Common use of Changes to Certain Documents; New Material Agreements Clause in Contracts

Changes to Certain Documents; New Material Agreements. (a) Amend, modify or change materially the terms of any Material Agreement without the Majority Holders’ prior written consent, which shall not be unreasonably withheld or delayed; (b) amend, modify or change the terms of the Organization Documents of any Credit Party or any of its Subsidiaries or any agreement, instrument or other document evidencing, entered into in connection with or relating to the Organization Documents of any Credit Party or any of its Subsidiaries; or (c) amend, modify or change the terms of any agreement, instrument or other document evidencing, entered into in connection with or relating to Material Indebtedness which is subordinated to the Obligations (whether by contract or otherwise), in a manner that could reasonably be materially adverse to the interests of the Purchasers, and provided, that the Company shall use commercially reasonable efforts to notify the Purchases of any amendment, modification or change, of the terms of any agreement, instrument or other document evidencing, entered into in connection with or relating to Material Indebtedness (whether by contract or otherwise) or of any Material Agreement (even if the Purchasers’ consent thereto is not required pursuant to this Section 8.20), and provided further, that the failure to provide such notice shall not be an Event of Default under this Agreement. Promptly upon the execution of any Material Agreement not in existence on the Closing Date, the Company shall notify the Holders thereof and provide a copy of such Material Agreement to the Holders.

Appears in 5 contracts

Samples: Securities Purchase Agreement (MedMen Enterprises, Inc.), Securities Purchase Agreement (MedMen Enterprises, Inc.), Securities Purchase Agreement (MedMen Enterprises, Inc.)

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Changes to Certain Documents; New Material Agreements. (a) Amend, modify or change materially the terms of any Material Agreement without the Majority Holders’ prior written consent, which shall not be unreasonably withheld or delayed; (b) amend, modify or change the terms of the Organization Documents of any Credit Party or any of its Subsidiaries or any agreement, instrument or other document evidencing, entered into in connection with or relating to the Organization Documents of any Credit Party or any of its Subsidiaries, in each case in a manner that could be, taken as a whole, materially adverse to the interests of the Purchasers; or (c) amend, modify or change the terms of any agreement, instrument or other document evidencing, entered into in connection with or relating to Material Indebtedness which is subordinated to the Obligations (whether by contract or otherwise), in a manner that could reasonably be materially adverse to the interests of the Purchasers, and provided, that the Company shall use commercially reasonable efforts to notify the Purchases of any amendment, modification or change, of the terms of any agreement, instrument or other document evidencing, entered into in connection with or relating to Material Indebtedness (whether by contract or otherwise) or of any Material Agreement (even if the Purchasers’ consent thereto is not required pursuant to this Section 8.20), and provided further, that the failure to provide such notice shall not be an Event of Default under this Agreement. Promptly upon the execution of any Material Agreement not in existence on the Closing Date, the Company shall notify the Holders thereof and provide a copy of such Material Agreement to the Holders.

Appears in 2 contracts

Samples: Securities Purchase Agreement (MedMen Enterprises, Inc.), Securities Purchase Agreement

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