Legal Name, Location. The Co-Issuers will not, and will not permit any other Securitization Entity to, change its location (within the meaning of Section 9-301 or 9-307 of the applicable UCC with respect to any U.S. Securitization Entity or the PPSA with respect to any Canadian Securitization Entity) or its legal name (including, with respect to any Canadian Securitization Entity, adding a French only name, combined French/English name and/or English/French name) without at least thirty (30) days’ prior written notice to the Trustee, the Servicer, the Managers, the Back-Up Manager and each Rating Agency with respect to each Series of Notes Outstanding. In the event that either Co-Issuer or any other Securitization Entity desires to so change its location or change its legal name, such Co-Issuer will, or will cause such other Securitization Entity to, make any required filings, and prior to actually changing its location or its legal name such Co-Issuer will, or will cause such other Securitization Entity to, deliver to the Trustee and the Servicer (i) an Officers’ Certificate confirming that all required filings have been made, subject to Section 8.11(c), to continue the perfected interest of the Trustee on behalf of the Secured Parties in the Collateral under Article 9 of the applicable UCC or PPSA in respect of the new location or new legal name of such Co-Issuer or other Securitization Entity and (ii) copies of all such required filings with the filing information duly noted thereon by the office in which such filings were made.
Appears in 5 contracts
Samples: Amendment No. 11 to the Amended and Restated Base Indenture (Driven Brands Holdings Inc.), Amendment No. 9 to the Amended and Restated Base Indenture (Driven Brands Holdings Inc.), Base Indenture (Driven Brands Holdings Inc.)
Legal Name, Location. The Under Section 9-301 or 9-307. No Co-Issuers Issuer will, or will not, and will not permit any other Securitization Entity to, change its location (within the meaning of Section 9-301 or 9-307 of the applicable UCC with respect to any U.S. Securitization Entity or the PPSA with respect to any Canadian Securitization EntityUCC) or its legal name (including, with respect to any Canadian Securitization Entity, adding a French only name, combined French/English name and/or English/French name) without at least thirty (30) days’ prior written notice to the Trustee, the Servicer, the ManagersManager, the Back-Up Manager and each the Rating Agency Agencies with respect to each Series of Notes Outstanding. In the event that either any Co-Issuer or any other Securitization Entity desires to so change its location or change its legal name, such Co-Issuer will, or will cause such other Securitization Entity to, make any required filings, filings and prior to actually changing its location or its legal name such Co-Issuer will, or will cause such other Securitization Entity to, deliver to the Trustee and the Servicer (i) an Officers’ Officer’s Certificate and Opinion of Counsel confirming that (a) all required filings have been made, subject to Section 8.11(c), to continue the perfected interest of the Trustee on behalf of the Secured Parties in the Collateral under Article 9 of the applicable UCC or PPSA in respect of the new location or new legal name of such Co-Issuer or other Securitization Entity and (b) such change in location or change in legal name will not adversely affect the Lien under any Mortgage required to be delivered and recorded pursuant to Section 8.37 and (ii) copies of all such required filings with the filing information duly noted thereon by the office in which such filings were made.
Appears in 2 contracts
Samples: Base Indenture (Dine Brands Global, Inc.), Base Indenture (Dine Brands Global, Inc.)