Common use of Chief Executive Office; Records Clause in Contracts

Chief Executive Office; Records. As of the date hereof, ------------------------------- the chief executive office of the Pledgor is located at the location indicated on Schedule B hereto. The Pledgor will not move its chief executive office ---------- except to such new location as the Pledgor may establish in accordance with the last sentence of this Section 2.4. The originals of all documents evidencing all Receivables and Contract Rights and Trade Secrets of the Pledgor and the only original books of account and records of the Pledgor relating thereto are, and will continue to be, kept at the chief executive office of the Pledgor, at such other locations shown on Schedule C hereto or at such new locations as the ---------- Pledgor may establish in accordance with the last sentence of this Section 2.4. All Receivables and Contract Rights of the Pledgor are, and will continue to be, maintained at, and controlled and directed (including, without limitation, for general accounting purposes) from, the office locations described above. The Pledgor will not establish a new location for such offices until (i) it shall have given to the Collateral Agent not less than 30 days' prior written notice of its intention so to do, clearly describing such new location and providing such other information in connection therewith as the Collateral Agent may reasonably request, (ii) with respect to such new location, it shall have taken all action to maintain the security interest of the Collateral Agent in the Collateral intended to be granted and perfected hereby at all times fully perfected and in full force and effect, and (iii) the Collateral Agent shall have received reasonably satisfactory evidence that all other actions (including, without limitation, the payment of all filing fees and taxes, if any, payable in connection with such filings) have been taken, in order to perfect (and maintain the perfection and priority of) the security interest granted hereby.

Appears in 2 contracts

Samples: Security Agreement (Coinmach Corp), Security Agreement (Coinmach Laundry Corp)

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Chief Executive Office; Records. As of the date hereof, ------------------------------- the The chief executive office of the Pledgor such Assignor is located at the location address or addresses indicated on Schedule B Annex A hereto. The Pledgor Such Assignor will not move its chief executive office ---------- except to such new location as the Pledgor such Assignor may establish in accordance with the last sentence of this Section 2.4. The originals of all documents evidencing all Receivables and Receivables, Contract Rights and Trade Secrets Secret Rights of the Pledgor such Assignor and the only original books of account and records of the Pledgor such Assignor relating thereto are, and will continue to be, kept at the such chief executive office of the Pledgor, at such other locations shown on Schedule C hereto or at such new locations as the ---------- Pledgor such Assignor may establish in accordance with the last sentence of this Section 2.4. All Receivables and Receivables, Contract Rights and Trade Secret Rights of the Pledgor such Assignor are, and will continue to be, maintained at, and controlled and directed (including, without limitation, for general accounting purposes) from, the office locations described aboveabove or such new location established in accordance with the last sentence of this Section 2.4. The Pledgor will Such Assignor shall not establish a new location locations for such offices until (i) it shall have given to the Collateral Agent not less than 30 days' (or such shorter period of time agreed to by the Collateral Agent) prior written notice of its intention so to dodo so, clearly describing such new location and providing such other information in connection therewith as the Collateral Agent may reasonably request, (ii) with respect to such new location, it shall have taken all action action, satisfactory to the Collateral Agent, to maintain the security interest of the Collateral Agent in the Collateral intended to be granted and perfected hereby at all times fully perfected and in full force and effect, (iii) at the reasonable request of the Collateral Agent, it shall have furnished an opinion of counsel reasonably acceptable to the Collateral Agent to the effect that all financing or continuation statements and amendments or supplements thereto have been filed in the appropriate filing office or offices, and (iiiiv) the Collateral Agent shall have received reasonably satisfactory reasonable evidence that all other actions (including, without limitation, the payment of all filing fees and taxes, if any, payable in connection with such filings) have been taken, in order to perfect (and maintain the perfection and priority of) the security interest granted hereby.

Appears in 1 contract

Samples: Security Agreement (Southwest General Hospital Lp)

Chief Executive Office; Records. As of the date hereof, ------------------------------- the The chief executive office of the Pledgor ------------------------------- Assignor is located at the location indicated on Schedule B hereto000 Xxxxxxxxx Xxxx, Xxxxxxxx, Xxxxxxx X0X 0X0, Xxxxxx. The Pledgor Assignor will not move its chief executive office ---------- except to such new location as the Pledgor Assignor may establish in accordance with the last sentence of this Section 2.42.6. The originals of all documents evidencing all Receivables and Contract Rights and Trade Secrets of the Pledgor Assignor and the only original books of account and records of the Pledgor Assignor relating thereto are, and will continue to be, kept at the such chief executive office of the Pledgoroffice, at such other locations shown on Schedule C Annex B hereto or at such new locations as the ---------- Pledgor Assignor may establish in accordance with the last sentence of this Section 2.42.6. All Receivables and Contract Rights of the Pledgor Assignor are, and will continue to be, maintained at, and controlled and directed (including, without limitation, for general accounting purposes) from, the office locations described aboveabove or such new location established in accordance with the last sentence of this Section 2. 6. The Pledgor will Assignor shall not establish a new location locations for such offices until (i) it shall have given to the Collateral Canadian Administrative Agent not less than 30 15 days' prior written notice of its intention so to dodo so, clearly describing such new location and providing such other information in connection therewith as the Collateral Canadian Administrative Agent may reasonably request, (ii) with respect to such new location, it shall have taken all action action, satisfactory to the Canadian Administrative Agent, to maintain the security interest of the Collateral Canadian Administrative Agent in the Collateral intended to be granted and perfected hereby at all times fully perfected and in full force and effect, and (iii) at the Collateral Agent request of the Canadian Administrative Agent, it shall have received reasonably satisfactory evidence furnished an opinion of counsel acceptable to the Canadian Administrative Agent to the effect that all financing or continuation statements and amendments or supplements thereto have been filed in the appropriate filing office or offices, and all other actions (including, without limitation, the payment of all filing fees and taxes, if any, payable in connection with such filings) have been taken, in order to perfect (and maintain the perfection and priority of) the security interest granted hereby.

Appears in 1 contract

Samples: Credit Agreement (Pierce Leahy Corp)

Chief Executive Office; Records. As of the date hereof, ------------------------------- the The chief executive office of the each Pledgor is located at the location indicated on Schedule address or addresses specified in Annex B hereto. The Each Pledgor will not move its chief executive office ---------- except to such new location as the such Pledgor may establish in accordance with the last penultimate sentence of this Section 2.416. The originals of all documents in the possession of such Pledgor evidencing all Receivables and Contract Rights and Trade Secrets of the Pledgor Collateral, including but not limited to all Limited Liability Company Interests, and the only original books of account and records of the Pledgor relating thereto are, and will continue to be, kept at the such chief executive office of at the Pledgorlocation or locations specified in Annex B hereto, at such other locations shown on Schedule C hereto or at such new locations as the ---------- Pledgor may establish in accordance with the last penultimate sentence of this Section 2.416. All Receivables and Contract Rights of the Pledgor Limited Liability Company Interests are, and will continue to be, maintained at, and controlled and directed (including, without limitation, for general accounting purposes) from, such chief executive office location specified in Annex B hereto, or such new locations as the office locations described abovePledgor may establish in accordance with the penultimate sentence of this Section 16. The No Pledgor will not shall establish a new location for such offices until (i) it shall have given to the Collateral Agent Pledgee not less than 30 15 days' prior written notice (or such lesser notice as shall be acceptable to the Pledgee) of its intention so to do, clearly describing such new location and providing such other information in connection therewith as the Collateral Agent Pledgee may reasonably request, request and (ii) with respect to such new location, it shall have taken all action action, satisfactory to the Collateral Agent, to maintain the security interest of the Collateral Agent in the Collateral intended to be granted and perfected hereby at all times fully perfected and in full force and effect, and (iii) . Promptly after establishing a new location for such offices in accordance with the Collateral Agent shall have received reasonably satisfactory evidence that all other actions (including, without limitationimmediately preceding sentence, the payment of all filing fees respective Pledgor shall deliver to the Pledgee a supplement to Annex B hereto so as to cause such Annex B hereto to be complete and taxes, if any, payable in connection with such filings) have been taken, in order to perfect (and maintain the perfection and priority of) the security interest granted herebyaccurate.

Appears in 1 contract

Samples: Credit Agreement (Vestar Capital Partners Iv Lp)

Chief Executive Office; Records. As of the date hereofRestatement Effective Date, ------------------------------- the chief executive office of the Pledgor such Assignor is located at the location address or addresses indicated on Schedule B Annex A hereto. The Pledgor Such Assignor will not move its chief executive office ---------- except to such new location as the Pledgor such Assignor may establish in accordance with the last sentence of this Section 2.4. The originals of all documents evidencing all Receivables and Receivables, Contract Rights and Trade Secrets Secret Rights of the Pledgor such Assignor and the only original books of account and records of the Pledgor such Assignor relating thereto are, and will continue to be, kept at the such chief executive office of the Pledgor, at such other locations shown on Schedule C hereto or at such new locations as the ---------- Pledgor such Assignor may establish in accordance with the last sentence of this Section 2.4. All Receivables and Receivables, Contract Rights and Trade Secret Rights of the Pledgor such Assignor are, and will continue to be, maintained at, and controlled and directed (including, without limitation, for general accounting purposes) from, the office locations described above. The Pledgor will not establish a above or such new location established in accordance with the last sentence of this Section 2.4. No Assignor shall establish new locations for such offices until (i) it shall have given to the Collateral Agent not less than 30 15 days' prior written notice of its intention so to dodo so, clearly describing such new location and providing such other information in connection therewith as the Collateral Agent may reasonably request, (ii) with respect to such new location, it shall have taken all action action, satisfactory to the Collateral Agent, to maintain the security interest of the Collateral Agent in the Collateral intended to be granted and perfected hereby at all times fully perfected and in full force and effect, (iii) at the request of the Collateral Agent, it shall have furnished an opinion of counsel reasonably acceptable to the Collateral Agent to the effect that all financing or continuation statements and amendments or supplements thereto have been filed in the appropriate filing office or offices, and (iiiiv) the Collateral Agent shall have received reasonably satisfactory evidence that all other actions (including, without limitation, the payment of all filing fees and taxes, if any, payable in connection with such filings) have been taken, in order to perfect (and maintain the perfection and priority of) the security interest granted hereby.

Appears in 1 contract

Samples: Security Agreement (Vertis Inc)

Chief Executive Office; Records. As of the date hereof, ------------------------------- the chief executive office of the Pledgor such Assignor is located at the location address or addresses indicated on Schedule B Annex A hereto. The Pledgor Such Assignor will not move its chief executive office ---------- to any location except to a location indicated on Annex A or Annex B hereto or to such new location as the Pledgor such Assignor may establish in accordance with the last sentence of this Section 2.4. The originals of all documents evidencing all Receivables and Receivables, Contract Rights and Trade Secrets Secret Rights of the Pledgor such Assignor and the only original books of account and records of the Pledgor such Assignor relating thereto are, and will continue to be, kept at the such chief executive office of the Pledgoroffice, at such other locations shown indicated on Schedule C Annexes A and B hereto or at such new locations as the ---------- Pledgor such Assignor may establish in accordance with the last sentence of this Section 2.4. All Receivables and Receivables, Contract Rights and Trade Secret Rights of the Pledgor such Assignor are, and will continue to be, maintained at, and controlled and directed (including, without limitation, for general accounting purposes) from, the office locations described above. The Pledgor will not establish a above or such new location established in accordance with the last sentence of this Section 2.4. No Assignor shall establish new locations for such offices until (i) it shall have given to the Collateral Agent not less than 30 15 days' prior written notice of its intention so to dodo so, clearly describing such new location and providing such other information in connection therewith as the Collateral Agent may reasonably request, (ii) with respect to such new location, it shall have taken all action action, satisfactory to the Collateral Agent, to maintain the security interest of the Collateral Agent in the Collateral intended to be granted and perfected hereby at all times fully perfected and in full force and effect, (iii) at the reasonable request of the Collateral Agent, it shall have furnished an opinion of counsel reasonably acceptable to the Collateral Agent to the effect that all financing or continuation statements and amendments or supplements thereto have been filed in the appropriate filing office or offices, and (iiiiv) the Collateral Agent shall have received reasonably satisfactory evidence that all other actions (including, without limitation, the payment of all filing fees and taxes, if any, payable in connection with such filings) have been taken, in order to perfect (and maintain the perfection and priority of) the security interest granted hereby.

Appears in 1 contract

Samples: Security Agreement (Consolidated Container Co LLC)

Chief Executive Office; Records. As of the date hereof, ------------------------------- the The chief executive office of the Pledgor Obligor is located at the location address indicated on Schedule B hereto4.1(d). The Pledgor Obligor will not move its chief executive office ---------- except to such new location as the Pledgor Obligor may establish in accordance with the last sentence of this Section 2.44.1(d). The originals of all documents evidencing all Receivables and Receivables, Contract Rights and Trade Secrets Secret Rights of the Pledgor Obligor and the only original books of account and records of the Pledgor Obligor relating thereto are, and will continue to be, kept at the such chief executive office office, and/or one or more of the Pledgor, at such other record locations shown set out on Schedule C hereto 4.1(d) or at such new locations as the ---------- Pledgor Obligor may establish in accordance with the last sentence of this Section 2.44.1(d). All Receivables and Contract Rights and Trade Secret Rights of the Pledgor Obligor are, and will continue to be, maintained at, and controlled and directed (including, without limitation, including for general accounting purposes) from, the office locations described aboveabove or such new location established in accordance with the last sentence of this Section 4.1(d). The Pledgor will Obligor shall not establish a new location locations for such offices until (i) it shall have given to the Collateral Agent not less than 30 15 days' prior written notice (or such lesser notice as shall be acceptable to the Collateral Agent in the case of a new record location to be established in connection with newly acquired Contracts) of its intention so to dodo so, clearly describing such new location and providing such other information in connection therewith as the Collateral Agent may reasonably request, ; (ii) with respect to such new location, it shall have taken all action action, reasonably satisfactory to the Collateral Agent, to maintain the security interest of the Collateral Agent in the Collateral intended to be granted and perfected hereby at all times fully perfected and in full force and effect, ; and (iii) at the reasonable request of the Collateral Agent, it shall have furnished an opinion of counsel or other evidence acceptable to the Collateral Agent shall to the effect that all financing and continuation statements and amendments or supplements thereto (and similar documents and filings under the law of any relevant jurisdiction) have received reasonably satisfactory evidence that been filed in the appropriate filing office or offices, and all other actions (including, without limitation, including the payment of all filing fees and taxes, if any, payable in connection with such filings) have been taken, in order to perfect (and maintain the perfection of and priority of) the security interest Security Interest granted hereby.hereby (subject only to Permitted Liens) in respect of the types of Collateral referred to in Section 2.1(1);

Appears in 1 contract

Samples: Canadian Security Agreement (Williams Scotsman of Canada Inc)

Chief Executive Office; Records. As of the date hereof, ------------------------------- the The chief executive office of the Pledgor is located at the location indicated on Schedule address specified in Annex B hereto. The Pledgor will not move its chief executive office ---------- except to such new location as the Pledgor may establish in accordance with the last sentence of this Section 2.417. The originals of all documents evidencing all Receivables and Contract Rights and Trade Secrets in the possession of the Pledgor evidencing all Collateral, including but not limited to all Limited Liability Company Interests, and the only original books of account and records of the Pledgor relating thereto are, and will continue to be, kept at the such chief executive office of the Pledgoras specified in Annex B hereto, at such other locations shown on Schedule C hereto or at such new locations as the ---------- Pledgor may establish in accordance with the last sentence of this Section 2.417; provided that all certificates representing the Limited Liability Company Interests shall be delivered to and to be held by the Pledgee. All Receivables and Contract Rights of the Pledgor Limited Liability Company Interests (other than any certificates evidencing such Limited Liability Company Interests) are, and will continue to be, maintained at, and controlled and directed (including, without limitation, for general accounting purposes) from, such chief executive office as specified in Annex B hereto, or such new locations as the office locations described abovePledgor may establish in accordance with the last sentence of this Section 17. The Pledgor will shall not establish a new location for such offices its chief executive office or change its jurisdiction of organization until (i) it shall have given to the Collateral Agent Pledgee not less than 30 sixty (60) days' prior written notice of its intention so to do, clearly describing such new location and providing such other information in connection therewith as the Collateral Agent Pledgee may reasonably request, request and (ii) with respect to such new location, it shall have taken all action necessary or reasonably requested by the Pledgee to maintain the security interest of the Collateral Agent in the Collateral intended to be granted and perfected hereby at all times fully perfected and in full force and effect, and (iii) . Promptly after establishing a new location for its chief executive office in accordance with the Collateral Agent shall have received reasonably satisfactory evidence that all other actions (including, without limitationimmediately preceding sentence, the payment of all filing fees Pledgor shall deliver to the Pledgee a supplement to Annex B hereto so as to cause such Annex B hereto to be complete and taxes, if any, payable in connection with such filings) have been taken, in order to perfect (and maintain the perfection and priority of) the security interest granted herebyaccurate.

Appears in 1 contract

Samples: LLC Pledge Agreement (Pg&e Corp)

Chief Executive Office; Records. As of the date hereof, ------------------------------- the The chief executive office of the Pledgor is located at the location indicated on Schedule address specified in ANNEX B hereto. The Pledgor agrees that it will not move its chief executive office ---------- except to such new location as the Pledgor may establish in accordance with the last sentence provisions of this Section 2.4SECTION 16. The originals of all documents evidencing all Receivables and Contract Rights and Trade Secrets in the possession of the Pledgor evidencing all Collateral, including, but not limited to, all Limited Liability Company Interests and Partnership Interests, and the only original books of account and records of the Pledgor relating thereto are, and will continue to be, kept at the its chief executive office of at the Pledgorlocation specified in ANNEX B hereto, at such other locations shown on Schedule C hereto or at such new locations as the ---------- Pledgor may establish in accordance with the last sentence provisions of this Section 2.4SECTION 16. All Receivables Limited Liability Company Interests and Contract Rights of the Pledgor Partnership Interests are, and will continue to be, maintained at, and controlled and directed (including, without limitation, for general accounting purposes) from, such chief executive office location specified in ANNEX B hereto, or such new locations as the office locations described abovePledgor may establish in accordance with the provisions of this SECTION 16. The Pledgor will shall not establish a new location for such offices until (ia) it shall have given to the Collateral Agent Pledgee not less than 30 days' prior written notice of its intention so to do, clearly describing such new location and providing such other information in connection therewith as the Collateral Agent Pledgee may reasonably request, and (iib) with respect to such new location, it shall have taken all action action, satisfactory to the Pledgee, to maintain the security interest of the Collateral Agent Pledgee in the Collateral intended to be granted and perfected hereby at all times fully perfected and in full force and effect, and (iii) . Promptly after establishing a new location for such offices in accordance with the Collateral Agent shall have received reasonably satisfactory evidence that all other actions (including, without limitationimmediately preceding sentence, the payment of all filing fees Pledgor shall deliver to the Pledgee a supplement to ANNEX B hereto so as to cause such ANNEX B hereto to be complete and taxes, if any, payable in connection with such filings) have been taken, in order to perfect (and maintain the perfection and priority of) the security interest granted herebyaccurate.

Appears in 1 contract

Samples: Pledge Agreement (Chiquita Brands International Inc)

Chief Executive Office; Records. As of the date hereof, ------------------------------- the The chief executive office of the each Pledgor is located at the location indicated on Schedule B address specified in ANNEX F hereto. The Each Pledgor agrees that it will not move its chief executive office ---------- except to such new location as the such Pledgor may establish in accordance with the last sentence two sentences of this Section 2.4SECTION 16. The originals of all documents in the possession of each Pledgor evidencing all Receivables Collateral, including, but not limited to, all Limited Liability Company Interests and Contract Rights and Trade Secrets of the Pledgor Partnership Interests, and the only original books of account and records of the such Pledgor relating thereto are, and will continue to be, kept at the its chief executive office of at the Pledgorlocation specified in ANNEX F hereto, at such other locations shown on Schedule C hereto or at such new locations as the ---------- such Pledgor may establish in accordance with the last sentence two sentences of this Section 2.4SECTION 16. All Receivables Limited Liability Company Interests and Contract Rights of the Pledgor Partnership Interests are, and will continue to be, maintained at, and controlled and directed (including, without limitation, for general accounting purposes) from, such chief executive office location specified in ANNEX F hereto, or such new locations as the office locations described aboverespective Pledgor may establish in accordance with the last two sentences of this SECTION 16. The No Pledgor will not shall establish a new location for such offices until (ia) it shall have given to the Collateral Agent Pledgee not less than 30 60 days' prior written notice of its intention so to do, clearly describing such new location and providing such other information in connection therewith as the Collateral Agent Pledgee may reasonably request, and (iib) with respect to such new location, it shall have taken all action action, satisfactory to the Pledgee, to maintain the security interest interests of the Collateral Agent Pledgee in the Collateral intended to be granted and perfected hereby at all times fully perfected and in full force and effect, and (iii) . Promptly after establishing a new location for such offices in accordance with the Collateral Agent shall have received reasonably satisfactory evidence that all other actions (including, without limitationimmediately preceding sentence, the payment of all filing fees respective Pledgor shall deliver to the Pledgee a supplement to ANNEX F hereto so as to cause such ANNEX F hereto to be complete and taxes, if any, payable in connection with such filings) have been taken, in order to perfect (and maintain the perfection and priority of) the security interest granted herebyaccurate.

Appears in 1 contract

Samples: Pledge Agreement (Regent Communications Inc)

Chief Executive Office; Records. As Change of the date hereof, ------------------------------- the Name; Jurisdiction of Organization. (i) The chief executive office of the such Pledgor is located at the location address indicated on next to its name in Schedule B 4.6(i) annexed hereto. The Such Pledgor will shall not move its chief executive office ---------- to any location other than one within the continental United States that is listed in such Schedule 4.6(i) except to such new location as the such Pledgor may establish in accordance with the last sentence of this Section 2.44.6(i). The originals All tangible evidence of all documents evidencing all Receivables Accounts and Contract Rights and Trade Secrets General Intangibles of the such Pledgor and the only original books of account and records of the such Pledgor relating thereto are, and will continue to be, kept at the such chief executive office of the Pledgor, at or such other locations shown on location listed in Schedule C hereto 4.6(i) annexed hereto, or at such new locations location for such chief executive office as the ---------- such Pledgor may establish in accordance with the last sentence of this Section 2.44.6(i). All Receivables Accounts and Contract Rights General Intangibles of the such Pledgor are, and will continue to be, maintained at, and controlled and directed monitored (including, without limitation, for general accounting purposes) fromfrom such chief executive office location or such other location listed in Schedule 4.6(i) annexed hereto, or such new location as such Pledgor may establish in accordance with the office locations described abovelast sentence of this Section 4.6(i). The Such Pledgor will shall not establish a new location for such offices its chief executive office to any location other than one within the continental United States that is listed in Schedule 4.6(i) or change its name, identity or structure until (i) it shall have given to the Collateral Agent not less than 30 fifteen (15) days' prior written notice (in the form of an Officers' Certificate) of its intention so to do, clearly describing such new location within the continental United States or name and providing such other information in connection therewith as the Collateral Agent may reasonably request, request and (ii) with respect to such new locationlocation or name, it such Pledgor shall have taken all action 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 intended to be granted and perfected hereby at all times fully perfected and in full force and effecthereby, and (iii) the Collateral Agent shall have received reasonably satisfactory evidence that all other actions (including, without limitation, using commercially reasonable efforts to obtain waivers of landlord's or warehouseman's liens with respect to such new location, if required by the payment terms hereof or otherwise reasonably requested by the Collateral Agent. (ii) The exact legal name, type of all filing fees organization and taxesjurisdiction of organization (together with the organizational identification number, if any, payable issued by such jurisdiction to such Pledgor and such Pledgor's employer identification number) of such Pledgor is set forth in Schedule 4.6(ii) hereto. Such Pledgor shall not "reincorporate" or "reorganize" or otherwise cause the Pledged Collateral to be transferred to a Person incorporated or organized in another state except to the extent (a) permitted pursuant to the provisions of the Credit Agreement, (b) it shall have given to the Collateral Agent not less than fifteen (15) days' prior written notice (in the form of an Officers' Certificate) of its intention so to do clearly describing such transaction and providing such other information in connection therewith as the Collateral Agent may request and (c) with respect to such filings) transaction, such Pledgor shall have been taken, in order taken all action reasonably satisfactory to perfect (and the Collateral Agent to maintain the perfection and priority of) of the security interest of the Collateral Agent for the benefit of the Secured Parties in the Pledged Collateral intended to be granted hereby.

Appears in 1 contract

Samples: Security Agreement (Actuant Corp)

Chief Executive Office; Records. As of the date hereof, ------------------------------- the The chief executive office of the Pledgor Assignor is located at the location indicated on Schedule B hereto3 Coliseum Center, 2550 Xxxx Xxxxxx Xxxx, Xxxxxxxxx, Xxxxx Xxxxxxxx 00000. The Pledgor Xxe Assignor will not move its chief executive office ---------- except to such new location as the Pledgor Assignor may establish in accordance with the last sentence of this Section 2.4. The originals of all documents evidencing all Receivables and Contract Rights and Trade Secrets of the Pledgor Assignor and the only original books of account and records of the Pledgor Assignor relating thereto are, and will continue to be, kept at the such chief executive office of the Pledgoroffice, at such other locations shown on Schedule C Annex B hereto or at such new locations as the ---------- Pledgor Assignor may establish in accordance with the last sentence of this Section 2.4, provided that, so long as (x) true and correct copies of all documents evidencing such Receivables and Contract Rights and copies of such books and records are kept at such chief executive office or at such other locations shown on Annex B hereto, and (y) the failure to maintain any original copies of the foregoing at such locations could not have an adverse effect upon the validity, perfection or priority of any security interest granted hereunder, the Assignor shall be permitted to keep original copies of the foregoing at other locations to be determined in a manner consistent with its past practices. All Receivables and Contract Rights of the Pledgor Assignor are, and will continue to be, maintained at, and controlled and directed (including, without limitation, for general accounting purposes) from, the office locations described above. The Pledgor will Assignor shall not establish a new location locations for such offices until (i) it shall have given to the Collateral Agent not less than 30 days' prior written notice of its intention so to do, clearly describing such new location and providing such other information in connection therewith as the Collateral Agent may reasonably request, (ii) with respect to such new location, it shall have taken all action to maintain the security interest of the Collateral Agent in the Collateral intended to be granted and perfected hereby at all times fully perfected and in full force and effect, effect and (iii) at the request of the Collateral Agent, it shall have furnished an opinion of counsel reasonably acceptable to the Collateral Agent shall to the effect that all financing or continuation statements and amendments or supplements thereto have received reasonably satisfactory evidence that been filed in the appropriate filing office or offices, and all other actions (including, without limitation, the payment of all filing fees and taxes, if any, payable in connection with such filings) have been taken, in order to perfect (and maintain the perfection and priority of) the security interest granted hereby.

Appears in 1 contract

Samples: Security Agreement (Menasco Aerosystems Inc)

Chief Executive Office; Records. As of the date hereof, ------------------------------- the The chief executive office of the Pledgor is located at the location indicated on Schedule B hereto00 Xxxx Xxxx, Savannah, Georgia 31405. The Pledgor will shall not move its chief executive office ---------- except to such new location as the Pledgor may establish in accordance with the last sentence of this Section 2.45(d). The originals All tangible evidence of all documents evidencing all Receivables Receivables, Pension Plan Reversions, Contracts, Intangibles and Contract Rights and Trade Secrets Insurance Policies of the Pledgor and the only original books of account and records of the Pledgor relating thereto are, and will continue to be, kept at the such chief executive office of the Pledgoroffice, at such other locations shown on Schedule C hereto or at such new locations location for such chief executive office as the ---------- Pledgor may establish in accordance with the last sentence of this Section 2.45(d). All Receivables Receivables, Pension Plan Reversions, Contracts, Intangibles and Contract Rights Insurance Policies of the Pledgor are, and will continue to be, maintained at, and controlled and directed monitored (including, without limitation, for general accounting purposes) fromfrom such chief executive office location shown above, or such new location as Pledgor may establish in accordance with the office locations described abovelast sentence of this Section 5(d). The Pledgor will shall not establish a new location for such offices its chief executive office nor shall it change its name until (i) it shall have given to the Collateral Agent not less than 30 days' prior written notice of its intention so to do, clearly describing such new location or name and providing such other information in connection therewith as the Collateral Agent or any Secured Party may reasonably request, and (ii) with respect to such new locationlocation or name, it Pledgor shall have taken all action reasonably satisfactory to 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 intended to be granted and perfected hereby at all times fully perfected and in full force and effecthereby, and (iii) the Collateral Agent shall have received reasonably satisfactory evidence that all other actions (including, without limitation, the payment obtaining waivers of all filing fees and taxeslandlord's or warehouseman's liens with respect to such new location, if any, payable in connection with such filings) have been taken, in order to perfect (and maintain the perfection and priority of) the security interest granted herebyapplicable.

Appears in 1 contract

Samples: Credit Agreement (Carson Inc)

Chief Executive Office; Records. As of the date hereof, ------------------------------- the The chief executive office of the Pledgor such Assignor is located at the location address or addresses indicated on Schedule B Annex A hereto. The Pledgor Such Assignor will not move its chief executive office ---------- except to such new location as the Pledgor such Assignor may establish in accordance with the last sentence of this Section 2.4. The originals of all documents evidencing all Receivables and Receivables, Contract Rights and Trade Secrets Secret Rights of the Pledgor such Assignor and the only original books of account and records of the Pledgor such Assignor relating thereto are, and will continue to be, kept at the such chief executive office of the Pledgor, at such other locations shown on Schedule C hereto or at such new locations as the ---------- Pledgor such Assignor may establish in accordance with the last sentence of this Section 2.4. All Receivables and Receivables, Contract Rights and Trade Secret Rights of the Pledgor such Assignor are, and will continue to be, maintained at, and controlled and directed (including, without limitation, for general accounting purposes) from, the office locations described aboveabove or such new location established in accordance with the last sentence of this Section 2.4. The Pledgor will Such Assignor shall not establish a new location locations for such offices until (i) it shall have given to the Collateral Agent not less than 30 days' prior written notice of its intention so to dodo so, clearly describing such new location and providing such other information in connection therewith as the Collateral Agent may reasonably request, (ii) with respect to such new location, it shall have taken all action action, satisfactory to the Collateral Agent, to maintain the security interest of the Collateral Agent in the Collateral intended to be granted and perfected hereby at all times fully perfected and in full force and effect, (iii) at the reasonable request of the Collateral Agent, it shall have furnished an opinion of counsel reasonably acceptable to the Collateral Agent to the effect that all financing or continuation statements and amendments or supplements thereto have been filed in the appropriate filing office or offices, and (iiiiv) the Collateral Agent shall have received reasonably satisfactory reasonable evidence that all other actions (including, without limitation, the payment of all filing fees and taxes, if any, payable in connection with such filings) have been taken, in order to perfect (and maintain the perfection and priority of) the security interest granted hereby.

Appears in 1 contract

Samples: Security Agreement (Pca Valdosta Corp)

Chief Executive Office; Records. As of the date hereof, ------------------------------- the The chief executive office of the Pledgor each Assignor is located at the location address indicated on Schedule B hereto2.1(f) hereto for such Assignor. The Pledgor will not No Assignor shall move its chief executive office ---------- except to such new location as the Pledgor may establish in accordance with the last sentence of this Section 2.4. The originals of all documents evidencing all Receivables and Contract Rights and Trade Secrets of the Pledgor and the only original books of account and records of the Pledgor relating thereto are, and will continue to be, kept at the chief executive office of the Pledgor, at such other locations shown on Schedule C hereto or at such new locations as the ---------- Pledgor may establish in accordance with the last sentence of this Section 2.4. All Receivables and Contract Rights of the Pledgor are, and will continue to be, maintained at, and controlled and directed (including, without limitation, for general accounting purposes) from, the office locations described above. The Pledgor will not establish a new location for such offices until (i) it shall have given to the Collateral Agent not less than 30 days' ’ (or such shorter period as may be acceptable to the Collateral Agent) prior written notice of its intention so to dodo so, clearly describing such new location and providing such other information in connection therewith as the Collateral Agent may reasonably request, (ii) with respect to such new location, it shall have taken all action action, reasonably satisfactory to the Collateral Agent, to maintain the security interest interests of the Collateral Agent in the Collateral intended to be granted and perfected hereby at all times fully perfected and in full force and effect, (iii) at the reasonable request of the Collateral Agent, it shall have furnished an opinion of counsel acceptable to the Collateral Agent to the effect that all financing or continuation statements and amendments or supplements thereto have been filed in the appropriate filing office or offices, and all other actions (including, without limitation, the payment of all filing fees and taxes, if any, payable in connection with such filings) have been taken, in order to perfect (and maintain the perfection and priority of) the security interests granted hereby and (iiiiv) the Collateral Agent shall have received reasonably satisfactory evidence that all other actions (including, without limitation, the payment of all filing fees and taxes, if any, payable in connection with such filings) have been taken, in order to perfect (and maintain the perfection and priority of) the security interest interests granted hereby.

Appears in 1 contract

Samples: Collateral Security Agreement (Huntsman International LLC)

Chief Executive Office; Records. As of the date hereofClosing Date, ------------------------------- the location of the chief executive office of the Pledgor each Grantor is located at the location indicated listed on Schedule B hereto. The Pledgor Exhibit D. No Grantor will not move its chief executive office ---------- except to such new location as the Pledgor such Grantor may establish in accordance with the last sentence of this Section 2.43.4. The originals of all documents evidencing all Receivables and Contract Rights and Trade Secrets of the Pledgor each Grantor and the only original books of account and records of the Pledgor such Grantor relating thereto are, and will continue to be, kept at the such chief executive office of the Pledgoroffice, at such other locations shown on Schedule C Exhibit D hereto or at such new locations as the ---------- Pledgor such Grantor may establish in accordance with the last sentence of this Section 2.4. All 3.4 or Section 3.5; provided, that, so long as (x) true and correct copies of all documents evidencing such Receivables and Contract Rights copies of such books and records are kept at such chief executive office or at such other locations shown on Exhibit D hereto, or at such new locations as Grantor may establish in accordance with this Section 3.4 or section 3.5, and (y) the failure to maintain any original copies of the Pledgor areforegoing at such locations could not have an adverse effect upon the validity, and will continue perfection or priority of any security interest granted hereunder, each Grantor shall be permitted to be, maintained at, and controlled and directed (including, without limitation, for general accounting purposes) from, keep original copies of the office foregoing at other locations described aboveto be determined in a manner consistent with its past practices. The Pledgor will not No Grantor shall establish a new location for such offices its chief executive office until (i) it shall have given to the Collateral Agent not less than 30 days' prior written notice of its intention so to do, clearly describing such new location and providing such other information in connection therewith as the Collateral Agent may reasonably request, and (ii) with respect to such new location, it shall have taken all action to maintain the security interest Security Interest of the Collateral Agent in the Collateral intended to be granted and perfected hereby at all times to be fully perfected and in full force and effect, and (iii) at the Collateral Agent request of the Agent, it shall have received reasonably satisfactory evidence that execute and deliver all filing of financing statements or continuations and amendments or supplements thereto, as necessary, for filing in appropriate filing offices, and taken all other actions (including, without limitation, the payment of all filing fees and taxes, if any, payable in connection with such filings) have been taken, necessary in order to perfect (and maintain the perfection and priority of) the security interest granted herebySecurity Interest. Any such notice of a change or addition to the locations on Exhibit D shall, after compliance with the immediately preceding sentence, be deemed to amend such Exhibit to reflect such change or addition, to the same extent as if the Grantors, the Agent and each Lender entered into a formal written amendment hereof for that purpose.

Appears in 1 contract

Samples: Security and Collateral Agreement (Penn Traffic Co)

Chief Executive Office; Records. As of the date hereof, ------------------------------- the The chief executive office of the each Pledgor is located at the location indicated on Schedule B heretoaddress specified in Annex F hereto for such Pledgor. The Each Pledgor will not move its chief executive office ---------- except to such new location as the such Pledgor may establish in accordance with the last sentence of this Section 2.417. The originals of all documents in the possession of such Pledgor evidencing all Receivables Collateral, including but not limited to all Limited Liability Company Interests and Contract Rights and Trade Secrets of the Pledgor Partnership Interests, and the only original books of account and records of the such Pledgor relating thereto are, and will continue to be, kept at the such chief executive office of the Pledgoras specified in Annex F hereto, at such other locations shown on Schedule C hereto or at such new locations as the ---------- such Pledgor may establish in accordance with the last sentence of this Section 2.417. All Receivables Limited Liability Company Interests and Contract Rights of the Pledgor Partnership Interests are, and will continue to be, maintained at, and controlled and directed (including, without limitation, for general accounting purposes) from, such chief executive office as specified in Annex F hereto, or such new locations as such Pledgor may establish in accordance with the office locations described abovelast sentence of this Section 17. The No Pledgor will not shall establish a new location for such offices until (i) it shall have given to the Collateral Agent not less than 30 Pledgee within 10 days' prior written notice of its intention so to dofollowing such relocation, clearly describing such new location and providing such other information in connection therewith as the Collateral Agent Pledgee may reasonably request, request and (ii) with respect to such new location, it shall have taken all action action, satisfactory to the Pledgee, to maintain the security interest of the Collateral Agent in the Collateral intended to be granted and perfected hereby at all times fully perfected and in full force and effect, and (iii) . Promptly after establishing a new location for such offices in accordance with the Collateral Agent shall have received reasonably satisfactory evidence that all other actions (including, without limitationimmediately preceding sentence, the payment of all filing fees respective Pledgor shall deliver to the Pledgee a supplement to Annex F hereto so as to cause such Annex F hereto to be complete and taxes, if any, payable in connection with such filings) have been taken, in order to perfect (and maintain the perfection and priority of) the security interest granted herebyaccurate.

Appears in 1 contract

Samples: Pledge Agreement (Communications Instruments Inc)

Chief Executive Office; Records. As of the date hereof, ------------------------------- the The chief executive office of the each Pledgor is located at the location indicated on Schedule B address specified in Annex F hereto. The Each Pledgor will not move its chief executive office ---------- except to such new location as the such Pledgor may establish in accordance with the last sentence of this Section 2.416. The originals of all documents in the possession of such Pledgor evidencing all Receivables Collateral owned by such Pledgor, including but not limited to all Limited Liability Company Interests and Contract Rights and Trade Secrets of the Pledgor Partnership Interests, and the only original books of account and records of the Pledgor relating thereto are, and will continue to be, kept at the such chief executive office of at the Pledgorlocation specified in Annex F hereto, at such other locations shown on Schedule C hereto or at such new locations as the ---------- Pledgor may establish in accordance with the last sentence of this Section 2.416. All Receivables Limited Liability Company Interests and Contract Rights of the Pledgor Partnership Interests are, and will continue to be, maintained at, and controlled and directed (including, without limitation, for general accounting purposes) from, such chief executive office location specified in Annex F hereto, or such new locations as the office locations described abovePledgor may establish in accordance with the last sentence of this Section 16. The No Pledgor will not shall establish a new location for such offices until (i) it shall have given to the Collateral Agent Pledgee not less than 30 days' prior written notice of its intention so to do, clearly describing such new location and providing such other information in connection therewith as the Collateral Agent Pledgee may reasonably request, request and (ii) with respect to such new location, it shall have taken all action action, satisfactory to the Pledgee, to maintain the security interest of the Collateral Agent Pledgee in the Collateral intended to be granted and perfected hereby at all times fully perfected and in full force and effect, and (iii) . Promptly after establishing a new location for such offices in accordance with the Collateral Agent shall have received reasonably satisfactory evidence that all other actions (including, without limitationimmediately preceding sentence, the payment of all filing fees respective Pledgor shall deliver to the Pledgee a supplement to Annex F hereto so as to cause such Annex F hereto to be complete and taxes, if any, payable in connection with such filings) have been taken, in order to perfect (and maintain the perfection and priority of) the security interest granted herebyaccurate.

Appears in 1 contract

Samples: Credit Agreement (Philip Services Corp)

Chief Executive Office; Records. As of the date hereof, ------------------------------- the The chief executive office of the ------------------------------- Pledgor is located at the location indicated on Schedule B hereto00 Xxxx Xxxx, Savannah, Georgia 31405. The Pledgor will shall not move its chief executive office ---------- except to such new location as the Pledgor may establish in accordance with the last sentence of this Section 2.45(d). The originals All tangible evidence of all documents evidencing all Receivables Receivables, Pension Plan Reversions, Contracts, Intangibles and Contract Rights and Trade Secrets Insurance Policies of the Pledgor and the only original books of account and records of the Pledgor relating thereto are, and will continue to be, kept at the such chief executive office of the Pledgoroffice, at such other locations shown on Schedule C hereto or at such new locations location for such chief executive office as the ---------- Pledgor may establish in accordance with the last sentence of this Section 2.45(d). All Receivables Receivables, Pension Plan Reversions, Contracts, Intangibles and Contract Rights Insurance Policies of the Pledgor are, and will continue to be, maintained at, and controlled and directed monitored (including, without limitation, for general accounting purposes) fromfrom such chief executive office location shown above, or such new location as Pledgor may establish in accordance with the office locations described abovelast sentence of this Section 5(d). The Pledgor will shall not establish a new location for such offices its chief executive office nor shall it change its name until (i) it shall have given to the Collateral Agent not less than 30 days' prior written notice of its intention so to do, clearly describing such new location or name and providing such other information in connection therewith as the Collateral Agent or any Secured Party may reasonably request, and (ii) with respect to such new locationlocation or name, it Pledgor shall have taken all action reasonably satisfactory to 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 intended to be granted and perfected hereby at all times fully perfected and in full force and effecthereby, and (iii) the Collateral Agent shall have received reasonably satisfactory evidence that all other actions (including, without limitation, the payment obtaining waivers of all filing fees and taxeslandlord's or warehouseman's liens with respect to such new location, if any, payable in connection with such filings) have been taken, in order to perfect (and maintain the perfection and priority of) the security interest granted herebyapplicable.

Appears in 1 contract

Samples: General Security Agreement (Carson Products Co)

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Chief Executive Office; Records. As of the date hereof, ------------------------------- the The chief executive office of the Pledgor each of Pledgors is located at the location indicated on Schedule B hereto5575 Xxxx Xxxxxx Xxxxx, Xxxxx 000, Xxxxxxxx Xxxxxxx, XX 00000. The Xach Pledgor will shall not move its chief executive office ---------- except to such new location as the Pledgor it may establish in accordance with the last sentence of this Section 2.45(d). The originals All tangible ______________________________________ Footnote continued from previous page. evidence of all documents evidencing all Receivables Receivables, Pension Plan Reversions, Contracts, Intangibles, Insurance Policies, System Agreements and Contract Rights and Trade Secrets Governmental Licenses of the each Pledgor and the only original books of account and records of the each Pledgor relating thereto are, and will continue to be, kept at the such chief executive office of the Pledgoroffice, at such other locations shown on Schedule C hereto or at such new locations location for such chief executive office as the ---------- each Pledgor may establish in accordance with the last sentence of this Section 2.45(d). All Receivables Receivables, Pension Plan Reversions, Contracts, Intangibles, Insurance Policies, System Agreements and Contract Rights Governmental Licenses of the each Pledgor are, and will continue to be, maintained at, and controlled and directed monitored (including, without limitation, for general accounting purposes) fromfrom such chief executive office location shown above, or such new location as a Pledgor may establish in accordance with the office locations described abovelast sentence of this Section 5(d). The Pledgor will Pledgors shall not establish a new location for such offices their chief executive office nor change their name until (i) it shall have given to the Collateral Agent not less than 30 45 days' prior written notice of its intention so to do, clearly describing such new location or name and providing such other information in connection therewith as Collateral Agent or any Secured Party may request, and (ii) with respect to such new location or name, Pledgors shall have taken all action satisfactory to Collateral Agent and the Secured Parties to maintain the perfection and priority of the security interest of Collateral Agent for the benefit of the Secured Parties in the Pledged Collateral intended to be granted hereby, including, without limitation, obtaining waivers of landlord's or warehouseman's liens with respect to such new location, if applicable. Location of Inventory. All Inventory held on the date hereof by each Pledgor is located at one of the locations shown with respect to each such Pledgor on Schedule B hereto, except for Inventory in transit in the ordinary course of business to or from one or more of such locations or such inventory located at the premises of subscribers in the ordinary course of business. All Inventory now held or subsequently acquired shall be kept at one of the locations shown on Schedule B hereto with respect to each Pledgor, except for Inventory in transit in the ordinary course of business to or from one or more of such locations or such Inventory located at the premises of subscribers in the ordinary course of ______________________________________ Footnote continued from previous page. 264 business, or at such new location as a Pledgor may establish if (i) such Pledgor shall have given to Collateral Agent reasonable prior written notice of its intention so to do, clearly describing such new location and providing such other information in connection therewith as the Collateral Agent or any Secured Party may reasonably request, and (ii) with respect to such new location, it Pledgors shall have taken all action satisfactory to Collateral Agent and the Secured Parties to maintain the perfection and priority of the security interest of the Collateral Agent in the Pledged Collateral intended to be granted hereby, including, without limitation, obtaining waivers of landlord's or warehouseman's liens with respect to such new location, if applicable. Location of Equipment. All Equipment held on the date hereof by each Pledgor is located at one of the locations shown with respect to each such Pledgor on Schedule C hereto. All Equipment now held or subsequently acquired by Pledgors shall be kept at one of the locations shown on Schedule C hereto with respect to each Pledgor except for such Equipment located at the premises of subscribers in the ordinary course of business, or such new location as a Pledgor may establish if (i) such Pledgor shall have given to Collateral Agent reasonable prior written notice of its intention so to do, clearly describing such new location and perfected hereby at all times fully perfected and providing such other information in full force and effectconnection therewith as Collateral Agent or any Secured Party may request, and (iiiii) the with respect to such new location, Pledgors shall have taken all action satisfactory to Collateral Agent shall and the Secured Parties to maintain the perfection and priority of the security interest of Collateral Agent for the benefit of the Secured Parties in the Pledged Collateral intended to be granted hereby, including, without limitation, obtaining waivers of landlord's or warehouseman's liens with respect to such new location, if applicable. Authorization, Enforceability. Pledgors have received reasonably satisfactory evidence that the requisite corporate power, authority and legal right to pledge and grant a security interest in all other actions the Pledged Collateral pursuant to this Agreement, and this Agreement constitutes the legal, valid and binding obligation of Pledgors, enforceable against Pledgors in accordance with ______________________________________ Footnote continued from previous page. its terms except as such enforceability may be limited by bankruptcy, insolvency, reorganization, moratorium or similar laws relating to or limiting creditors' rights generally or by equitable principles relating to enforceability. No Consents, etc. Except as set forth in Part_B of Schedule D hereto, no consent of any party (including, without limitation, the payment stockholders or creditors of all Pledgors or any account debtor under a Receivable) and, except as provided in Section 30 of this Agreement, no consent, authorization, approval, license or other action by, and no notice to or filing fees and taxeswith, if any, payable in connection with such filings) have been taken, in order to perfect any Governmental Authority or regulatory body or other Person is required for (and maintain the perfection and priority ofx) the security interest granted herebypledge by Pledgors of the Pledged Collateral pursuant to this Agreement or for the execution, delivery or performance of this Agreement by Pledgors, (y) the exercise by Collateral Agent of the rights provided for in this Agreement, or (z) the exercise by Collateral Agent of the remedies in respect of the Pledged Collateral pursuant to this Agreement other than internal consents of the Collateral Agent.

Appears in 1 contract

Samples: Credit Agreement (American Telecasting Inc/De/)

Chief Executive Office; Records. As The chief executive office of each Grantor is located, as of the date hereof, ------------------------------- the chief executive office of the Pledgor is located at the location address indicated on Schedule B heretoA hereto for such Grantor. The Pledgor Such Grantor will not move its chief executive office ---------- except to such new location as the Pledgor such Grantor may establish in accordance with the last sentence of this Section 2.43.4. Since the later of (a) January 12, 2001, and (b) the date such Grantor became a Subsidiary of Xxxxx Xxxxx, the chief executive office of each such Grantor has not been located at any address not indicated on Schedule A. The originals of all documents evidencing or constituting all Receivables and Accounts, Chattel Paper, Contract Rights and Trade Secrets Secret Rights of the Pledgor such Grantor and the only original books of account and records of the Pledgor such Grantor relating thereto are, and will continue to be, kept at the such chief executive office of the Pledgoroffice, at such other locations shown on Schedule C A hereto or at such new locations as the ---------- Pledgor such Grantor may establish in accordance with the last sentence of this Section 2.43.4. All Receivables Accounts and Contract Rights of the Pledgor such Grantor are, and will continue to be, maintained at, and controlled and directed (including, without limitation, for general accounting purposes) from, the office locations described above. The Pledgor will not No Grantor shall establish a new location locations for such offices until (ia) it shall have given to the Collateral Agent not less than 30 days' days prior written notice of its intention so to do, clearly describing such new location and providing such other information in connection therewith as the Collateral Agent may reasonably request, (iib) with respect to such new location, it shall have taken all action necessary to maintain the security interest of the Collateral Agent in the Security Agreement Collateral intended to be granted and perfected hereby at all times fully perfected and in full force and effect, (c) at the reasonable request of the Collateral Agent, it shall have furnished an opinion of counsel in form and substance reasonably acceptable to the Collateral Agent to the effect that all financing or continuation statements and amendments or supplements thereto have been filed in the appropriate filing office or offices, and all other actions (including, without limitation, the payment of all filing fees and taxes, if any, payable in connection with such filings) have been taken, in order to perfect (and maintain the perfection and priority of) the security interest granted hereby and (iiid) the Collateral Agent shall have received reasonably satisfactory evidence that all other actions (including, without limitation, the payment of all filing fees and taxes, if any, payable in connection with such filings) have been taken, in order to perfect (and maintain the perfection and priority of) the security interest granted hereby.

Appears in 1 contract

Samples: Security Agreement (Mission Broadcasting Inc)

Chief Executive Office; Records. As of the date hereof, ------------------------------- the The chief executive office of the Pledgor is located at the location indicated on Schedule B hereto000 Xxxxxxxxxx Xxxxx, Xxxxxxxxx, Xxxxxxxx 00000. The Pledgor will shall not move its chief executive office ---------- except to such new location as the Pledgor may establish in accordance with the last sentence of this Section 2.4subsection 5(d). The originals All tangible evidence of all documents evidencing all Receivables and Contract Rights and Trade Secrets of the Pledgor and the only original books of account and records of the Pledgor relating thereto are, and will continue to be, kept at the such chief executive office of the Pledgoroffice, at such other locations shown on Schedule C hereto or at such new locations location for such chief executive office as the ---------- Pledgor may establish in accordance with the last sentence of this Section 2.4subsection 5(d). All Receivables and Contract Rights of the Pledgor are, and will continue to be, maintained at, and controlled and directed monitored (including, without limitation, for general accounting purposes) fromfrom such chief executive office location shown above, or such new location as Pledgor may establish in accordance with the office locations described abovelast sentence of this subsection 5(d). The Pledgor will shall not establish a new location for such offices its chief executive office nor shall it change its name until (i) it shall have given to the Collateral Agent not less than 30 thirty (30) days' prior written notice of its intention so to do, clearly describing such new location or name and providing such other information in connection therewith as the Collateral Agent or any Secured Party may reasonably request, request and (ii) with respect to such new locationlocation or name, it Pledgor shall have taken all action satisfactory to Collateral Agent and the Secured Parties 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 intended to be granted and perfected hereby at all times fully perfected and in full force and effecthereby, and (iii) the Collateral Agent shall have received reasonably satisfactory evidence that all other actions (including, without limitation, the payment obtaining waivers of all filing fees and taxeslandlord's or warehouseman's liens with respect to such new location, if any, payable in connection with such filings) have been taken, in order to perfect (and maintain the perfection and priority of) the security interest granted herebyapplicable.

Appears in 1 contract

Samples: General Security Agreement (Wells Aluminum Corp)

Chief Executive Office; Records. As of the date hereof, ------------------------------- the The chief executive office of the Pledgor is located at the location indicated on Schedule B hereto00 Xxxx Xxxx, Savannah, Georgia 31405. The Pledgor will shall not move its chief executive office ---------- except to such new location as the Pledgor may establish in accordance with the last sentence of this Section 2.45(d). The originals All tangible evidence of all documents evidencing all Receivables Receivables, Pension Plan Reversions, Contracts, Intangibles and Contract Rights and Trade Secrets Insurance Policies of the Pledgor and the only original books of account and records of the Pledgor relating thereto are, and will continue to be, kept at the such chief executive office of the Pledgoroffice, at such other locations shown on Schedule C hereto or at such new locations location for such chief executive office as Pledgor may establish in accordance DRAFT: March 21, 1997 H:\WPCDOCS\1186\141511 with the ---------- last sentence of this Section 5(d). All Receivables, Pension Plan Reversions, Contracts, Intangibles and Insurance Policies of Pledgor are, and will continue to be, controlled and monitored (including, without limitation, for general accounting purposes) from such chief executive office location shown above, or such new location as Pledgor may establish in accordance with the last sentence of this Section 2.45(d). All Receivables and Contract Rights of the Pledgor are, and will continue to be, maintained at, and controlled and directed (including, without limitation, for general accounting purposes) from, the office locations described above. The Pledgor will shall not establish a new location for such offices its chief executive office nor shall it change its name until (i) it shall have given to the Collateral Agent not less than 30 days' prior written notice of its intention so to do, clearly describing such new location or name and providing such other information in connection therewith as the Collateral Agent or any Secured Party may reasonably request, and (ii) with respect to such new locationlocation or name, it Pledgor shall have taken all action reasonably satisfactory to 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 intended to be granted and perfected hereby at all times fully perfected and in full force and effecthereby, and (iii) the Collateral Agent shall have received reasonably satisfactory evidence that all other actions (including, without limitation, the payment obtaining waivers of all filing fees and taxeslandlord's or warehouseman's liens with respect to such new location, if any, payable in connection with such filings) have been taken, in order to perfect (and maintain the perfection and priority of) the security interest granted herebyapplicable.

Appears in 1 contract

Samples: Credit Agreement (Carson Inc)

Chief Executive Office; Records. As The chief executive office of each Grantor is located, as of the date hereof, ------------------------------- the chief executive office of the Pledgor is located at the location address indicated on Schedule B heretoANNEX A hereto for such Grantor. The Pledgor Such Grantor will not move its chief executive office ---------- except to such new location as the Pledgor such Grantor may establish in accordance with the last sentence of this Section 2.4SECTION 3.4. The originals of all documents evidencing all Receivables and Contract Rights and Trade Secrets of the Pledgor such Grantor and the only original books of account and records of the Pledgor such Grantor relating thereto are, and will continue to be, kept at the such chief executive office of the Pledgoroffice, at such other locations shown on Schedule C ANNEX A hereto or at such new locations as the ---------- Pledgor such Grantor may establish in accordance with the last sentence of this Section 2.4SECTION 3.4. All Receivables and Contract Rights of the Pledgor such Grantor are, and will continue to be, maintained at, and controlled and directed (including, without limitation, for general accounting purposes) from, the office locations described above. The Pledgor will not No Grantor shall establish a new location locations for such offices until (ia) it shall have given to the Collateral Agent not less than 30 sixty (60) days' prior written notice of its intention so to do, clearly describing such new location and providing such other information in connection therewith as the Collateral Agent may reasonably request, (iib) with respect to such new location, it shall have taken all action necessary to maintain the security interest interests of the Collateral Agent in the Security Agreement Collateral intended to be granted and perfected hereby at all times fully perfected and in full force and effect, (c) at the reasonable request of the Collateral Agent, it shall have furnished an opinion of counsel in form and substance reasonably acceptable to the Collateral Agent to the effect that all financing or continuation statements and amendments or supplements thereto have been filed in the appropriate filing office or offices, and all other actions (including, without limitation, the payment of all filing fees and taxes, if any, payable in connection with such filings) have been taken, in order to perfect (and maintain the perfection of) the security interests granted hereby, and (iiid) the Collateral Agent shall have received reasonably satisfactory evidence that all other actions (including, without limitation, the payment of all filing fees and taxes, if any, payable in connection with such filings) have been taken, in order to perfect (and maintain the perfection and priority of) the security interest interests granted hereby.

Appears in 1 contract

Samples: Security Agreement (Regent Communications Inc)

Chief Executive Office; Records. As of the date hereof, ------------------------------- the The chief executive office of the Pledgor Assignor is located at the location indicated on Schedule B heretoXxxxxxx 000 Xxxx, Xxxxxxxxxx, Xxxxx Xxxxxxxx 00000. The Pledgor Assignor will not move its chief executive office ---------- except to such new location as the Pledgor Assignor may establish in accordance with the last sentence of this Section 2.4. The originals of all documents evidencing all Receivables and Contract Rights and Trade Secrets of the Pledgor Assignor and the only original books of account and records of the Pledgor Assignor relating thereto are, and will continue to be, kept at the such chief executive office of the Pledgoroffice, at such other locations shown on Schedule C Annex B hereto or at such new locations as the ---------- Pledgor Assignor may establish in accordance with the last sentence of this Section 2.4. All Receivables and Contract Rights of the Pledgor Assignor are, and will continue to be, maintained at, and controlled and directed (including, without with out limitation, for general accounting purposes) from, the office locations described above. The Pledgor will Assignor shall not establish a es tablish new location locations for such offices until (i) it shall have given to the Collateral Agent not less than 30 days' prior written notice of its intention so to do, clearly describing such new location and providing such other information in connection therewith as the Collateral Agent may reasonably request, (ii) with respect to such new location, it shall have taken all action to maintain the security interest of the Collateral Agent in the Collateral intended to be granted and perfected hereby at all times fully perfected and in full force and effect, effect and (iii) at the request of the Collateral Agent, it shall have furnished an opinion of counsel acceptable to the Collateral Agent shall to the effect that all financing or continuation statements and amendments or supplements thereto have received reasonably satisfactory evidence that been filed in the appropriate filing office or offices, and all other actions (including, without limitation, the payment of all filing fees and taxes, if any, payable in connection with such filings) have been taken, in order to perfect (and maintain the perfection and priority of) the security interest granted hereby.

Appears in 1 contract

Samples: Credit Agreement (Ithaca Industries Inc)

Chief Executive Office; Records. As of the date hereof, ------------------------------- the The chief executive office of the each Pledgor is located at the location indicated on Schedule B address or addresses specified in Annex F hereto. The Each Pledgor will not move its chief executive office ---------- except to such new location as the such Pledgor may establish in accordance with the last penultimate sentence of this Section 2.416. The originals of all documents in the possession of such Pledgor evidencing all Receivables Collateral, including but not limited to all Limited Liability Company Interests and Contract Rights and Trade Secrets of the Pledgor Partnership Interests, and the only original books of account and records of the Pledgor relating thereto are, and will continue to be, kept at the such chief executive office of at the Pledgorlocation or locations specified in Annex F hereto, at such other locations shown on Schedule C hereto or at such new locations as the ---------- Pledgor may establish in accordance with the last penultimate sentence of this Section 2.416. All Receivables Limited Liability Company Interests and Contract Rights of the Pledgor Partnership Interests are, and will continue to be, maintained at, and controlled and directed (including, without limitation, for general accounting purposes) from, such chief executive office location specified in Annex F hereto, or such new locations as the office locations described abovePledgor may establish in accordance with the penultimate sentence of this Section 16. The No Pledgor will not shall establish a new location for such offices until (i) it shall have given to the Collateral Agent Pledgee not less than 30 15 days' prior written notice (or such lesser notice as shall be acceptable to the Pledgee) of its intention so to do, clearly describing such new location and providing such other information in connection therewith as the Collateral Agent Pledgee may reasonably request, request and (ii) with respect to such new location, it shall have taken all action action, satisfactory to the Collateral Agent, to maintain the security interest of the Collateral Agent in the Collateral intended to be granted and perfected hereby at all times fully perfected and in full force and effect, and (iii) . Promptly after establishing a new location for such offices in accordance with the Collateral Agent shall have received reasonably satisfactory evidence that all other actions (including, without limitationimmediately preceding sentence, the payment of all filing fees respective Pledgor shall deliver to the Pledgee a supplement to Annex F hereto so as to cause such Annex F hereto to be complete and taxes, if any, payable in connection with such filings) have been taken, in order to perfect (and maintain the perfection and priority of) the security interest granted herebyaccurate.

Appears in 1 contract

Samples: Credit Agreement (Vestar Capital Partners Iv Lp)

Chief Executive Office; Records. As of the date hereof, ------------------------------- the The chief executive office of each Assignor is as set forth on the Pledgor is located at the location indicated on Schedule B signature pages hereto. The Pledgor No Assignor will not move its chief executive office ---------- except to such new location locations as the Pledgor such Assignor may establish in accordance with the last sentence of this Section 2.4. The originals of all documents evidencing all Receivables and Contract Rights and Trade Secrets of the Pledgor each Assignor and the only original books of account and records of the Pledgor each Assignor relating thereto are, and will continue to be, kept at the such chief executive office of the Pledgoroffice, at such other locations shown on Schedule C Annex B hereto or at such new locations as the ---------- Pledgor Assignors may establish in accordance with the last sentence of this Section 2.4, provided that, so long as (x) true and correct copies of all documents evidencing such Receivables and Contract Rights and copies of such books and records are kept at such chief executive office or at such other locations shown on Annex B hereto, and (y) the failure to maintain any original copies of the foregoing at such locations could not have an adverse effect upon the validity, perfection or priority of any security interest granted hereunder, each Assignor shall be permitted to keep original copies of the foregoing at other locations to be determined in a manner consistent with its past practices. All Receivables and Contract Rights of the Pledgor each Assignor are, and will continue to be, maintained at, and controlled and directed (including, without limitation, for general accounting purposes) from, the office locations described above. The Pledgor will not No Assignor shall establish a new location locations for such offices until (i) it shall have given to the Collateral Agent not less than 30 45 days' prior written notice of its intention so to do, clearly describing such new location and providing such other information in connection therewith as the Collateral Agent may reasonably request, (ii) with respect to such new location, it shall have taken all action to maintain the security interest of the Collateral Agent in the Collateral intended to be granted and perfected hereby at all times fully perfected and in full force and effect, effect and (iii) at the request of the Collateral Agent, it shall have furnished an opinion of counsel reasonably acceptable to the Collateral Agent shall to the effect that all financing or continuation statements and amendments or supplements thereto have received reasonably satisfactory evidence that been filed in the appropriate filing office or offices, and all other actions (including, without limitation, the payment of all filing fees and taxes, if any, payable in connection with such filings) have been taken, in order to perfect (and maintain the perfection and priority of) the security interest granted hereby.

Appears in 1 contract

Samples: Credit Agreement (Pueblo Xtra International Inc)

Chief Executive Office; Records. As The chief executive office of such Assignor is located, as of the date hereof, ------------------------------- the chief executive office of the Pledgor is located at the location address indicated on Schedule B heretoAnnex A hereto for such Assignor. The Pledgor Such Assignor will not move its chief executive office ---------- except to such new location as the Pledgor such Assignor may establish in accordance with the last sentence of this Section 2.4. The originals of all documents evidencing all Receivables and Contract Rights and Trade Secrets Secret Rights of the Pledgor such Assignor and the only original books of account and records of the Pledgor such Assignor relating thereto are, and will continue to be, kept at the such chief executive office office, at one or more of the Pledgor, at such other record locations shown set forth on Schedule C Annex A hereto or at such new locations as the ---------- Pledgor such Assignor may establish in accordance with the last sentence of this Section 2.4. All Receivables and Contract Rights of the Pledgor such Assignor are, and will continue to be, maintained at, and controlled and directed (including, without limitation, for general accounting purposes) from, the office locations described above. The Pledgor will not establish a above or such new location established in accordance with the last sentence of this Section 2.4. No Assignor shall establish new locations for such offices until (i) it such Assignor shall have given to the Collateral Agent not less than 30 days' prior written notice of its intention so to dodo so, clearly describing such new location and providing such other information in connection therewith as the Collateral Agent may reasonably request, (ii) with respect to such new location, it such Assignor shall have taken all action action, reasonably satisfactory to the Collateral Agent, to maintain the security interest of the Collateral Agent in the Collateral intended to be granted and perfected hereby at all times fully perfected and in full force and effect, and (iii) at the reasonable request of the Collateral Agent, such Assignor shall have furnished an opinion of counsel reasonably acceptable to the Collateral Agent shall to the effect that all financing or continuation statements and amendments or supplements thereto have received reasonably satisfactory evidence that been filed in the appropriate filing office or offices, and all other actions (including, without limitation, the payment of all filing fees and taxes, if any, payable in connection with such filings) have been taken in order to perfect (and maintain the perfection and priority of) the security interest granted hereby and (iv) the Collateral Agent shall have received evidence that all other actions (including, without limitation, the payment of all filing fees and taxes, if any, payable in connection 294 EXHIBIT H Page 6 with such filings) have been taken, in order to perfect (and maintain the perfection and priority of) the security interest granted hereby.

Appears in 1 contract

Samples: Credit Agreement (Sky Chefs Argentine Inc)

Chief Executive Office; Records. As The chief executive office of each ------------------------------- Grantor is located, as of the date hereof, ------------------------------- the chief executive office of the Pledgor is located at the location address indicated on Schedule B hereto-------- A hereto for such Grantor. The Pledgor Such Grantor will not move its chief executive - office ---------- except to such new location as the Pledgor such Grantor may establish in accordance with the last sentence of this Section 2.43.4. The originals of all documents evidencing all Receivables Accounts and Contract Rights and Trade Secrets Secret Rights of the Pledgor such Grantor and the only original books of account and records of the Pledgor such Grantor relating thereto are, and will continue to be, kept at the such chief executive office of the Pledgoroffice, at such other locations shown on Schedule C A hereto ---------- or at such new locations as the ---------- Pledgor such Grantor may establish in accordance with the last sentence of this Section 2.43.4. All Receivables Accounts and Contract Rights of the Pledgor such ----------- Grantor are, and will continue to be, maintained at, and controlled and directed (including, without limitation, for general accounting purposes) from, the office locations described above. The Pledgor will not No Grantor shall establish a new location locations for such offices until (ia) it shall have given to the Collateral Agent not less than 30 days' days prior written notice of its intention so to do, clearly describing such new location and providing such other information in connection therewith as the Collateral Agent may reasonably request, (iib) with respect to such new location, it shall have taken all action necessary to maintain the security interest of the Collateral Agent in the Security Agreement Collateral intended to be granted and perfected hereby at all times fully perfected and in full force and effect, (c) at the reasonable request of the Collateral Agent, it shall have furnished an opinion of counsel in form and substance reasonably acceptable to the Collateral Agent to the effect that all financing or continuation statements and amendments or supplements thereto have been filed in the appropriate filing office or offices, and all other actions (including, without limitation, the payment of all filing fees and taxes, if any, payable in connection with such filings) have been taken, in order to perfect (and maintain the perfection and priority of) the security interest granted hereby and (iiid) the Collateral Agent shall have received reasonably satisfactory evidence that all other actions (including, without limitation, the payment of all filing fees and taxes, if any, payable in connection with such filings) have been taken, in order to perfect (and maintain the perfection and priority of) the security interest granted hereby.

Appears in 1 contract

Samples: Security Agreement (Nexstar Broadcasting of the Wichita Falls LLC)

Chief Executive Office; Records. As of the date hereof, ------------------------------- the The chief executive office of the Pledgor each Assignor is located at the location address indicated on Schedule Annex B heretohereto for such Assignor. The Pledgor Such Assignor will not move its chief executive office ---------- except to such new location as the Pledgor such Assignor may establish in accordance with the last sentence of this Section 2.4. The originals of all documents evidencing all Receivables and Contract Rights and Trade Secrets of the Pledgor such Assignor and the only original books of account and records of the Pledgor such Assignor relating thereto are, and will continue to be, kept at the such chief executive office of the Pledgoroffice, at such other locations shown on Schedule C Annex B hereto or at such new locations as the ---------- Pledgor such Assignor may establish in accordance with the last sentence of this Section 2.4. All Receivables and Contract Rights of the Pledgor such Assignor are, and will continue to be, maintained at, and controlled and directed (including, without limitation, for general accounting purposes) from, the office locations described above. The Pledgor will not No Assignor shall establish a new location locations for such offices until (i) it shall have given to the Collateral Agent not less than 30 days' prior written notice of its intention so to dodo so, clearly describing such new location and providing such other information in connection therewith as the Collateral Agent may reasonably request, (ii) with respect to such new location, it shall have taken all action action, reasonably satisfactory to the Collateral Agent, to maintain the security interest of the Collateral Agent in the Collateral intended to be granted and perfected hereby at all times fully perfected and in full force and effect, (iii) at the reasonable request of the Collateral Agent, it shall have furnished an opinion of counsel acceptable to the Collateral Agent to the effect that all financing or continuation statements and amendments or supplements thereto have been filed in the appropriate filing office or offices, and all other actions (including, without limitation, the payment of all filing fees and taxes, if any, payable in connection with such filings) have been taken, in order to perfect (and maintain the perfection and priority of) the security interest granted hereby and (iiiiv) the Collateral Agent shall have received reasonably satisfactory evidence that all other actions (including, without limitation, the payment of all filing fees and taxes, if any, payable in connection with such filings) have been taken, in order to perfect (and maintain the perfection and priority of) the security interest granted hereby.

Appears in 1 contract

Samples: Credit Agreement (H-R Window Supply Inc)

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