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

Chief Executive Office; Change of Name; Jurisdiction of Organization. (a) The exact legal name, type of organization, jurisdiction of organization, federal taxpayer identification number, organizational identification number and chief executive office of such Grantor is indicated next to its name in Schedules 1(a) and 2 of the Perfection Certificate. Such Grantor shall furnish to the Collateral Agent prompt notice (but in any event not more than thirty (30) days after any change referred to herein) of any change in: (i) any Grantor’s legal name or in any trade name used to identify it in the conduct of its business or in the ownership of its properties; (ii) the location of any Grantor’s chief executive office, its principal place of business, any office in which it maintains books or records relating to Collateral owned by it or any office or facility at which Collateral owned by it is located (including the establishment of any such new office or facility); (iii) any Grantor’s organizational structure; (iv) any Grantors’ jurisdiction of 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); or (v) any Grantor’s Federal Taxpayer Identification Number or organizational identification number assigned to it by its state of organization. Such Grantor agrees (A) not to effect or permit any such change unless all filings have been made under the UCC or otherwise that are required in order for the Collateral Agent to continue at all times following such change to have a valid, legal and perfected security interest in all the Collateral (subject to Permitted Liens) and (B) to take all action required to maintain the perfection and priority of the security interest of the Collateral Agent for the benefit of the Secured Parties in the Collateral intended to be granted hereunder. Each Grantor agrees to promptly provide the Collateral Agent with certified organizational documents reflecting any of the changes described in the preceding sentence. (b) The Collateral Agent may rely on opinions of counsel as to whether any or all UCC financing statements of the Grantors need to be amended as a result of any of the changes described in SECTION 5.3(a). The Collateral Agent shall have no duty to inquire about such changes.

Appears in 3 contracts

Samples: Security Agreement (Tops Holding Ii Corp), Security Agreement (Tops Markets Ii Corp), Security Agreement (Tops Holding Corp)

AutoNDA by SimpleDocs

Chief Executive Office; Change of Name; Jurisdiction of Organization. (a) The exact legal name, type of organization, jurisdiction of organization, federal taxpayer identification number, organizational identification number and chief executive office of such Grantor is indicated next in Schedule 1.01 to its name in Schedules 1(a) and 2 of the Perfection Certificate. The exact Federal Taxpayer Identification Number of each Grantor is indicated in the secretary’s certificate delivered by such Grantor to the Collateral Agent on the Closing Date. Such Grantor shall furnish to the Collateral Agent prompt written notice (but in any event not more than thirty (30) days after any change referred to herein) of any change in: in (i) any Grantor’s legal name or in any trade name used to identify it in the conduct of its business or in the ownership of its properties; corporate name, (ii) the location of any Grantor’s its chief executive office, its principal place of business, any office in which it maintains books or records relating to Collateral owned by it or any office or facility at which Collateral owned by it is located (including the establishment of any such new office or facility); , (iii) any Grantor’s organizational its identity or type of organization or corporate structure; , (iv) any Grantors’ its Federal Taxpayer Identification Number or organizational identification number or (v) its jurisdiction of incorporation organization or formation (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); or (v) any Grantor’s Federal Taxpayer Identification Number or organizational identification number assigned to it by its state of organization. Such Grantor agrees (A) not to effect or permit any such change unless all filings have been made under the UCC or otherwise that are required in order for the Collateral Agent to continue at all times following such change to have a valid, legal and perfected first priority security interest in all the Collateral (subject to Permitted LiensEncumbrances) and (B) to take all action required reasonably requested by and 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 Credit Parties in the Collateral intended to be granted hereunder. Each Grantor agrees to promptly provide the Collateral Agent with certified organizational documents reflecting any of the changes described in the preceding sentence. (b) The Collateral Agent may rely on opinions of counsel as to whether any or all UCC financing statements of the Grantors need to be amended as a result of any of the changes described in SECTION 5.3(a). The Collateral Agent shall have no duty to inquire about such changes.

Appears in 1 contract

Samples: Credit Agreement (Barnes & Noble Inc)

Chief Executive Office; Change of Name; Jurisdiction of Organization. (a) The exact legal name, type of organization, jurisdiction of organization, federal taxpayer identification number, organizational identification number and chief executive office of such Grantor is indicated next to its name in Schedules 1(a) Sections I.A. and 2 I.B. of the Perfection Information Certificate. Such Grantor shall furnish to the Collateral Agent prompt written notice (but in any event not more than thirty (30) days after any change referred to herein) of any change in: in (i) any Grantor’s legal name or in any trade name used to identify it in the conduct of its business or in the ownership of its properties; corporate name, (ii) the location of any Grantor’s its chief executive office, its principal place of business, any office in which it maintains books or records relating to Collateral owned by it or any office or facility at which Collateral owned by it is located (including the establishment of any such new office or facility); , (iii) any Grantor’s organizational its identity or type of organization or corporate structure; , (iv) any Grantors’ its federal taxpayer identification number or organizational identification number or (v) its jurisdiction of incorporation or formation 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); or (v) any Grantor’s Federal Taxpayer Identification Number or organizational identification number assigned to it by its state of organization. Such Grantor agrees (A) not to effect or permit any such change unless all filings have been made under the UCC or otherwise that are required in order for the Collateral Agent to continue at all times following such change to have a valid, legal and perfected second priority security interest in all the Collateral (subject only to, with respect to priority, Permitted LiensEncumbrances having priority by operation of Law) and (B) to take all action required reasonably satisfactory to the Agent to maintain the perfection and priority of the security interest of the Collateral Agent for the benefit of the Secured Credit Parties in the Collateral intended to be granted hereunder. Each Grantor agrees to promptly provide the Collateral Agent with certified organizational documents Organization Documents reflecting any of the changes described in the preceding sentence. (b) The Collateral Agent may rely on opinions of counsel as to whether any or all UCC financing statements of the Grantors need to be amended as a result of any of the changes described in SECTION 5.3(a4.3(a). If any Grantor fails to provide information to the Agent about such changes on a timely basis, the Agent shall not be liable or responsible to any party for any failure to maintain a perfected security interest in such Grantor’s property constituting Collateral, for which the Agent needed to have information relating to such changes. The Collateral Agent shall have no duty to inquire about such changes if any Grantor does not inform the Agent of such changes, the parties acknowledging and agreeing that it would not be feasible or practical for the Agent to search for information on such changes if such information is not provided by any Grantor.

Appears in 1 contract

Samples: Security Agreement (Body Central Corp)

Chief Executive Office; Change of Name; Jurisdiction of Organization. (a) The exact legal name, type of organization, jurisdiction of organization, federal taxpayer identification number, organizational identification number and chief executive office of such Grantor is indicated next to its name in Schedules 1(a) Sections I.A and 2 I.B of the Perfection Certificate. Such Grantor shall furnish to the Collateral Agent prompt written notice (but in any event not more than thirty (30) days after any change referred to herein) of any change in: in (i) any Grantor’s its legal name or in any trade name used to identify it in the conduct of its business or in the ownership of its properties; name, (ii) the location of any Grantor’s its chief executive office, its principal place of business, any office in which it maintains books or records relating to Collateral owned by it or any office or facility at which Collateral owned by it is located (including the establishment of any such new office or facility); , (iii) any Grantor’s organizational its identity or type of organization or corporate structure; , (iv) any Grantors’ its federal taxpayer identification number or organizational identification number or (v) its jurisdiction of incorporation or formation 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); or (v) any Grantor’s Federal Taxpayer Identification Number or organizational identification number assigned to it by its state of organization. Such Grantor agrees (A) not to effect or permit any such change unless all filings have been made under the UCC or otherwise that are required in order for the Collateral Agent to continue at all times following such change to have a valid, legal and perfected first priority security interest in all the Collateral (subject to, with respect to priority, Permitted LiensEncumbrances having priority by operation of law) and (B) to take all action required 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 Credit Parties in the Collateral intended to be granted hereunder. Each Grantor agrees to promptly provide the Collateral Agent with certified organizational documents Organization Documents reflecting any of the changes described in the preceding sentence. (b) The Collateral Agent may rely on opinions of counsel as to whether any or all UCC financing statements of the Grantors need to be amended as a result of any of the changes described in SECTION 5.3(a). The Collateral Agent shall have no duty to inquire about such changes.

Appears in 1 contract

Samples: Security Agreement (Kid Brands, Inc)

Chief Executive Office; Change of Name; Jurisdiction of Organization. (a) The exact legal name, type of organization, jurisdiction of organization, federal taxpayer identification number, organizational identification number and chief executive office of such Grantor is indicated next to its name in Schedules 1(a) Sections I.A. and 2 I.B. of the Perfection Information Certificate. Such Without limitation or duplication of the provisions of Section 6.14 of the Credit Agreement, each Grantor shall furnish to the Collateral Agent prompt at least ten (10) days’ prior written notice (but in any event not more than thirty (30) days after any change referred to herein) of any change in: in (i) any Grantor’s its legal name or in any trade name used to identify it in the conduct of its business or in the ownership of its properties; name, (ii) the location of any Grantor’s its chief executive office, its principal place of business, any office in which it maintains books or records relating to Collateral owned by it or any office or facility at which Collateral owned by it is located (including the establishment of any such new office or facility); , (iii) any Grantor’s organizational its identity or type of organization or corporate structure; , (iv) any Grantors’ its federal taxpayer identification number or organizational identification number or (v) its jurisdiction of incorporation or formation 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); or (v) any Grantor’s Federal Taxpayer Identification Number or organizational identification number assigned to it by its state of organization. Such Grantor agrees (A) not to effect or permit any such change unless all filings have been made under the UCC or otherwise that are required in order for the Collateral Agent to continue at all times following such change to have a valid, legal and perfected first priority security interest in all the Collateral (subject to, with respect to priority, Permitted LiensEncumbrances having priority by operation of law) and (B) to take all action required 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 Credit Parties in the Collateral intended to be granted hereunder. Each Grantor agrees to promptly provide the Collateral Agent with certified organizational documents Organization Documents reflecting any of the changes described in the preceding sentence. (b) The Collateral Agent may rely on opinions of counsel as to whether any or all UCC financing statements of the Grantors need to be amended as a result of any of the changes described in SECTION 5.3(a). The Collateral Agent shall have no duty to inquire about such changes.

Appears in 1 contract

Samples: Security Agreement (Hancock Fabrics Inc)

Chief Executive Office; Change of Name; Jurisdiction of Organization. (a) The exact legal name, type of organization, jurisdiction of organization, federal taxpayer identification number, organizational identification number and chief executive office of such the Grantor is indicated next to its name in Schedules 1(aon Schedule 3.20(a) and 2 of to the Perfection CertificateTerm Loan Agreement. Such The 35071772 Grantor shall furnish to the Collateral Agent Lender prompt written notice (but in any event not more than thirty (30) days after any change referred to herein) of any change in: in (i) any Grantor’s legal name or in any trade name used to identify it in the conduct of its business or in the ownership of its properties; corporate name, (ii) the location of any Grantor’s its chief executive office, its principal place of business, any office in which it maintains books or records relating to Collateral owned by it or any office or facility at which Collateral owned by it is located (including the establishment of any such new office or facility); , (iii) any Grantor’s organizational its identity or type of organization or corporate structure; , (iv) any Grantors’ its federal taxpayer identification number or organizational identification number or (v) its jurisdiction of incorporation or formation 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); or (v) any Grantor’s Federal Taxpayer Identification Number or organizational identification number assigned to it by its state of organization. Such The Grantor agrees (A) not to effect or permit any such change unless it has delivered to the Lender all filings have been made under the UCC or otherwise documents that that are required in order for the Collateral Agent Lender to continue at all times following such change to have a valid, legal and perfected first priority security interest in all the Collateral (subject to, with respect to priority, Permitted LiensLiens having priority by operation of law) and (B) to take all action required reasonably satisfactory to the Lender to maintain the perfection and priority of the security interest of the Collateral Agent for the benefit of the Secured Parties Lender in the Collateral intended to be granted hereunder. Each The Grantor agrees to promptly provide the Collateral Agent Lender with certified organizational documents Organization Documents reflecting any of the changes described in the preceding sentencesentence to the extent applicable. (b) The Collateral Agent Lender may rely on opinions of counsel as to whether any or all UCC financing statements of the Grantors Grantor need to be amended as a result of any of the changes described in SECTION 5.3(a). The Collateral Agent shall have no duty to inquire about such changes4.

Appears in 1 contract

Samples: Security Agreement (Office Depot Inc)

Chief Executive Office; Change of Name; Jurisdiction of Organization. (a) The exact legal name, type of organization, jurisdiction of organization, federal taxpayer identification number, organizational identification number and chief executive office of such Grantor is indicated next to its name in Schedules 1(a) Sections I.A. and 2 I.B. of the Perfection Certificate. Such Grantor shall furnish to the Collateral Agent prompt written notice (but in any event not more than thirty (30) days after any change referred to herein) of any change in: in (i) any Grantor’s legal name or in any trade name used to identify it in the conduct of its business or in the ownership of its properties; corporate name, (ii) the location of any Grantor’s its chief executive office, its principal place of business, any office in which it maintains books or records relating to Collateral owned by it or any office or facility at which Collateral owned by it is located (including the establishment of any such new office or facility); , (iii) any Grantor’s organizational its identity or type of organization or corporate structure; , (iv) any Grantors’ its federal taxpayer identification number or organizational identification number or (v) its jurisdiction of incorporation or formation 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); or (v) any Grantor’s Federal Taxpayer Identification Number or organizational identification number assigned to it by its state of organization. Such Grantor agrees (A) not to effect or permit any such change unless all filings have been made under the UCC or otherwise that are required in order for the Collateral Agent to continue at all times following such change to have a valid, legal and perfected first priority security interest in all the Collateral (subject to, with respect to Permitted Lienspriority, as otherwise provided for in the Financing Orders) and (B) to take all action required 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 Credit Parties in the Collateral intended to be granted hereunder. Each Grantor agrees to promptly provide the Collateral Agent with certified organizational documents Organization Documents reflecting any of the changes described in the preceding sentence. (b) The Collateral Agent may rely on opinions of counsel as to whether any or all UCC financing statements of the Grantors need to be amended as a result of any of the changes described in SECTION 5.3(a4.3(a). If any Grantor fails to provide information 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 Grantor’s property constituting 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 Grantor 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 Grantor.

Appears in 1 contract

Samples: Security Agreement (Pacific Sunwear of California Inc)

AutoNDA by SimpleDocs

Chief Executive Office; Change of Name; Jurisdiction of Organization. (a) The exact legal name, type of organization, jurisdiction of organization, federal taxpayer identification number, organizational identification number and chief executive office of such Grantor is indicated next to its name in Schedules 1(a) and 2 of the Perfection Certificate. Such Grantor shall furnish to the Collateral Agent prompt notice (but in any event not more than thirty (30) days after any change referred to herein) of any change in: (i) any Grantor’s legal name or in any trade name used to identify it in the conduct of its business or in the ownership of its properties; (ii) the location of any Grantor’s chief executive office, its principal place of business, any office in which it maintains books or records relating to Collateral owned by it or any office or facility at which Collateral owned by it is located (including the establishment of any such new office or facility); (iii) any Grantor’s organizational structure; structure (iv) any Grantors’ jurisdiction of 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); or (v) any Grantor’s Federal Taxpayer Identification Number or organizational identification number assigned to it by its state of organization. Such Grantor agrees (A) not to effect or permit any such change unless all filings have been made under the UCC or otherwise that are required in order for the Collateral Agent to continue at all times following such change to have a valid, legal and perfected security interest in all the Collateral (subject to Permitted Liens) and (B) to take all action required to maintain the perfection and priority of the security interest of the Collateral Agent for the benefit of the Secured Parties in the Collateral intended to be granted hereunder. Each Grantor agrees to promptly provide the Collateral Agent with certified organizational documents reflecting any of the changes described in the preceding sentence. (b) The Collateral Agent may rely on opinions of counsel as to whether any or all UCC financing statements of the Grantors need to be amended as a result of any of the changes described in SECTION 5.3(a). The Collateral Agent shall have no duty to inquire about such changes.

Appears in 1 contract

Samples: Security Agreement (Tops PT, LLC)

Chief Executive Office; Change of Name; Jurisdiction of Organization. (a) The exact legal name, type of organization, jurisdiction of organization, federal taxpayer identification number, organizational identification number and chief executive office of such the Grantor is indicated next to its name in Schedules 1(a) Sections I.A. and 2 I.B. of the Perfection Certificate. Such The Grantor shall furnish to the Collateral Agent Lender prompt written notice (but in any event not more than thirty (30) days after any change referred to herein) of any change in: in (i) any Grantor’s legal name or in any trade name used to identify it in the conduct of its business or in the ownership of its properties; corporate name, (ii) the location of any Grantor’s its chief executive office, its principal place of business, any office in which it maintains books or records relating to Collateral owned by it or any office or facility at which Collateral owned by it is located (including the establishment of any such new office or facility); , (iii) any Grantor’s organizational its identity or type of organization or corporate structure; , (iv) any Grantors’ its federal taxpayer identification number or organizational identification number or (v) its jurisdiction of incorporation or formation 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); or (v) any Grantor’s Federal Taxpayer Identification Number or organizational identification number assigned to it by its state of organization. Such The Grantor agrees (A) not to effect or permit any such change unless all filings have been made under the UCC or otherwise that are required in order for the Collateral Agent Lender to continue at all times following such change to have a valid, legal and perfected first priority security interest in all the Collateral (subject to, with respect to priority, Permitted LiensEncumbrances having priority by operation of applicable Law) and (B) to take all action required reasonably satisfactory to the Lender to maintain the perfection and priority of the security interest of the Collateral Agent Lender for the benefit of the Secured Credit Parties in the Collateral intended to be granted hereunder. Each The Grantor agrees to promptly provide the Collateral Agent Lender with certified organizational documents Organization Documents reflecting any of the changes described in the preceding sentence. (b) The Collateral Agent Lender may rely on opinions of counsel as to whether any or all UCC financing statements of the Grantors Grantor need to be amended as a result of any of the changes described in SECTION 5.3(a4.3(a). If the Grantor fails to provide information to the Lender about such changes on a timely basis, the Lender shall not be liable or responsible to any party for any failure to maintain a perfected security interest in the Grantor’s property constituting Collateral, for which the Lender needed to have information relating to such changes. The Collateral Agent Lender shall have no duty to inquire about such changes if the Grantor does not inform the Lender of such changes, the parties acknowledging and agreeing that it would not be feasible or practical for the Lender to search for information on such changes if such information is not provided by the Grantor.

Appears in 1 contract

Samples: Security Agreement (Bluefly Inc)

Chief Executive Office; Change of Name; Jurisdiction of Organization. (a) The exact legal name, type of organization, jurisdiction of organization, federal taxpayer identification number, organizational identification number and chief executive office of such Grantor is indicated next to its name in Schedules 1(a) Sections I.A and 2 I.B of the Perfection Certificate. Such Grantor shall furnish to the Collateral Agent prompt written notice (but in any event not more than thirty (30) days after any change referred to herein) of any change in: in (i) any Grantor’s its legal name or in any trade name used to identify it in the conduct of its business or in the ownership of its properties; name, (ii) the location of any Grantor’s its chief executive office, its principal place of business, any office in which it maintains books or records relating to Collateral owned by it or any office or facility at which Collateral owned by it is located (including the establishment of any such new office or facility); , (iii) any Grantor’s organizational its identity or type of organization or corporate structure; , (iv) any Grantors’ its federal taxpayer identification number or organizational identification number or (v) its jurisdiction of incorporation or formation 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); or (v) any Grantor’s Federal Taxpayer Identification Number or organizational identification number assigned to it by its state of organization. Such Grantor agrees (A) not to effect or permit any such change unless all filings have been made under the UCC or otherwise that are required in order for the Collateral Agent to continue at all times following such change to have a valid, legal and perfected first priority security interest in all the Collateral (subject to, with respect to priority, Permitted LiensEncumbrances having priority by operation of law) and (B) to take all action required 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 Credit Parties in the Collateral intended to be granted hereunder. Each Grantor agrees to promptly provide the Collateral Agent with certified organizational documents Organization Documents reflecting any of the changes described in the preceding sentence. (b) The Collateral Agent may rely on opinions of counsel as to whether any or all UCC financing statements of the Grantors need to be amended as a result of any of the changes described in SECTION 5.3(a4.3(a). If any Grantor fails to provide information 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 Grantor’s property constituting 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 Grantor 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 Grantor.

Appears in 1 contract

Samples: Credit Agreement (Bluefly Inc)

Draft better contracts in just 5 minutes Get the weekly Law Insider newsletter packed with expert videos, webinars, ebooks, and more!