii) take all reasonable action to maintain all rights, privileges and franchises necessary to or desirable in the normal conduct of its business, except, in each casethe case of clause (ii) above, as otherwise permitted by Section 8.4 and except to the extent that failure to do so would could not reasonably be expected to have a Material Adverse Effect; and (b) comply with all Contractual Obligations and Requirements of Law except to the extent that failure to comply therewith would could not, in the aggregate, reasonably be expected to have a Material Adverse Effect.
Appears in 1 contract
Maintenance of Existence; Compliance. (a) (i) Preserve, renew and keep in full force and effect its organizational existence and (ii) take all reasonable action to maintain all rights, privileges and franchises necessary to or desirable in the normal conduct of its business, except, in each case, as otherwise permitted by Section 8.4 6.4 and except to the extent that failure to do so would could not reasonably be expected to have a Material Adverse Effect; and (b) comply with all Contractual Obligations and Requirements of Law except to the extent that failure to comply therewith would could not, in the aggregate, reasonably be expected to have a Material Adverse Effect.
Appears in 1 contract
Samples: Credit Agreement (Cc v Holdings LLC)
Maintenance of Existence; Compliance. (a) (i) Preserve, renew and keep in full force and effect its organizational existence except as permitted hereunder and (ii) take all reasonable action to maintain all rights, privileges and franchises necessary to or desirable in the normal conduct of its business, including, without limitation, all necessary Governmental Authorizations, except, in each case, as otherwise permitted by Section 8.4 and except except, in the case of clause (i) above solely with respect to any Subsidiary of the Borrower, to the extent that failure to do so would could not reasonably be expected to have a Material Adverse Effect; and (b) comply with all Contractual Obligations and Requirements of Law except to the extent that failure to comply therewith would not, in the aggregate, reasonably be expected to have a Material Adverse Effect.and
Appears in 1 contract
Maintenance of Existence; Compliance. (a) (ia)(i) Preserve, renew and keep in full force and effect its organizational existence and (ii) take all reasonable action to maintain all rights, privileges and franchises necessary to or desirable in the normal conduct of its business, except, in each case, as otherwise permitted by Section 8.4 and except to the extent that failure to do so would could not reasonably be expected to have a Material Adverse Effect; and (b) comply with all Contractual Obligations and Requirements of Law except to the extent that failure to comply therewith would could not, in the aggregate, reasonably be expected to have a Material Adverse Effect.
Appears in 1 contract