Common use of Name; Principal Office Clause in Contracts

Name; Principal Office. The Issuer will neither (a) change its jurisdiction of organization or the location of its chief executive office or sole place of business (within the meaning of the applicable UCC) without thirty (30) days’ prior written notice to the Trustee and the Master Collateral Agent nor (b) change its name or corporate structure to such an extent that any financing statement filed in connection with this Base Indenture would become misleading without prior written notice to the Trustee and the Master Collateral Agent sufficient to allow the Trustee and the Master Collateral Agent to make all filings (including filings of financing statements on form UCC-1) and recordings necessary to maintain the perfection of the interest of the Trustee in the Collateral or of the Master Collateral Agent in the Pledged Master Collateral pursuant to this Base Indenture or the Master Collateral Agency Agreement, as the case may be. In the event that Issuer desires to so change its jurisdiction of organization, its name or corporate structure, the Issuer will make any required filings and prior to actually changing its jurisdiction of organization, its name or corporate structure, the Issuer will deliver to the Trustee and the Master Collateral Agent (i) an Officers’ Certificate and an Opinion of Counsel confirming that all required filings have been made to continue the perfected interest of the Trustee in the Collateral and the perfected interest of the Master Collateral Agent in the Pledged Master Collateral in respect of the new jurisdiction of organization, new name or corporate structure of the Issuer and (ii) copies of all such required filings with the filing information duly noted thereon by the office in which such filings were made.

Appears in 2 contracts

Samples: Vanguard Car Rental Group Inc., Vanguard Car Rental Group Inc.

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Name; Principal Office. The Issuer will neither (a) change its jurisdiction of organization or the location of its organization, chief executive office or sole principal place of business (within the meaning of the applicable UCC) without thirty sixty (3060) days’ prior written notice to the Trustee Depositary and the Master Collateral Agent nor Agent, (b) change its name name, (c) change its identity or corporate structure to such an extent that any financing statement filed in connection with this Base Indenture would jurisdiction of organization, nor (d) become misleading bound as a debtor under Section 9-203(d) of the Uniform Commercial Code by a security agreement previously entered into by another person or entity without prior written notice to the Trustee Depositary and the Master Collateral Agent sufficient to allow the Trustee and the Master Collateral Agent it to make all filings (including filings of financing statements on form UCC-1) and recordings necessary to maintain the perfection of the interest of the Trustee Collateral Agent on behalf of the Secured Parties in the Collateral or of the Master Collateral Agent in the Pledged Master Collateral pursuant to this Base Indenture or the Master Collateral Agency Security Agreement, as the case may be. In the event that the Issuer desires to so change its jurisdiction of organization, office or change its name or corporate structurename, the Issuer will make any required filings and prior to actually changing its jurisdiction of organization, office or its name or corporate structure, the Issuer will deliver to the Trustee Collateral Agent, each Swap Counterparty and the Master Collateral Agent Depositary (i) an Officers’ Officer’s Certificate and (except with respect to a change of the location of the Issuer’s chief executive office or principal place of business to a new location in the same county) an Opinion of Counsel confirming that all required filings have been made to continue the perfected interest of the Trustee Collateral Agent on behalf of the Secured Parties in the Collateral and the perfected interest of the Master Collateral Agent in the Pledged Master Collateral in respect of the new jurisdiction of organization, office or new name or corporate structure of the Issuer and (ii) copies of all such required filings with the filing information duly noted thereon by the office in which such filings were made.

Appears in 1 contract

Samples: Security Agreement (New Century Financial Corp)

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Name; Principal Office. The Issuer will neither (a) change its jurisdiction of organization or the location of its organization, chief executive office or sole principal place of business (within the meaning of the applicable UCC) without thirty sixty (3060) days’ prior written notice to the Trustee Depositary and the Master Collateral Agent nor Agent, (b) change its name name, (c) change its identity or corporate structure to such an extent that any financing statement filed in connection with this Base Indenture would jurisdiction of organization, nor (d) become misleading bound as a debtor under Section 9-203(d) of the Uniform Commercial Code by a security agreement previously entered into by another person or entity without prior written notice to the Trustee Depositary and the Master Collateral Agent sufficient to allow the Trustee and the Master Collateral Agent it to make all filings (including filings of financing statements on form UCC-1) and recordings necessary to maintain the perfection of the interest of the Trustee Collateral Agent on behalf of the Secured Parties in the Collateral or of the Master Collateral Agent in the Pledged Master Collateral pursuant to this Base Indenture or the Master Collateral Agency Security Agreement, as the case may be. In the event that the Issuer desires to so change its jurisdiction of organization, office or change its name or corporate structurename, the Issuer will make any required filings and prior to actually changing its jurisdiction of organization, office or its name or corporate structurename, the Issuer will deliver to the Trustee Collateral Agent, each Swap Counterparty and the Master Collateral Agent Depositary (i) an Officers’ Officer’s Certificate and (except with respect to a change of the location of the Issuer’s chief executive office or principal place of business to a new location in the same county) an Opinion of Counsel confirming that all required filings have been made to continue the perfected interest of the Trustee Collateral Agent on behalf of the Secured Parties in the Collateral and the perfected interest of the Master Collateral Agent in the Pledged Master Collateral in respect of the new jurisdiction of organization, office or new name or corporate structure of the Issuer and (ii) copies of all such required filings with the filing information duly noted thereon by the office in which such filings were made.

Appears in 1 contract

Samples: Security Agreement (New Century Financial Corp)

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