Common use of Preservation of Corporate Existence, Etc Clause in Contracts

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 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.

Appears in 32 contracts

Samples: Credit Agreement (Memc Electronic Materials Inc), Credit Agreement (Memc Electronic Materials Inc), Credit Agreement (Memc Electronic Materials Inc)

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Preservation of Corporate Existence, Etc. Preserve and maintain, and cause each of its Subsidiaries to preserve and maintain, its corporate existence, legal structure, legal name, rights (charter and statutory) and material franchises; provided, however, that neither the Borrower nor any of its Subsidiaries shall be required to preserve any right right, privilege or franchise if the board Board of directors 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 LendersLender Parties and any Subsidiary may merge with or into or be liquidated into another Subsidiary or the Borrower as permitted under Section 5.02(d).

Appears in 5 contracts

Samples: Credit Agreement (Davita Inc), Credit Agreement (Davita Inc), Credit Agreement (Davita Inc)

Preservation of Corporate Existence, Etc. Preserve and maintain, and cause each of its Subsidiaries Material Subsidiary to preserve and maintain, its corporate existence, rights (charter and statutory) ), and franchises, except as otherwise permitted by Section 8.02(c); provided, however, that neither the Borrower nor any of its Subsidiaries Material Subsidiary shall be required to preserve any right or franchise if the board Board of directors 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 Material Subsidiary, as the case may be, and that the loss thereof is not disadvantageous in any material respect materially adverse to the financial condition or operations of the Borrower, such Subsidiary or the Lenders.

Appears in 3 contracts

Samples: Credit Agreement (Baxter International Inc), Credit Agreement (Baxter International Inc), Credit Agreement (Baxter International Inc)

Preservation of Corporate Existence, Etc. Preserve and maintain, and cause each of its Subsidiaries Material Subsidiary to preserve and maintain, its corporate organizational existence, rights (charter and statutory) rights, and franchises, except as otherwise permitted by Section 8.02(c); provided, however, that neither the Borrower nor any of its Subsidiaries Material Subsidiary shall be required to preserve any right or franchise if the board Board of directors 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 Material Subsidiary, as the case may be, and that the loss thereof is not disadvantageous in any material respect materially adverse to the financial condition or operations of the Borrower, such Subsidiary or the Lenders.

Appears in 2 contracts

Samples: Credit Agreement (Baxalta Inc), Credit Agreement (Baxter International Inc)

Preservation of Corporate Existence, Etc. Preserve and maintain, and cause each of its Subsidiaries to preserve and maintain, its corporate existence, legal structure, legal name, rights (charter and statutory) and material franchises; provided, however, that neither the Borrower nor any of its Subsidiaries shall be required to preserve any right right, privilege or franchise if the board Board of directors 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 LendersLenders and any Subsidiary may merge with or into or be liquidated into another Subsidiary or the Borrower as permitted under Section 7.4.

Appears in 2 contracts

Samples: Credit Agreement (Davita Inc), Credit Agreement (Davita Inc)

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, except for any merger or consolidation permitted under Section 5.02(c); providedprovided that, however, that neither the Borrower nor any of its Subsidiaries shall be required to preserve any right or franchise if the board Board of directors 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.. (e)

Appears in 1 contract

Samples: Credit Agreement (Laboratory Corp of America Holdings)

Preservation of Corporate Existence, Etc. Preserve and maintain, and cause each of its Subsidiaries Material Subsidiary to preserve and maintain, its corporate existence, rights (charter and statutory) ), and franchises, except as otherwise permitted by Section 6.02(c); provided, however, that neither the Borrower nor any of its Subsidiaries Material Subsidiary shall be required to preserve any right or franchise if the board Board of directors 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 Material Subsidiary, as the case may be, and that the loss thereof is not disadvantageous in any material respect materially adverse to the financial condition or operations of the Borrower, such Subsidiary or the Lenders.

Appears in 1 contract

Samples: Credit Agreement (Baxter International Inc)

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Preservation of Corporate Existence, Etc. Preserve Other than as provided by the Reorganization Plan, 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 neither the Borrower nor any of its Subsidiaries shall be required to preserve any right or franchise if the board Board of directors 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.

Appears in 1 contract

Samples: Credit Agreement (Sunshine Mining & Refining Co)

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 neither the Borrower nor any of its Subsidiaries shall be required to preserve any right or franchise if the board Board of directors 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 LendersLender.

Appears in 1 contract

Samples: Credit Agreement (Medplus Inc /Oh/)

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 neither the such Borrower nor any of its Subsidiaries shall be required to preserve any right or franchise if the board Board of directors Directors of the such Borrower or such Subsidiary shall determine that the preservation thereof is no longer desirable in the conduct of the business of the such Borrower or such Subsidiary, as the case may be, and that the loss thereof is not disadvantageous in any material respect to the such Borrower, such Subsidiary or the Lenders.

Appears in 1 contract

Samples: Credit Agreement (Ground Round Restaurants Inc)

Preservation of Corporate Existence, Etc. Preserve and maintain, and cause each of its their Subsidiaries to preserve and maintain, its their corporate existence, rights (charter and statutory) and franchises; provided, however, that neither the Borrower Borrowers nor any of its their Subsidiaries shall be required to preserve any right or franchise if the board of directors of the applicable Borrower or such Subsidiary shall determine that the preservation thereof is no longer desirable in the conduct of the business of the such 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.

Appears in 1 contract

Samples: Revolving Credit Agreement (Memc Electronic Materials Inc)

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