Common use of Continuous Perfection Clause in Contracts

Continuous Perfection. RPA Seller shall not change its name, identity, structure, place of operations or main office in any manner that might cause any financing or continuation statement filed pursuant to this Agreement to be misleading unless RPA Seller shall have delivered to Purchaser and Indenture Trustee at least 30 days’ prior written notice thereof and, no later than 30 days after making such change, shall have taken all action necessary or advisable to file new appropriate financing statements and/or amend such financing statement or continuation statement so that it is not misleading, in either case, as necessary to cause the interest of the Purchaser in the Receivables, the other Existing Assets and the other Related Assets to continue to be perfected with the priority required by this Agreement. RPA Seller shall not change the jurisdiction under whose laws it is organized, its chief executive office or change the location of its principal records concerning the Receivables or the Collections unless it has delivered to Purchaser at least 30 days’ prior written notice of its intention to do so and notice as to whether, as a result of such change, the applicable provisions of the UCC would require the filing of any amendment of any previously filed financing or continuation statement or of any new financing statement and has filed such amendments or financing statements and otherwise taken action as is necessary or advisable to cause the interest of Purchaser in the Receivables, the other Existing Assets and the other Related Assets to continue to be perfected with the priority required by this Agreement.

Continuous Perfection. RPA Seller shall not change its name, identity, structure, place of operations or main office in any manner that might cause any financing or continuation statement filed pursuant to this Agreement to be misleading unless RPA Seller shall have delivered to Purchaser Purchaser, each Credit Enhancement Provider and Indenture the Trustee at least 30 thirty (30) days’ prior written notice thereof and, no later than 30 thirty (30) days after making such change, shall have taken all action necessary or advisable to file new appropriate financing statements and/or amend such financing statement or continuation statement so that it is not misleading, in either case, as necessary to cause the interest of the Purchaser in the Receivables, the other Existing Assets and the other Related Assets to continue to be perfected with the priority required by this Agreement. RPA Seller shall not change the jurisdiction under whose laws it is organized, its chief executive office or change the location of its principal records concerning the Receivables or the Collections unless it has delivered to Purchaser Purchaser, each Credit Enhancement Provider and the Trustee at least 30 thirty (30) days’ prior written notice of its intention to do so and notice as to whether, as a result of such change, the applicable provisions of the UCC would require the filing of any amendment of any previously filed financing or continuation statement or of any new financing statement and has filed such amendments or financing statements and otherwise taken action as is necessary or advisable to cause the interest of Purchaser in the Receivables, the other Existing Assets and the other Related Assets to continue to be perfected with the priority required by this Agreement.

Continuous Perfection. RPA Seller shall not change its name, identity, structure, place of operations identity or main office structure in any manner that might cause any financing or continuation statement filed pursuant to this Agreement to be misleading unless RPA Seller shall have delivered to Purchaser and Indenture Trustee at least 30 days’ ' prior written notice thereof and, no later than 30 days after making such change, shall have taken all action necessary or advisable to file new appropriate financing statements and/or amend such financing statement or continuation statement so that it is not misleading, in either case, as necessary to cause the interest of the Purchaser in the Receivables, the other Existing Assets and the other Related Assets to continue to be perfected with the priority required by this Agreement. RPA Seller shall not change the jurisdiction under whose laws it is organized, its chief executive office or change the location of its principal records concerning the Receivables or the Collections unless it has delivered to Purchaser at least 30 days’ ' prior written notice of its intention to do so and notice as to whether, as a result of such change, the applicable provisions of the UCC would require the filing of any amendment of any previously filed financing or continuation statement or of any new financing statement and has filed such amendments or financing statements and otherwise taken action as is necessary or advisable to cause the interest of Purchaser in the Receivables, the other Existing Assets and the other Related Assets to continue to be perfected with the priority required by this Agreement.

Continuous Perfection. RPA The Seller shall not and shall not permit any Designated Subsidiary to change its name, identity, structure, place of operations identity or main office structure in any manner that which might cause make any financing or continuation statement filed pursuant to this hereunder or under any Subsidiary Purchase Agreement to be misleading within the meaning of Section 9-402(7) of the UCC (or any other then applicable provision of the UCC) unless RPA the Seller shall have delivered to Purchaser and Indenture Trustee given the Buyer at least 30 90 days’ ' prior written notice thereof and(or such shorter period as may be acceptable to the Buyer, no later than 30 days after making such change, including with respect to any merger or other combination between Commtron Corp. and Xxxxxx Entertainment Inc.) and shall have taken all action 60 days prior to making such change (or made arrangements to take such action substantially simultaneously with such change if it is impossible to take such action in advance) necessary or advisable in the opinion of the Buyer or its Permitted Assignees to file new appropriate financing statements and/or amend such financing statement or continuation statement so that it is not misleading, in either case, as necessary to cause the interest of the Purchaser in the Receivables, the other Existing Assets and the other Related Assets to continue to be perfected with the priority required by this Agreement. RPA The Seller shall not and shall not permit any Designated Subsidiary to change the jurisdiction under whose laws it is organized, its chief executive office or change the location of its principal records concerning the Receivables or Receivables, the Related Security and the Collections from the locations specified in Section 4.1(h) unless it has delivered to Purchaser given the Buyer at least 30 60 days’ ' prior written notice of its intention to do so (or such shorter period as may be acceptable to the Buyer, including with respect to any merger or other combination between Commtron Corp. and notice as to whether, as a result of such change, the applicable provisions of the UCC would require the filing of any amendment of any previously filed financing or continuation statement or of any new financing statement Xxxxxx Entertainment Inc.) and has filed taken such amendments or financing statements and otherwise taken action as is necessary or advisable to cause the interest of Purchaser the Buyer in the Receivables, the other Existing Assets Related Security and the other Related Assets Collections to continue to be perfected with the priority required by this Agreement. The Seller will at all times maintain its principal executive office and any other office at which it maintains records relating to the Receivables and the Related Security within the United States of America.

Continuous Perfection. RPA Seller shall not change its name, identity, structure, place of operations or main office in any manner that might cause any financing or continuation statement filed pursuant to this Agreement to be misleading unless RPA Seller shall have delivered to Purchaser and Indenture Trustee at least 30 days’ ' prior written notice thereof and, no later than 30 days after making such change, shall have taken all action necessary or advisable to file new appropriate financing statements and/or amend such financing statement or continuation statement so that it is not misleading, in either case, as necessary to cause the interest of the Purchaser in the Receivables, the other Existing Assets and the other Related Assets to continue to be perfected with the priority required by this Agreement. RPA Seller shall not change the jurisdiction under whose laws it is organized, its chief executive office or change the location of its principal records concerning the Receivables or the Collections unless it has delivered to Purchaser at least 30 days’ ' prior written notice of its intention to do so and notice as to whether, as a result of such change, the applicable provisions of the UCC would require the filing of any amendment of any previously filed financing or continuation statement or of any new financing statement and has filed such amendments or financing statements and otherwise taken action as is necessary or advisable to cause the interest of Purchaser in the Receivables, the other Existing Assets and the other Related Assets to continue to be perfected with the priority required by this Agreement.