Common use of Change of Corporate Name or Location; Change of Fiscal Year Clause in Contracts

Change of Corporate Name or Location; Change of Fiscal Year. No Credit Party shall, or shall permit any Subsidiary of any Credit Party to, (a) change its name, corporate name or trade name as it appears in official filings in the state, province, county or other jurisdiction of its existence, incorporation or other organization (b) change its chief executive office, registered office pursuant to its constituent documents, principal place of business, corporate offices or warehouses or locations at which Collateral is held or stored, or the location of its records concerning the Collateral, (c) change the type of entity that it is, (d) change its organization identification number, if any, issued by its state of incorporation or other organization, or (e) change its state, province, county or other jurisdiction of existence, incorporation or organization, in each case without at least 30 days prior written notice to Agent and after Agent’s written acknowledgment that any reasonable action requested by Agent in connection therewith, including to continue the perfection of any Liens in favor of Agent in any Collateral, has been completed or taken, and provided that any such new location shall be in the continental United States, except that any Credit Party or any Subsidiary of any Credit Party may transfer Collateral having value not exceeding $500,000 in the aggregate from any warehouse or location at which such Collateral is held or stored to any warehouse or location in Mexico. Without limiting the foregoing, no Credit Party shall change its name, identity or corporate structure in any manner that might make any financing, financing change or continuation statement or other applicable perfection filing made in connection herewith or with any other Loan Document seriously misleading within the meaning of Section 9-402(7) of the Code or materially misleading within the meaning of any other applicable law except upon prior written notice to Agent and Lenders and after Agent’s written acknowledgment that any reasonable action requested by Agent in connection therewith, including to continue the perfection of any Liens in favor of Agent in any Collateral, has been completed or taken. No Credit Party shall, or shall permit any Subsidiary of any Credit Party to, change its Fiscal Year.

Change of Corporate Name or Location; Change of Fiscal Year. No Credit Party shall, or shall and no Credit Party shall permit any Subsidiary of any other Credit Party to, to (a) change its name, corporate name or trade name as it appears in official filings in the state, province, county or other jurisdiction of its existence, incorporation or other organization (b) change its chief executive office, registered office pursuant to its constituent documentsOrganizational Documents, principal place of business, corporate offices offices, the location of its records, including books and records, concerning the Collateral or warehouses or locations at which Collateral is held held, stored or stored, or the location of its records concerning the Collaterallocated, (c) change the type of entity that it is, (d) change its organization identification number, if any, issued by its state jurisdiction of incorporation or other organization, organization or (e) change its state, province, county or other jurisdiction of existence, incorporation formation or organizationorganization without, in each case without above except for subsection (c) (which shall require the prior written consent of the Agent and the Required Lenders), at least 30 days days’ prior written notice to the Agent and after Agent’s written acknowledgment that taking any reasonable such action requested by as the Agent may reasonably require be taken in connection therewith, including order to continue ensure the continued perfection (in order to protect the priority) of any Liens in favor favour of Agent the Agent, in any Collateral, has been completed or taken, and provided that any such new location shall be in Canada or the continental United States, except that any Credit Party or any Subsidiary of any Credit Party may transfer Collateral having value not exceeding $500,000 in the aggregate from any warehouse or location at which such Collateral is held or stored to any warehouse or location in Mexico. Without limiting the foregoing, no Credit Party shall change its name, identity or corporate structure in any manner that might make any financing, financing change change, or continuation statement or other applicable perfection filing made in connection herewith or with respect of any other Loan Document seriously misleading within the meaning of Section 9-402(7) Lien granted in favour of the Code or Agent under the Loan Documents materially misleading within the meaning of the PPSA, UCC or any other applicable law Applicable Law except upon 30 days’ prior written notice to the Agent and Lenders and after Agent’s the written acknowledgment acknowledgement of the Agent that any reasonable action requested by the Agent in connection therewith, including to continue the perfection of any Liens in favor favour of the Agent in any Collateral, has been completed or taken. No Credit Party shall, or shall permit any Subsidiary of any Credit Party to, change its Fiscal Year.

Change of Corporate Name or Location; Change of Fiscal Year. No Credit Party shall, or shall permit any Subsidiary of any Credit Party to, (a) change its name, corporate name or trade name as it appears in official filings in the state, province, county or other jurisdiction of its existence, incorporation or other organization organization, (b) change its chief executive office, registered office pursuant to its constituent documents, principal place of business, corporate offices or warehouses or locations at which Collateral is held or stored, or the location of its records concerning the Collateral, (c) change the type of entity that it is, (d) change its organization identification number, if any, issued by its state jurisdiction of incorporation or other organization, or (e) change its state, province, county or other jurisdiction of existence, incorporation or organization, in each case without at least 30 days prior written notice to Agent and after Agent’s 's written acknowledgment that any reasonable action requested by Agent in connection therewith, including to continue the perfection of any Liens in favor of Agent Agent, on behalf of Lenders, in any Collateral, including requiring delivery of reasonably satisfactory landlord agreements or bailee letters, has been completed or taken, and provided that any such new location for any Credit Party shall be in the continental United States, except that any Credit Party or any Subsidiary of any Credit Party may transfer Collateral having value not exceeding $500,000 same country in the aggregate from any warehouse or location at which such Collateral is held or stored to any warehouse or location in Mexicoas of the Closing Date. Without limiting Notwithstanding the foregoing, no any Credit Party shall may change its name, identity the warehouses or corporate structure in any manner that might make any financing, financing change locations at which Collateral is held or continuation statement or other applicable perfection filing made in connection herewith or with any other Loan Document seriously misleading within the meaning of Section 9-402(7) of the Code or materially misleading within the meaning of any other applicable law except upon stored without prior written notice to Agent and Lenders Agent's acknowledgement and after Agent’s written acknowledgment that without obtaining a landlord agreement or bailee letter prior to such transfer or change, as applicable, if (a) the value of the Collateral so transferred by all Credit Parties, together with all Collateral previously transferred and not disposed of in accordance with the terms of this Agreement and for which Agent has not received a reasonably satisfactory landlord waiver or bailee letter, or has not consented to the absence of such landlord waiver or bailee letter, is less than $1,000,000 in the aggregate, and (b) such Credit Party provides Agent with notice of such transfer within 30 days following the date of such transfer and agrees to take any reasonable action requested by Agent in connection therewith, including obtaining landlord waivers or bailee letters, as applicable, and actions necessary to continue the perfection of any Liens in favor of Agent Agent, on behalf of Lenders, in any Collateral, has been completed or taken. No Credit Party shall, or shall permit any Subsidiary of any Credit Party to, change its Fiscal Year.

Change of Corporate Name or Location; Change of Fiscal Year. No Credit Loan Party shall, or nor shall it permit any Subsidiary of any Credit Party its Domestic Subsidiaries to, (a) change its name, corporate name or trade name as it appears in official filings in the state, province, county or other jurisdiction state of its existence, incorporation or other organization organization, (b) change its chief executive office, registered office pursuant to its constituent documents, principal place of business, corporate business offices or warehouses or locations at which Collateral is held or stored, or the location of its records concerning the Collateral, (c) change the type of entity that it is, (d) change its organization identification number, if any, issued by its state of incorporation or other organization, or (e) change its state, province, county or other jurisdiction state of existence, incorporation or organization, unless in each case without (i) at least 30 thirty (30) days prior written notice (or such later notice as is acceptable to Agent Lender in its reasonable discretion) is given by such Loan Party to Lender and after Agent’s Lender has provided written acknowledgment that any reasonable action requested by Agent Lender in connection therewith, including to continue the perfection of any Liens in favor of Agent Lender in any Collateral, has been completed or taken, (ii) the priority of all Liens in favor of Lender is not adversely affected, and provided that (iii) any such new location shall be in the continental United States, except that . No Loan Party shall permit any Credit Party or any Subsidiary of any Credit Party may transfer Collateral having value not exceeding $500,000 its Foreign Subsidiaries to (1) change its name as it appears in official filings in the aggregate from any warehouse jurisdiction of its incorporation or location at which other organization, (2) change its chief executive office or principal place of business, (3) change the type of entity that it is, or (4) change its jurisdiction of incorporation or organization, unless in each case prior written notice (or such Collateral later notice as is held or stored acceptable to any warehouse or location Lender in Mexicoits reasonable discretion) is given by such Loan Party to Lender. Without limiting the foregoing, no Credit No Loan Party shall change its name, identity or corporate structure in any manner that might make any financing, financing change or continuation statement or other applicable perfection filing made in connection herewith or with any other Loan Document seriously misleading within the meaning of Section 9-402(7) of the Code or materially misleading within the meaning of any other applicable law except upon Fiscal Year without Lender’s prior written notice to Agent and Lenders and after Agent’s written acknowledgment that any reasonable action requested by Agent in connection therewith, including to continue the perfection of any Liens in favor of Agent in any Collateral, has been completed or takenconsent. No Credit Party shall, or shall permit any Subsidiary of any Credit Party to, change its Fiscal Year.SMRH:0000-0000-0000.14 -33-

Change of Corporate Name or Location; Change of Fiscal Year. No Credit Party shall, or shall permit any Subsidiary of any Credit Party to, (a) change its name, corporate name or trade name as it appears in official filings in the state, province, county state of its incorporation or other jurisdiction organization; provided that any Credit Party may change its name as it appears in official filings in the state of its existence, incorporation or other organization in the manner set forth on Schedule 6.15 upon giving 30 days’ prior written notice to the Agent and after all actions necessary to continue the perfection of any Liens in favor of Agent, on behalf of Lenders, in any Collateral have been completed or taken; (b) change its chief executive office, registered office pursuant to its constituent documents, principal place of business, corporate offices or warehouses or locations at which Collateral is held or stored, or the location of its records concerning the Collateral, Collateral except upon 30 days prior notice to the Applicable Agent; (c) change the type of entity that it is, ; (d) change its organization identification number, if any, issued by its state of incorporation or other organization, ; or (e) change its state, province, county or other jurisdiction state of existence, incorporation or organization, in each case without at least 30 days prior written notice to Agent Agents and after the Applicable Agent’s written acknowledgment that any reasonable action requested by Agents in connection therewith, including to continue the perfection of any Liens in favor of the Applicable Agent, on behalf of Lenders, in any Collateral, has been completed or taken, and provided that any such new location for US Borrower and any Subsidiary organized under the laws of the United States or any state thereof shall be in the continental United States, any such new location for UK Borrower shall be in the United Kingdom. Without limiting the foregoing, no Credit Party shall change its name, identity or corporate structure in any manner that might make any financing or continuation statement (or similar document) filed in connection herewith seriously misleading as such term is defined in and/or used in the Code or any other then applicable provision of the Code except upon prior written notice to Agents and Lenders and after the Applicable Agent’s written acknowledgment that any reasonable action requested by Agent in connection therewith, including to continue the perfection of any Liens in favor of Agent in any Collateralthe Applicable Agent, has been completed or takenon behalf of Lenders, and provided that any such new location shall be in the continental United States, except that any Credit Party or any Subsidiary of any Credit Party may transfer Collateral having value not exceeding $500,000 in the aggregate from any warehouse or location at which such Collateral is held or stored to any warehouse or location in Mexico. Without limiting the foregoing, no Credit Party shall change its name, identity or corporate structure in any manner that might make any financing, financing change or continuation statement or other applicable perfection filing made in connection herewith or with any other Loan Document seriously misleading within the meaning of Section 9-402(7) of the Code or materially misleading within the meaning of any other applicable law except upon prior written notice to Agent and Lenders and after Agent’s written acknowledgment that any reasonable action requested by Agent in connection therewith, including to continue the perfection of any Liens in favor of Agent in any Collateral, has been completed or taken. No Credit Party shall, or shall permit any Subsidiary of any Credit Party to, change its Fiscal Year.

Change of Corporate Name or Location; Change of Fiscal Year. No Credit Party shall, or shall permit any Subsidiary of any Credit Party to, (a) change its name, corporate name or trade name as it appears in official filings in the state, province, county or other jurisdiction of its existence, incorporation or other organization organization, (b) change its chief executive office, registered office pursuant to its constituent documents, principal place of business, corporate offices or warehouses or locations at which Collateral is held or stored, or the location of its records concerning the Collateral, (c) change the type of entity that it is, (d) change its organization identification number, if any, issued by its state of incorporation or other organization, or (e) change its state, province, county or other jurisdiction of existence, incorporation or organization, in each case without at least 30 days prior written notice to Agent and after Agent’s written acknowledgment that any reasonable action requested by Agent in connection therewith, including to continue the perfection of any Liens in favor of Agent in any Collateral, has been completed or taken, and provided that any such new location shall be in the continental United States, except that any Credit Party or any Subsidiary of any Credit Party may transfer Collateral having value not exceeding $500,000 in the aggregate from any warehouse or location at which such Collateral is held or stored to any warehouse or location in Mexico. Without limiting the foregoing, no Credit Party shall change its name, identity or corporate structure in any manner that might make any financing, financing change or continuation statement or other applicable perfection filing made in connection herewith or with any other Loan Document seriously misleading within the meaning of Section 9-402(7) of the Code or materially misleading within the meaning of any other applicable law except upon prior written notice to Agent and Lenders and after Agent’s written acknowledgment that any reasonable action requested by Agent in connection therewith, including to continue the perfection of any Liens in favor of Agent in any Collateral, has been completed or taken. No Credit Party shall, or shall permit any Subsidiary of any Credit Party to, change its Fiscal Year.

Change of Corporate Name or Location; Change of Fiscal Year. No Credit Party shall, or shall permit any Subsidiary of any Credit Party to, (a) change its name, corporate name or trade name as it appears in official filings in the state, province, county or other jurisdiction state of its existence, incorporation or other organization organization, (b) change its chief executive office, registered office pursuant to its constituent documents, principal place of business, corporate offices or warehouses or locations at which Collateral is held or stored, or the location of its records concerning the Collateral, (c) change the type of entity that it is, (d) change cause to be changed its organization identification number, if any, issued by its state of incorporation or other organization, or (e) change its state, province, county or other jurisdiction state of existence, incorporation or organizationorganization or incorporate or organize in any additional jurisdictions, in each case without at least 30 thirty (30) days prior written notice to SCIL Agent and after SCIL Agent’s written acknowledgment that any reasonable action requested by SCIL Agent in connection therewith, including to continue the perfection of any Liens in favor of Agent SCIL Agent, on behalf of SCIL Lenders, in any Collateral, has been completed or taken, and provided that any such new location shall be in the continental United States, except that any Credit Party or any Subsidiary of any Credit Party may transfer Collateral having value not exceeding $500,000 in the aggregate from any warehouse or location at which such Collateral is held or stored to any warehouse or location in Mexico. Without limiting the foregoing, no Credit Party shall change cause to be changed its name, identity or corporate structure in any manner that might make any financing, financing change or continuation statement or other applicable perfection filing made filed in connection herewith seriously misleading as such term is defined in and/or used in the Code or with any other Loan Document seriously misleading within the meaning of Section 9-402(7) then applicable provision of the Code or materially misleading within the meaning of any other applicable law except upon prior written notice to SCIL Agent and SCIL Lenders and after SCIL Agent’s written acknowledgment that any reasonable action requested by SCIL Agent in connection therewith, including to continue the perfection of any Liens in favor of Agent SCIL Agent, on behalf of SCIL Lenders, in any Collateral, has been completed or taken. No Credit Party shall, or shall permit any Subsidiary of any Credit Party to, change its Fiscal Year.

Change of Corporate Name or Location; Change of Fiscal Year. No Credit Party shall, or shall permit any Subsidiary of any Credit Party to, (a) change its name, corporate name or trade legal name as it appears in official filings in the state, province, county or other jurisdiction state of its existence, incorporation or other organization organization, (b) change its chief executive office, registered office pursuant to its constituent documents, principal place of business, corporate offices or warehouses or locations at which Collateral is held or stored, or the location of its records concerning the Collateral, (c) change the type of entity that it is, (d) change its organization identification number, if any, issued by its state of incorporation or other organization, or (e) change its state, province, county or other jurisdiction state of existence, incorporation or organization, in each case without at least 30 thirty (30) days prior written notice to Agent and after Agent’s written acknowledgment that any reasonable action requested by Agent in connection therewith, including to continue the perfection of any Liens in favor of Agent, on behalf of Lenders, in any Collateral, has been completed or taken (such acknowledgement by Agent not to be unreasonably withheld or conditioned), and provided that any such new location shall be in the continental United States. Without limiting the foregoing, no Credit Party shall change its name, identity or corporate structure in any manner which might make any financing or continuation statement filed in connection herewith seriously misleading within the meaning of Sections 9-506 and 9-507(c) of the Code or any other then applicable provision of the Code except upon prior written notice to Agent and after Agent’s written acknowledgment that any reasonable action requested by Agent in connection therewith, including to continue the perfection of any Liens in favor of Agent in any Collateral, has been completed or taken, and provided that any such new location shall be in the continental United States, except that any Credit Party or any Subsidiary of any Credit Party may transfer Collateral having value not exceeding $500,000 in the aggregate from any warehouse or location at which such Collateral is held or stored to any warehouse or location in Mexico. Without limiting the foregoing, no Credit Party shall change its name, identity or corporate structure in any manner that might make any financing, financing change or continuation statement or other applicable perfection filing made in connection herewith or with any other Loan Document seriously misleading within the meaning of Section 9-402(7) of Borrowers may cause the Code or materially misleading within the meaning winding up and dissolution of any other applicable law except upon prior Inactive Subsidiary after giving fifteen (15) days’ written notice to the Agent and Lenders and after Agent’s written acknowledgment that any reasonable action requested by Agent in connection therewith, including to continue the perfection of any Liens in favor of Agent in any Collateral, therewith has been completed or takentaken (such acknowledgement by Agent not to be unreasonably withheld or conditioned). No Credit Party shall, or shall permit any Subsidiary of any Credit Party to, change its Fiscal Year.