Place of Perfection; Records; Etc Sample Clauses

Place of Perfection; Records; Etc. The organizational number issued to the Company by the State of Delaware is 2366199. The federal employer identification number of the Company is 00-0000000. The Company agrees to furnish to the Administrative Agent prompt written notice of any change in: (i) the Company’s name; (ii) the location of the Company’s chief executive office or its principal place of business; (iii) the Company’s organizational legal entity designation or jurisdiction of incorporation or formation; (iv) the Company’s federal taxpayer identification number or organizational identification number assigned to it by its jurisdiction of incorporation or formation; or (v) the acquisition by the Company of any property that constitutes Collateral and for which additional filings or recordings are necessary to perfect and maintain the Administrative Agent’s security interest therein. The Company agrees not to effect or permit any change referred to in the preceding sentence unless the Company has made or requested to be made all filings under the UCC or other applicable law that are required in order for the Administrative Agent to continue at all times following such change to have a valid, legal and perfected, first priority security interest in the Collateral, all of which filings shall be in form and substance satisfactory to the Administrative Agent.
Sample 1
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Place of Perfection; Records; Etc. As of the date hereof, the address of each Grantor's chief executive office and principal place of business and the location of each Grantor's books and records relating to the Pledged Collateral is set forth below its signature hereto, and neither Grantor will change said address or location, or merge or consolidate with any person, as the case may be, or change its name, without the prior written consent of the Agent, except as otherwise expressly permitted by the Loan Agreement.
Sample 1
Place of Perfection; Records; Etc. The jurisdiction of incorporation of the Pledgor is the state of Delaware, and the Pledgor will not (i) change said jurisdiction of incorporation, unless it has provided the Collateral Agent, the Credit Facility Agent and the Notes Trustee with at least ten (10) days prior written notice thereof, (ii) merge or consolidate with any person, except as permitted under the Credit Agreement and the Indenture, (iii) change its type of organization, except as permitted under the Credit Agreement and the Indenture or (iv) change its name unless it has provided the Collateral Agent, the Credit Facility Agent and the Notes Trustee with at least thirty (30) days prior written notice thereof.
Sample 1
Place of Perfection; Records; Etc. The address of its chief executive office and principal place of business, and the location of the books and records relating to the Pledged Collateral, is set forth below its signature hereto. Its corporate or limited liability company name, state of organization and the type of entity it was organized as is that set forth in the first paragraph of this Pledge Agreement and its state organization identification number (if the state of its organization provides such identification numbers) is that set forth on the signature page hereto beneath its name. It will not change its state of organization, principal place of business or chief executive office or remove such records without giving the Agent at least 30 days' prior written notice thereof, unless changing such state of organization, principal place of business or chief executive office or removing such records would require additional action to maintain the perfection or priority of the Agent's security interest in the Pledged Collateral, in which case the express prior written consent of the Agent must be obtained (and shall not be unreasonably withheld or delayed); and it will not change its name, identity or structure in any manner which might make any financing statement filed hereunder seriously misleading unless it shall have given the Agent at least 30 days' prior written notice thereof and shall have taken all additional action requested by the Agent to maintain the perfection and priority of the Agent's security interest in the Pledged Collateral.
Sample 1

Related to Place of Perfection; Records; Etc

  • Place of Performance The Executive shall perform his duties and conduct his business at the principal executive offices of the Company, except for required travel on the Company's business.

  • Survival of Perfection Representations 12. Notwithstanding any other provision of this Agreement or any other Transaction Document, the perfection representations, warranties and covenants contained in this Schedule I shall be continuing, and remain in full force and effect until such time as all obligations under the Transaction Documents and the Notes have been finally and fully paid and performed.

  • RATIFICATION OF PERFECTION CERTIFICATES Borrower hereby ratifies, confirms, and reaffirms, all and singular, the terms and disclosures contained in certain Perfection Certificates delivered to the Bank on or about June 11, 2003, and acknowledges, confirms and agrees the disclosures and information provided therein has not changed, as of the date hereof.

  • RATIFICATION OF PERFECTION CERTIFICATE Borrower hereby ratifies, confirms and reaffirms, all and singular, the terms and disclosures contained in a certain Perfection Certificate dated as of June 13, 2002 between Borrower and Bank, and acknowledges, confirms and agrees the disclosures and information Borrower provided to Bank in said Perfection Certificate has not changed, as of the date hereof.

  • Change of Name; Location of Collateral; Records; Place of Business (a) Each Grantor agrees promptly to notify the Collateral Agent in writing of any change (i) in its corporate name or in any trade name used to identify it in the conduct of its business or in the ownership of its properties, (ii) in the location of its chief executive office, its principal place of business, any office in which it maintains books or records relating to Collateral owned by it or any office or facility at which Collateral owned by it is located (including the establishment of any such new office or facility), (iii) in its identity or corporate structure or (iv) in its Federal Taxpayer Identification Number. Each Grantor agrees not to effect or permit any change referred to in the preceding sentence unless all filings have been made under the Uniform Commercial Code or otherwise that are required in order for the Collateral Agent to continue at all times following such change to have a valid, legal and perfected first priority security interest in all the Collateral. Each Grantor agrees promptly to notify the Collateral Agent if any material portion of the Collateral owned or held by such Grantor is damaged or destroyed.

  • Documents, Records, etc All documents, records, data, apparatus, equipment and other physical property, whether or not pertaining to Confidential Information, which are furnished to the Executive by the Company or are produced by the Executive in connection with the Executive’s employment will be and remain the sole property of the Company. The Executive will return to the Company all such materials and property as and when requested by the Company. In any event, the Executive will return all such materials and property immediately upon termination of the Executive’s employment for any reason. The Executive will not retain with the Executive any such material or property or any copies thereof after such termination.

  • Records and Schedules of Equipment Each Borrower shall keep accurate and complete records of its Equipment, including kind, quality, quantity, cost, acquisitions and dispositions thereof, and shall submit to Agent, on such periodic basis as Agent may request, a current schedule thereof, in form satisfactory to Agent. Promptly upon request, Borrowers shall deliver to Agent evidence of their ownership or interests in any Equipment.

  • Records and Schedules of Accounts Each Obligor shall keep accurate and complete records of its Accounts, including all payments and collections thereon, and shall submit to Agent sales, collection, reconciliation and other reports in form satisfactory to Agent, on such periodic basis as Agent may request. Each Obligor shall also provide to Agent, on or before the 15th day of each month, a detailed aged trial balance of all Accounts as of the end of the most recent Fiscal Month, specifying each Account’s Account Debtor name and address, amount, invoice date and due date, showing any discount, allowance, credit, authorized return or dispute, and including such proof of delivery, copies of invoices and invoice registers, copies of related documents, repayment histories, status reports and other information as Agent may reasonably request. If Accounts in an aggregate face amount of $250,000 or more cease to be Eligible Accounts, Obligors shall notify Agent of such occurrence promptly (and in any event within one Business Day) after any Obligor has knowledge thereof.

  • Maintenance of Books and Records; Record Retention 5.1. Ultimus shall maintain and keep current the accounts, books, records and other documents relating to the Services as may be required by applicable law, rules, and regulations, including Federal Securities Laws as defined under Rule 38a-1 under the Investment Company Act.

  • Time, Place and Manner of Performance The Consultant shall be available for advice and counsel to the officers and directors of the Client as such reasonable and convenient times and places as may be mutually agreed upon. Except as aforesaid, the time, place and manner of performance of the services hereunder, including the amount of time to be allocated by the Consultant to any specific service, shall be determined at the sole discretion of the Consultant.

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