Common use of Maintenance of Existence Clause in Contracts

Maintenance of Existence. (a) Borrower shall at all times preserve, renew and keep in full force and effect its corporate existence and rights and franchises with respect thereto and maintain in full force and effect all permits, licenses, trademarks, tradenames, approvals, authorizations, leases and contracts necessary to carry on the business as presently or proposed to be conducted. (b) Borrower shall not change its name unless each of the following conditions is satisfied: (i) Lender shall have received not less than thirty (30) days prior written notice from Borrower of such proposed change in its corporate name, which notice shall accurately set forth the new name; and (ii) Lender shall have received a copy of the amendment to the Certificate of Incorporation of Borrower providing for the name change certified by the Secretary of State of the jurisdiction of incorporation or organization of Borrower as soon as it is available. (c) Borrower shall not change its chief executive office or its mailing address or organizational identification number (or if it does not have one, shall not acquire one) unless Lender shall have received not less than thirty (30) days' prior written notice from Borrower of such proposed change, which notice shall set forth such information with respect thereto as Lender may require and Lender shall have received such agreements as Lender may reasonably require in connection therewith. Borrower shall not change its type of organization, jurisdiction of organization or other legal structure.

Appears in 3 contracts

Samples: Loan and Security Agreement (Drugmax Inc), Loan and Security Agreement (Impax Laboratories Inc), Loan and Security Agreement (Streicher Mobile Fueling Inc)

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Maintenance of Existence. (a) Except as permitted by Section 9.6, each Borrower and Guarantor shall at all times preserve, renew and keep in full force and effect its corporate existence and material rights and franchises with respect thereto and maintain in full force and effect all permits, material governmental licenses, trademarks, tradenamesIntellectual Property, approvals, authorizations, leases leases, contracts and contracts permits necessary to carry on the business as presently conducted, except where the failure to so preserve, renew or proposed to be conductedkeep in full force and effect would not result in a Material Adverse Effect. (b) No Borrower or Guarantor shall not change its name name, type of organization, jurisdiction of organization or other legal structure unless each of the following conditions is satisfied: (i) Lender Agent shall have received not less than thirty (30) days prior written notice from Administrative Borrower of such proposed change (or such shorter notice period as the Agent may agree to in its corporate namereasonable discretion), which notice shall accurately set forth the new name; and (ii) Lender Agent shall have received a copy of the amendment to the Certificate certificate of Incorporation formation of such Borrower or Guarantor providing for the name such change certified by the Secretary of State of the jurisdiction of incorporation or organization of such Borrower or Guarantor as soon as it is available. (c) No Borrower or Guarantor shall not change its chief executive office or its mailing address or organizational identification number (or if it does not have one, shall not acquire one) unless Lender Agent shall have received not less than thirty (30) days' prior written notice from Administrative Borrower of such proposed change, which notice shall set forth such information with respect thereto as Lender Agent may require and Lender Agent shall have received such agreements as Lender Agent may reasonably require in connection therewith. Borrower shall not change its type of organization, jurisdiction of organization or other legal structure.

Appears in 2 contracts

Samples: Loan and Security Agreement (Franchise Group, Inc.), Loan and Security Agreement (Franchise Group, Inc.)

Maintenance of Existence. (a) Borrower shall at all times preserve, renew and keep in full force and effect its corporate existence and rights and franchises with respect thereto and maintain in full force and effect all permits, licenses, trademarks, tradenames, approvals, authorizations, leases and contracts necessary to carry on the business as presently or proposed to be conducted. (b) Borrower shall not change its name unless each of the following conditions is satisfied: (i) Lender shall have received not less than thirty (30) days prior written notice from Borrower of such proposed change in its corporate name, which notice shall accurately set forth the new name; and (ii) Lender shall have received a copy of the amendment to the Certificate of Incorporation of Borrower providing for the name change certified by the Secretary of State of the jurisdiction of incorporation or organization of Borrower as soon as it is available. (c) Borrower shall not change its chief executive office or its mailing address or organizational identification number (or if it does not have one, shall not acquire one) unless Lender shall have received not less than thirty (30) days' prior written notice from Borrower of such proposed change, which notice shall set forth such information with respect thereto as Lender may reasonably require and Lender shall have received such agreements as Lender may reasonably require in connection therewith. Borrower shall not change its type of organization, jurisdiction of organization or other legal structure.

Appears in 2 contracts

Samples: Loan and Security Agreement (American Biltrite Inc), Loan and Security Agreement (Congoleum Corp)

Maintenance of Existence. (a) Borrower shall, and shall cause each Subsidiary of Borrower, at all times preserve, renew and keep in full force and effect its corporate existence and rights and franchises with respect thereto and maintain in full force and effect all permits, licenses, trademarks, tradenames, approvals, authorizations, leases leases, contracts and contracts Permits necessary to carry on the business as presently or proposed to be conductedconducted except to the extent permitted by Section 9.7 hereof. (b) Borrower shall not, and shall not permit any Subsidiary of Borrower to, change its name unless each of the following conditions is satisfied: (i) Lender Agent shall have received not less than thirty (30) days prior written notice from Borrower or such Subsidiary of such proposed change in its corporate name, which notice shall accurately set forth the new name; and (ii) Lender Agent shall have received a copy of the amendment to the Certificate of Incorporation of Borrower or such Subsidiary providing for the name change certified by the Secretary of State of the jurisdiction of incorporation or organization of Borrower or such Subsidiary as soon as it is available. (c) Borrower shall not, and shall not permit any Subsidiary of Borrower to, change its chief executive office or its mailing address or organizational identification number (or if it does not have one, shall not acquire one) unless Lender Agent shall have received not less than thirty (30) days' prior written notice from Borrower or such Subsidiary of such proposed change, which notice shall set forth such information with respect thereto as Lender Agent may require and Lender Agent shall have received such agreements as Lender Agent may reasonably require in connection therewith. Except as otherwise permitted by Section 9.7 hereof, Borrower or such Subsidiary shall not change its type of organization, jurisdiction of organization or other legal structure.

Appears in 2 contracts

Samples: Loan and Security Agreement (Anchor Glass Container Corp /New), Loan and Security Agreement (Anchor Glass Container Corp /New)

Maintenance of Existence. (a) Borrower Each Debtor shall at all times preserve, renew and keep in full force and effect its corporate existence and rights and franchises with respect thereto and maintain in full force and effect all permits, licenses, trademarks, tradenames, approvals, authorizations, leases and contracts necessary to carry on the business as presently or proposed to be conducted. (b) Borrower Each Debtor shall not change its name unless each of the following conditions is satisfied: (i) Lender Secured Party shall have received not less than thirty (30) days prior written notice from Borrower applicable Debtor of such proposed change in its corporate name, which notice shall accurately set forth the new name; and (ii) Lender Secured Party shall have received a copy of the amendment to the Certificate of Incorporation of Borrower such Debtor providing for the name change certified by the Secretary of State of the jurisdiction of incorporation or organization of Borrower such Debtor as soon as it is available. (c) Borrower Each Debtor shall not change its chief executive office or its mailing address or organizational identification number (or if it does not have one, shall not acquire one) unless Lender Secured Party shall have received not less than thirty (30) days' prior written notice from Borrower such Debtor of such proposed change, which notice shall set forth such information with respect thereto as Lender Secured Party may require and Lender Secured Party shall have received such agreements as Lender Secured Party may reasonably require in connection therewith. Borrower Each Debtor shall not change its type of organization, jurisdiction of organization or other legal structure.

Appears in 2 contracts

Samples: General Security Agreement (SMTC Corp), General Security Agreement (SMTC Corp)

Maintenance of Existence. (a) Borrower shall at all times preserve, renew and keep in full force and effect its corporate existence and rights and franchises with respect thereto and maintain in full force and effect all permits, licenses, trademarks, tradenames, approvals, authorizations, leases leases, contracts and contracts Permits necessary to carry on the business as presently or proposed to be conducted. (b) Borrower shall not change its name unless each of the following conditions is satisfied: (i) Lender Agent shall have received not less than thirty (30) days prior written notice from Borrower of such proposed change in its corporate name, which notice shall accurately set forth the new name; and (ii) Lender Agent shall have received a copy of the amendment to the Certificate of Incorporation of Borrower providing for the name change certified by the Secretary of State of the jurisdiction of incorporation or organization of Borrower as soon as it is available. (c) Borrower shall not change its chief executive office or its mailing address or organizational identification number (or if it does not have one, shall not acquire one) unless Lender Agent shall have received not less than thirty (30) days' prior written notice from Borrower of such proposed change, which notice shall set forth such information with respect thereto as Lender Agent may require and Lender Agent shall have received such agreements as Lender Agent may reasonably require in connection therewith. Borrower shall not change its type of organization, jurisdiction of organization or other legal structure.

Appears in 2 contracts

Samples: Loan and Security Agreement (Pemstar Inc), Loan and Security Agreement (Reptron Electronics Inc)

Maintenance of Existence. (a) Each Borrower and Guarantor shall at all times preserve, renew and keep in full force and effect its corporate existence and rights and franchises with respect thereto and maintain in full force and effect all permits, licenses, trademarks, tradenames, approvals, authorizations, leases leases, contracts and contracts Permits necessary to carry on the business as presently or proposed to be conducted, other than as permitted in Section 9.7 hereto and other than the termination or expiration of leases in the ordinary course of business. (b) No Borrower or Guarantor shall not change its name unless each of the following conditions is satisfied: (i) Lender Agent shall have received not less than thirty (30) days prior written notice from Administrative Borrower of such proposed change in its corporate name, which notice shall accurately set forth the new name; and (ii) Lender Agent shall have received a copy of the amendment to the Certificate certificate of Incorporation incorporation or formation of such Borrower or Guarantor providing for the name change certified by the Secretary of State of the jurisdiction of incorporation or organization of such Borrower or Guarantor as soon as it is available. (c) No Borrower or Guarantor shall not change its chief executive office or its mailing address or organizational identification number (or if it does not have one, shall not acquire one) unless Lender Agent shall have received not less than thirty (30) days' prior written notice from Administrative Borrower of such proposed change, which notice shall set forth such information with respect thereto as Lender Agent may require and Lender Agent shall have received such agreements as Lender Agent may reasonably require in connection therewith. No Borrower or Guarantor shall not change its type of organization, jurisdiction of organization or other legal structure.

Appears in 2 contracts

Samples: Loan and Security Agreement (Hancock Fabrics Inc), Loan and Security Agreement (Hancock Fabrics Inc)

Maintenance of Existence. (a) Borrower Borrowers shall at all times preserve, renew and keep in full full, force and effect its each Borrower's corporate existence and rights and franchises with respect thereto and maintain in full force and effect all permits, licenses, trademarks, tradenames, approvals, authorizations, leases and contracts necessary to carry on the business of Borrowers as presently or proposed to be conducted. (b) No Borrower shall not change its name unless each of the following conditions is satisfied: (i) Lender shall have received not less than thirty (30) days prior written notice from Borrower Borrowers of such proposed change in its corporate name, which notice shall accurately set forth the new name; and (ii) Lender shall have received a copy of the amendment to the Certificate of Incorporation of such Borrower providing for the name change certified by the Secretary of State of the jurisdiction of incorporation or organization of such Borrower as soon as it is available. (c) No Borrower shall not change its chief executive office or its mailing address or organizational identification number (or if it does not have one, shall not acquire one) unless Lender shall have received not less than thirty (30) days' prior written notice from Borrower Borrowers of such proposed change, which notice shall set forth such information with respect thereto as Lender may require and Lender shall have received such agreements as Lender may reasonably require in connection therewith. No Borrower shall not change its type of organization, jurisdiction of organization or other legal structure.

Appears in 2 contracts

Samples: Loan and Security Agreement (Guess Inc Et Al/Ca/), Loan and Security Agreement (Guess Inc Et Al/Ca/)

Maintenance of Existence. (a) Borrower and each Obligor shall at all times preserve, renew and keep in full full, force and effect its corporate existence and rights and franchises with respect thereto and maintain in full force and effect all permits, licenses, trademarks, tradenames, approvals, authorizations, leases and contracts necessary to carry on the business as presently or proposed to be conducted. (b) . Borrower and each Obligor shall not change its name unless each of the following conditions is satisfied: (i) give Lender shall have received not less than thirty (30) days prior written notice from Borrower of such any proposed change in its corporate name, which notice shall accurately set forth the new name; name and (ii) Borrower or such Obligor shall deliver to Lender shall have received a certified copy of the amendment to Articles of Amendment (or other similar document appropriate for the Certificate of Incorporation particular jurisdiction) of Borrower or such Obligor providing for the name change certified by the Secretary of State of the jurisdiction of incorporation or organization of immediately following its filing. Borrower as soon as it is available. (c) Borrower and each Obligor shall not change its chief executive office or its mailing address or organizational identification number (or if it does not have one, shall not acquire one) unless Lender shall have received not less than thirty (30) days' days prior written notice from Borrower of such proposed change, which notice shall set forth such information with respect thereto as Lender may require and Lender shall have received such agreements and opinions as Lender may reasonably require in connection therewith. Borrower and each Obligor shall not change its type of organization, jurisdiction of or organization or other legal structure.

Appears in 2 contracts

Samples: Loan Agreement (Mad Catz Interactive Inc), Loan Agreement (Mad Catz Interactive Inc)

Maintenance of Existence. (a) Each Borrower and Guarantor shall at all times preserve, renew and keep in full force and effect its corporate entity existence and rights and franchises with respect thereto and maintain in full force and effect all permits, licenses, trademarks, tradenames, approvals, authorizations, leases leases, contracts and contracts Permits necessary to carry on the business as presently or proposed to be conducted, except as to any Guarantor as permitted in Section 9.7 hereto. (b) No Borrower or Guarantor shall not change its name unless each of the following conditions is satisfied: (i) Lender Agent shall have received not less than thirty fifteen (3015) days prior written notice from Administrative Borrower of such proposed change in its such Borrower’s or Guarantor’s corporate name, which notice shall accurately set forth the new name; and (ii) Lender Agent shall have received a copy of the amendment to the Certificate of Incorporation of such Borrower or Guarantor providing for the name change certified by the Secretary of State of the jurisdiction of incorporation or organization of such Borrower or Guarantor as soon as it is available. (c) No Borrower or Guarantor shall not change its chief executive office or its mailing address or organizational identification number (or if it does not have one, shall not acquire one) unless Lender Agent shall have received not less than thirty fifteen (3015) days' prior written notice from Administrative Borrower of such proposed change, which notice shall set forth such information with respect thereto as Lender Agent may reasonably require and Lender Agent shall have received such agreements as Lender Agent may reasonably require in connection therewith. No Borrower or Guarantor shall not change its type of organization, jurisdiction of organization or other legal structure.

Appears in 2 contracts

Samples: Loan and Security Agreement (Freedom Group, Inc.), Loan and Security Agreement (Freedom Group, Inc.)

Maintenance of Existence. (a) Each Borrower shall at all times preserve, renew and keep in full force and effect its corporate existence and rights and franchises with respect thereto and maintain in full force and effect all permitsPermits, licenses, trademarks, tradenames, approvals, authorizations, leases and contracts necessary to carry on the business as presently or proposed to be conducted. (b) No Borrower shall not change its name unless each of the following conditions is satisfied: (i) the Lender shall have received not less than thirty (30) days prior written notice from such Borrower of such proposed change in its corporate name, which notice shall accurately set forth the new name; and (ii) the Lender shall have received a copy of the amendment to the Certificate articles of Incorporation incorporation or other constituent document(s) of such Borrower providing for the name change certified by the Secretary of State of the jurisdiction of incorporation or organization of such Borrower as soon as it is available. (c) No Borrower shall not change its chief executive office or its mailing address or organizational identification number (or if it does not have one, shall not acquire one) unless the Lender shall have received not less than thirty (30) days' prior written notice from such Borrower of such proposed change, which notice shall set forth such information with respect thereto as the Lender may require and the Lender shall have received such agreements as the Lender may reasonably require in connection therewith. No Borrower shall not change its type of organization, jurisdiction of organization or other legal structure.

Appears in 2 contracts

Samples: Loan Agreement (Coachmen Industries Inc), Loan Agreement (Coachmen Industries Inc)

Maintenance of Existence. (a) Borrower shall at all times preserve, renew and keep in full force and effect its corporate existence and rights and franchises with respect thereto and maintain in full force and effect all permits, licenses, trademarks, tradenames, approvals, authorizations, leases and contracts necessary to carry on the business as presently or proposed to be conducted; provided, however, that, Borrower shall not be required to preserve, renew or keep in full force and effect any such right, franchise, permit, license, trademark, tradename, approval authorization, lease or contract, or the corporate existence of any Subsidiary (other than an Obligor), if in the judgment of the board of directors or managers of Borrower, (i) such preservation or existence is not desirable in the conduct of business of Borrower and the Subsidiaries taken as a whole and (ii) the loss thereof or the dissolution of such Subsidiary is not adverse in any material respect to Lender or the Collateral. (b) Borrower shall not change its legal name unless each of the following conditions is satisfied: (i) Lender shall have received not less than thirty (30) days days’ prior written notice from Borrower of such proposed change in its corporate legal name, which notice shall accurately set forth the new name; and (ii) Lender shall have received a copy of the amendment to the Certificate certificate or articles of Incorporation formation of Borrower providing for the name change certified by the Secretary of State of the jurisdiction of incorporation or organization of Borrower as soon as it is available. Any change made pursuant to this Section 9.1(b) shall be deemed an amendment to the Information Certificate. (c) Borrower shall not change its chief executive office or its mailing address or organizational identification number (or if it does not have one, shall not acquire one) unless Lender shall have received not less than thirty (30) days' prior written notice from Borrower of such proposed change, which notice shall set forth such information with respect thereto as Lender may require and Lender shall have received such agreements as Lender may reasonably require in connection therewith. Borrower shall not change its type of organization, jurisdiction of organization or other legal structure. Any change made pursuant to this Section 9.1(c) shall be deemed an amendment to the Information Certificate.

Appears in 2 contracts

Samples: Loan and Security Agreement (Vector Group LTD), Loan and Security Agreement (Vector Group LTD)

Maintenance of Existence. (a) Borrower Each Debtor shall at all times preserve, renew and keep in full force and effect its corporate existence and rights and franchises with respect thereto and maintain in full force and effect all permits, licenses, trademarks, tradenames, approvals, authorizations, leases and contracts necessary to carry on the business as presently or proposed to be conducted. (b) Borrower Each Debtor shall not change its name unless each of the following conditions is satisfied: (i) Lender Secured Party shall have received not less than thirty (30) days prior written notice from Borrower applicable Debtor of such proposed change in its corporate name, which notice shall accurately set forth the new name; and (ii) Lender Secured Party shall have received a copy of the amendment to the Certificate of Incorporation of Borrower such Debtor providing for the name change certified by the Secretary of State of the jurisdiction of incorporation or organization of Borrower such Debtor as soon as it is available. (c) Borrower Each Debtor shall not change its chief executive office or its mailing address or organizational identification number (or if it does not have one, shall not acquire one) unless Lender Secured Party shall have received not less than thirty (30) days' prior written notice from Borrower applicable Debtor of such proposed change, which notice shall set forth such information with respect thereto as Lender Secured Party may require and Lender Secured Party shall have received such agreements as Lender Secured Party may reasonably require in connection therewith. Borrower Each Debtor shall not change its type of organization, jurisdiction of organization or other legal structure.

Appears in 2 contracts

Samples: General Security Agreement (SMTC Corp), General Security Agreement (SMTC Corp)

Maintenance of Existence. (a) Except as permitted under Section 9.7 hereof, each Borrower and Guarantor shall at all times preserve, renew and keep in full force and effect its corporate existence and material rights and franchises with respect thereto and maintain in full force and effect all permits, material licenses, trademarks, tradenames, approvals, authorizations, leases leases, contracts and contracts Permits necessary to carry on the business as presently or proposed to be conducted. (b) No Borrower or Guarantor shall not change its name unless each of the following conditions is satisfied: (i) Lender Agent shall have received not less than thirty (30) days prior written notice from such Borrower or Guarantor of such proposed change in its corporate name, which notice shall accurately set forth the new name; and (ii) Lender Agent shall have received a copy of the amendment to the Certificate of Incorporation of such Borrower or Guarantor providing for the name change certified by the Secretary of State of the jurisdiction of incorporation or organization of such Borrower or Guarantor as soon as it is available. (c) No Borrower or Guarantor shall not change its chief executive office or its mailing address or organizational identification number (or if it does not have one, shall not acquire one) unless Lender Agent shall have received not less than thirty (30) days' prior written notice from such Borrower or Guarantor of such proposed change, which notice shall set forth such information with respect thereto as Lender Agent may require and Lender Agent shall have received such agreements as Lender Agent may reasonably require in connection therewith. Without the prior written consent of Agent, such consent not to be unreasonably withheld, no Borrower or Guarantor shall not change its type of organization, jurisdiction of organization or other legal structure.

Appears in 2 contracts

Samples: Loan and Security Agreement (New York & Company, Inc.), Loan and Security Agreement (New York & Company, Inc.)

Maintenance of Existence. (a) Borrower shall at all times preserve, renew and keep in full force and effect its corporate existence and rights and franchises with respect thereto and maintain in full force and effect all permits, licenses, trademarks, tradenamestrade names, approvals, authorizations, leases and contracts necessary to carry on the business as presently or proposed to be conducted. (b) Borrower shall not change its name unless each of the following conditions is satisfied: : (i) Lender Agent shall have received not less than thirty (30) days days' prior written notice from Borrower of such proposed change in its corporate name, which notice shall accurately set forth the new name; and (ii) Lender Agent shall have received a copy of the amendment to the Certificate of Incorporation of Borrower providing for the name change certified by the Secretary of State of the jurisdiction of incorporation or organization of Borrower as soon as it is available.. Notwithstanding the foregoing, Borrower shall be permitted to amend its organizational documents as necessary to change its name to X. X. Xxxxx Co. (c) Borrower shall not change its chief executive office or its mailing address or organizational identification number (or if it does not have one, shall not acquire one) unless Lender Agent shall have received not less than thirty (30) days' prior written notice from Borrower of such proposed change, which notice shall set forth such information with respect thereto as Lender Agent may require and Lender Agent shall have received such agreements as Lender Agent may reasonably require in connection therewith. Borrower shall not change its type of organization, jurisdiction of organization or other legal structure.

Appears in 1 contract

Samples: Loan and Security Agreement (Delta Apparel Inc)

Maintenance of Existence. (a) Borrower shall at all times preserve, renew and keep in full force and effect its corporate existence and rights and franchises with respect thereto and maintain in full force and effect all permits, licenses, trademarks, tradenamestrade names, approvals, authorizations, leases and contracts necessary to carry on the business as presently or proposed to be conducted. (b) Borrower shall not change its name unless each of the following conditions is satisfied: : (i) Lender shall have received not less than thirty (30) days prior written notice from Borrower of such proposed change in its corporate name, which notice shall accurately set forth the new name; and and (ii) Lender shall have received a copy of the amendment to the Certificate of Incorporation of Borrower providing for the name change certified by the Secretary of State of the jurisdiction of incorporation or organization of Borrower as soon as it is available. (c) Borrower shall not change its chief executive office or its mailing address or organizational identification number (or if it does not have one, shall not acquire one) unless Lender shall have received not less than thirty (30) days' prior written notice from Borrower of such proposed change, which notice shall set forth such information with respect thereto as Lender may require and Lender shall have received such agreements as Lender may reasonably require in connection therewith. Borrower shall not change its type of organization, jurisdiction of organization or other legal structurerequire.

Appears in 1 contract

Samples: Loan and Security Agreement (USG&E, Inc.)

Maintenance of Existence. (a) Each Borrower shall at all times preserve, renew and keep in full force and effect its corporate existence and rights and franchises with respect thereto and maintain in full force and effect all permits, licenses, trademarks, tradenames, approvals, authorizations, leases leases, contracts and contracts Permits necessary to carry on the business as presently or proposed to be conducted. (b) No Borrower shall not change its name unless each of the following conditions is satisfied: (i) Lender Agent shall have received not less than thirty (30) days prior written notice from any Borrower of such proposed change in its corporate name, which notice shall accurately set forth the new name; and (ii) Lender Agent shall have received a copy of the amendment to the Certificate of Incorporation of such Borrower providing for the name change certified by the Secretary of State of the jurisdiction of incorporation or organization of such Borrower as soon as promptly after it is becomes available. (c) No Borrower shall not change its chief executive office or its mailing address or organizational identification number (or if it does not have one, shall not acquire one) unless Lender Agent shall have received not less than thirty (30) days' prior written notice from Administrative Borrower of such proposed change, which notice shall set forth such information with respect thereto as Lender Agent may require and Lender Agent shall have received such agreements as Lender Agent may reasonably require in connection therewith. No Borrower shall not change its type of organization, jurisdiction of organization or other legal structurestructure except as otherwise permitted pursuant to Section 9.7(a) of this Agreement.

Appears in 1 contract

Samples: Loan and Security Agreement (Lexington Precision Corp)

Maintenance of Existence. (a) Borrower shall at all times (i) preserve, renew and keep in full force and effect its corporate existence and rights and franchises with respect thereto and (ii) maintain in full force and effect all permits, licenses, trademarks, tradenamestrade names, approvals, authorizations, leases and contracts necessary to carry on the business as presently or proposed to be conducted, except where the failure to so maintain any of the foregoing set forth in this clause (ii) has not resulted in, and could not reasonably be expected to result in, in any case, any material adverse change in the assets, business or prospects of Borrower and would not impair the ability of Borrower to perform its obligations hereunder or under any of the other Financing Agreements to which it is a party or the ability of Lender to enforce any Obligations or realize upon any Collateral. (b) Borrower shall not change its name unless each of the following conditions is satisfied: (i) Lender shall have received not less than thirty (30) days prior written notice from Borrower of such proposed change in its corporate name, which notice shall accurately set forth the new name; and (ii) prior to its filing, Lender shall have received a copy of the amendment to the Certificate of Incorporation of Borrower providing for the name change certified by the Secretary of State of the jurisdiction of incorporation or organization of Borrower as soon as it is available. (c) Borrower shall not change its chief executive office or its mailing address or organizational identification number (or if it does not have one, shall not acquire one) unless Lender shall have received not less than thirty (30) days' prior written notice from Borrower of such proposed change, which notice shall set forth such information with respect thereto as Lender may require and Lender shall have received such agreements as Lender may reasonably require in connection therewith. Borrower shall not change its type of organization, jurisdiction of organization or other legal structure.

Appears in 1 contract

Samples: Loan and Security Agreement (Swank Inc)

Maintenance of Existence. (ai) Borrower shall at all times preserve, renew and keep in full force and effect its corporate existence and rights and franchises with respect thereto and maintain in full force and effect all material permits, licenses, trademarks, tradenames, approvals, authorizations, leases approvals and contracts authorizations necessary to carry on the business as presently or proposed to be conducted. (bii) Borrower shall not change its name unless each of the following conditions is satisfied: (iA) Lender shall have received not less than thirty ten (3010) days prior written notice from Borrower of such proposed change in its corporate name, which notice shall accurately set forth the new name; and (iiB) Lender shall have received a copy of the amendment to the Certificate articles or certificate of Incorporation formation or incorporation, as the case may be, of Borrower providing for the name change certified by the Secretary of State of the jurisdiction of incorporation or organization of Borrower as soon as it is available. (ciii) Borrower shall not change its chief executive office or its mailing address or organizational identification number (or if it does not have one, shall not acquire one) unless Lender shall have received not less than thirty ten (3010) days' prior written notice from Borrower of such proposed change, which notice shall set forth such information with respect thereto as Lender may require and Lender shall have received such agreements as Lender may reasonably require in connection therewith. Borrower shall not change its type of organization, jurisdiction of organization or other legal structure.

Appears in 1 contract

Samples: Security Agreement (Global Epoint Inc)

Maintenance of Existence. (a) Borrower Grantor shall at all times preserve, renew and keep in full force and effect its corporate existence and rights and franchises with respect thereto and maintain in full force and effect all permits, licenses, trademarks, tradenames, approvals, authorizations, leases and contracts necessary to carry on the business as presently or proposed to be conducted. (b) Borrower Grantor shall not change its name unless each of the following conditions is satisfied: (i) Lender Agent shall have received not less than thirty (30) days prior written notice from Borrower Grantor of such proposed change in its corporate name, which notice shall accurately set forth the new name; and (ii) Lender Agent shall have received a copy of the amendment to the Certificate certificate of Incorporation incorporation of Borrower Grantor providing for the name change certified by the Secretary of State of the jurisdiction of incorporation or organization of Borrower Grantor as soon as it is available. (c) Borrower Grantor shall not change its chief executive office or its mailing address or organizational identification number (or if it does not have one, shall not acquire one) unless Lender Agent shall have received not less than thirty (30) days' prior written notice from Borrower Grantor of such proposed change, which notice shall set forth such information with respect thereto as Lender Agent may require and Lender Agent shall have received such agreements as Lender Agent may reasonably require in connection therewith. Borrower Grantor shall not change its type of organization, jurisdiction of organization or other legal structure.

Appears in 1 contract

Samples: General Security Agreement (HyperSpace Communications, Inc.)

Maintenance of Existence. (a) Each Borrower and Guarantor shall at all times preserve, renew and keep in full force and effect its corporate existence and rights and franchises with respect thereto and maintain in full force and effect all permits, licenses, trademarks, tradenames, approvals, authorizations, leases leases, contracts and contracts Permits necessary to carry on in all material respects the business as presently or proposed to be conducted, except as to any Guarantor other than Parent as permitted in Section 9.7 hereto. (b) No Borrower or Guarantor shall not change its name unless each of the following conditions is satisfied: : (i) Lender Agent shall have received not less than thirty ten (3010) days prior written notice from Administrative Borrower of such proposed change in its corporate name, which notice shall accurately set forth the new name; and (ii) Lender Agent shall have received a copy of the amendment to the Certificate of Incorporation (or other organizational documents) of such Borrower or Guarantor providing for the name change certified by the Secretary of State (or similar official) of the jurisdiction of incorporation or organization of such Borrower or Guarantor as soon as it is available. (c) No Borrower or Guarantor shall not change its chief executive office or its mailing address or organizational identification number (or if it does not have one, shall not acquire one) unless Lender Agent shall have received not less than thirty ten (3010) days' prior written notice from Administrative Borrower of such proposed change, which notice shall set forth such information with respect thereto as Lender Agent may require and Lender Agent shall have received such agreements as Lender Agent may reasonably require in connection therewith. No Borrower or Guarantor shall not change its type of organization, jurisdiction of organization or other legal structure.

Appears in 1 contract

Samples: Loan and Security Agreement (WHX Corp)

Maintenance of Existence. (a) Each Borrower shall at all times preserve, renew and keep in full force and effect its corporate existence and rights and franchises with respect thereto and maintain in full force and effect all permits, licenses, trademarks, tradenames, approvals, authorizations, leases leases, contracts and contracts Permits necessary to carry on the business as presently or proposed to be conducted. (b) No Borrower shall not change its name unless each of the following conditions is satisfied: (i) Lender Agent shall have received not less than thirty (30) days prior written notice from Administrative Borrower of such proposed change in its corporate name, which notice shall accurately set forth the new name; and (ii) Lender Agent shall have received a copy of the amendment to the Certificate of Incorporation of such Borrower providing for the name change certified by the Secretary of State of the jurisdiction of incorporation or organization of such Borrower as soon as it is available. (c) No Borrower shall not change its chief executive office or its mailing address or organizational identification number (or if it does not have one, shall not acquire one) unless Lender Agent shall have received not less than thirty (30) days' prior written notice from Administrative Borrower of such proposed change, which notice shall set forth such information with respect thereto as Lender Agent may require and Lender Agent shall have received such agreements as Lender Agent may reasonably require in connection therewith. No Borrower shall not change its type of organization, jurisdiction of organization or other legal structure.

Appears in 1 contract

Samples: Loan and Security Agreement (Stein Mart Inc)

Maintenance of Existence. (a) Borrower shall at all times preserve, renew and keep in full full, force and effect its corporate existence and rights and franchises with respect thereto and maintain in full force and effect all permits, licenses, trademarks, tradenamestrade names, approvals, authorizations, leases and contracts necessary to carry on the business as presently or proposed to be conducted. (b) Borrower shall not change its name unless each of the following conditions is satisfied: (iii) Lender Administrative Agent shall have received not less than thirty (30) days prior written notice from Borrower of such proposed change in its corporate name, which notice shall accurately set forth the new name; and (ii) Lender Administrative Agent shall have received a copy of the amendment to the Certificate of Incorporation of Borrower providing for the name change certified by the Secretary of State of the jurisdiction of incorporation or organization of Borrower as soon as it is available. (c) Borrower shall not change its chief executive office or its mailing address or organizational identification number (or if it does not have one, shall not acquire one) unless Lender Administrative Agent shall have received not less than thirty (30) days' prior written notice from Borrower of such proposed change, which notice shall set forth such information with respect thereto as Lender Administrative Agent may require and Lender Administrative Agent shall have received such agreements as Lender Administrative Agent may reasonably require in connection therewith. Borrower shall not change its type of organization, jurisdiction of organization or other legal structure.

Appears in 1 contract

Samples: Loan and Security Agreement (Ulta Salon, Cosmetics & Fragrance, Inc.)

Maintenance of Existence. (a) Borrower The Company shall at all times preserve, renew and keep in full full, force and effect its corporate existence and rights and franchises with respect thereto and maintain in full force and effect all permits, licenses, trademarks, tradenames, approvals, authorizations, leases and contracts necessary to carry on the business as presently or proposed to be conducted. (b) Borrower The Company shall not change its name unless each of the following conditions is satisfied: (i) each Lender shall have received not less than thirty (30) days prior written notice from Borrower the Company of such proposed change in its corporate name, which notice shall accurately set forth the new name; and (ii) each Lender shall have received a copy of the amendment to the Certificate of Incorporation of Borrower the Company providing for the name change certified by the Secretary of State of the jurisdiction of incorporation or organization of Borrower the Company as soon as it is available. (c) Borrower The Company shall not change its chief executive office or its mailing address or organizational identification number (or if it does not have one, shall not acquire one) unless each Lender shall have received not less than thirty (30) days' prior written notice from Borrower the Company of such proposed change, which notice shall set forth such information with respect thereto as Lender the Lenders may require and the Lender shall have received such agreements as each Lender may reasonably require in connection therewith. Borrower The Company shall not change its type of organization, jurisdiction of organization or other legal structure.

Appears in 1 contract

Samples: Bridge Loan and Security Agreement (Ep Medsystems Inc)

Maintenance of Existence. (a) Each Borrower and Guarantor shall, and shall cause any Subsidiary to, at all times preserve, renew and keep in full full, force and effect its corporate existence and rights and franchises with respect thereto (other than pursuant to a merger or liquidation permitted hereunder) and maintain in full force and effect all permitsPermits, licenses, trademarks, tradenames, approvals, authorizations, leases and contracts necessary to carry on the business as presently or proposed to be conductedconducted where the failure to so maintain the same would have a Material Adverse Effect. (b) No Borrower or Guarantor shall not change its name unless each of the following conditions is satisfied: (i) Lender Agent shall have received not less than thirty twenty (3020) days prior written notice from Administrative Borrower of such proposed change in its corporate name, which notice shall accurately set forth the new name; and (ii) Lender Agent shall have received a copy of the amendment to the Certificate of Incorporation of such Borrower or Guarantor providing for the name change certified by the Secretary of State of the jurisdiction of incorporation or organization of such Borrower or Guarantor as soon as it is available. (c) No Borrower or Guarantor shall not change its chief executive office or its mailing address or organizational identification number (or if it does not have one, shall not acquire one) unless Lender Agent shall have received not less than thirty (30) days' prior written notice from Administrative Borrower of such proposed change, which notice shall set forth such information with respect thereto as Lender Agent may require and Lender Agent shall have received such agreements as Lender Agent may reasonably require in connection therewith. No Borrower or Guarantor shall not change its type of organization, jurisdiction of organization or other legal structure.

Appears in 1 contract

Samples: Loan and Security Agreement (Pep Boys Manny Moe & Jack)

Maintenance of Existence. (a) Each Borrower shall at all times preserve, renew and keep in full full, force and effect its corporate existence and rights and franchises with respect thereto and maintain in full force and effect all permits, licenses, trademarks, tradenames, approvals, authorizations, leases and contracts necessary to carry on the business as presently or proposed to be conducted. (b) No Borrower shall not change its name unless each of the following conditions is satisfied: (i) Lender shall have received not less than thirty (30) days prior written notice from such Borrower of such proposed change in its corporate name, which notice shall accurately set forth the new namename ; and (ii) Lender shall have received a copy of the amendment to the Articles or Certificate of Incorporation of such Borrower providing for the name change certified by the Secretary of State or other Governmental Authority of the jurisdiction of incorporation or organization of such Borrower as soon as it is available. (c) No Borrower shall not change its chief executive office or its mailing address or organizational identification number (or if it does not have one, shall not acquire one) unless Lender shall have received not less than thirty (30) days' prior written notice from such Borrower of such proposed change, which notice shall set forth such information with respect thereto as Lender may require and Lender shall have received such agreements as Lender may reasonably require in connection therewith. No Borrower shall not change its type of organization, jurisdiction of organization or other legal structure, except with Lender's prior written consent and after giving Lender adequate opportunity to make any filings or take any other actions necessary to continue the perfection of Lender's security interest in any Collateral.

Appears in 1 contract

Samples: Loan and Security Agreement (Rockford Corp)

Maintenance of Existence. (ai) Each Borrower shall at all times preserve, renew and keep in full full, force and effect its corporate existence and rights and franchises with respect thereto and maintain in full force and effect all permits, licenses, trademarks, tradenames, approvals, authorizations, leases and contracts necessary to carry on the business as presently or proposed to be conducted. (bii) No Borrower shall not change its name unless each of the following conditions is satisfied: (i) Lender shall have received not less than thirty (30) days prior written notice from such Borrower of such proposed change in its corporate name, which notice shall accurately set forth the new name; and (ii) Lender shall have received a copy of the amendment to the Certificate of Incorporation of such Borrower providing for the name change certified by the Secretary of State of the jurisdiction of incorporation or organization of such Borrower as soon as it is available. (ciii) No Borrower shall not change its chief executive office or its mailing address or organizational identification number (or if it does not have one, shall not acquire one) unless Lender shall have received not less than thirty (30) days' prior written notice from such Borrower of such proposed change, which notice shall set forth such information with respect thereto as Lender may require and Lender shall have received such agreements as Lender may reasonably require in connection therewith. No Borrower shall not change its type of organization, jurisdiction of organization or other legal structure.

Appears in 1 contract

Samples: Loan and Security Agreement (Fansteel Inc)

Maintenance of Existence. (a) Each Borrower and Guarantor shall at all times preserve, renew and keep in full force and effect its corporate existence and rights and franchises with respect thereto and maintain in full force and effect all permits, material licenses, trademarks, tradenames, approvals, authorizations, leases leases, contracts and contracts Permits necessary to carry on the business as presently or proposed to be conducted, except as to any Guarantor other than Parent as permitted in Section 9.7 hereto. (b) No Borrower or Guarantor shall not change its name unless each of the following conditions is satisfied: (i) Lender Agent shall have received not less than thirty (30) days prior written notice from Administrative Borrower of such proposed change in its corporate name, which notice shall accurately set forth the new name; and (ii) Lender Agent shall have received a copy of the amendment to the Certificate of Incorporation of such Borrower or Guarantor providing for the name change certified by the Secretary of State of the jurisdiction of incorporation or organization of such Borrower or Guarantor as soon as it is available. (c) No Borrower or Guarantor shall not change its chief executive office or its mailing address or organizational identification number (or if it does not have one, shall not acquire one) unless Lender Agent shall have received not less than thirty (30) days' prior written notice from Administrative Borrower of such proposed change, which notice shall set forth such information with respect thereto as Lender Agent may require and Lender Agent shall have received such agreements as Lender Agent may reasonably require in connection therewith. No Borrower or Guarantor shall not change its type of organization, jurisdiction of organization or other legal structure.

Appears in 1 contract

Samples: Loan and Security Agreement (Commerce Energy Group Inc)

Maintenance of Existence. (a) Each Borrower and Guarantor shall at all times preserve, renew and keep in full force and effect its corporate existence and rights and franchises with respect thereto and maintain in full force and effect all permits, licenses, trademarks, tradenames, approvals, authorizations, leases leases, contracts and contracts Permits necessary to carry on the business as presently or proposed to be conducted, except as to any Guarantor other than Parent as permitted in Section 9.7 hereof or to the extent that the failure to maintain the same has or could reasonably be expected to have a Material Adverse Effect. (b) No Borrower or Guarantor shall not change its name unless each of the following conditions is satisfied: (i) Lender Agent shall have received not less than thirty (30) days prior written notice from Borrower Agent of such proposed change in its corporate name, which notice shall accurately set forth the new name; and (ii) Lender Agent shall have received a copy of the amendment to the Certificate of Incorporation of such Borrower or Guarantor providing for the name change certified by the Secretary of State of the jurisdiction of incorporation or organization of Borrower as soon as it is available.Secretary (c) No Borrower or Guarantor shall not change its chief executive office or its mailing address or organizational identification number (or if it does not have one, shall not acquire one) unless Lender Agent shall have received not less than thirty (30) days' prior written notice from Borrower Agent of such proposed change, which notice shall set forth such information with respect thereto as Lender Agent may require and Lender Agent shall have received such agreements as Lender Agent may reasonably require in connection therewith. No Borrower or Guarantor shall not change its type of organization, jurisdiction of organization or other legal structure.

Appears in 1 contract

Samples: Loan and Security Agreement (J Crew Operating Corp)

Maintenance of Existence. (a) Borrower shall at all times preserve, renew and keep in full force and effect its corporate existence and rights and franchises with respect thereto and maintain in full force and effect all permits, licenses, trademarks, tradenames, approvals, authorizations, leases leases, contracts and contracts Permits necessary to carry on the business as presently or proposed to be conducted. (b) Borrower shall not change its name unless each of the following conditions is satisfied: (i) Lender Agent shall have received not less than thirty (30) days prior written notice from Borrower of such proposed change in its corporate name, which notice shall accurately set forth the new name; and (ii) Lender Agent shall have received a copy of the amendment to the Certificate of Incorporation of Borrower providing for the name change certified by the Secretary of State of the jurisdiction of incorporation or organization of Borrower as soon as it is available. (c) Borrower shall not change its chief executive office or its mailing address or organizational identification number (or if it does not have one, shall not acquire one) unless Lender Agent shall have received not less than thirty (30) days' prior written notice from Borrower of such proposed change, which notice shall set forth such information with respect thereto as Lender Agent may require and Lender Agent shall have received such agreements as Lender Agent may reasonably require in connection therewith. Borrower shall not change its type of organization, jurisdiction of organization or other legal structure.

Appears in 1 contract

Samples: Loan and Security Agreement (Trailer Bridge Inc)

Maintenance of Existence. (a) Borrower shall Each Obligor shall, at all times times, preserve, renew and keep in full force and effect (a) its corporate existence and rights and franchises with respect thereto as a corporation, limited liability company or partnership where the failure to do so would have a reasonable likelihood of having a Material Adverse Effect and (b) its existence subject to Sections 9.7 and 9.8 hereof. Each Obligor and Additional L/C Debtor shall at all times maintain in full force and effect all permitsPermits, licenses, trademarks, tradenames, approvals, authorizations, leases and contracts necessary to carry on the business as presently or proposed to be conducted. conducted where the failure to so maintain the same would have a reasonable likelihood of having a Material Adverse Effect. Each Obligor shall, and Parent shall cause each Additional L/C Debtor to give Agent twenty (b) Borrower shall not change its name unless each of the following conditions is satisfied: (i) Lender shall have received not less than thirty (3020) days prior written notice from Borrower of such any proposed change in its corporate name, which notice shall accurately accordingly set forth the new name; name and (ii) Lender each Obligor and Additional L/C Debtor, as the case may be, and Agent shall have received a copy of the amendment to the Certificate formation of Incorporation of Borrower such Person, as the case may be, providing for the name change certified by the Secretary of State or other appropriate government officer of the jurisdiction of incorporation or organization formation of Borrower such Person, as the case may be, as soon as it is available. (c) Borrower . Additionally, no Obligor shall not change its chief executive office or its mailing address or organizational identification number (or if it does not have one, shall not acquire one) ), unless Lender Agent shall have received not less than thirty twenty (3020) days' prior written notice from Borrower such Obligor of such proposed change, which notice shall set forth such information with respect thereto as Lender Agent may require and Lender require. No Obligor shall have received such agreements as Lender may reasonably require in connection therewith. Borrower shall not change its type of organization, jurisdiction of organization or other legal structurestructure without twenty (20) days prior written notice to Agent of any such proposed change.

Appears in 1 contract

Samples: Loan and Security Agreement (Charming Shoppes Inc)

Maintenance of Existence. (a) Borrower shall at all times preserve, renew and keep in full force and effect its corporate existence and rights and franchises with respect thereto and maintain in full force and effect all permits, licenses, trademarks, tradenames, approvals, authorizations, leases and contracts necessary to carry on the business as presently or proposed to be conducted. (b) Borrower shall not change its name unless each of the following conditions is satisfied: (i) Lender shall have received not less than thirty (30) days prior written notice from Borrower of such proposed change in its corporate name, which notice shall accurately set forth the new name; and (ii) Lender shall have received a copy of the amendment to the Certificate of Incorporation of Borrower providing for the name change certified by the Secretary of State of the jurisdiction of incorporation or organization of Borrower as soon as it is available. (c) Borrower shall not change its chief executive office or its mailing address or organizational identification number (or if it does not have one, shall not acquire one) unless Lender shall have received not less than thirty (30) days' prior written notice from Borrower of such proposed change, which notice shall set forth such information with respect thereto as Lender may require and Lender shall have received such agreements as Lender may reasonably require in connection therewith. Borrower shall not change its type of organization, jurisdiction of organization or other legal structure. Borrower shall not and shall not permit any amendment to its certificate of incorporation or enter into or consent to any agreement that amends or modifies so as to limit, restrict, reduce, eliminate or condition, directly or indirectly, any of the voting rights of the holders of the Class B Common Stock of Borrower with respect to the election of the Board of Directors of Borrower or otherwise.

Appears in 1 contract

Samples: Loan and Security Agreement (Hirsch International Corp)

Maintenance of Existence. (a) Each Borrower and Guarantor shall at all times preserve, renew and keep in full force and effect its corporate existence and rights and franchises with respect thereto and maintain in full force and effect and in accordance with their terms all permits, licenses, trademarks, tradenames, approvals, authorizations, leases leases, contracts and contracts Permits necessary to carry on the business as presently or proposed to be conducted, except as to any Guarantor other than Parent as permitted in Section 9.7 hereto. (b) No Borrower or Guarantor shall not change its name unless each of the following conditions is satisfied: (i) Lender shall have received not less than thirty (30) days prior written notice from Administrative Borrower of such proposed change in its corporate name, which notice shall accurately set forth the new name; and (ii) Lender shall have received a copy of the amendment to the Certificate of Incorporation of such Borrower or Guarantor providing for the name change certified by the Secretary of State of the jurisdiction of incorporation or organization of such Borrower or Guarantor as soon as it is available. (c) No Borrower or Guarantor shall not change its chief executive office or its mailing address or organizational identification number (or if it does not have one, shall not acquire one) unless Lender shall have received not less than thirty (30) days' prior written notice from Administrative Borrower of such proposed change, which notice shall set forth such information with respect thereto as Lender may require and Lender shall have received such agreements as Lender may reasonably require in connection therewith. No Borrower or Guarantor shall not change its type of organization, jurisdiction of organization or other legal structure.

Appears in 1 contract

Samples: Loan and Security Agreement (Langer Inc)

Maintenance of Existence. (a) Borrower shall Each Obligor shall, at all times times, preserve, renew and keep in full force and effect (a) its corporate existence and rights and franchises with respect thereto as a corporation, limited liability company or partnership where the failure to do so would have a reasonable likelihood of having a Material Adverse Effect and (b) its existence subject to Sections 9.7 and 9.8 hereof. Each Obligor and Additional L/C Debtor shall at all times maintain in full force and effect all permitsPermits, licenses, trademarks, tradenames, approvals, authorizations, leases and contracts necessary to carry on the business as presently or proposed to be conducted. conducted where the failure to so maintain the same would have a reasonable likelihood of having a Material Adverse Effect. Each Obligor shall, and Parent shall cause each Additional L/C Debtor to give Agent twenty (b) Borrower shall not change its name unless each of the following conditions is satisfied: (i) Lender shall have received not less than thirty (3020) days prior written notice from Borrower of such any proposed change in its corporate name, which notice shall accurately accordingly set forth the new name; name and (ii) Lender each Obligor and Additional L/C Debtor, as the case may be, and Agent shall have received a copy of the amendment to the Certificate formation of Incorporation of Borrower such Person, as the case may be, providing for the name change certified by the Secretary of State or other appropriate government officer of the jurisdiction of incorporation or organization formation of Borrower such Person, as the case may be, as soon as it is available. (c) Borrower . Additionally, no Obligor shall not change the address of its chief executive office or its mailing address or organizational identification number (or if it does not have one, shall not acquire one) ), unless Lender Agent shall have received not less than thirty twenty (3020) days' prior written notice from Borrower such Obligor of such proposed change, which notice shall set forth such information with respect thereto as Lender Agent may require and Lender require. No Obligor shall have received such agreements as Lender may reasonably require in connection therewith. Borrower shall not change its type of organization, jurisdiction of organization or other legal structurestructure without twenty (20) days prior written notice to Agent of any such proposed change.

Appears in 1 contract

Samples: Loan and Security Agreement (Charming Shoppes Inc)

Maintenance of Existence. (a) Each Borrower shall at all times preserve, renew and keep in full full, force and effect its corporate existence and rights and franchises with respect thereto and maintain in full force and effect all permits, licenses, trademarks, tradenames, approvals, authorizations, leases and contracts necessary to carry on the business as presently or proposed to be conducted. (b) No Borrower shall not change its name unless each of the following conditions is satisfied: (i) Lender Agent shall have received not less than thirty (30) days prior written notice from such Borrower of such proposed change in its corporate name, which notice shall accurately set forth the new namename ; and (ii) Lender Agent shall have received a copy of the amendment to the Articles or Certificate of Incorporation of such Borrower providing for the name change certified by the Secretary of State or other Governmental Authority of the jurisdiction of incorporation or organization of such Borrower as soon as it is available. (c) No Borrower shall not change its chief executive office or its mailing address or organizational identification number (or if it does not have one, shall not acquire one) unless Lender Agent shall have received not less than thirty (30) days' prior written notice from such Borrower of such proposed change, which notice shall set forth such information with respect thereto as Lender Agent may require and Lender Agent shall have received such agreements as Lender Agent may reasonably require in connection therewith. No Borrower shall not change its type of organization, jurisdiction of organization or other legal structure, except with Agent's prior written consent and after giving Agent adequate opportunity to make any filings or take any other actions necessary to continue the perfection of Agent's security interest in any Collateral.

Appears in 1 contract

Samples: Loan and Security Agreement (Rockford Corp)

Maintenance of Existence. (ai) Borrower Debtor shall at all times preserve, renew and keep in full force and effect its corporate existence and rights and franchises with respect thereto and shall use commercially reasonable efforts to maintain in full force and effect all permits, licenses, trademarks, tradenamestrade names, approvals, authorizations, leases leases, contracts and contracts permits necessary to carry on the business as presently or proposed to be conducted. (bii) Borrower Debtor shall not change its name unless each of the following conditions is satisfied: (i1) Lender Agent shall have received not less than thirty (30) days prior written notice from Borrower Debtor of such proposed change in its corporate name, which notice shall accurately set forth the new name; and (ii2) Lender Agent shall have received a copy of the amendment to the Certificate certificate of Incorporation incorporation of Borrower Debtor providing for the name change certified by the Secretary of State of the jurisdiction State of incorporation or organization of Borrower Delaware as soon as it is available. (ciii) Borrower Debtor shall not change its chief executive office or its mailing address or organizational identification number (or if it does not have one, shall not acquire one) unless Lender Agent shall have received not less than thirty (30) days' prior written notice from Borrower Debtor of such proposed change, which notice shall set forth such information with respect thereto as Lender Agent may require and Lender Agent shall have received such agreements as Lender Agent may reasonably require in connection therewith. Borrower Debtor shall not change its type of organization, jurisdiction of organization or other legal structure.

Appears in 1 contract

Samples: Security Agreement (National Datacomputer Inc)

Maintenance of Existence. (a) Borrower shall at all times preserve, renew and keep in full force and effect its corporate existence and rights and franchises with respect thereto and maintain in full force and effect all permits, licenses, trademarks, tradenames, approvals, authorizations, leases leases, contracts and contracts Permits necessary to carry on the business as presently or proposed to be conducted. (b) Borrower shall not change its name unless each of the following conditions is satisfied: (i) Lender Agent shall have received not less than thirty (30) days prior written notice from Borrower of such proposed change in its corporate name, which notice shall accurately set forth the new name; and (ii) Lender Agent shall have received a copy of the amendment to the Certificate of Incorporation of Borrower providing for the name change certified by the Secretary of State of the jurisdiction of incorporation or organization of Borrower as soon as it is available. (c) Borrower shall not change its chief executive office or its mailing address or organizational identification number (or if it does not have one, shall not acquire one) unless Lender Agent shall have received not less than thirty (30) days' prior written notice from Borrower of such proposed change, which notice shall set forth such information with respect thereto as Lender Agent may require and Lender Agent shall have received such agreements as Lender Agent may reasonably require in connection therewith. Borrower shall not change its type of organization, jurisdiction of organization or other legal structure.reasonably

Appears in 1 contract

Samples: Loan and Security Agreement (Reptron Electronics Inc)

Maintenance of Existence. (a) Each Borrower and Guarantor shall at all times preserve, renew and keep in full force and effect its corporate existence and rights and franchises with respect thereto and maintain in full force and effect all permits, licenses, trademarks, tradenames, approvals, authorizations, leases leases, contracts and contracts Permits necessary to carry on the business as presently or proposed to be conducted, except as to any Guarantor other than Parent as permitted in Section 9.7 hereto. (b) No Borrower or Guarantor shall not change its name unless each of the following conditions is satisfied: (i) Lender Agent shall have received not less than thirty (30) days prior written notice from Borrower Parent of such proposed change in its corporate name, which notice shall accurately set forth the new name; and (ii) Lender Agent shall have received a copy of the amendment to the Certificate of Incorporation of such Borrower or Guarantor providing for the name change certified by the Secretary of State or applicable Governmental Authority of the jurisdiction of incorporation or organization of such Borrower or Guarantor as soon as it is available. (c) No Borrower or Guarantor shall not change its chief executive office or its mailing address or organizational identification number (or if it does not have one, shall not acquire one) unless Lender Agent shall have received not less than thirty (30) days' prior written notice from Borrower Parent of such proposed change, which notice shall set forth such information with respect thereto as Lender Agent may require and Lender Agent shall have received such agreements as Lender Agent may reasonably require in connection therewith. No Borrower or Guarantor shall not change its type of organization, jurisdiction of organization or other legal structure.

Appears in 1 contract

Samples: Loan and Security Agreement (Thane International Inc)

Maintenance of Existence. Remain in and continue to operate, and cause all of the Investment Entities to remain in and continue to operate, substantially the same line of business presently engaged in or contemplated to be engaged in by the terms of this Agreement, such line of business with regard to RCC primarily consisting of the development, acquisition and sale of multi-family rental residential property and syndications of equity in Projects, (aexcept that the Borrower and each Guarantor may, upon notice to the Banks, withdraw from any business activity which its general partner(s) Borrower shall at all times or manager reasonably deems unprofitable or unsound in the due exercise of its authority); and maintain and preserve, renew and keep in full force and effect its corporate existence and rights and franchises with respect thereto and maintain in full force and effect all permits, licenses, trademarks, tradenames, approvals, authorizations, leases and contracts necessary to carry on the business as presently or proposed to be conducted. (b) Borrower shall not change its name unless cause each of the following conditions is satisfied: other Investment Entities to maintain and preserve, its existence and all rights, privileges and franchises necessary or desirable in the conduct of its business as contemplated by this Agreement; and conduct its business (i) Lender and no other business), and cause each of the Investment Entities to conduct its business (and no other business), as contemplated by the terms of this Agreement in an orderly, efficient and customary manner. In furtherance of the foregoing and without limiting the generality thereof, the Borrower shall have received no assets or liabilities and engage in no business other than as to serve as a conduit for and make loans with funds advanced under and in repayment of the Loan as permitted by this Agreement, and to make the loans and payments and hold the equity interests as contemplated by and set forth in this Agreement. The Borrower's Organizational Documents shall not less than thirty (30) be amended or modified in any respect. None of the Borrower or any Guarantor will change its jurisdiction of organization without first giving 60 days prior written notice from Borrower of such a proposed change in its corporate name, which notice shall accurately set forth the new name; and (ii) Lender shall have received a copy of the amendment to the Certificate of Incorporation of Borrower providing for the name change certified by the Secretary of State of the jurisdiction of incorporation or organization of Borrower as soon as it is availableAgent. (c) Borrower shall not change its chief executive office or its mailing address or organizational identification number (or if it does not have one, shall not acquire one) unless Lender shall have received not less than thirty (30) days' prior written notice from Borrower of such proposed change, which notice shall set forth such information with respect thereto as Lender may require and Lender shall have received such agreements as Lender may reasonably require in connection therewith. Borrower shall not change its type of organization, jurisdiction of organization or other legal structure.

Appears in 1 contract

Samples: Loan Agreement (Chartermac)

Maintenance of Existence. (a) Except as permitted by Section 8.6, each Borrower shall at all times preserve, renew and keep in full force and effect its corporate existence as a corporation or limited liability company, as applicable, and rights and franchises with respect thereto and maintain in full force and effect all permits, licenses, trademarks, tradenamestrade names, approvals, authorizations, leases leases, contracts and contracts permits necessary to carry on in all material respects the business as presently or proposed to be conducted.. 4833-7494-6387.12 45083/0017 03/0202018 (b) No Borrower shall not change its name unless each of the following conditions is satisfied: (i) Lender Administrative Agent shall have received not less than thirty (30) days days' prior written notice from Borrower Agent of such proposed change in its corporate or limited liability company name, which notice shall accurately set forth the new name; and (ii) Lender the Borrower Agent shall have received promptly thereafter deliver to Administrative Agent a copy of the amendment to the Certificate of Incorporation (or certificate of organization, as the case may be) of such Borrower providing for the name change certified by the Secretary of State of the jurisdiction of incorporation or organization of such Borrower as soon as promptly after it is available. (c) No Borrower shall not change its chief executive office or office, its mailing address or address, organizational identification number (or if it does not have one, shall not acquire one) ), type or jurisdiction of organization or other legal structure, in each case, unless Lender Administrative Agent shall have received not less than thirty (30) days' prior written notice from Borrower Agent of such proposed change, which notice shall set forth such information with respect thereto as Lender Administrative Agent may require and Lender Administrative Agent shall have received such agreements as Lender Administrative Agent may reasonably require in connection therewith. Borrower shall not change its type of organization, jurisdiction of organization or other legal structure.

Appears in 1 contract

Samples: Loan and Security Agreement (BBX Capital Corp)

Maintenance of Existence. (a) Borrower shall at all times preserve, renew and keep in full force and effect its corporate existence and rights and franchises with respect thereto and maintain in full force and effect all permits, licenses, trademarks, tradenames, approvals, authorizations, leases and contracts necessary to carry on the business as presently or proposed to be conducted, except where the failure to do so is not reasonably likely to have a Material Adverse Effect. (b) Borrower shall not change its name unless each of the following conditions is satisfied: (i) Lender shall have received not less than thirty (30) days prior written notice from Borrower of such proposed change in its corporate name, which notice shall accurately set forth the new name; and (ii) Lender shall have received a copy of the amendment to the Certificate Articles of Incorporation of Borrower providing for the name change certified by the Secretary of State of the jurisdiction of incorporation or organization of Borrower as soon as it is available. (c) Borrower shall not change its chief executive office or its mailing address or organizational identification number (or if it does not have one, shall not acquire one) unless Lender shall have received not less than thirty (30) days' prior written notice from Borrower of such proposed change, which notice shall set forth such information with respect thereto as Lender may require and Lender shall have received such agreements as Lender may reasonably require in connection therewith. Borrower shall not change its type of organization, jurisdiction of organization or other legal structure.

Appears in 1 contract

Samples: Loan and Security Agreement (Value Financial Services, Inc.)

Maintenance of Existence. (a) Borrower shall at all times preserve, renew and keep in full force and effect its corporate existence and rights and franchises with respect thereto and maintain in full force and effect all permits, licenses, trademarks, tradenamestrade names, approvals, authorizations, leases and contracts necessary to carry on the business as presently or proposed to be conducted. (b) Borrower shall not change its name unless each of the following conditions is satisfied: (iii) Lender Administrative Agent shall have received not less than thirty (30) days prior written notice from Borrower of such proposed change in its corporate name, which notice shall accurately set forth the new name; and (ii) Lender Administrative Agent shall have received a copy of the amendment to the Certificate of Incorporation of Borrower providing for the name change certified by the Secretary of State of the jurisdiction of incorporation or organization of Borrower as soon as it is available. (c) Borrower shall not change its chief executive office or its mailing address or organizational identification number (or if it does not have one, shall not acquire one) unless Lender Administrative Agent shall have received not less than thirty (30) days' prior written notice from Borrower of such proposed change, which notice shall set forth such information with respect thereto as Lender Administrative Agent may require and Lender Administrative Agent shall have received such agreements as Lender Administrative Agent may reasonably require in connection therewith. Borrower shall not change its type of organization, jurisdiction of organization or other legal structure.

Appears in 1 contract

Samples: Loan and Security Agreement (Ulta Beauty, Inc.)

Maintenance of Existence. (a) Each Borrower and Guarantor shall at all times preserve, renew and keep in full force and effect its corporate existence and rights and franchises with respect thereto and maintain in full force and effect all permits, licenses, trademarks, tradenames, approvals, authorizations, leases leases, contracts and contracts Permits necessary to carry on the business as presently or proposed to be conducted, except as to any Guarantor other than Parent as permitted in Section 9.7 hereto. (b) No Borrower or Guarantor shall not change its name unless each of the following conditions is satisfied: (i) Lender Agent shall have received not less than thirty (30) days prior written notice from Administrative Borrower of such proposed change in its corporate name, which notice shall accurately set forth the new name; and (ii) Lender Agent shall have received a copy of the amendment to the Certificate or Articles of Incorporation of such Borrower or Guarantor providing for the name change certified by the Secretary of State of the jurisdiction of incorporation or organization of such Borrower or Guarantor as soon as it is available. (c) No Borrower or Guarantor shall not change its chief executive office or its mailing address or organizational identification number (or if it does not have one, shall not acquire one) unless Lender Agent shall have received not less than thirty (30) days' prior written notice from Administrative Borrower of such proposed change, which notice shall set forth such information with respect thereto as Lender Agent may require and Lender Agent shall have received such agreements as Lender Agent may reasonably require in connection therewith. No Borrower or Guarantor shall not change its type of organization, jurisdiction of organization or other legal structure.

Appears in 1 contract

Samples: Loan and Security Agreement (Universal Automotive Industries Inc /De/)

Maintenance of Existence. (a) Each Borrower and Guarantor shall at all times preserve, renew and keep in full force and effect its corporate existence and rights and franchises with respect thereto and maintain in full force and effect all permits, licenses, trademarks, tradenames, approvals, authorizations, leases leases, contracts and contracts Permits necessary to carry on the business as presently or proposed to be conducted, except as to any Guarantor other than Parent as permitted in Section 9.7 hereto. (b) No Borrower or Guarantor shall not change its name unless each of the following conditions is satisfied: (i) Lender Agent shall have received not less than thirty (30) days prior written notice from Administrative Borrower of such proposed change in its corporate name, which notice shall accurately set forth the new name; and (ii) Lender Agent shall have received a copy of the amendment to the Certificate of Incorporation of such Borrower or Guarantor providing for the name change certified by the Secretary of State of the jurisdiction of incorporation or organization of such Borrower or Guarantor as soon as it is available. (c) No Borrower or Guarantor shall not change its chief executive office or its mailing address or organizational identification number (or if it does not have one, shall not acquire one) unless Lender Agent shall have received not less than thirty (30) days' prior written notice from Administrative Borrower of such proposed change, which notice shall set forth such information with respect thereto as Lender Agent may require and Lender Agent shall have received such agreements as Lender Agent may reasonably require in connection therewith. No Borrower or Guarantor shall not change its type of organization, jurisdiction of organization or other legal structure.

Appears in 1 contract

Samples: Loan and Security Agreement (Image Entertainment Inc)

Maintenance of Existence. (a) Borrower shall at all times preserve, renew and keep in full full, force and effect its corporate existence and rights and franchises with respect thereto and maintain in full force and effect all permits, licenses, trademarks, tradenames, approvals, authorizations, leases and contracts necessary to carry on the business as presently or proposed to be conducted. (b) Borrower shall not change its name unless each of the following conditions is satisfied: (i) Lender shall have received not less than thirty (30) days prior written notice from Borrower of such proposed change in its corporate name, which notice shall accurately set forth the new namename ; and (ii) Lender shall have received a copy of the amendment to the Certificate of Incorporation of Borrower providing for the name change certified by the Secretary of State of the jurisdiction of incorporation or organization of Borrower as soon as it is available. (c) Borrower shall not change its chief executive office or its mailing address or organizational identification number (or if it does not have one, shall not acquire one) unless Lender shall have received not less than thirty (30) days' prior written notice from Borrower of such proposed change, which notice shall set forth such information with respect thereto as Lender may require and Lender shall have received such agreements as Lender may reasonably require in connection therewith. Borrower shall not change its type of organization, jurisdiction of organization or other legal structure.

Appears in 1 contract

Samples: Loan and Security Agreement (Ecost Com Inc)

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Maintenance of Existence. (a) Borrower shall at all times preserve, renew and keep in full force and effect its corporate limited partnership existence and rights and franchises with respect thereto and maintain in full force and effect all permits, licenses, trademarks, tradenames, approvals, authorizations, leases and contracts necessary to carry on the business as presently or proposed to be conducted. (b) Borrower shall not change its name unless each of the following conditions is satisfied: (i) Lender shall have received not less than thirty (30) days prior written notice from Borrower of such proposed change in its corporate limited partnership name, which notice shall accurately set forth the new name; and (ii) Lender shall have received a copy of the amendment to the Certificate of Incorporation Limited Partnership and/or limited partnership agreement of Borrower providing for the name change certified by the Secretary of State of the jurisdiction of incorporation or organization of Borrower as soon as it is available. (c) Borrower shall not change its chief executive office or its mailing address or organizational identification number (or if it does not have one, shall not acquire one) unless Lender shall have received not less than thirty (30) days' prior written notice from Borrower of such proposed change, which notice shall set forth such information with respect thereto as Lender may require and Lender shall have received such agreements as Lender may reasonably require in connection therewith. Borrower shall not change its type of organization, jurisdiction of organization or other legal structure.

Appears in 1 contract

Samples: Loan and Security Agreement (Ic Isaacs & Co Inc)

Maintenance of Existence. (a) Borrower The Company shall at all times preserve, renew and keep in full full, force and effect its corporate existence and rights and franchises with respect thereto and maintain in full force and effect all permits, licenses, trademarks, tradenames, approvals, authorizations, leases and contracts necessary to carry on the business as presently or proposed to be conducted. (b) Borrower The Company shall not change its name unless each of the following conditions is satisfied: (i) Lender each Purchaser shall have received not less than thirty (30) days prior written notice from Borrower the Company of such proposed change in its corporate name, which notice shall accurately set forth the new name; and (ii) Lender each Purchaser shall have received a copy of the amendment to the Certificate Articles of Incorporation of Borrower the Company providing for the name change certified by the Secretary of State of the jurisdiction of incorporation or organization of Borrower the Company as soon as it is available. (c) Borrower The Company shall not change its chief executive office or its mailing address or organizational identification number (or if it does not have one, shall not acquire one) unless Lender each Purchaser shall have received not less than thirty (30) days' prior written notice from Borrower the Company of such proposed change, which notice shall set forth such information with respect thereto as Lender the Purchasers may require and Lender the Purchaser shall have received such agreements as Lender each Purchaser may reasonably require in connection therewith. Borrower The Company shall not change its type of organization, jurisdiction of organization or other legal structure.

Appears in 1 contract

Samples: Note and Warrant Purchase Agreement (Bioject Medical Technologies Inc)

Maintenance of Existence. (a) Borrower shall at all times preserve, renew and keep in full full, force and effect its corporate existence and rights and franchises with respect thereto and maintain in full force and effect all permits, licenses, trademarks, tradenames, approvals, authorizations, leases and contracts necessary to carry on the business as presently or proposed to be conducted. (b) Borrower shall not change its name unless each of the following conditions is satisfied: (i) Lender shall have received not less than thirty (30) days prior written notice from Borrower of such proposed change in its corporate name, which notice shall accurately set forth the new name; and (ii) Lender shall have received a copy of the amendment to the Certificate of Incorporation of Borrower providing for the name change certified by the Secretary of State of the jurisdiction of incorporation or organization of Borrower as soon as it is available. (c) Borrower shall not change its chief executive office or its mailing address or organizational identification number (or if it does not have one, shall not acquire one) unless Lender shall have received not less than thirty (30) days' prior written notice from Borrower of such proposed change, which notice shall set forth such information with respect thereto as Lender may require and Lender shall have received such agreements as Lender may reasonably require in connection therewith. Borrower shall not change its type of organization, jurisdiction of organization or other legal structure.

Appears in 1 contract

Samples: Loan and Security Agreement (Impreso Inc)

Maintenance of Existence. (a) Borrower Guarantor shall at all times preserve, renew and keep in full full, force and effect its corporate legal existence and rights and franchises with respect thereto and maintain in full force and effect all permits, licenses, trademarks, tradenames, approvals, authorizations, leases and contracts necessary to carry on the business as presently or proposed to be conducted. (b) Borrower Guarantor shall not change its name unless each of the following conditions is satisfied: (i) Lender shall have received not less than thirty (30) days prior written notice from Borrower Guarantor of such proposed change in its corporate name, which notice shall accurately set forth the new name; and (ii) Lender shall have received a copy of the amendment to the Certificate of Incorporation Formation of Borrower Guarantor providing for the name change certified by the Secretary of State of the jurisdiction of incorporation or organization formation of Borrower Guarantor as soon as it is available. (c) Borrower Guarantor shall not change its chief executive office or its mailing address or organizational identification number (or if it does not have one, shall not acquire one) unless Lender shall have received not less than thirty (30) days' prior written notice from Borrower Guarantor of such proposed change, which notice shall set forth such information with respect thereto as Lender may require and Lender shall have received such agreements as Lender may reasonably require in connection therewith. Borrower Guarantor shall not change its type of organization, jurisdiction of organization or other legal structure.

Appears in 1 contract

Samples: General Security Agreement (Pfsweb Inc)

Maintenance of Existence. (a) Borrower shall at all times preserve, renew and keep in full full, force and effect its corporate existence and rights and franchises with respect thereto and maintain in full force and effect all permits, licenses, trademarks, tradenames, approvals, authorizations, leases and contracts necessary to carry on the business as presently or proposed to be conducted. (b) Borrower shall not change its name unless each of the following conditions is satisfied: (i) Lender shall have received not less than thirty (30) days prior written notice from Borrower of such proposed change in its corporate name, which notice shall accurately set forth the new name; and (ii) Lender shall have received a copy of the amendment to the Certificate of Incorporation of Borrower providing for the name change certified by the Secretary of State of the jurisdiction of incorporation or organization of Borrower as soon as it is available. (c) Borrower shall not change its chief executive office or its mailing address or organizational identification number (or if it does not have one, shall not acquire one) unless Lender shall have received not less than thirty (30) days' prior written notice from Borrower of such proposed change, which notice shall set forth such information with respect thereto as Lender may require and Lender shall have received such agreements as Lender may reasonably require in connection therewith. Borrower shall not change its type of organization, jurisdiction of organization or other legal structure.

Appears in 1 contract

Samples: Loan and Security Agreement (Hypercom Corp)

Maintenance of Existence. (a) Borrower shall at all times preserve, renew and keep in full force and effect its corporate existence and rights and franchises with respect thereto and maintain in full force and effect all permits, licenses, trademarks, tradenames, approvals, authorizations, leases and contracts necessary to carry on the business as presently or proposed to be conducted. (b) Borrower shall not change its name unless each of the following conditions is satisfied: (i) Lender shall have received not less than thirty (30) days prior written notice from Borrower of such proposed change in its corporate name, which notice shall accurately set forth the new name; and (ii) Lender shall have received a copy of the amendment to the Certificate of Incorporation of Borrower providing for the name change certified by the Secretary of State of the jurisdiction of incorporation or organization of Borrower as soon as it is available. (c) Borrower shall not change its chief executive office or its mailing address or organizational identification number (or if it does not have one, shall not acquire one) unless Lender shall have received not less than thirty (30) days' prior written notice from Borrower of such proposed change, which notice shall set forth such information with respect thereto as Lender may require and Lender shall have received such agreements as Lender may reasonably require in connection therewith. Borrower shall not change its type of organization, jurisdiction of organization or other legal structure.

Appears in 1 contract

Samples: Loan and Security Agreement (Vitacost.com, Inc.)

Maintenance of Existence. (a) Borrower shall Each Obligor shall, at all times times, preserve, renew and keep in full force and effect (a) its corporate existence and rights and franchises with respect thereto as a corporation, limited liability company or partnership where the failure to do so would have a reasonable likelihood of having a Material Adverse Effect and (b) its existence subject to Sections 9.7 and 9.8 hereof. Each Obligor and Additional L/C Debtor shall at all times maintain in full force and effect all permitsPermits, licenses, trademarks, tradenames, approvals, authorizations, leases and contracts necessary to carry on the business as presently or proposed to be conducted. conducted where the failure to so maintain the same would have a reasonable likelihood of having a Material Adverse Effect. Each Obligor shall, and Parent shall cause each Additional L/C Debtor to give Agent twenty (b) Borrower shall not change its name unless each of the following conditions is satisfied: (i) Lender shall have received not less than thirty (3020) days prior written notice from Borrower of such any proposed change in its corporate name, which notice shall accurately accordingly set forth the new name; name and (ii) Lender each Obligor and Additional L/C Debtor, as the case may be, and Agent shall have received a copy of the amendment to the Certificate formation of Incorporation of Borrower such Person, as the case may be, providing for the name change certified by the Secretary of State or other appropriate government officer of the jurisdiction of incorporation or organization formation of Borrower such Person, as the case may be, as soon as it is available. (c) Borrower . Additionally, no Obligor shall not change its chief executive office or its mailing address or organizational identification number (or if it does not have one, shall not acquire one) ), unless Lender Agent shall have received not less than thirty twenty (3020) days' prior written notice from Borrower such Obligor of such proposed change, which notice shall set forth such information with respect thereto as Lender Agent may require and Lender require. No Obligor shall have received such agreements as Lender may reasonably require in connection therewith. Borrower shall not change its type of organization, jurisdiction of organization or other legal structurestructure without twenty (20) days prior written notice to Agent of any such proposed change.

Appears in 1 contract

Samples: Loan and Security Agreement (Charming Shoppes Inc)

Maintenance of Existence. (a) Each Borrower and Guarantor shall at all times preserve, renew and keep in full force and effect its corporate existence and rights and franchises with respect thereto and maintain in full force and effect all permits, licenses, trademarks, tradenames, approvals, authorizations, leases leases, contracts and contracts Permits necessary to carry on the business as presently or proposed to be conducted, except as to Guarantor to the extent it is dissolved and liquidated as permitted in Section 9.7 hereto. (b) No Borrower or Guarantor shall not change its name unless each of the following conditions is satisfied: (i) Lender Agent shall have received not less than thirty (30) days prior written notice from Administrative Borrower of such proposed change in its corporate name, which notice shall accurately set forth the new name; and (ii) Lender Agent shall have received a copy of the amendment to the Certificate of Incorporation of such Borrower or Guarantor providing for the name change certified by the Secretary of State of the jurisdiction of incorporation or organization of such Borrower or Guarantor as soon as it is available. (c) No Borrower or Guarantor shall not change its chief executive office or its mailing address or organizational identification number (or if it does not have one, shall not acquire one) unless Lender Agent shall have received not less than thirty (30) days' prior written notice from Administrative Borrower of such proposed change, which notice shall set forth such information with respect thereto as Lender Agent may require and Lender Agent shall have received such agreements as Lender Agent may reasonably require in connection therewith. No Borrower or Guarantor shall not change its type of organization, jurisdiction of organization or other legal structure.

Appears in 1 contract

Samples: Loan and Security Agreement (Pemstar Inc)

Maintenance of Existence. (a) Each Borrower and Guarantor shall at all times preserve, renew and keep in full full, force and effect its corporate existence and rights and franchises with respect thereto and maintain in full force and effect all permits, licenses, trademarks, tradenames, approvals, authorizations, leases and contracts necessary to carry on the business as presently or proposed to be conducted, except as to any Guarantor other than Parent as permitted in Section 9.7 hereto. (b) No Borrower or Guarantor shall not change its name unless each of the following conditions is satisfied: (i) Lender Agent shall have received not less than thirty (30) days prior written notice from Borrower Parent of such proposed change in its corporate name, which notice shall accurately set forth the new name; and (ii) Lender Agent shall have received a copy of the amendment to the Certificate of Incorporation of such Borrower or Guarantor providing for the name change certified by the Secretary of State of the jurisdiction of incorporation or organization of such Borrower or Guarantor as soon as it is available. (c) No Borrower or Guarantor shall not change its chief executive office or its mailing address or organizational identification number (or if it does not have one, shall not acquire one) unless Lender Agent shall have received not less than thirty (30) days' prior written notice from such Borrower or Guarantor of such proposed change, which notice shall set forth such information with respect thereto as Lender Agent may require and Lender Agent shall have received such agreements as Lender Agent may reasonably require in connection therewith. No Borrower or Guarantor shall not change its type of organization, jurisdiction of organization or other legal structure.

Appears in 1 contract

Samples: Loan and Security Agreement (Allou Health & Beauty Care Inc)

Maintenance of Existence. (a) Each Borrower and Guarantor shall at all times preserve, renew and keep in full force and effect its corporate existence and rights and franchises with respect thereto and maintain in full force and effect all permits, licenses, trademarks, tradenames, approvals, authorizations, leases leases, contracts and contracts Permits necessary to carry on the business as presently or proposed to be conducted, except as to any Guarantor other than Parent as permitted in Section 9.7 hereto. (b) No Borrower or Guarantor shall not change its name unless each of the following conditions is satisfied: (i) Lender Agent shall have received not less than thirty (30) days prior written notice from Administrative Borrower of such proposed change in its corporate name, which notice shall accurately set forth the new name; and (ii) Lender Agent shall have received a copy of the amendment to the Certificate of Incorporation of such Borrower or Guarantor providing for the name change certified by the Secretary of State of the jurisdiction of incorporation or organization of such Borrower or Guarantor as soon as it is available. (c) No Borrower or Guarantor shall not change its chief executive office or its mailing address or organizational identification number (or if it does not have one, shall not acquire one) unless Lender Agent shall have received not less than thirty (30) days' prior written notice from Administrative Borrower of such proposed change, which notice shall set forth such information with respect thereto as Lender Agent may require and Lender Agent shall have received such agreements as Lender Agent may reasonably require in connection therewith. No Borrower or Guarantor shall not change its type of organization, jurisdiction of organization or other legal structure.

Appears in 1 contract

Samples: Loan and Security Agreement (Fedders Corp /De)

Maintenance of Existence. (a) Each Borrower shall at all times preserve, renew and keep in full full, force and effect its corporate existence and rights and franchises with respect thereto and maintain in full force and effect all material permits, licenses, trademarks, tradenames, approvals, authorizations, leases and contracts necessary to carry on the business as presently or proposed to be conducted. (b) . Each Borrower shall not change its name unless each of the following conditions is satisfied: (i) Lender shall have received not less than give Agent thirty (30) days prior written notice from Borrower of such any proposed change in its or any Obligor’s corporate name, which notice shall accurately set forth the new name; name and (ii) Lender it shall have received deliver to Agent a certified copy of the amendment to the Certificate its or such Obligor’s Articles of Incorporation of Borrower Amendment providing for the name change certified by the Secretary of State of the jurisdiction of incorporation or organization of Borrower as soon as it is availableimmediately following its filing. (cb) No Borrower shall not change its chief executive office or its mailing address or organizational identification number (or if it does not have one, shall not acquire one) unless Lender Agent shall have received not less than thirty (30) days' prior written notice from the applicable Borrower of such proposed change, which notice shall set forth such information with respect thereto as Lender Required Lenders may require and Lender Agent shall have received such agreements as Lender Required Lenders may reasonably require in connection therewith. No Borrower shall not change its type of organization, jurisdiction of organization or other legal structure.

Appears in 1 contract

Samples: Us Loan Agreement (SMTC Corp)

Maintenance of Existence. (a) Borrower Buyer shall at all times preserve, renew and keep in full force and effect its corporate existence and rights and franchises with respect thereto and maintain in full force and effect all permits, licenses, trademarks, tradenamestrade names, approvals, authorizations, leases and contracts necessary to carry on the business as presently or proposed to be conducted. (b) Borrower Buyer shall not change its name unless each of the following conditions is satisfied: : (i) Lender Seller shall have received not less than thirty (30) days prior written notice from Borrower Buyer of such proposed change in its corporate name, which notice shall accurately set forth the new name; and and (ii) Lender Seller shall have received a copy of the amendment to the Certificate of Incorporation of Borrower Buyer providing for the name change certified by the Secretary of State of the jurisdiction of incorporation or organization of Borrower Buyer as soon as it is available. (c) Borrower Buyer shall not change its chief executive office or its mailing address or organizational identification number (or if it does not have one, shall not acquire one) or its location of its Records unless Lender Seller shall have received not less than thirty (30) days' prior written notice from Borrower Buyer of such proposed change, which notice shall set forth such information with respect thereto as Lender may require and Lender shall have received such agreements as Lender Seller may reasonably require in connection therewith. Borrower shall not change its type of organization, jurisdiction of organization or other legal structurerequire.

Appears in 1 contract

Samples: Natural Gas Sales Agreement (USG&E, Inc.)

Maintenance of Existence. (ai) Borrower Guarantor shall at all times preserve, renew and keep in full full, force and effect its corporate existence and rights and franchises with respect thereto and maintain in full force and effect all permits, licenses, trademarks, tradenames, approvals, authorizations, leases approvals and contracts authorizations necessary to carry on the business as presently or proposed to be conducted. (bii) Borrower Guarantor shall not change its name unless each of the following conditions is satisfied: (iA) Lender shall have received not less than thirty (30) days days’ prior written notice from Borrower Guarantor of such proposed change in its corporate name, which notice shall accurately set forth the new name; and (iiB) Lender shall have received a copy of the amendment to the Certificate articles or certificate of Incorporation formation or incorporation, as the case may be, of Borrower Guarantor providing for the name change certified by the Secretary of State of the jurisdiction of incorporation or organization of Borrower Guarantor as soon as it is available. (ciii) Borrower Guarantor shall not change its chief executive office or its mailing address or organizational identification number (or if it does not have one, shall not acquire one) unless Lender shall have received not less than thirty (30) days' prior written notice from Borrower Guarantor of such proposed change, which notice shall set forth such information with respect thereto as Lender may require and Lender shall have received such agreements as Lender may reasonably require in connection therewith. Borrower Guarantor shall not change its type of organization, jurisdiction of organization or other legal structure.

Appears in 1 contract

Samples: Guaranty and Security Agreement (Geologistics Corp)

Maintenance of Existence. (a) Borrower and each Guarantor shall at all times preserve, renew and keep in full force and effect its corporate and limited liability (as the case may be) existence and rights and franchises with respect thereto and maintain in full force and effect all permits, licenses, trademarks, tradenames, approvals, authorizations, leases leases, contracts and contracts Permits, in each case, necessary to carry on the business as presently or proposed to be conducted, except as permitted in Section 9.7 hereof. (b) Neither Borrower nor any Guarantor shall not change its name unless each of the following conditions is satisfied: (i) Lender Agent shall have received not less than thirty (30) days prior written notice from Borrower of such proposed change in its corporate name, which notice shall accurately set forth the new name; and (ii) Lender Agent shall have received a copy of the amendment to the Certificate of Incorporation (or Certificate of Formation, as the case may be), of Borrower or such Guarantor providing for the name change certified by the Secretary of State of the jurisdiction of incorporation or organization of Borrower or such Guarantor as soon as it is available. (c) Neither Borrower nor any Guarantor shall not change its chief executive office or its mailing address or organizational identification number (or if it does not have one, shall not acquire one) unless Lender Agent shall have received not less than thirty (30) days' prior written notice from Borrower of such proposed change, which notice shall set forth such information with respect thereto as Lender Agent may require and Lender Agent shall have received such agreements as Lender Agent may reasonably require in connection therewith. Neither Borrower nor any Guarantor shall not change its type of organization, jurisdiction of organization or other legal structure.

Appears in 1 contract

Samples: Loan and Security Agreement (Hhgregg, Inc.)

Maintenance of Existence. (a) Each Borrower and Guarantor shall at all times preserve, renew and keep in full force and effect its corporate or limited liability company or limited partnership existence and rights and franchises with respect thereto and maintain in full force and effect all permits, licenses, trademarks, tradenamestrade names, approvals, authorizations, leases leases, contracts and contracts Permits necessary to carry on the business as presently or proposed to be conducted, except as to any Guarantor other than Parent as permitted in Section 9.7 hereto and except where the failure to so maintain could not reasonably be expected to have a Material Adverse Effect. (b) No Borrower or Guarantor shall not change its name unless each of the following conditions is satisfied: (i) Lender Agent shall have received not less than thirty ten (3010) days prior written notice from Administrative Borrower of such proposed change in its corporate name, which notice shall accurately set forth the new name; and (ii) Lender Agent shall have received a copy of the amendment to the Certificate certificate of Incorporation incorporation, articles of association, certificate of formation, limited liability agreement, limited partnership agreement or other organizational documents of such Borrower or Guarantor providing for the name change certified by the Secretary of State of the jurisdiction of incorporation or organization of such Borrower or Guarantor as soon as it is available. (c) No Borrower or Guarantor shall not change its chief executive office or its mailing address or organizational identification number (or if it does not have one, shall not acquire one) unless Lender Agent shall have received not less than thirty ten (3010) days' prior written notice from Administrative Borrower of such proposed change, which notice shall set forth such information with respect thereto as Lender Agent may require and Lender Agent shall have received such agreements as Lender Agent may reasonably require in connection therewith. No Borrower or Guarantor shall not change its type of organization, jurisdiction of organization or other legal structure.

Appears in 1 contract

Samples: Loan and Security Agreement (American Biltrite Inc)

Maintenance of Existence. (a) Each Borrower and Guarantor shall, and shall cause any Subsidiary to, at all times preserve, renew and keep in full full, force and effect its corporate existence and rights and franchises with respect thereto (other than pursuant to a merger or liquidation permitted hereunder) and maintain in full force and effect all permitsPermits, licenses, trademarks, tradenames, approvals, authorizations, leases and contracts necessary to carry on the business as presently or proposed to be conductedconducted where the failure to so maintain the same would have a Material Adverse Effect. (b) No Borrower or Guarantor shall not change its name unless each of the following conditions is satisfied: (i) Lender Agent shall have received not less than thirty twenty (3020) days prior written notice from Administrative Borrower of such proposed change in its corporate name, which notice shall accurately set forth the new name; and (ii) Lender Agent shall have received a copy of the amendment to the Certificate of Incorporation of such Borrower or Guarantor providing for the name change certified by the Secretary of State of the jurisdiction of incorporation or organization of such Borrower or Guarantor as soon as it is available. (c) No Borrower or Guarantor shall not change its chief executive office or its mailing address or organizational identification number (or if it does not have one, shall not acquire one) unless Lender Agent shall have received not less than thirty (30) days' days= prior written notice from Administrative Borrower of such proposed change, which notice shall set forth such information with respect thereto as Lender Agent may require and Lender Agent shall have received such agreements as Lender Agent may reasonably require in connection therewith. No Borrower or Guarantor shall not change its type of organization, jurisdiction of organization or other legal structure.

Appears in 1 contract

Samples: Loan and Security Agreement (Pep Boys Manny Moe & Jack)

Maintenance of Existence. (a) Borrower shall at all times preserve, renew and keep in full force and effect its corporate existence and rights and franchises with respect thereto and maintain in full force and effect all permits, licenses, trademarks, tradenames, approvals, authorizations, leases and contracts necessary to carry on the business as presently or proposed to be conducted, except where the failure to do so is not reasonably likely to have a Material Adverse Effect. (b) Borrower shall not change its name unless each of the following conditions is satisfied: (i) Lender shall have received not less than thirty fifteen (3015) days prior written notice from Borrower of such proposed change in its corporate name, which notice shall accurately set forth the new name; and (ii) Lender shall have received a copy of the amendment to the Certificate of Incorporation of Borrower providing for the name change certified by the Secretary of State of the jurisdiction of incorporation or organization of Borrower as soon as it is available. (c) Borrower shall not change its chief executive office or its mailing address or organizational identification number (or if it does not have one, shall not acquire one) unless Lender shall have received not less than thirty fifteen (3015) days' prior written notice from Borrower of such proposed change, which notice shall set forth such information with respect thereto as Lender may require and Lender shall have received such agreements as Lender may reasonably require in connection therewith. Borrower shall not change its type of organization, jurisdiction of organization or other legal structure.

Appears in 1 contract

Samples: Loan and Security Agreement (Findwhat Com Inc)

Maintenance of Existence. (a) Each Borrower and Guarantor shall at all times preserve, renew and keep in full force and effect its corporate existence and rights and franchises with respect thereto and maintain in full force and effect all permits, licenses, trademarks, tradenames, approvals, authorizations, leases leases, contracts and contracts Permits necessary to carry on the business as presently or proposed to be conducted, except as permitted in Section 9.7 hereof. (b) No Borrower or Guarantor shall not change its name unless each of the following conditions is satisfied: (i) Lender shall have received not less than thirty (30) days prior written notice from Borrower Parent of such proposed change in its corporate name, which notice shall accurately set forth the new name; and (ii) Lender shall have received a copy of the amendment to the Certificate of Incorporation of such Borrower or Guarantor providing for the name change certified by the Secretary of State of the jurisdiction of incorporation or organization of such Borrower or Guarantor as soon as it is available. (c) No Borrower or Guarantor shall not change its chief executive office or its mailing address or organizational identification number (or if it does not have one, shall not voluntarily acquire one) unless Lender shall have received not less than thirty (30) days' prior written notice from Borrower Parent of such proposed change, which notice shall set forth such information with respect thereto as Lender may require and Lender shall have received such agreements as Lender may reasonably require in connection therewith. No Borrower or Guarantor shall not change its type of organization, jurisdiction of organization or other legal structure.

Appears in 1 contract

Samples: Loan and Security Agreement (Little Switzerland Inc/De)

Maintenance of Existence. (a) Borrower Debtor shall at all times preserve, renew and keep in full force and effect its corporate existence and rights and franchises with respect thereto and maintain in full force and effect all permits, licenses, trademarks, tradenames, approvals, authorizations, leases and contracts necessary to carry on the business as presently or proposed to be conducted. (b) Borrower Debtor shall not change its name unless each of the following conditions is satisfied: (i) Lender Secured Party shall have received not less than thirty (30) days prior written notice from Borrower Debtor of such proposed change in its corporate name, which notice shall accurately set forth the new name; and (ii) Lender Secured Party shall have received a copy of the amendment to the Certificate of Incorporation of Borrower Debtor providing for the name change certified by the Secretary of State of the jurisdiction of incorporation or organization of Borrower Debtor as soon as it is available. (c) Borrower Debtor shall not change its chief executive office or its mailing address or organizational identification number (or if it does not have one, shall not acquire one) unless Lender Secured Party shall have received not less than thirty (30) days' prior written notice from Borrower Debtor of such proposed change, which notice shall set forth such information with respect thereto as Lender Secured Party may require and Lender Secured Party shall have received such agreements as Lender Secured Party may reasonably require in connection therewith. Borrower Debtor shall not change its type of organization, jurisdiction of organization or other legal structure.

Appears in 1 contract

Samples: General Security Agreement (Mad Catz Interactive Inc)

Maintenance of Existence. (a) Except as could not reasonably be expected to have a Material Adverse Effect, each Borrower and Guarantor shall at all times preserve, renew and keep in full force and effect its corporate existence and rights and franchises with respect thereto and maintain in full force and effect all permits, material licenses, trademarks, tradenames, approvals, authorizations, leases authorizations and contracts Permits necessary to carry on the business as presently or proposed to be conducted, except as permitted in Section 9.7 hereto. (b) No Borrower or Guarantor shall not change its name unless each of the following conditions is satisfied: (i) Lender Agent shall have received not less than thirty (30) days prior written notice from Borrower Borrowers of such proposed change in its corporate or limited liability company name, which notice shall accurately set forth the new name; and (ii) Lender Agent shall have received a copy of the amendment to the Certificate certificate of Incorporation incorporation or certificate of formation, as the case may be, of such Borrower or Guarantor providing for the name change certified by the Secretary of State of the jurisdiction of incorporation incorporation, formation or organization of such Borrower or Guarantor as soon as it is available. (c) No Borrower or Guarantor shall not change its chief executive office or its mailing address or organizational identification number (or if it does not have one, shall not acquire one) unless Lender Agent shall have received not less than thirty ten (3010) days' prior written notice from Borrower Borrowers of such proposed change, which notice shall set forth such information with respect thereto as Lender Agent may reasonably require and Lender Agent shall have received such agreements as Lender Agent may reasonably require in connection therewith. No Borrower or Guarantor shall not change its type of organization, jurisdiction of organization or other legal structure.

Appears in 1 contract

Samples: Loan and Security Agreement (Jazz Technologies, Inc.)

Maintenance of Existence. (a) Borrower shall at all times preserve, renew and keep in full full, force and effect its corporate existence and rights and franchises with respect thereto and maintain in full force and effect all permits, licenses, trademarks, tradenames, approvals, authorizations, leases and contracts necessary to carry on the business as presently or proposed to be conducted. (b) Borrower shall not change its name unless each of the following conditions is satisfied: : (i) Lender shall have received not less than thirty (30) days days' prior written notice from Borrower of such proposed change in its corporate name, which notice shall accurately set forth the new name; and (ii) Lender shall have received a copy of the amendment to the Certificate of Incorporation of Borrower providing for the name change certified by the Secretary of State of the jurisdiction of incorporation or organization of Borrower as soon as it is available. (c) Borrower shall not change its chief executive office or its mailing address or organizational identification number (or if it does not have one, shall not acquire one) unless Lender shall have received not less than thirty (30) days' prior written notice from Borrower of such proposed change, which notice shall set forth such information with respect thereto as Lender may require and Lender shall have received such agreements as Lender may reasonably require in connection therewith. Borrower shall not change its type of organization, jurisdiction of organization or other legal structure.

Appears in 1 contract

Samples: Loan and Security Agreement (Pfsweb Inc)

Maintenance of Existence. (a) Each Borrower and Guarantor shall at all times preserve, renew and keep in full force and effect its corporate existence and rights and franchises with respect thereto and maintain in full force and effect all permits, licenses, trademarks, tradenames, approvals, authorizations, leases leases, contracts and contracts Permits necessary to carry on the business as presently or proposed to be conducted, other than as permitted in Section 9.7 hereto. (b) No Borrower or Guarantor shall not change its name unless each of the following conditions is satisfied: (i) Lender Agent shall have received not less than thirty (30) days prior written notice from Administrative Borrower of such proposed change in its corporate name, which notice shall accurately set forth the new name; and (ii) Lender Agent shall have received a copy of the amendment to the Certificate of Incorporation of such Borrower or Guarantor providing for the name change certified by the Secretary of State of the jurisdiction of incorporation or organization of such Borrower or Guarantor as soon as it is available. (c) No Borrower or Guarantor shall not change its chief executive office or its mailing address or organizational identification number (or if it does not have one, shall not acquire one) unless Lender Agent shall have received not less than thirty (30) days' prior written notice from Administrative Borrower of such proposed change, which notice shall set forth such information with respect thereto as Lender Agent may require and Lender Agent shall have received such agreements as Lender Agent may reasonably require in connection therewith. No Borrower or Guarantor shall not change its type of organization, jurisdiction of organization or other legal structure.

Appears in 1 contract

Samples: Loan and Security Agreement (Officemax Inc)

Maintenance of Existence. (a) Each Borrower shall at all times preserve, renew and keep in full force and effect its corporate existence and rights and franchises with respect thereto and maintain in full force and effect all permits, licenses, trademarks, tradenames, approvals, authorizations, leases leases, contracts and contracts Permits necessary to carry on the business as presently or proposed to be conducted. (b) No Borrower shall not change its name unless each of the following conditions is satisfied: (i) Lender Agent shall have received not less than thirty (30) days prior written notice from such Borrower of such proposed change in its corporate name, which notice shall accurately set forth the new name; and (ii) Lender Agent shall have received a copy of the amendment to the Certificate of Incorporation of such Borrower providing for the name change certified by the Secretary of State of the jurisdiction of incorporation or organization of such Borrower as soon as it is available. (c) No Borrower shall not change its chief executive office or its mailing address or organizational identification number (or if it does not have one, shall not acquire one) unless Lender Agent shall have received not less than thirty (30) days' prior written notice from such Borrower of such proposed change, which notice shall set forth such information with respect thereto as Lender Agent may require and Lender Agent shall have received such agreements as Lender Agent may reasonably require in connection therewith. No Borrower shall not change its type of organization, jurisdiction of organization or other legal structure.

Appears in 1 contract

Samples: Loan and Security Agreement (Kirklands Inc)

Maintenance of Existence. (a) Except as permitted by Section 9.7, each Borrower and Guarantor shall at all times preserve, renew and keep in full force and effect its corporate existence and material rights and franchises with respect thereto and maintain in full force and effect all permits, material governmental licenses, trademarks, tradenames, approvals, authorizations, leases leases, contracts and contracts permits necessary to carry on the business as presently conducted, except where the failure to so preserve, renew or proposed to be conductedkeep in full force and effect would not result in a Material Adverse Effect. (b) No Borrower or Guarantor shall not change its name unless each of the following conditions is satisfied: (i) Lender Agent shall have received not less than thirty (30) days prior written notice from Administrative Borrower of such proposed change in its corporate name, which notice shall accurately set forth the new name; and (ii) Lender Agent shall have received a copy of the amendment to the Certificate of Incorporation of such Borrower or Guarantor providing for the name change certified by the Secretary of State of the jurisdiction of incorporation or organization of such Borrower or Guarantor as soon as it is available. (c) No Borrower or Guarantor shall not change its chief executive office or its mailing address or organizational identification number (or if it does not have one, shall not acquire one) unless Lender Agent shall have received not less than thirty (30) days' prior written notice from Administrative Borrower of such proposed change, which notice shall set forth such information with respect thereto as Lender Agent may require and Lender Agent shall have received such agreements as Lender Agent may reasonably require in connection therewith. Without the prior written consent of Agent, such consent not to be unreasonably withheld, no Borrower or Guarantor shall not change its type of organization, jurisdiction of organization or other legal structure.

Appears in 1 contract

Samples: Loan and Security Agreement (Vs Direct Inc.)

Maintenance of Existence. (a) Borrower shall at all times preserve, renew and keep in full full, force and effect its corporate existence and rights and franchises with respect thereto and maintain in full force and effect all permits, licenses, trademarks, tradenames, approvals, authorizations, leases and contracts necessary to carry on the business as presently or proposed to be conducted. (b) Borrower shall not change its name unless each of the following conditions is satisfied: (i) Lender shall have received not less than thirty (30) days prior written notice from Borrower of such proposed change in its corporate name, which notice shall accurately set forth the new name; and (ii) Lender shall have received a copy of the amendment to the Certificate of Incorporation of Borrower providing for the name change certified by the Secretary of State of the jurisdiction of incorporation or organization of Borrower as soon as it is available. The foregoing shall not limit Borrower's ability to transact business under any existing or future fictitious name(s) that Borrower may elect to use, provided that Borrower gives Lender notice of all such fictitious names, as required pursuant to this Agreement. (c) Borrower shall not change its chief executive office or its mailing address or organizational identification number (or if it does not have one, shall not acquire one) unless Lender shall have received not less than thirty (30) days' prior written notice from Borrower of such proposed change, which notice shall set forth such information with respect thereto as Lender may require and Lender shall have received such agreements as Lender may reasonably require in connection therewith. Borrower shall not change its type of organization, jurisdiction of organization or other legal structure.

Appears in 1 contract

Samples: Loan and Security Agreement (Zila Inc)

Maintenance of Existence. (a) Borrower shall at all times (i) preserve, renew and keep in full force and effect its corporate existence and rights and franchises with respect thereto and (ii) maintain in full force and effect all permits, licenses, trademarks, tradenames, approvals, authorizations, leases leases, contracts and contracts necessary Permits where the failure to carry on the business as presently do so has or proposed could reasonably be expected to be conductedhave a Material Adverse Effect. (b) Borrower shall not change its name unless each of the following conditions is satisfied: (i) Lender Agent shall have received not less than thirty (30) days prior written notice from Borrower of such proposed change in its corporate name, which notice shall accurately set forth the new name; and (ii) Lender Agent shall have received a copy of the amendment to the Certificate of Incorporation of Borrower providing for the name change certified by the Secretary of State of the jurisdiction of incorporation or organization of Borrower as soon as it is available. (c) Borrower shall not change its chief executive office or its mailing address or organizational identification number (or if it does not have one, shall not acquire one) unless Lender Agent shall have received not less than thirty (30) days' prior written notice from Borrower of such proposed change, which notice shall set forth such information with respect thereto as Lender Agent may reasonably require and Lender Agent shall have received such agreements as Lender Agent may reasonably require in connection therewith. Borrower shall not change its type of organization, organization or jurisdiction of organization or other legal structureorganization.

Appears in 1 contract

Samples: Loan and Security Agreement (Aep Industries Inc)

Maintenance of Existence. (a) Each Borrower shall at all times preserve, renew and keep in full full, force and effect its corporate or company existence and rights and franchises with respect thereto and maintain in full force and effect all permits, licenses, trademarks, tradenamestrade names, approvals, authorizations, leases and contracts necessary to carry on the business as presently or proposed to be conducted. (b) No Borrower shall not change its name unless each of the following conditions is satisfied: (i) Lender shall have received not less than thirty (30) days prior written notice from such Borrower of such proposed change in its corporate name, which notice shall accurately set forth the new name; and (ii) Lender shall have received a copy of the amendment to the Certificate articles or certificate of Incorporation formation or incorporation, as the case may be, of such Borrower providing for the name change certified by the Secretary of State of the jurisdiction of incorporation or organization of such Borrower as soon as it is available. (c) No Borrower shall not change its chief executive office or its mailing address or organizational identification number (or if it does not have one, shall not acquire one) unless Lender shall have received not less than thirty (30) days' prior written notice from such Borrower of such proposed change, which notice shall set forth such information with respect thereto as Lender may require and Lender shall have received such agreements as Lender may reasonably require in connection therewith. No Borrower shall not change its type of organization, jurisdiction of organization or other legal structure.

Appears in 1 contract

Samples: Loan and Security Agreement (Geologistics Corp)

Maintenance of Existence. (a) Borrower shall at all times (i) preserve, renew and keep in full force and effect its corporate existence and rights and franchises with respect thereto and (ii) maintain in full force and effect all permits, licenses, trademarks, tradenames, approvals, authorizations, leases leases, contracts and contracts necessary Permits where the failure to carry on the business as presently do so has or proposed could reasonably be expected to be conductedhave a Material Adverse Effect. (b) Borrower shall not change its name unless each of the following conditions is satisfied: (i) Lender Agent shall have received not less than thirty (30) days prior written notice from Borrower of such proposed change in its corporate name, which notice shall accurately set forth the new name; and (ii) Lender Agent shall have received a copy of the amendment to the Certificate of Incorporation of Borrower providing for the name change certified by the Secretary of State of the jurisdiction of incorporation or organization of Borrower as soon as it is available. (c) Borrower shall not change its chief executive office or its mailing address or organizational identification number (or if it does not have one, shall not acquire one) unless Lender Agent shall have received not less than thirty (30) days' prior written notice from Borrower of such proposed change, which notice shall set forth such information with respect thereto as Lender Agent may reasonably require and Lender Agent shall have received such agreements as Lender Agent may reasonably require in connection therewith. Borrower shall not change its type of organization, organization or jurisdiction of organization or other legal structureorganization.

Appears in 1 contract

Samples: Loan and Security Agreement (Aep Industries Inc)

Maintenance of Existence. (a) Borrower Guarantor shall at all times preserve, renew and keep in full full, force and effect its corporate existence and rights and franchises with respect thereto and maintain in full force and effect all permits, licenses, trademarks, tradenames, approvals, authorizations, leases and contracts necessary to carry on the business as presently or proposed to be conducted. (b) Borrower Guarantor shall not change its name unless each of the following conditions is satisfied: (i) Lender shall have received not less than thirty (30) days days' prior written notice from Borrower Guarantor of such proposed change in its corporate name, which notice shall accurately set forth the new name; and (ii) Lender shall have received a copy of the amendment to the Certificate of Incorporation of Borrower Guarantor providing for the name change certified by the Secretary of State of the jurisdiction of incorporation or organization of Borrower Guarantor as soon as it is available. (c) Borrower Guarantor shall not change its chief executive office or its mailing address or organizational identification number (or if it does not have one, shall not acquire one) unless Lender shall have received not less than thirty (30) days' prior written notice from Borrower Guarantor of such proposed change, which notice shall set forth such information with respect thereto as Lender may require and Lender shall have received such agreements as Lender may reasonably require in connection therewith. Borrower Guarantor shall not change its type of organization, jurisdiction of organization or other legal structure.

Appears in 1 contract

Samples: General Security Agreement (Pfsweb Inc)

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