Common use of Changes in Business, Management Clause in Contracts

Changes in Business, Management. Ownership, or Business Locations. a) Engage in or permit any of its Subsidiaries to engage in any business other than the businesses currently engaged in by Borrower and such Subsidiary, as applicable, or reasonably related thereto; (b) liquidate or dissolve; or (c) (i) if any Key Person ceases to hold such office with Borrower and a replacement satisfactory Borrower’s Board of Directors is not made within one hundred twenty (120) days after such Key Person’s departure from Borrower, or (ii) enter into any transaction or series of related transactions in which the stockholders of Borrower immediately prior to the first such transaction own less than forty nine percent (49%) of the voting stock of Borrower immediately after giving effect to such transaction or related series of such transactions (other than by the sale of Borrower’s equity securities in a public offering or to venture capital investors so long as Borrower identifies to Collateral Agent the venture capital investors prior to the closing of the transaction). Borrower shall not, without at least five (5) days prior written notice to Collateral Agent: (1) add any new offices or business locations, including warehouses (unless such new offices or business locations contain less than One Hundred Thousand Dollars ($100,000) in Borrower’s assets or property), (2) change its jurisdiction of organization, (3) change its organizational structure or type, (4) change its legal name, or (5) change any organizational number (if any) assigned by its jurisdiction of organization.

Changes in Business, Management. OwnershipControl, or Business Locations. (a) Engage in or permit any of its Subsidiaries to engage in any business other than the businesses currently engaged in by Borrower and such Subsidiary, as applicable, or reasonably related thereto; (b) liquidate or dissolve; or (c) (i) if any Key Person Borrower’s CEO ceases to hold such office with Borrower and a replacement satisfactory to Borrower’s Board of Directors is not made within one hundred twenty thirty (12030) days after such Key Person’s his departure from Borrower, ; or (ii) enter into any transaction or series of related transactions in which the stockholders of Borrower who were not stockholders immediately prior to the first such transaction own less more than forty nine percent (4940%) of the voting stock of Borrower immediately after giving effect to such transaction or related series of such transactions (other than by the sale of Borrower’s equity securities in a public offering or to venture capital investors so long as Borrower identifies to Collateral Agent Bank the venture capital investors prior to the closing of the transaction and provides to Bank a description of the material terms of the transaction). Borrower shall not, without at least five thirty (530) days prior written notice to Collateral AgentBank: (1) add any new offices or business locations, including warehouses (unless such new offices or business locations contain less than One Hundred Thousand Dollars ($100,000) in Borrower’s assets or property), (2) change its jurisdiction of organization, (32) change its corporate organizational structure or type, (43) change its legal name, or (54) change any organizational number (if any) assigned by its jurisdiction of organization.

Changes in Business, Management. OwnershipControl, or Business Locations. (a) Engage in or permit any of its Restricted Subsidiaries to engage in any business other than the businesses currently engaged in by Borrower and such Restricted Subsidiary, as applicable, or reasonably related or ancillary thereto; (b) liquidate or dissolvedissolve (provided that a Restricted Subsidiary of Borrower may liquidate or dissolve if the assets and property of such Restricted Subsidiary are transferred to Borrower or another Restricted Subsidiary of Borrower in connection with such liquidation or dissolution); or (c) (i) if any Key Person ceases to hold such office with have a change in Chief Executive Officer or Chief Financial Officer unless Borrower and a replacement satisfactory Borrower’s Board of Directors is not made within one hundred twenty (120) days after such Key Person’s departure from Borrower, has provided Bank notice or (ii) enter into any transaction or series of related transactions in which the stockholders of Borrower immediately prior to the first such transaction own less than forty nine percent (49%) % of the voting stock of Borrower immediately after giving effect to such transaction or related series of such transactions (other than by the sale of Borrower’s equity securities in a public offering or to venture capital investors so long as Borrower identifies to Collateral Agent the venture capital investors prior to the closing of the transaction)offering. Borrower shall not, without at least five (5) days prior written notice to Collateral Agent: Bank (such notice shall be deemed to update such disclosure in the Perfection Certificate): (1) add any new offices or business locations, including warehouses (unless such new offices or business locations contain less than One Hundred Ten Thousand Dollars ($100,00010,000) in Borrower’s assets or property), (2) change its jurisdiction of organization, (3) change its organizational structure or type, (4) change its legal name, or (5) change any organizational number (if any) assigned by its jurisdiction of organization.

Changes in Business, Management. Ownership, or Business Locations. (a) Engage in or permit any of its Subsidiaries (other than Xxxxx or any Subsidiary of Xxxxx, for which this Section 7.2 shall be inapplicable) to engage in any business other than the businesses currently engaged in by Borrower and such Subsidiary, as applicable, or reasonably related thereto; (b) liquidate or dissolve; or (cc)(i) have a change in senior management without providing Bank with thirty (i30) if any Key Person ceases to hold days’ advance notice of such office with Borrower and a replacement satisfactory Borrower’s Board of Directors is not made within one hundred twenty (120) days after such Key Person’s departure from Borrower, change; or (ii) enter into any transaction or series of related transactions in which the stockholders of Borrower who were not stockholders immediately prior to the first such transaction own less more than forty nine percent (49%) 40% of the voting stock of Borrower immediately after giving effect to such transaction or related series of such transactions (other than by the sale of Borrower’s equity securities in a public offering or to venture capital investors so long as Borrower identifies to Collateral Agent Bank the venture capital investors prior to the closing of the transaction and provides to Bank a description of the material terms of the transaction). Borrower shall not, without at least five thirty (530) days prior written notice to Collateral AgentBank: (1) add any new offices or business locations, including warehouses locations (unless such new offices or business locations contain less than One Hundred Ten Thousand Dollars ($100,00010,000) in Borrower’s assets or property), (2) change its jurisdiction of organization, (3) change its organizational structure or type, (4) change its legal name, or (5) change any organizational number (if any) assigned by its jurisdiction of organization.

Changes in Business, Management. Ownership, or Business Locations. (a) Engage in or permit any of its Subsidiaries to engage in any business other than the businesses currently engaged in by Borrower and such Subsidiary, as applicable, of the Effective Date or reasonably related thereto; (b) liquidate or dissolve; or (c) (i) if any Key Person ceases shall cease to hold be actively engaged in the management of Borrower unless written notice thereof is provided to Collateral Agent within seven (7) Business Days of such office with Borrower and a replacement satisfactory Borrower’s Board of Directors is not made within one hundred twenty (120) days after such Key Person’s departure from Borrowerchange, or (ii) enter into any transaction or series of related transactions in which the stockholders of Borrower who were not stockholders immediately prior to the first such transaction own less more than forty nine percent (49%) of the voting stock of Borrower immediately after giving effect to such transaction or related series of such transactions (other than by the sale of Borrower’s equity securities in a public offering offering, a private placement of public equity or to venture capital investors so long as Borrower identifies to Collateral Agent the venture capital investors prior to the closing of the transaction). Borrower shall not, without at least five fifteen (515) days days’ prior written notice to Collateral Agent: (1A) add any new offices or business locations, including warehouses (unless such new offices or business locations contain less than One Hundred Thousand Dollars ($100,000100,000.00) in Borrower’s assets or propertyproperty of Borrower or any of its Subsidiaries), ; (2B) change its jurisdiction of organization, (3C) change its organizational structure or type, (4D) change its legal name, or (5E) change any organizational number (if any) assigned by its jurisdiction of organization.