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 Grantor shall (a) change its name as it appears in official filings in the state or province 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 or province of incorporation or other organization, or (e) change its state or province 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.

Appears in 3 contracts

Samples: Pledge and Security Agreement (Core-Mark Holding Company, Inc.), Pledge and Security Agreement (Core-Mark Holding Company, Inc.), Pledge and Security Agreement (Core-Mark Holding Company, Inc.)

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Change of Name or Location; Change of Fiscal Year. No Grantor shall (a) change its name as it appears in official filings in the state or province of its incorporation or organization, (b) change (i) its chief executive office, principal place of business, mailing address, corporate offices address or (ii) 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 or province of incorporation or other organization, or (e) change its state or province of incorporation or organization, in each case, unless the Administrative Agent shall have received at least thirty ten 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 LendersSecured Parties, in any Collateral), provided that, any new location shall be in the continental U.S.

Appears in 2 contracts

Samples: Pledge and Security Agreement (Planet Fitness, Inc.), Pledge and Security Agreement (Planet Fitness, Inc.)

Change of Name or Location; Change of Fiscal Year. No The Grantor shall not (a) change its name as it appears in official filings in the state or province 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 storedstored (other than Excluded Locations), 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 or province of incorporation or other organization, or (e) change its state or province 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.U.S. The Grantor shall not change its fiscal year which currently ends on the last Saturday of December.

Appears in 2 contracts

Samples: Pledge and Security Agreement (Escalade Inc), Pledge and Security Agreement (Escalade Inc)

Change of Name or Location; Change of Fiscal Year. No Such Grantor shall not (a) change its name as it appears in official filings in the state or province jurisdiction of its incorporation incorporation, amalgamation or organization, (b) change its chief executive office, principal place of business, mailing address, corporate offices headquarters 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 or province of incorporation or other organization, or (e) change its state or province jurisdiction of incorporation incorporation, amalgamation or organization, in each case, unless (1) the Administrative Agent shall have received at least thirty days (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.United States. Such Grantor shall not change its Fiscal Year.

Appears in 2 contracts

Samples: Pledge and Security Agreement (Pinstripes Holdings, Inc.), Pledge and Security Agreement (Banyan Acquisition Corp)

Change of Name or Location; Change of Fiscal Year. No Such Grantor shall not (a) change its name as it appears in official filings in the state or province 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 or province of incorporation or other organization, or (e) change its state or province of incorporation or organization, in each case, unless the Administrative Agent shall have received at least thirty days (30) days’ prior written notice of such change and the Administrative Agent shall have acknowledged in writing that either (1) and, prior to such change will not adversely affect the validitychange, 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 Lendersthe Secured Parties, in any Collateral), provided provided, that, any for purposes of the foregoing clauses (a) (solely with respect to such Grantor’s chief executive office) and (e), such new location shall be in the continental U.S.U.S. Such Grantor shall not change its fiscal year which currently ends on December 31.

Appears in 1 contract

Samples: Pledge and Security Agreement (Dril-Quip Inc)

Change of Name or Location; Change of Fiscal Year. No The Grantor shall not, except as permitted by the Credit Agreement, and in any case, solely in connection with the IPO, (a) change its name as it appears in official filings in the state or province 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 or province of incorporation or other organization, or (e) change its state or province 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.U.S. The Grantor shall not change its fiscal year which currently ends on December 31.

Appears in 1 contract

Samples: Pledge and Security Agreement (Superior Offshore International Inc.)

Change of Name or Location; Change of Fiscal Year. No Such Grantor shall not (ai) change its name as it appears in official filings in the state or province of its incorporation or organization, (bii) 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, (ciii) change the type of entity that it is, (div) change its organization identification number, if any, issued by its state or province of incorporation or other organization, or (ev) change its state or province 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 (1y) such change will not adversely affect the validity, perfection or priority of the Administrative Agent’s security interest in the Collateral, or (2z) 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 Lendersthe Secured Parties, in any Collateral), provided that, any new location shall be in the continental U.S.U.S. Such Grantor shall not change its fiscal year which currently ends on December 31.

Appears in 1 contract

Samples: Pledge and Security Agreement (Escalade Inc)

Change of Name or Location; Change of Fiscal Year. No Such Grantor shall not (a) change its name as it appears in official filings in the state or province of its incorporation or organization, (b) change its chief executive office, principal place of business, mailing address, corporate offices or warehouses or material 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 or province of incorporation or other organization, or (e) change its state or province of incorporation or organization, in each case, unless the Administrative Agent shall have received at least thirty days (30) days’ prior written notice (or such shorter period acceptable to the Administrative Agent in its sole discretion) 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 Lendersthe Secured Parties, in any Collateral), provided that, any such new location shall be in the continental U.S.U.S. Such Grantor shall not change its fiscal year which currently ends on December 31.

Appears in 1 contract

Samples: Pledge and Security Agreement (Exactech Inc)

Change of Name or Location; Change of Fiscal Year. No Except as expressly permitted by the Credit Agreement, such Grantor shall not (a) change its name as it appears in official filings in the state or province 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, (c) change the type of entity that it is, (d) change its organization identification number, if any, issued by its state or province of incorporation or other organization, or (e) change its state or province of incorporation or organization, in each case, unless the Administrative Agent shall have received at least thirty fifteen 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 LendersSecured Parties, in any Collateral), ; provided that, that any new location shall be in the continental U.S.United States of America..

Appears in 1 contract

Samples: Pledge and Security Agreement (Chefs' Warehouse, Inc.)

Change of Name or Location; Change of Fiscal Year. No Such Grantor shall not (a) change its name as it appears in official filings in the state or province 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 or province of incorporation or other organization, or (e) change its state or province 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 LendersSecured Parties, in any Collateral), provided that, any new location shall be in the continental U.S.

Appears in 1 contract

Samples: Pledge and Security Agreement (Griffon Corp)

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Change of Name or Location; Change of Fiscal Year. No Such Grantor shall not (a) change its name as it appears in official filings in the state or province 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 of such Grantor is held or stored, or the location of its records concerning the Collateral as set forth in the Security this Agreement, (c) change the type of entity that it is, (d) change its organization identification number, if any, issued by its state or province of incorporation or other organization, or (e) change its state or province of incorporation or organization, in each case, unless the Administrative Collateral Agent shall have received at least thirty (30) days prior written notice of such change and the Administrative Collateral Agent shall have acknowledged in writing that either (1) such change will not adversely affect the validity, perfection or priority of the Administrative Collateral Agent’s 's security interest in the CollateralCollateral of such Grantor, or (2) any reasonable action requested by the Administrative Collateral Agent in connection therewith has been completed or taken (including any action to continue the perfection of any Liens in favor of the Administrative Collateral Agent, on behalf of Lendersthe Secured Parties, in any such Collateral), ; provided that, that any new location shall be in the continental U.S.

Appears in 1 contract

Samples: Pledge and Security Agreement (Iron Mining Group, Inc.)

Change of Name or Location; Change of Fiscal Year. No Such Grantor shall not (a) change its name as it appears in official filings in the state or province 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 storedstored (other than locations where such Grantor is a lessee with respect to any oil and gas lease), 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 or province of incorporation or other organization, or (e) change its state or province of incorporation or organization, in each case, unless the Administrative Agent shall have received at least thirty days ten Business 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 the Lenders, in any Collateral), provided that, any new location shall be in the continental U.S.

Appears in 1 contract

Samples: Credit Agreement (Synergy Resources Corp)

Change of Name or Location; Change of Fiscal Year. No Such Grantor shall not (a) change its name as it appears in official filings in the state or province 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 storedstored (other than a change in the location of Chiropractic Care Facilities within the same region in accordance with Ordinary Course of Business), 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 or province of incorporation or other organization, or (e) change its state or province 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, Agent in any Collateral), provided that, any new location shall be in the continental U.S.U.S. Such Grantor shall not change its fiscal year which currently ends on December 31.

Appears in 1 contract

Samples: Pledge and Security Agreement (JOINT Corp)

Change of Name or Location; Change of Fiscal Year. No Except as otherwise expressly permitted under the Credit Agreement, such Grantor shall not (a) change its name as it appears in official filings in the state or province 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 or province of incorporation or other organization, or (e) change its state or province of incorporation or organization, in each case, unless the Administrative Agent shall have received at least thirty twenty (20) 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.U.S. Such Grantor shall not change its fiscal year which currently ends on December 31.

Appears in 1 contract

Samples: Pledge and Security Agreement (Altra Holdings, Inc.)

Change of Name or Location; Change of Fiscal Year. No Grantor shall (a) change its name as it appears in official filings in the state or province 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 or province of incorporation or other organization, or (e) change its state or province of incorporation or organization, in each case, unless the US Administrative Agent shall have received at least thirty 30 days prior written notice of such change and the US Administrative Agent shall have acknowledged in writing that either (1) such change will not adversely affect the validity, perfection or priority of the US Administrative Agent’s 's security interest in the Collateral, or (2) any reasonable action requested by the US Administrative Agent in connection therewith has been completed or taken (including any action to continue the perfection of any Liens in favor of the US Administrative Agent, on behalf of Lenders, in any Collateral), provided that, any new location shall be in the continental U.S.U.S. No Grantor shall change its fiscal year, which currently ends on December 31.

Appears in 1 contract

Samples: Pledge and Security Agreement (Systemax Inc)

Change of Name or Location; Change of Fiscal Year. No Such Grantor shall not (a) change its name as it appears in official filings in the state or province 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 federal employee identification number or its organization identification number, if any, issued by its state or province of incorporation or other organization, or (e) change its state or province of incorporation or organization, in each case, unless the Administrative Agent shall have received at least thirty (30) days prior written notice (or such other notice as the Administrative Agent may agree) 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 Lendersthe Secured Parties, in any Collateral), provided that, any new location shall be in the continental U.S.U.S. Such Grantor shall not change its fiscal year which currently ends on December 31.

Appears in 1 contract

Samples: Pledge and Security Agreement (Clarus Corp)

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