Common use of Notification of Certain Changes Clause in Contracts

Notification of Certain Changes. Borrower will promptly (and in no case later than the earlier of (i) three (3) Business Days after a Senior Officer knows, or should have known, of the occurrence of any of the following and (ii) such other date that such information is required to be delivered pursuant to this Agreement or any other Loan Document) notify Lender in writing of: (i) the occurrence of any Default or Event of Default, (ii) the occurrence of any event that has had, or may reasonably be expected to have, a Material Adverse Effect, (iii) any change in any Loan Party’s Senior Officers or directors, (iv) any material investigation, action, suit, proceeding or claim (or any material development with respect to any existing investigation, action, suit, proceeding or claim) relating to any Loan Party, any Senior Officer or director of a Loan Party, the Collateral or which, individually or in the aggregate, could reasonably be expected to result in a Material Adverse Effect, (v) any violation or asserted violation of any applicable law (including OSHA or any Environmental Laws), if an adverse resolution could have a Material Adverse Effect or otherwise result in material liability to any Loan Party Obligor, (vi) any event or the existence of any circumstance that has resulted in, or could reasonably be expected to result in, any material adverse change in the business or financial affairs of any Loan Party, any Default, or any Event of Default, or which would make any representation or warranty previously made by any Loan Party to Lender untrue in any material respect or constitute a material breach if such representation or warranty was then being made, (vii) any actual or alleged breaches of any Material Contract or early termination or threat in writing to terminate any Material Contract or any material amendment to or modification of a Material Contract, or the execution of any new Material Contract by any Loan Party, and (viii) any change in any Loan Party’s certified accountant. In the event of each such notice under this Section 5.15(h), Borrower shall give notice to Lender of the action or actions that each Loan Party has taken, is taking, or proposes to take with respect to the event or events giving rise to such notice obligation.

Appears in 1 contract

Samples: Loan and Security Agreement (Id Systems Inc)

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Notification of Certain Changes. Borrower Borrowers will promptly (and in no case later than the earlier of (i) three five (35) Business Days after a Senior Officer knows, or should have known, of the occurrence of any of the following and (ii) such other date that such information is required to be delivered pursuant to this Agreement or any other Loan Document) notify Lender Agent in writing of: (i) the occurrence of any Default or Event of Default, (ii) the occurrence of any event that has had, or may could reasonably be expected to have, a Material Adverse Effect, (iii) any change in any Loan Party’s Senior Officers or directors[reserved], (iv) any material investigation, action, suit, proceeding or claim (or any material development with respect to any existing investigation, action, suit, proceeding or claim) relating to any Loan Party, any Senior Officer or director of a Loan Party, the Collateral or which, individually or in the aggregate, which could reasonably be expected to result in have a Material Adverse Effect, (v) any violation or asserted violation of any applicable law (including OSHA or any Environmental Lawsenvironmental laws), if an adverse resolution could reasonably be expected to have a Material Adverse Effect or otherwise result in material liability to any Loan Party ObligorParty, (vi) any other event or the existence of any circumstance that has resulted in, or could reasonably be expected to result in, any material adverse change in the business or financial affairs of any Loan Party, any Default, or any Event of Default, or which would make any representation or warranty previously made by any Loan Party to Lender untrue in any material respect or constitute a material breach if such representation or warranty was then being madeMaterial Adverse Effect, (vii) any actual or alleged breaches of any Material Contract or early termination or threat in writing to terminate any Material Contract or any material amendment to or modification of a Material Contract, or the execution of any new Material Contract by any Loan Party, and (viii) any change in any Loan Party’s certified accountant, (iv) promptly upon learning thereof, report to Agent all matters materially affecting the value, enforceability or collectability of any portion of the Collateral, including any Borrower’s reclamation or repossession of, or the return to any Borrower of, a material amount of goods or claims or disputes asserted by any Customer or other obligor. In the event of each such notice under this Section 5.15(h5.15(i), Borrower Borrowers shall give notice to Lender Agent of the action or actions that each Loan Party has taken, is taking, or proposes to take with respect to the event or events giving rise to such notice obligation.

Appears in 1 contract

Samples: Loan and Security Agreement (iMedia Brands, Inc.)

Notification of Certain Changes. Borrower Borrowers will promptly (and in no case later than the earlier of (i) three four (34) Business Days after a Senior Officer knows, or should have known, of the occurrence of any of the following and (ii) such other date that such information is required to be delivered pursuant to this Agreement or any other Loan Document) notify Lender in writing of: (i) the occurrence of any Default or Event of Default, (ii) the occurrence of any event that has had, or may could reasonably be expected to have, a Material Adverse Effect, (iii) any change in any Loan Party’s Senior Officers or directors, (iv) any material investigation, action, suit, proceeding or claim (or any material development with respect to any existing investigation, action, suit, proceeding or claim) relating to any Loan Party, any Senior Officer officer or director of a Loan Party, the Collateral or which, individually or in the aggregate, could reasonably be expected to which may result in a Material Adverse Effectan adverse impact upon any Loan Party’s business, assets or financial condition, (v) any violation or asserted violation of any applicable law (including OSHA or any Environmental LawsLaw), if an adverse resolution could have a Material Adverse Effect or otherwise result in material liability to any Loan Party ObligorParty, (vi) any event or the existence of any circumstance that has resulted in, or could reasonably be expected to result in, any material adverse change in the business or financial affairs of any Loan Party, any Default, or any Event of Default, or which would make any representation or warranty previously made by any Loan Party to Lender untrue in any material respect or constitute a material breach if such representation or warranty was then being made, (vii) any actual or alleged breaches of any Material Contract or early termination or threat in writing to terminate any Material Contract or any material amendment to or modification of a Material Contract, or the execution of any new Material Contract by any Loan Party, and (viii) any change in any Loan Party’s independent certified accountantpublic accounting firm and (ix) a Senior Officer obtains actual knowledge that any person or group of persons (within the meaning of Section 13(d) or 14(a) of the Exchange Act) shall have acquired beneficial ownership (within the meaning of Rule 13d-3 promulgated by the Securities and Exchange Commission under the Exchange Act) of more than 10% of the voting Equity Interests of TransAct Technologies. In the event of each such notice under this Section 5.15(h5.15(i), Borrower Borrowers shall give notice to Lender of the action or actions that each Loan Party has taken, is taking, or proposes to take with respect to the event or events giving rise to such notice obligation.

Appears in 1 contract

Samples: Loan and Security Agreement (Transact Technologies Inc)

Notification of Certain Changes. Borrower Borrowers will promptly (and in no case later than the earlier of (i) three (3) Business Days after a Senior Officer knows, or should have known, of the occurrence of any of the following and (ii) such other date that such information is required to be delivered pursuant to this Agreement or any other Loan Document) notify Lender in writing of: (i) the occurrence of any Default or Event of Default, (ii) the occurrence of any event that has had, or may could reasonably be expected to have, a Material Adverse Effect, (iii) any change in any Loan Party’s Senior Officers or directors, (iv) any material investigation, action, suit, proceeding or claim (or any material development with respect to any existing investigation, action, suit, proceeding or claim) relating to any Loan Party, any Senior Officer officer or director of a Loan Party, the Collateral or which, individually or in the aggregate, which could reasonably be expected to result in have a Material Adverse Effect, (v) any violation or asserted violation of any applicable law (including OSHA or any Environmental Lawsenvironmental laws), if an adverse resolution could reasonably be expected to have a Material Adverse Effect or otherwise result in material liability to any Loan Party ObligorParty, (vi) any event or the existence Loan Party shall have received a notice from any institution of any circumstance that has resulted in, proceeding for the condemnation or could reasonably be expected to result in, seizure of all or any material adverse change in the business or financial affairs portion of any Loan Party, Real Estate Collateral or for the exercise of any Default, or any Event right of Default, or which would make any representation or warranty previously made by any Loan Party to Lender untrue in any material respect or constitute a material breach if such representation or warranty was then being madeeminent domain, (vii) there shall have been an actual condemnation, seizure or taking by exercise of the power of eminent domain or otherwise of all or any portion of any Real Estate Collateral, or confiscation or the requisition of the use of such of all or a portion of such Real Estate Collateral, (viii) any actual or alleged breaches of any Material Contract or early Sharing Arrangement or termination or threat in writing to terminate any Material Contract or Sharing Arrangement or any material amendment to or modification of a Material ContractContract or Sharing Arrangement, or the execution of any new Material Contract or Sharing Arrangement by any Loan Party, and (viiiix) any change in any Loan Party’s certified accountant. In the event of each such notice under this Section 5.15(h), Borrower Borrowers shall give notice to Lender of the action or actions that each Loan Party has taken, is taking, or proposes to take with respect to the event or events giving rise to such notice obligation.; and

Appears in 1 contract

Samples: Loan and Security Agreement (Salem Media Group, Inc. /De/)

Notification of Certain Changes. Borrower will promptly (and in no case later than the earlier of five (i) three (35) Business Days after a Senior Officer knows, or should have known, Borrower obtains Knowledge of the occurrence of any of the following and (ii) such other date that such information is required to be delivered pursuant to this Agreement or any other Loan Document) notify Lender in writing of: (i) the occurrence of any Default or Event of Default, (ii) the occurrence of any event that has had, or may reasonably be expected to have, a Material Adverse Effect, (iii) any change in any Loan Party’s Senior Officers or directors, (iv) any material investigation, action, suit, proceeding or claim (or any material development with respect to any existing investigation, action, suit, proceeding or claim) relating to any Loan Party, any Senior Officer officer or director of a Loan Party, the Collateral or which, individually or in the aggregate, could reasonably be expected to which may result in a Material Adverse Effectan adverse impact upon any Loan Party’s business, (v) assets or financial condition, any violation or asserted violation of any applicable law (including OSHA or any Environmental Laws), if an adverse resolution could have a Material Adverse Effect or otherwise result in material liability to any Loan Party Obligor, (vi) any event or the existence of any circumstance that has resulted in, or could reasonably be expected to result in, any material adverse change in the business or financial affairs of any Loan Party, any Default, or any Event of Default, or which would make any representation or warranty previously made by any Loan Party to Lender untrue in any material respect or constitute a material breach if such representation or warranty was then being made, (vii) any actual or alleged breaches of any Material Contract or early termination or threat in writing to terminate any Material Contract or any material amendment to or modification of a Material Contract, or the execution of any new Material Contract by any Loan Party, and (viii) any change in any Loan Party’s certified accountant. In the event of each such notice under this Section 5.15(h), Borrower shall give notice to Lender of the action or actions that each Loan Party has taken, is taking, or proposes to take with respect to the event or events giving rise to such notice obligation.

Appears in 1 contract

Samples: Loan and Security Agreement (New Age Beverages Corp)

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Notification of Certain Changes. Borrower Borrowers will promptly (and in no case later than the earlier of (i) three five (35) Business Days after a Senior Officer knows, or should have known, of the occurrence of any of the following and (ii) such other date that such information is required to be delivered pursuant to this Agreement or any other Loan Document) notify Lender Agent in writing of: (i) the occurrence of any Default or Event of Default, (ii) the occurrence of any event that has had, or may could reasonably be expected to have, a Material Adverse Effect, (iii) receiving any change Redemption Notice (as defined in the GCP Note) or any Loan Party’s Senior Officers other demand for payment under the GCP SPA or directorsGCP Note, (iv) any material investigation, action, suit, proceeding or claim (or any material development with respect to any existing investigation, action, suit, proceeding or claim) relating to any Loan Party, any Senior Officer or director of a Loan Party, the Collateral or which, individually or in the aggregate, which could reasonably be expected to result in have a Material Adverse Effect, (v) any violation or asserted violation of any applicable law (including OSHA or any Environmental Lawsenvironmental laws), if an adverse resolution could reasonably be expected to have a Material Adverse Effect or otherwise result in material liability to any Loan Party ObligorParty, (vi) any other event or the existence of any circumstance that has resulted in, or could reasonably be expected to result in, any material adverse change in the business or financial affairs of any Loan Party, any Default, or any Event of Default, or which would make any representation or warranty previously made by any Loan Party to Lender untrue in any material respect or constitute a material breach if such representation or warranty was then being madeMaterial Adverse Effect, (vii) any actual or alleged breaches (except to the extent such breach arose as a result of the commencement of the Cases) of any Material Contract or early termination or threat in writing to terminate any Material Contract or any material amendment to or modification of a Material Contract, or the execution of any new Material Contract by any Loan Party, and (viii) any change in any Loan Party’s certified accountantaccountant and (ix) promptly upon learning thereof, report to Agent all matters materially affecting the value, enforceability or collectability of any portion of the Collateral, including any Borrower’s reclamation or repossession of, or the return to any Borrower of, a material amount of goods or claims or disputes asserted by any Customer or other obligor. In the event of each such notice under this Section 5.15(h5.15(i), Borrower Borrowers shall give notice to Lender Agent of the action or actions that each Loan Party has taken, is taking, or proposes to take with respect to the event or events giving rise to such notice obligation.

Appears in 1 contract

Samples: Super Priority (iMedia Brands, Inc.)

Notification of Certain Changes. Borrower will promptly (and in no case later than the earlier of (i) three (3) seven Business Days after a Senior Officer knows, or should have known, of the Borrower has knowledge of the occurrence of any of the following and (ii) such other date that such information is required to be delivered pursuant to this Agreement or any other Loan Document) notify Lender in writing of: (i) the occurrence of any Default or Event of Default, (ii) the occurrence of any event that has had, or may be reasonably be expected to have, a Material Adverse Effect, (iii) any change in any Loan PartyBorrower’s Senior Officers or directors, (iv) any material investigation, action, suit, proceeding or claim (or any material development with respect to any such existing investigation, action, suit, proceeding or claim) relating to any Loan Partyinvolving Borrower, any Senior Officer or director of a Loan PartyBorrower, the Collateral or which, individually or in the aggregate, could which may reasonably be expected to result in a Material Adverse Effect, (v) any violation material loss or asserted violation of any applicable law (including OSHA or any Environmental Laws), if an adverse resolution could have a Material Adverse Effect or otherwise result in material liability damage to any Loan Party Obligorthe Collateral, (vi) any event or the existence of any circumstance that has resulted in, or could reasonably be expected to result in, any material adverse change in the business or financial affairs of any Loan PartyBorrower, any Default, or any Event of Default, or which would make any representation or warranty previously made by any Loan Party Borrower to Lender untrue in any material respect or constitute a material breach if such representation or warranty was then being made, (vii) any actual or alleged breaches of any Material Contract or early termination or threat in writing to terminate any Material Contract or any material Material amendment to or modification of a Material Contract, or the execution of any new Material Contract by any Loan PartyBorrower, and (viii) any change in any Loan PartyBorrower’s certified public accountant. In the event of each such notice under this Section 5.15(h), Borrower shall give notice to Lender of the action or actions that each Loan Party Borrower has taken, is taking, or proposes to take with respect to the event or events giving rise to such notice obligation.

Appears in 1 contract

Samples: Loan and Security Agreement (Hudson Global, Inc.)

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