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

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 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 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)

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.)

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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 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)

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 Each 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, business or 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 jurisdiction of incorporation or organization, in each case, unless the Administrative Agent shall have received at least thirty days days’ (or such shorter period of time permitted by the Administrative Agent in its sole discretion) prior written notice of such change and the Administrative Agent shall have acknowledged in writing (such acknowledgment not to be unreasonably withheld) 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 (Heartland Payment Systems Inc)

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