Common use of Chief Executive Office; Change of Name; Jurisdiction of Organization Clause in Contracts

Chief Executive Office; Change of Name; Jurisdiction of Organization. The Borrower agrees not to effect any change (i)(w) in any Pledgor’s legal name, (x) in the location of any Pledgor’s chief executive office, (y) in any Pledgor’s identity or organizational structure, or (z) in any Pledgor’s Federal Taxpayer Identification Number or organizational identification number, if any, unless, in the case of each of the preceding clauses (i)(w) through (i)(z), and it shall give the Collateral Agent and Administrative Agent written notice within 5 days after such change, or such greater notice period agreed to by Collateral Agent, clearly describing such change and providing such other information in connection therewith as Collateral Agent or Administrative Agent may reasonably request, or (ii) in any Pledgor’s jurisdiction of organization (in each case, including by merging with or into any other entity, reorganizing, dissolving, liquidating, reorganizing or organizing in any other jurisdiction) and until, in the case of the preceding clause (ii), it shall have given Collateral Agent and Administrative Agent not less than 15 days’ prior written notice, or such lesser notice period agreed to by Collateral Agent, of its intention so to do, clearly describing such change and providing such other information in connection therewith as Collateral Agent or Administrative Agent may reasonably request. In the case of each of clauses (i) and (ii) in the immediately preceding sentence, each applicable Pledgor shall take all action reasonably satisfactory to Collateral Agent to maintain the perfection and priority of the security interest of Collateral Agent for the benefit of the Secured Parties in the Collateral, if applicable. Each Pledgor agrees to promptly provide Collateral Agent with certified Organizational Documents reflecting any of the changes described in the preceding sentence. If any Pledgor fails to provide notice to the Collateral Agent about such changes on a timely basis, the Collateral Agent shall not be liable or responsible to any party for any failure to maintain a perfected security interest in such Pledgor’s property constituting Article 9 Collateral, for which the Collateral Agent needed to have information relating to such changes. The Collateral Agent shall have no duty to inquire about such changes if any Pledgor does not inform the Collateral Agent of such changes, the parties acknowledging and agreeing that it would not be feasible or practical for the Collateral Agent to search for information on such changes if such information is not provided by any Pledgor.

Chief Executive Office; Change of Name; Jurisdiction of Organization. The Borrower agrees not to (a) No Pledgor will effect any change (i)(wi) in any Pledgor’s to its legal name, (xii) in the location of any Pledgor’s chief executive office, (yiii) in any Pledgor’s its identity or organizational structure, or (ziv) in any Pledgor’s Federal Taxpayer Identification Number or its organizational identification number, if any, unless, in the case of each of the preceding clauses (i)(w) through (i)(z), and it shall give the Collateral Agent and Administrative Agent written notice within 5 days after such change, or such greater notice period agreed to by Collateral Agent, clearly describing such change and providing such other information in connection therewith as Collateral Agent or Administrative Agent may reasonably request, or (iiv) in any Pledgor’s its jurisdiction of organization (in each case, including by merging with or into any other entity, reorganizing, dissolving, liquidating, reorganizing or organizing in any other jurisdiction) and until, in the case of the preceding clause (ii), unless (A) it shall have given the Collateral Agent and Administrative Agent not less than 15 days’ 30 days prior written notice, (or such lesser notice period agreed to by the Collateral Agent, ) written notice of its intention to do so to do, and clearly describing such change and providing such other information in connection therewith as the Collateral Agent or Administrative Agent may reasonably request. In request (it being understood that any determination by the case of each of clauses (iFirst Lien Collateral Agent as to such other information to be reasonably requested shall be deemed acceptable to the Collateral Agent) and (iiB) in the immediately preceding sentence, each applicable Pledgor it shall take have taken all action reasonably satisfactory to the Collateral Agent to maintain the perfection and priority of the security interest of the Collateral Agent for the benefit of the Secured Parties in the Collateral, if applicable. Each Pledgor agrees to promptly provide the Collateral Agent with certified Organizational Documents reflecting any of the changes described in the preceding sentence. If any Each Pledgor fails also agrees to provide notice to the Collateral Agent about such changes on a timely basis, the Collateral Agent shall not be liable or responsible to any party for any failure to maintain a perfected security interest in such Pledgor’s property constituting Article 9 Collateral, for which the Collateral Agent needed to have information relating to such changes. The Collateral Agent shall have no duty to inquire about such changes if any Pledgor does not inform promptly notify the Collateral Agent of any change in the location of any office in which it maintains books or records relating to Pledged Collateral owned by it or any office or facility at which Pledged Collateral is located (including the establishment of any such changes, the parties acknowledging and agreeing that it would not be feasible new office or practical for the Collateral Agent facility) other than changes in location to search for information on such changes if such information is not provided by any Pledgora Mortgaged Property or a leased property subject to a Landlord Access Agreement.

Chief Executive Office; Change of Name; Jurisdiction of Organization. The Borrower agrees Each Pledgor shall not to effect any change (i)(wi) in any Pledgor’s its legal name, (xii) in the location of any Pledgor’s its chief executive officeoffice or legal domicile, (yiii) in any Pledgor’s its identity or organizational structure, or (ziv) in any Pledgor’s Federal Taxpayer Identification Number or its organizational identification number, if any, unless, in the case of each of the preceding clauses (i)(w) through (i)(z), and it shall give the Collateral Agent and Administrative Agent written notice within 5 days after such change, or such greater notice period agreed to by Collateral Agent, clearly describing such change and providing such other information in connection therewith as Collateral Agent or Administrative Agent may reasonably request, or (iiv) in any Pledgor’s its jurisdiction of organization (in each case, including by merging or amalgamating with or into any other entity, reorganizing, dissolving, liquidating, reorganizing or organizing in any other jurisdiction) and until, in the case of the preceding clause (ii), until (A) it shall have given Collateral Agent and the Administrative Agent not less than 15 thirty (30) days’ prior written notice, or such lesser notice period agreed to by Collateral the Administrative Agent, of its intention so to do, clearly describing such change and providing such other information in connection therewith as Collateral Agent or the Administrative Agent may reasonably request. In the case of each of clauses (i) request and (iiB) in the immediately preceding sentence, each applicable Pledgor it shall take have taken all action reasonably satisfactory to Collateral requested by the Administrative Agent to maintain (to the extent provided in the applicable Collateral Document) the perfection and priority of the security interest of Collateral the Administrative Agent for the benefit of the Secured Parties in the Collateral, if applicable. Each Pledgor agrees to promptly provide Collateral the Administrative Agent with certified Organizational Organization Documents reflecting any of the changes described in the preceding sentence. If any Pledgor fails to provide notice information to the Collateral Administrative Agent about such changes on a timely basis, the Collateral Administrative Agent shall not be liable or responsible to any party for any failure to maintain a perfected security interest in such Pledgor’s property constituting Article 9 Pledged Collateral, for which the Collateral Administrative Agent needed to have information relating to such changes. The Collateral Administrative Agent shall have no duty to inquire about such changes if any Pledgor does not inform the Collateral Administrative Agent of such changes, the parties acknowledging and agreeing that it would not be feasible or practical for the Collateral Administrative Agent to search for information on such changes if such information is not provided by any Pledgor.

Chief Executive Office; Change of Name; Jurisdiction of Organization. (a) The Borrower agrees not to effect any change (i)(w) in any Pledgor’s exact legal name, type of organization, jurisdiction of organization, Federal Taxpayer Identification Number, organizational identification number and chief executive office of such Pledgor is indicated next to its name in Schedules 1(a) and 2(a) annexed to the Perfection Certificate. Such Pledgor shall not change (xi) in its corporate name, (ii) the location of any Pledgor’s its chief executive officeoffice or its principal place of business, (yiii) in any Pledgor’s its identity or organizational type of organization or corporate structure, or (ziv) in any Pledgor’s its Federal Taxpayer Identification Number or organizational identification number, if any, unless, in the case of each of the preceding clauses (i)(w) through (i)(z), and it shall give the Collateral Agent and Administrative Agent written notice within 5 days after such change, or such greater notice period agreed to by Collateral Agent, clearly describing such change and providing such other information in connection therewith as Collateral Agent or Administrative Agent may reasonably request, or (iiv) in any Pledgor’s its jurisdiction of organization (in each case, including by merging with or into any other entity, reorganizing, dissolving, liquidating, reorganizing reincorporating or organizing incorporating in any other jurisdiction) and until, in the case of the preceding clause until (ii), A) it shall have given Collateral Agent and the Administrative Agent not less than 15 days’ ' prior written notice, or such lesser notice period agreed to by Collateral Agent, of its intention to so to do, clearly describing such change and providing such other information in connection therewith as Collateral Agent or the Administrative Agent may reasonably request. In the case of each of clauses (i) , and (iiB) in the immediately preceding sentencewith respect to such change, each applicable such Pledgor shall take have taken all action reasonably satisfactory to Collateral the Administrative Agent to maintain the perfection and priority of the security interest of Collateral the Administrative Agent for the benefit of the Secured Parties in the CollateralPledged Collateral intended to be granted hereunder, including using commercially reasonable efforts to obtain waivers of landlord's or warehousemen's liens with respect to such new location, if applicable, who from time to time have possession of Pledged Collateral having an aggregate value in such new location in excess of $2,000,000, except that any Pledgor having aggregate consolidated net assets of less than $2,000,000 (either alone or taken together with all other Pledgors relying on this exception) need not notify the Administrative Agent of any such intention or take such actions until the next date the Canadian Borrower is required to deliver information pursuant to Section 6.1 of the Credit Agreement (at which time such Pledgor shall include the notice required by clause (A) above with such information, together with evidence of the taking of the actions required by clause (B) above). Each Pledgor agrees to promptly provide Collateral the Administrative Agent with certified Organizational Documents organizational documents reflecting any of the changes described in the preceding sentence. If any Pledgor fails to provide notice to the Collateral Agent about such changes on a timely basis, the Collateral Agent shall not be liable or responsible to any party for any failure to maintain a perfected security interest in such Pledgor’s property constituting Article 9 Collateral, for which the Collateral Agent needed to have information relating to such changes. The Collateral Agent shall have no duty to inquire about such changes if any Pledgor does not inform the Collateral Agent of such changes, the parties acknowledging and agreeing that it would not be feasible or practical for the Collateral Agent to search for information on such changes if such information is not provided by any Pledgor.

Chief Executive Office; Change of Name; Jurisdiction of Organization. The Borrower agrees not to (a) No Pledgor will effect any change (i)(wi) in any such Pledgor’s legal name, (xii) in the location of any such Pledgor’s chief executive office, (yiii) in any such Pledgor’s identity or organizational structure, or (ziv) in any such Pledgor’s Federal Taxpayer Identification Number or organizational identification number, if any, unless, in the case of each of the preceding clauses (i)(w) through (i)(z), and it shall give the Collateral Agent and Administrative Agent written notice within 5 days after such change, or such greater notice period agreed to by Collateral Agent, clearly describing such change and providing such other information in connection therewith as Collateral Agent or Administrative Agent may reasonably request, or (iiv) in any such Pledgor’s jurisdiction of organization (in each case, including by merging with or into any other entity, reorganizing, dissolving, liquidating, reorganizing or organizing in any other jurisdiction) and until, in the case of the preceding clause (ii), until (A) it shall have given the Collateral Agent and the Administrative Agent not less than 15 30 days’ prior written noticenotice (in the form of an Officers’ Certificate), or such lesser notice period agreed to by the Collateral Agent, of its intention so to do, clearly describing such change and providing such other information in connection therewith as the Collateral Agent or the Administrative Agent may reasonably request. In the case of each of clauses (i) request and (iiB) in the immediately preceding sentence, each applicable Pledgor it shall take have taken all action reasonably satisfactory to the Collateral Agent to maintain the perfection and priority of the security interest of the Collateral Agent for the benefit of the Secured Parties in the Collateral, if applicable. Each Pledgor agrees to promptly provide the Collateral Agent with certified Organizational Documents reflecting any of the changes described in the preceding sentence. If any Each Pledgor fails also agrees to provide notice to the Collateral Agent about such changes on a timely basis, the Collateral Agent shall not be liable or responsible to any party for any failure to maintain a perfected security interest in such Pledgor’s property constituting Article 9 Collateral, for which the Collateral Agent needed to have information relating to such changes. The Collateral Agent shall have no duty to inquire about such changes if any Pledgor does not inform promptly notify the Collateral Agent of any change in the location of any office in which it maintains books or records relating to Collateral owned by it or any office or facility at which Collateral is located (including the establishment of any such changesnew office or facility), the parties acknowledging and agreeing that it would not be feasible or practical for the Collateral Agent other than changes in location to search for information on such changes if such information is not provided by any Pledgora Mortgaged Property.

Chief Executive Office; Change of Name; Jurisdiction of Organization. The Borrower agrees not to effect any change (i)(w) in any Pledgor’s legal name, (x) in the location of any Pledgor’s chief executive office, (y) in any Pledgor’s identity or organizational structure, or (z) in any Pledgor’s Federal Taxpayer Identification Number or organizational identification number, if any, unless, in the case of each of the preceding clauses (i)(w) through (i)(zi)(y), and it shall give the Collateral Agent and Administrative Agent written notice within 5 days after such change, or such greater notice period agreed to by Collateral Agent, clearly describing such change and providing such other information in connection therewith as Collateral Agent or Administrative Agent may reasonably request, or (ii) in the Province in which any Pledgor’s jurisdiction tangible personal property is located having a value in excess of organization (in each case$100,000, including by merging with or into any other entity, reorganizing, dissolving, liquidating, reorganizing or organizing in any other jurisdiction) and until, in the case of the preceding clause (ii), it shall have given Collateral Agent and Administrative Agent not less than 15 days’ prior written notice, or such lesser notice period agreed to by Collateral Agent, of its intention so to do, clearly describing such change and providing such other information in connection therewith as Collateral Agent or Administrative Agent may reasonably request. In the case of each of clauses (i) and (ii) in the immediately preceding sentence, each applicable Pledgor shall take all action reasonably satisfactory to Collateral Agent to maintain the perfection and priority of the security interest of Collateral Agent for the benefit of the Secured Parties in the Collateral, if applicable. Each Pledgor agrees to promptly provide Collateral Agent with certified Organizational Documents reflecting any of the changes described in the preceding sentence. If any Pledgor fails to provide notice to the Collateral Agent about such changes on a timely basis, the Collateral Agent shall not be liable or responsible to any party for any failure to maintain a perfected security interest in such Pledgor’s property constituting Article 9 General Collateral, for which the Collateral Agent needed to have information relating to such changes. The Collateral Agent shall have no duty to inquire about such changes if any Pledgor does not inform the Collateral Agent of such changes, the parties acknowledging and agreeing that it would not be feasible or practical for the Collateral Agent to search for information on such changes if such information is not provided by any Pledgor.

Chief Executive Office; Change of Name; Jurisdiction of Organization. The Borrower agrees not to effect any change (i)(w) in any Pledgor’s legal name, (x) in the location of any Pledgor’s chief executive office, (y) in any Pledgor’s identity or organizational structure, or (z) in any Pledgor’s Federal Taxpayer Identification Number or organizational identification number, if any, 39909472_3 unless, in the case of each of the preceding clauses (i)(w) through (i)(zi)(y), and it shall give the Collateral Agent and Administrative Agent written notice within 5 days after such change, or such greater notice period agreed to by Collateral Agent, clearly describing such change and providing such other information in connection therewith as Collateral Agent or Administrative Agent may reasonably request, or (ii) in the Province in which any Pledgor’s jurisdiction tangible personal property is located having a value in excess of organization (in each case$100,000, including by merging with or into any other entity, reorganizing, dissolving, liquidating, reorganizing or organizing in any other jurisdiction) and until, in the case of the preceding clause (ii), it shall have given Collateral Agent and Administrative Agent not less than 15 days’ prior written notice, or such lesser notice period agreed to by Collateral Agent, of its intention so to do, clearly describing such change and providing such other information in connection therewith as Collateral Agent or Administrative Agent may reasonably request. In the case of each of clauses (i) and (ii) in the immediately preceding sentence, each applicable Pledgor shall take all action reasonably satisfactory to Collateral Agent to maintain the perfection and priority of the security interest of Collateral Agent for the benefit of the Secured Parties in the Collateral, if applicable. Each Pledgor agrees to promptly provide Collateral Agent with certified Organizational Documents reflecting any of the changes described in the preceding sentence. If any Pledgor fails to provide notice to the Collateral Agent about such changes on a timely basis, the Collateral Agent shall not be liable or responsible to any party for any failure to maintain a perfected security interest in such Pledgor’s property constituting Article 9 General Collateral, for which the Collateral Agent needed to have information relating to such changes. The Collateral Agent shall have no duty to inquire about such changes if any Pledgor does not inform the Collateral Agent of such changes, the parties acknowledging and agreeing that it would not be feasible or practical for the Collateral Agent to search for information on such changes if such information is not provided by any Pledgor.

Chief Executive Office; Change of Name; Jurisdiction of Organization. The Borrower agrees Each Pledgor shall furnish to the Administrative Agent prompt notice (but in any event not to effect more than thirty (30) days after any change referred to herein) of any change in: (i)(wi) in any Pledgor’s legal name, ; (xii) in the location of any PledgorPiedgor’s chief executive office, (yiii) in any Pledgor’s identity or organizational structure, or (z) in any Pledgor’s Federal Taxpayer Identification Number or organizational identification number, if any, unless, in the case of each of the preceding clauses (i)(w) through (i)(z), and it shall give the Collateral Agent and Administrative Agent written notice within 5 days after such change, or such greater notice period agreed to by Collateral Agent, clearly describing such change and providing such other information in connection therewith as Collateral Agent or Administrative Agent may reasonably request, or (ii) in any Pledgor’s Pledgors’ jurisdiction of organization incorporation or formation (in each case, including by merging with or into any other entity, reorganizing, dissolving, liquidating, reorganizing or organizing in any other jurisdiction) and until, in each case unless the case result of such change is that the preceding clause Pledgor shall cease to be a Credit Party in accordance the Credit Agreement); or (ii)iv) any Pledgor’s organizational identification number assigned to it by its state of organization. Such Pledgor agrees (A) not to effect or permit any such change unless all filings have been or will promptly, it shall have given Collateral Agent and in any event within thirty (30) days, be made under the UCC or otherwise that are required in order for the Administrative Agent not less than 15 days’ prior written notice, or such lesser notice period agreed to by Collateral Agent, of its intention so to do, clearly describing continue at all times following such change to have a valid, legal and providing such other information perfected security interest in connection therewith as all the Pledged Collateral Agent or Administrative Agent may reasonably request. In the case of each of clauses (isubject to Permitted Collateral Liens) and (iiB) in the immediately preceding sentence, each applicable Pledgor shall to take all action reasonably satisfactory to Collateral Agent required to maintain the perfection and priority of the security interest of Collateral the Administrative Agent in the United States for the benefit of the Secured Parties in the CollateralPledged Collateral intended to be granted hereunder, if applicablein each case unless the result of such change is that the Pledgor shall cease to be a Credit Party in accordance the Credit Agreement. Each Pledgor agrees to promptly provide Collateral the Administrative Agent with certified Organizational Documents organizational documents reflecting any of the changes described in the preceding sentence. The Administrative Agent may rely on opinions of counsel as to whether any or all UCC financing statements of the Pledgors need to be amended as a result of any of the changes described in this Section 4.5. If any Pledgor fails to provide notice information to the Collateral Administrative Agent about such changes on a timely basis, the Collateral Administrative Agent shall not be liable or responsible to any party for any failure to maintain a perfected security interest in such Pledgor’s property constituting Article 9 Pledged Collateral, for which the Collateral Administrative Agent needed to have information relating to such changes. The Collateral Administrative Agent shall have no duty to inquire about such changes if any Pledgor does not inform the Collateral Administrative Agent of such changes, the parties acknowledging and agreeing that it would not be feasible or practical for the Collateral Administrative Agent to search for information on such changes if such information is not provided by any Pledgor.

Chief Executive Office; Change of Name; Jurisdiction of Organization. (a) The Borrower agrees not to effect any change (i)(w) in any Pledgor’s exact legal name, type of organization, jurisdiction of organization, Federal Taxpayer Identification Number and organizational identification number of such Pledgor is indicated next to its name in Schedule 1 of the Perfection Certificate. Such Pledgor shall not change (xi) its corporate name, (ii) with respect to any Pledgor which does not constitute a “registered organization” (as defined in Section 9-102 of the UCC), the location of any Pledgor’s its chief executive office, its principal place of business, any office in which it maintains books or records relating to Pledged Collateral owned by it or any office or facility at which Pledged Collateral owned by it is located (yincluding the establishment of any such new office or facility), (iii) in any Pledgor’s identity or organizational structureits legal form of organization, or (ziv) in any Pledgor’s its Federal Taxpayer Identification Number or organizational identification number, if any, unless, in the case of each of the preceding clauses (i)(w) through (i)(z), and it shall give the Collateral Agent and Administrative Agent written notice within 5 days after such change, or such greater notice period agreed to by Collateral Agent, clearly describing such change and providing such other information in connection therewith as Collateral Agent or Administrative Agent may reasonably request, number or (iiv) in any Pledgor’s its jurisdiction of organization (in each case, including including, without limitation, by merging with or into any other entity, reorganizing, dissolving, liquidating, reorganizing reincorporating or organizing incorporating in any other jurisdiction) and until, in the case of the preceding clause until (ii), A) it shall have given the Collateral Agent and Administrative Agent not less than 15 days’ prior written notice, or such lesser notice period agreed to by Collateral Agent, (in the form of an Officers’ Certificate) of its intention so to do, clearly describing such change and providing such other information in connection therewith as the Collateral Agent or Administrative Agent may reasonably request. In the case of each of clauses (i) request and (iiB) in the immediately preceding sentencewith respect to such change, each applicable such Pledgor shall take have taken all action reasonably satisfactory to the Collateral Agent to maintain the perfection and priority of the security interest of the Collateral Agent for the benefit of the Secured Parties in the CollateralPledged Collateral intended to be granted hereunder, including, without limitation, using commercially reasonable efforts to obtain waivers of landlord’s or warehousemen’s liens with respect to such new location, if applicable. Each Pledgor agrees to promptly provide the Collateral Agent with certified Organizational Documents organizational documents reflecting any of the changes described in the preceding sentence. If any Pledgor fails to provide notice to the Collateral Agent about such changes on a timely basis, the Collateral Agent shall not be liable or responsible to any party for any failure to maintain a perfected security interest in such Pledgor’s property constituting Article 9 Collateral, for which the Collateral Agent needed to have information relating to such changes. The Collateral Agent shall have no duty to inquire about such changes if any Pledgor does not inform the Collateral Agent of such changes, the parties acknowledging and agreeing that it would not be feasible or practical for the Collateral Agent to search for information on such changes if such information is not provided by any Pledgor.

Chief Executive Office; Change of Name; Jurisdiction of Organization. The Borrower agrees not to effect any change (i)(w) in any Pledgor’s legal name, (x) in the location of any Pledgor’s chief executive office, (y) in any Pledgor’s identity or organizational structure, or (z) in any Pledgor’s Federal Taxpayer Identification Number or organizational identification number, if any, unless, in the case of each of the preceding clauses (i)(w) through (i)(zi)(y), and it shall give the Collateral Agent and Administrative Agent written notice within 5 days after such change, or such greater notice period agreed to by Collateral Agent, clearly describing such change and providing such other information in connection therewith as Collateral Agent or Administrative Agent may reasonably request, or (ii) in the Province in which any Pledgor’s jurisdiction tangible personal property is located having a value in excess of organization (in each case$100,000, including by merging with or into any other entity, reorganizing, dissolving, liquidating, reorganizing or organizing in any other jurisdiction) and until, in the case of the preceding clause (ii), it shall have given Collateral Agent and Administrative Agent not less than 15 days’ prior written notice, or such lesser notice period agreed to by Collateral Agent, of its intention so to do, clearly describing such change and providing such other information in connection therewith as Collateral Agent or Administrative Agent may reasonably request. In the case of each of clauses (i) and (ii) in the immediately preceding sentence, each applicable Pledgor shall take all action reasonably satisfactory to 6165737 v6 Collateral Agent to maintain the perfection and priority of the security interest of Collateral Agent for the benefit of the Secured Parties in the Collateral, if applicable. Each Pledgor agrees to promptly provide Collateral Agent with certified Organizational Documents reflecting any of the changes described in the preceding sentence. If any Pledgor fails to provide notice to the Collateral Agent about such changes on a timely basis, the Collateral Agent shall not be liable or responsible to any party for any failure to maintain a perfected security interest in such Pledgor’s property constituting Article 9 General Collateral, for which the Collateral Agent needed to have information relating to such changes. The Collateral Agent shall have no duty to inquire about such changes if any Pledgor does not inform the Collateral Agent of such changes, the parties acknowledging and agreeing that it would not be feasible or practical for the Collateral Agent to search for information on such changes if such information is not provided by any Pledgor.

Chief Executive Office; Change of Name; Jurisdiction of Organization. (a) The Borrower agrees exact legal name (in French, English, and French and English, where applicable), type of organization, jurisdiction of organization, and chief executive office and domicile, as applicable, of such Pledgor is indicated next to its name in Schedules 1(a) and 2(a) annexed to the Perfection Certificate. Such Pledgor shall not to effect any change (i)(wi) in any Pledgor’s legal its corporate name, (xii) in the location of any Pledgor’s its chief executive office, its principal place of business, its domicile, any office in which it maintains books or records relating to Pledged Collateral owned by it or any office or facility at which Pledged Collateral owned by it is located (yincluding the establishment of any such new office or facility), except to a jurisdiction in which the Collateral Agent has registered a security interest against such Pledgor, (iii) in any Pledgor’s its identity or organizational type of organization or corporate structure, or (ziv) its jurisdiction of organization (in each case, including, without limitation, by merging or amalgamating with or into any other entity, reorganizing, dissolving, liquidating, reincorporating or incorporating in any Pledgor’s Federal Taxpayer Identification Number or organizational identification number, if any, unless, in the case of each of the preceding clauses other jurisdiction) until (i)(wA) through (i)(z), and it shall give have given the Collateral Agent and Administrative Agent prior written notice within 5 of its intention to do so promptly upon the formation of such intention (but in no event less than 15 days after prior to such change, or such greater notice period agreed to by Collateral Agent), clearly describing such change and providing such other information in connection therewith as Collateral Agent or the Administrative Agent may reasonably requestrequest and (B) with respect to such change, or (ii) in any Pledgor’s jurisdiction of organization (in each case, including by merging with or into any other entity, reorganizing, dissolving, liquidating, reorganizing or organizing in any other jurisdiction) and until, in the case of the preceding clause (ii), it such Pledgor shall have given Collateral Agent and Administrative Agent not less than 15 days’ prior written notice, or such lesser notice period agreed to by Collateral Agent, of its intention so to do, clearly describing such change and providing such other information in connection therewith as Collateral Agent or Administrative Agent may reasonably request. In the case of each of clauses (i) and (ii) in the immediately preceding sentence, each applicable Pledgor shall take taken all action reasonably satisfactory to Collateral the Administrative Agent to maintain the perfection and priority of the security interest of Collateral the Administrative Agent for the benefit of the Secured Parties in the CollateralPledged Collateral intended to be granted hereunder, including, without limitation, using commercially reasonable efforts to obtain waivers of landlord’s or warehousemen’s liens with respect to such new location, if applicableapplicable who, from time to time have possession of Pledged Collateral having an aggregate value in such new location in excess of Cdn.$2,000,000 or the equivalent amount thereof in any other currency. Each Pledgor agrees to promptly provide Collateral the Administrative Agent with certified Organizational Documents organizational documents reflecting any of the changes described in the preceding sentence. If any Pledgor fails to provide notice to the Collateral Agent about such changes on a timely basis, the Collateral Agent shall not be liable or responsible to any party for any failure to maintain a perfected security interest in such Pledgor’s property constituting Article 9 Collateral, for which the Collateral Agent needed to have information relating to such changes. The Collateral Agent shall have no duty to inquire about such changes if any Pledgor does not inform the Collateral Agent of such changes, the parties acknowledging and agreeing that it would not be feasible or practical for the Collateral Agent to search for information on such changes if such information is not provided by any Pledgor.

Chief Executive Office; Change of Name; Jurisdiction of Organization. The Borrower agrees exact legal name, type of organization, jurisdiction of organization, Federal Taxpayer Identification Number, organizational identification number (if any) and chief executive office of such Pledgor is indicated and set forth in Schedules l(a) and 2(a) annexed to the Perfection Certificate. Such Pledgor shall not to effect any change (i)(wi) in any Pledgor’s its legal name, (xii) in the location of any Pledgor’s its chief executive office, (yiii) in any Pledgor’s its identity or organizational structure, or (ziv) in any Pledgor’s its Federal Taxpayer Identification Number or organizational identification number, if any, unless, in the case of each of the preceding clauses (i)(w) through (i)(z), and it shall give the Collateral Agent and Administrative Agent written notice within 5 days after such change, or such greater notice period agreed to by Collateral Agent, clearly describing such change and providing such other information in connection therewith as Collateral Agent or Administrative Agent may reasonably request, number or (iiv) in any Pledgor’s its jurisdiction of organization (in each case, including including, without limitation, by merging with or into any other entity, reorganizing, dissolving, liquidating, reorganizing reincorporating or organizing in any other jurisdiction) and until, in the case of the preceding clause (ii), until (A) it shall have given the Collateral Agent and Administrative Agent not less than 15 30 days’ prior written noticenotice (in the form of an Officers’ Certificate), or such lesser notice period agreed to by the Collateral Agent, of its intention so to do, clearly describing such change and providing such other information in connection therewith as the Collateral Agent or Administrative Agent may reasonably request. In the case of each of clauses (i) request and (iiB) in the immediately preceding sentence, each applicable Pledgor it shall take have taken all action reasonably satisfactory to the Collateral Agent to maintain the perfection and priority of the security interest of the Collateral Agent for the benefit of the Secured Parties in the Pledged Collateral, if applicable. Each Pledgor agrees to promptly provide the Collateral Agent with certified Organizational Documents reflecting any of the changes described in the preceding sentence. If any Each Pledgor fails also agrees to provide notice to the Collateral Agent about such changes on a timely basis, the Collateral Agent shall not be liable or responsible to any party for any failure to maintain a perfected security interest in such Pledgor’s property constituting Article 9 Collateral, for which the Collateral Agent needed to have information relating to such changes. The Collateral Agent shall have no duty to inquire about such changes if any Pledgor does not inform promptly notify the Collateral Agent of any change in the location of any office in which it maintains books or records relating to Pledged Collateral owned by it or any office or facility at which Pledged Collateral is located (including the establishment of any such changesnew office or facility), other than changes in location of consigned inventory (but only to the parties acknowledging and agreeing that it would not be feasible extent the amount or practical for the Collateral Agent to search for information on value of such changes if such information consigned inventory is not provided by any Pledgormaterial) to a Mortgaged Property or a leased property subject to a Landlord Access Agreement.