Common use of Maintenance of Existence Clause in Contracts

Maintenance of Existence. (a) Preserve, renew and maintain in full force and effect its legal existence, structure and name under the Laws of the jurisdiction of its organization and (b) take all commercially reasonable action to maintain all rights, privileges (including its good standing), permits, licenses and franchises necessary or desirable in the normal conduct of its business, except pursuant to a transaction permitted by Section 7.04 and Section 7.05.

Appears in 17 contracts

Sources: Senior Secured Credit Agreement (Bright Mountain Media, Inc.), Senior Secured Credit Agreement (Bright Mountain Media, Inc.), Senior Secured Credit Agreement (Bright Mountain Media, Inc.)

Maintenance of Existence. (a) Preserve, renew renew, and maintain in full force and effect its legal existence, structure and name under the Laws of the jurisdiction of its organization corporate or organizational existence and (b) take all commercially reasonable action to maintain all rights, privileges (including its good standing)privileges, permits, licenses and franchises necessary or desirable in the normal conduct of its business, except pursuant except, in each case, where the failure to do so would not reasonably be expected to have a transaction permitted by Section 7.04 and Section 7.05Material Adverse Effect.

Appears in 7 contracts

Sources: Subordinated Secured Promissory Note (INNOVATE Corp.), Ordinary Share Purchase Agreement (Genius Group LTD), Subordinated Unsecured Promissory Note (INNOVATE Corp.)

Maintenance of Existence. (a) Preserve, renew and maintain in full force and effect its legal existence, structure and name under the Laws of the jurisdiction of its organization corporate or organizational existence and (b) take all commercially reasonable action to maintain all rights, privileges (including its good standing), permits, licenses and franchises necessary or desirable in the normal conduct of its business, except pursuant except, in each case, where the failure to do so would not reasonably be expected to have a transaction permitted by Section 7.04 and Section 7.05Material Adverse Effect.

Appears in 6 contracts

Sources: Acquisition Agreement (Cannabis Global, Inc.), Secured Promissory Note (General Cannabis Corp), Revolving Line of Credit Note (Eurosite Power Inc.)

Maintenance of Existence. (a) Preserve, renew and maintain in full force and effect its legal existence, structure and name under the Laws of the jurisdiction of its organization corporate or organizational existence and (b) take all commercially reasonable action to maintain all rights, privileges (including its good standing), permits, licenses and franchises necessary or desirable in the normal conduct of its business, except pursuant except, in each case, where the failure to do so could not reasonably be expected to have a transaction permitted by Section 7.04 and Section 7.05Material Adverse Effect.

Appears in 5 contracts

Sources: Multi Draw Credit Agreement (Emerald Bioscience, Inc.), Multi Draw Credit Agreement (Nemus Bioscience, Inc.), Promissory Note (Armada Water Assets Inc)

Maintenance of Existence. (a) Preserve, renew and maintain in full force and effect its legal existence, structure and name existence under the Laws of the jurisdiction of its organization and (b) take all commercially reasonable action to maintain all rights, privileges (including its good standing), permits, licenses and franchises necessary or desirable in the normal conduct of its business, except in the case of clauses (a) and (b), (i) to the extent that failure to do so could not reasonably be expected to have a Material Adverse Effect or (ii) pursuant to a transaction permitted by Section 7.04 and or Section 7.05.

Appears in 4 contracts

Sources: Credit Agreement (Igate Corp), Credit Agreement (Igate Corp), Credit Agreement (Igate Corp)

Maintenance of Existence. (a) Preserve, renew and maintain in full force and effect its legal existence, structure and name under the Laws of the jurisdiction of its organization corporate or organizational existence and (b) take all commercially reasonable action to maintain all rights, privileges (including its good standing), permits, licenses and franchises necessary or desirable in the normal conduct of its business, except pursuant except, in each case, where the failure to do so would not, individually or in the aggregate, reasonably be expected to have a transaction permitted by Section 7.04 and Section 7.05Material Adverse Effect.

Appears in 3 contracts

Sources: Subordination Agreement (Ampco Pittsburgh Corp), Subordination Note (Ampco Pittsburgh Corp), Converting Note (Ampco Pittsburgh Corp)

Maintenance of Existence. (a) Preserve, renew and maintain in full force and effect its legal existence, structure and name existence under the Laws of the jurisdiction of its organization and (b) take all commercially reasonable action to maintain all rights, privileges (including its good standing), permits, licenses and franchises necessary or desirable in the normal conduct of its business, except in the case of clause (a) and (b), (i) to the extent that failure to do so could not reasonably be expected to have a Material Adverse Effect or (ii) pursuant to a transaction permitted by Section 7.04 and Section or 7.05.

Appears in 3 contracts

Sources: First Lien Credit Agreement (SMART Technologies Inc.), Second Lien Credit Agreement (SMART Technologies Inc.), Credit Agreement (SMART Technologies Inc.)

Maintenance of Existence. (a) Preserve, renew and maintain in full force and effect its legal existence, structure and name under the Laws of the jurisdiction of its organization and (b) take all commercially reasonable action to maintain all rights, privileges (including its good standing), permits, licenses and franchises necessary or desirable in the normal conduct of its business, except pursuant to a transaction permitted by Section 7.04 and or Section 7.05.

Appears in 2 contracts

Sources: Credit Agreement (U.S. Renal Care Inc), Credit Agreement (U.S. Renal Care Inc)

Maintenance of Existence. (ai) Preserve, renew and maintain in full force and effect its legal existence, structure and name under the Laws of the jurisdiction of its organization corporate or organizational existence and (bii) take all commercially reasonable action to maintain all rights, privileges (including its good standing), permits, licenses and franchises necessary or desirable in the normal conduct of its business, except pursuant except, in each case, where the failure to do so would not reasonably be expected to have a transaction permitted by Section 7.04 and Section 7.05Material Adverse Effect.

Appears in 2 contracts

Sources: Asset Purchase Agreement (Pioneer Power Solutions, Inc.), Promissory Note (PLC Systems Inc)

Maintenance of Existence. (a) Preserve, renew renew, and maintain in full force and effect its legal existence, structure and name under the Laws of the jurisdiction of its organization corporate or organizational existence and (b) take all commercially reasonable action to maintain all rights, privileges (including its good standing), permitsprivileges, licenses and franchises necessary or desirable in the normal conduct of its business, except pursuant except, in each case, where the failure to do so could not reasonably be expected to have a transaction permitted by Section 7.04 and Section 7.05Material Adverse Effect.

Appears in 2 contracts

Sources: Secured Promissory Note (Pioneer Financial Services Inc), Secured Promissory Note (Pioneer Financial Services Inc)

Maintenance of Existence. (a) Preserve, renew renew, and maintain in full force and effect its legal existence, structure and name under the Laws of the jurisdiction of its organization corporate or organizational existence and (b) take all commercially reasonable action to maintain all rights, privileges (including its good standing)privileges, permits, licenses and franchises necessary or desirable in the normal conduct of its business, except pursuant except, in each case, where the failure to do so could not reasonably be expected to have a transaction permitted by Section 7.04 and Section 7.05Material Adverse Effect.

Appears in 2 contracts

Sources: Secured Promissory Note (HFactor, Inc.), Promissory Note (iCoreConnect Inc.)

Maintenance of Existence. (a) Preserve, renew and maintain in full force and effect its legal existence, structure and name under the Laws of the jurisdiction of its organization corporate existence and (b) take all commercially reasonable action to maintain all rights, privileges (including its good standing), permits, licenses and franchises necessary or desirable in the normal conduct of its business, ; except pursuant in each case where the failure to do so could not reasonably be expected to have a transaction permitted by Section 7.04 and Section 7.05Material Adverse Effect.

Appears in 2 contracts

Sources: Promissory Note (Bellicum Pharmaceuticals, Inc), Promissory Note (Bellicum Pharmaceuticals, Inc)

Maintenance of Existence. It shall (ai) Preservemaintain its entity existence, renew and (ii) maintain in full force and effect its legal existenceall licenses, structure bonds, franchises, leases, trademarks, qualifications and name under the Laws of the jurisdiction of its organization authorizations to do business, and (b) take all commercially reasonable action to maintain all rightspatents, privileges (including its good standing), permits, licenses contracts and franchises other rights necessary or desirable in advisable to the normal profitable conduct of its businessbusinesses, in each case except pursuant where failure to do so could not reasonably be expected to have a transaction permitted by Section 7.04 and Section 7.05Material Adverse Effect.

Appears in 2 contracts

Sources: Standby Letter of Credit Agreement (Everest Group, Ltd.), Standby Letter of Credit Agreement (Everest Re Group LTD)

Maintenance of Existence. (a) Preserve, renew renew, and maintain in full force and effect its legal existence, structure and name under the Laws of the jurisdiction of its organization corporate or organizational existence and (b) take all commercially reasonable action to maintain all rights, privileges (including its good standing)privileges, permits, licenses and franchises necessary or desirable in the normal conduct of its business, except pursuant except, in each case of this clause (b), where the failure to do so would not reasonably be expected to have a transaction permitted by Section 7.04 and Section 7.05Material Adverse Effect.

Appears in 2 contracts

Sources: Merger Agreement (Atlas Energy Solutions Inc.), Secured Seller Note (Atlas Energy Solutions Inc.)

Maintenance of Existence. (a) Preserve, renew and maintain in full force and effect its legal existence, structure and name existence under the Laws of the jurisdiction of its organization and (b) take all commercially reasonable action to maintain all rights, privileges (including its good standing, as applicable), permits, licenses and franchises necessary or desirable in the normal conduct of its business, except in the case of clause (a) and (b), (i) to the extent that failure to do so could not reasonably be expected to have a Material Adverse Effect or (ii) pursuant to a transaction permitted by Section 7.04 and Section or 7.05.

Appears in 2 contracts

Sources: Abl Credit Agreement (SMART Technologies Inc.), Term Loan Credit Agreement (SMART Technologies Inc.)

Maintenance of Existence. Maintain, preserve, and renew: (a) Preserve, renew its existence and maintain good standing in full force and effect its legal existence, structure and name under the Laws of the jurisdiction of its organization and organization, (b) take all commercially reasonable action its qualification to maintain do business and good standing in each jurisdiction where the nature of its business makes such qualification necessary and (c) all rights, privileges (including its good standing)privileges, permits, licenses licenses, approvals, and franchises necessary or desirable in the normal conduct of its business, except pursuant in each case (other than with respect to the existence of the Borrower) as would not reasonably be expected to have a transaction permitted by Section 7.04 and Section 7.05Material Adverse Effect.

Appears in 1 contract

Sources: Credit Agreement (Greystone Housing Impact Investors LP)

Maintenance of Existence. (a) Preserve, renew and maintain in full force and effect its legal existence, structure and name existence under the Laws of the jurisdiction of its organization or incorporation and (biv) take all commercially reasonable action to maintain all rightsrights (including IP Rights), privileges (including its good standing), permits, licenses and franchises necessary or desirable in the normal conduct of its business, except pursuant in the case of clauses β€Ž(a) (other than with respect to a transaction permitted by Section 7.04 the Parent Borrower) and Section 7.05.β€Ž(b), (i) to the extent that failure to do so could not 148 #95488248v20

Appears in 1 contract

Sources: Credit Agreement (Owens & Minor Inc/Va/)

Maintenance of Existence. (a) Preserve, renew renew, and maintain in full force and effect its legal existence, structure and name under the Laws of the jurisdiction of its organization corporate or organizational existence and (b) take all commercially reasonable action to maintain all rights, privileges (including its good standing)privileges, permits, licenses and franchises necessary or desirable in the normal conduct of its businessbusiness other than any rights, except pursuant to a transaction permitted privileges, and franchises that expire or terminate by Section 7.04 and Section 7.05their respective terms.

Appears in 1 contract

Sources: Secured Promissory Note (Athena Bitcoin Global)

Maintenance of Existence. (a) PreserveMaintain, preserve, renew and maintain keep in full force and effect its legal existence, structure existence and name under the Laws of the jurisdiction of its organization and (b) take all commercially reasonable action to maintain all material licenses, authorizations, permits, rights, privileges (including its good standing), permits, licenses and franchises agreements necessary or desirable in the normal conduct of its business, except pursuant to a transaction permitted by Section 7.04 and Section 7.05.

Appears in 1 contract

Sources: Shareholders Agreement (Westport Resources Corp)

Maintenance of Existence. (a) Preserve, renew and maintain in full force and effect its legal existence, structure and name existence under the Laws of the jurisdiction of its organization or incorporation and (b) take all commercially reasonable action to maintain all rights, privileges (including its good standing), permits, licenses and franchises necessary or desirable in the normal conduct of its business, except pursuant to a transaction permitted by Section 7.04 and Section 7.05.(i) in each case of clauses (a) (other than with 124

Appears in 1 contract

Sources: Credit Agreement (Clear Channel Outdoor Holdings, Inc.)