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

Change of Name or Location; Change of Fiscal Year. No Loan Party shall (a) change its name as it appears in official filings in the state of its incorporation or organization, (b) change its chief executive office, principal place of business, mailing address, corporate offices or warehouses or locations at which Collateral is held or stored, or the location of its records concerning the Collateral as set forth in the Security Agreement, (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 of incorporation or organization, in each case, unless the Agent shall have received at least thirty days prior written notice of such change and the Agent shall have acknowledged in writing that either (1) such change will not adversely affect the validity, perfection or priority of the Agent’s security interest in the Collateral, or (2) any reasonable action requested by the Agent in connection therewith has been completed or taken (including any action to continue the perfection of any Liens in favor of the Agent, on behalf of Lenders, in any Collateral), provided that, any new location shall be in the continental U.S. No Loan Party shall change its Fiscal Year.

Appears in 3 contracts

Samples: Agreement (USA Compression Partners, LP), Compressor Equipment Lease Agreement (USA Compression Partners, LP), Credit Agreement

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Change of Name or Location; Change of Fiscal Year. No Loan Party shall Borrower will, nor will any Borrower permit any Guarantor to, (a) change its name as it appears in official filings in the state of its incorporation or organization, (b) change its chief executive office, principal place of business, mailing address, corporate offices or warehouses or locations at which Collateral is held or stored, or the location of its records concerning the Collateral as set forth in the Security AgreementAgreements, (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 of incorporation or organization, in each case, unless the Administrative Agent shall have received at least thirty days prior written notice of such change and the Administrative Agent shall have acknowledged in writing that either (1) such change will not adversely affect the validity, perfection or priority of the Administrative Agent’s security interest in the Collateral, or (2) any reasonable action requested by the Administrative Agent in connection therewith has been completed or taken (including any action to continue the perfection of any Liens in favor of the Agent, on behalf of Lenders, Administrative Agent in any Collateral), provided that, any new location shall be in the continental U.S. No Loan Party shall change its Fiscal Year.

Appears in 2 contracts

Samples: Credit Agreement (Altair Engineering Inc.), Assignment and Assumption (Altair Engineering Inc.)

Change of Name or Location; Change of Fiscal Year. No Loan Party shall (a) change its name as it appears in official filings in the state of its incorporation or organization, (b) change its chief executive office, principal place of business, mailing address, corporate offices or warehouses or locations at which Collateral is held or stored, or the location of its records concerning the Collateral as set forth in the Security Agreement, (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 of incorporation or organization, in each case, unless the Agent shall have received at least thirty (30) days prior written notice of such change and the Agent shall have acknowledged in writing that either (1) such change will not adversely affect the validity, perfection or priority of the Agent’s security interest in the Collateral, or (2) any reasonable action requested by the Agent in connection therewith has been completed or taken (including any action to continue the perfection of any Liens in favor of the Agent, on behalf of Lenders, in any Collateral), ; provided that, any new location shall be in the continental U.S. No Loan Party shall change its Fiscal Year.

Appears in 2 contracts

Samples: Credit Agreement (USA Compression Partners, LP), Credit Agreement

Change of Name or Location; Change of Fiscal Year. No Loan Party shall (a) change its name as it appears in official filings in the state of its incorporation or organization, (b) change its chief executive office, principal place of business, mailing address, corporate offices or warehouses or locations at which Collateral is held or stored, or the location of its records concerning the Collateral as set forth in the Security AgreementCollateral Documents, (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 of incorporation or organization, in each case, unless the Administrative Agent shall have received at least thirty (30) days prior written notice of such change and the Administrative Agent shall have acknowledged in writing that either (1) such change will not adversely affect the validity, perfection or priority of the Administrative Agent’s 's security interest in the Collateral, or (2) any reasonable action requested by the Administrative Agent in connection therewith has been completed or taken (including any action to continue the perfection of any Liens in favor of the Administrative Agent, on behalf of Lenders, in any Collateral), provided that, any new location shall be in the continental U.S. No Loan Party shall change its Fiscal YearYear or Fiscal Quarter end without the prior consent of the Administrative Agent.

Appears in 2 contracts

Samples: Intercreditor Agreement (B. Riley Principal Merger Corp.), Credit Agreement (B. Riley Principal Merger Corp.)

Change of Name or Location; Change of Fiscal Year. No Loan Party Such Grantor shall not (a) change its name as it appears in official filings in the state of its incorporation or organization, (b) change its chief executive office, principal place of business, mailing address, corporate offices or warehouses or locations at which Collateral is held or stored, or the location of its records concerning the Collateral as set forth in the this Security Agreement, (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 of incorporation or organization, in each case, unless the Agent shall have received at least thirty days prior written notice of such change and the Agent shall have acknowledged in writing that either (1) such change will not adversely affect the validity, perfection or priority of the Agent’s security interest in the Collateral, or (2) any reasonable action requested by the Agent in connection therewith has been completed or taken (including any action to continue the perfection of any Liens in favor of the Agent, on behalf of Lenders, Agent in any Collateral), provided that, any new location shall be in the continental U.S. No Loan Party Such Grantor shall not change its Fiscal Yearfiscal year which currently ends on December 31.

Appears in 2 contracts

Samples: Pledge and Security Agreement (Wanxiang Group Corp), Pledge and Security Agreement (A123 Systems, Inc.)

Change of Name or Location; Change of Fiscal Year. No Except as permitted hereunder, no Loan Party shall (a) change its name as it appears in official filings in the state of its incorporation or organization, (b) change its chief executive office, principal place of business, mailing address, corporate offices or warehouses or locations at which Collateral is held or stored, or the location of its records concerning the Collateral as set forth in the Security Agreement, (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 of incorporation or organization, in each case, unless the Agent shall have received without at least thirty days prior written notice of such change to the Agent and the Agent shall have acknowledged in writing that either (1) determined that such change event or occurrence will not adversely affect the validity, perfection or priority of the Agent’s security interest in the Collateral, or (2) after the Agent’s written acknowledgment that any reasonable action requested by the Agent in connection therewith has been completed or taken (therewith, including any action to continue the perfection of any Liens in favor of the Agent, on behalf of Lenders, in any Collateral), has been completed or taken, and, provided that, that any new location shall be in the continental U.S. No Loan Party shall change its Fiscal Year.

Appears in 2 contracts

Samples: Credit Agreement (Park Ohio Industries Inc/Oh), Credit Agreement (Park Ohio Holdings Corp)

Change of Name or Location; Change of Fiscal Year. No Loan Party shall (a) change its name as it appears in official filings in the state of its incorporation or organization, (b) change its chief executive office, principal place of business, mailing address, corporate offices or warehouses or locations at which Collateral is held or stored, or the location of its records concerning the Collateral as set forth in the Security Agreement, (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 of incorporation or organization, in each case, unless (1) the Agent shall have received at least thirty days prior written notice of such change and (2) the Agent shall have acknowledged in writing that that, either (1i) such change will not adversely affect the validity, perfection or priority of the Agent’s security interest in the Collateral, or (2ii) any reasonable action requested by the Agent in connection therewith has been completed or taken (including any action to continue the perfection of any Liens in favor of the Agent, on behalf of Lenders, in any Collateral), provided that, any new location shall be in the continental U.S. No Loan Party shall change its Fiscal Year.

Appears in 2 contracts

Samples: Credit Agreement (Star Gas Partners Lp), Credit Agreement (Action Performance Companies Inc)

Change of Name or Location; Change of Fiscal Year. No Loan Party shall (a) change its name as it appears in official filings in the state of its incorporation or organization, (b) change its chief executive office, principal place of business, mailing address, corporate offices or warehouses or locations at which Collateral is held or stored, or the location of its records concerning the Collateral as set forth in the Security AgreementAgreements, (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 of incorporation or organization, in each case, unless the Administrative Agent shall have received at least thirty days prior written notice of such change and the Administrative Agent shall have acknowledged in writing that either (1) such change will not adversely affect the validity, perfection or priority of the Administrative Agent’s security interest in the Collateral, or (2) any reasonable action requested by the Administrative Agent in connection therewith has been completed or taken (including any action to continue the perfection of any Liens in favor of the Administrative Agent, on behalf of Lenders, in any Collateral), provided that, any new location shall be in the continental U.S. or Canada. No Loan Party shall change its Fiscal Year.

Appears in 2 contracts

Samples: Credit Agreement (Tesco Corp), Credit Agreement (Tesco Corp)

Change of Name or Location; Change of Fiscal Year. No The Borrower will not, nor will it permit any Loan Party shall to, (a) change its name as it appears in official filings in the state of its incorporation or organization, (b) change its chief executive office, principal place of business, mailing address, corporate offices or warehouses or locations at which Collateral is held or stored, or the location of its records concerning the Collateral as set forth in the Security AgreementAgreements, (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 of incorporation or organization, in each case, unless the Administrative Agent shall have received at least thirty days prior written notice of such change and the Administrative Agent shall have acknowledged in writing that either (1) such change will not adversely affect the validity, perfection or priority of the Administrative Agent’s security interest in the Collateral, or (2) any reasonable action requested by the Administrative Agent in connection therewith has been completed or taken (including any action to continue the perfection of any Liens in favor of the Agent, on behalf of Lenders, Administrative Agent in any Collateral), provided that, any new location shall be in the continental U.S. No Loan Party shall change its Fiscal Year.

Appears in 1 contract

Samples: Assignment and Assumption (Altair Engineering Inc.)

Change of Name or Location; Change of Fiscal Year. No Loan Party Grantor shall (a) change its name as it appears in official filings in the state of its incorporation or organization, (b) change its chief executive office, principal place of business, mailing address, corporate offices or warehouses or locations at which Collateral is held or stored, or the location of its records concerning the Collateral as set forth in the Security Agreement, (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 of incorporation or organization, in each case, unless unless, in each and every instance, the Administrative Agent shall have received at least thirty 10 days prior written notice of such change and the Agent shall have acknowledged in writing that either (1) such change will not adversely affect the validity, perfection or priority of the Agent’s security interest in the Collateral, or (2) any change. Any reasonable action requested by the Administrative Agent in connection therewith has been completed or shall be promptly taken (including any action to continue the perfection of any Liens in favor of the Administrative Agent, on behalf of Lendersthe Secured Parties, in any Collateral), provided that, any . Any new location shall be in one of the continental U.S. 50 states or the District of Columbia. No Loan Party Grantor shall change its Fiscal Yearfiscal year, which currently ends on December 31.

Appears in 1 contract

Samples: Pledge and Security Agreement (Systemax Inc)

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Change of Name or Location; Change of Fiscal Year. No Loan Party shall (a) change its name as it appears in official filings in the state of its incorporation or organization, (b) change its chief executive office, principal place of business, mailing address, corporate offices or warehouses or locations at which Collateral is held or stored, or the location of its records concerning the Collateral as set forth in the Security AgreementCollateral Documents, (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 of incorporation or organization, in each case, unless the Administrative Agent shall have received at least thirty days prior written notice of such change and the Administrative Agent shall have acknowledged in writing that either (1) such change will not adversely affect the validity, perfection or priority of the Administrative Agent’s security interest in the Collateral, or (2) any reasonable action requested by the Administrative Agent in connection therewith has been completed or taken (including any action to continue the perfection of any Liens in favor of the Administrative Agent, on behalf of Lenders, in any Collateral), provided that, any new location shall be in the continental U.S. No Loan Party shall change its Fiscal YearYear or Fiscal Quarter end.

Appears in 1 contract

Samples: Credit Agreement (Asset Acceptance Capital Corp)

Change of Name or Location; Change of Fiscal Year. No Loan Party The Grantor shall not (a) change its name as it appears in official filings in the state of its incorporation or organization, (b) change its chief executive office, principal place of business, mailing address, corporate offices or warehouses or locations at which Collateral is held or stored, or the location of its records concerning the Collateral as set forth in the Security Agreement, (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 of incorporation or organization, in each case, unless the Agent Secured Parties shall have received at least thirty days prior written notice of such change and the Agent Secured Parties shall have each acknowledged in writing that either (1i) such change will not adversely affect the validity, perfection or priority of the Agent’s Secured Parties’ security interest in the Collateral, or (2ii) any reasonable action requested by the Agent a Secured Party in connection therewith has been completed or taken (including any action to continue the perfection of any Liens in favor of the Agent, on behalf of Lenders, Secured Parties in any Collateral), provided that, any new location shall be in the continental U.S. No Loan Party shall change its Fiscal Year.U.S.

Appears in 1 contract

Samples: Pledge and Security Agreement (Stratford Capital Partners Lp)

Change of Name or Location; Change of Fiscal Year. No Loan Party shall (a) change its name as it appears in official filings in the state of its incorporation or organization, (b) change its chief executive office, principal place of business, mailing address, corporate offices or warehouses or locations at which Collateral is held or stored, or the location of its records concerning the Collateral as set forth in the Security AgreementCollateral Documents, (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 of incorporation or organization, in each case, unless the Administrative Agent shall have received at least thirty (30) days prior written notice of such change and the Administrative Agent shall have acknowledged in writing that either (1) such change will not adversely affect the validity, perfection or priority of the Administrative Agent’s security interest in the Collateral, or (2) any reasonable action requested by the Administrative Agent in connection therewith has been completed or taken (including any action to continue the perfection of any Liens in favor of the Administrative Agent, on behalf of Lenders, in any Collateral), provided that, any new location shall be in the continental U.S. No Loan Party shall change its Fiscal YearYear or Fiscal Quarter end without the prior consent of the Administrative Agent.

Appears in 1 contract

Samples: Floor Plan First Lien Credit Agreement (Alta Equipment Group Inc.)

Change of Name or Location; Change of Fiscal Year. No Loan Party Grantor shall (a) change its name as it appears in official filings in the state of its incorporation or organization, (b) change its chief executive office, principal place of business, mailing address, corporate offices or warehouses or locations at which Collateral is held or stored, or the location of its such Grantor’s records concerning the Collateral as set forth in the Security Agreement, (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 of incorporation or organization, in each case, unless the Agent Secured Party shall have received at least thirty (30) days prior written notice of such change and the Agent Secured Party shall have acknowledged in writing that either (1) such change will not adversely affect the validity, perfection or priority of the AgentSecured Party’s security interest in the Collateral, or (2) any reasonable action requested by the Agent Secured Party in connection therewith has been completed or taken (including any action to continue the perfection of any Liens in favor of the Agent, on behalf of Lenders, Secured Party in any Collateral), provided that, any new location shall be in the continental U.S. United States. No Loan Party Grantor shall change its Fiscal Yearfiscal year, which currently ends on December 31.

Appears in 1 contract

Samples: Pledge and Security Agreement (SWK Holdings Corp)

Change of Name or Location; Change of Fiscal Year. No Loan Party shall (a) change its name as it appears in official filings in the state of its incorporation or organization, (b) change its chief executive office, principal place of business, mailing address, corporate offices or warehouses or locations at which Collateral is held or stored, or the location of its records concerning the Collateral as set forth in the Security AgreementAgreements, (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 of incorporation or organization, in each case, unless the Agent Lender shall have received at least thirty fifteen days prior written notice of such change and the Agent Lender shall have acknowledged in writing that either (1) such change will not adversely affect the validity, perfection or priority of the AgentLender’s security interest in the Collateral, or (2) any reasonable action requested by the Agent Lender in connection therewith has been completed or taken (including any action to continue the perfection of any Liens in favor of the Agent, on behalf of Lenders, Lender in any Collateral), provided that, any new location shall be in the continental U.S. No Loan Party shall change its Fiscal Year.

Appears in 1 contract

Samples: Credit Agreement (Caraco Pharmaceutical Laboratories LTD)

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