Example ContractsClausesChanges in Business, Management, Ownership, or Business Locations
Changes in Business, Management, Ownership, or Business Locations
Changes in Business, Management, Ownership, or Business Locations contract clause examples

Changes in Business, Management, Ownership, or Business Locations. (a) Engage in or permit any of its Subsidiaries to engage in any business other than the businesses engaged in by Borrower as of the Effective Date or reasonably related thereto; # liquidate or dissolve; or (c) (i) any Key Person shall cease to be actively engaged in the management of Borrower unless written notice thereof is provided to Collateral Agent within ten (10) days of such change, or # have a Change in Control. Borrower shall not, without at least twenty (20) days’ prior written notice to Collateral Agent: # add any new offices or business locations, including warehouses (unless such new offices or business locations # contain less than Two Hundred Fifty Thousand Dollars ($250,000.00) in assets or property of Borrower or any of its Subsidiaries and # are not Borrower’s or its Subsidiaries’ chief executive office); # change its jurisdiction of organization, # change its organizational structure or type, # change its legal name, or # change any organizational number (if any) assigned by its jurisdiction of organization.

Changes in Business, Management, Ownership, or Business Locations. (a) Engage in or permit any of its Subsidiaries to engage in any business other than the businesses engaged in by Borrower as of the Effective Date or reasonably related thereto; # liquidate or dissolve; or (c) (i) any Key Person shall cease to be actively engaged in the management of Borrower unless written notice thereof is provided to Collateral Agent within five (5) Business Days of such change, or # enter into any transaction or series of related transactions in which the stockholders of Borrower who were not stockholders immediately prior to the first such transaction own more than forty nine percent (49%) of the voting stock of Borrower immediately after giving effect to such transaction or related series of such transactions (other than by the sale of Borrower’s equity securities in a public offering, a private placement of public equity or to venture capital investors so long as Borrower identifies to Collateral Agent the venture capital investors prior to the closing of the transaction). Borrower shall not, without at least thirty (30) days’ prior written notice to Collateral Agent: # add any new offices or business locations, including warehouses (unless such new offices or business locations # contain less than Two Hundred Fifty Thousand Dollars ($250,000.00) in assets or property of Borrower or any of its Subsidiaries and # are not Borrower’s or its Subsidiaries’ chief executive office); # change its jurisdiction of organization, # change its organizational structure or type, # change its legal name, or # change any organizational number (if any) assigned by its jurisdiction of organization.

Changes in Business, Management, Ownership, or Business Locations. (a) Engage in any business other than the businesses currently engaged in by such Person, as applicable, or reasonably related thereto; # cease doing business, or liquidate or dissolve; # permit or suffer a Change in Control (except as expressly permitted in Section 7.3); or # without at least 10 days’ prior written notice to Administrative Agent # change its jurisdiction of organization, # change its organizational structure or type, # change its legal name, or # change its organizational number (if any) assigned by its jurisdiction of organization.

Changes in Business, Management, Ownership, or Business Locations. (a) Engage in or permit any of its Subsidiaries to engage in any business other than the businesses engaged in by Borrower as of the Effective Date or reasonably related thereto; # liquidate or dissolve; or (c) (i) have any Key Person cease to be actively engaged in the management of Borrower unless written notice thereof is provided to Collateral Agent within ten (10) days after such change, or # consummate any transaction or series of related transactions in which the stockholders of Borrower who were not stockholders immediately prior to the first such transaction own more than forty nine percent (49%) of the voting power of Borrower immediately after giving effect to such transaction or related series of such transactions (other than by the sale of Borrower’s equity securities in a public offering or a private placement of equity securities to venture capital or institutional investors so long as Borrower identifies to Collateral Agent the venture capital or institutional investors prior to the closing of the transaction). Borrower shall not, without at least fifteen (15) days’ prior written notice to Collateral Agent: # add any new office or business location, including a warehouse (unless any such new office or business location # contains assets or property (other than the Pre-Clinical and Clinical Trial Supplies) of Borrower or any of its Subsidiaries with a book value less than Two Hundred Fifty Thousand Dollars ($250,000.00) and # is not Borrower’s or its Subsidiaries’ chief executive office), # change its jurisdiction of organization, # change its organizational structure or type, # change its legal name, or # change any organizational number (if any) assigned by its jurisdiction of organization.

Changes in Business, Management, Ownership, or Business Locations. (a) Engage in or permit any of its Subsidiaries to engage in any business other than the businesses engaged in by Borrower as of the Effective Date or reasonably related thereto; # liquidate or dissolve; or (c) (i) any Key Person shall cease to be actively engaged in the management of Borrower unless written notice thereof is provided to Collateral Agent within ten (10) days of such change, or # enter into any transaction or series of related transactions in which the stockholders of Borrower who were not stockholders immediately prior to the first such transaction own more than forty nine percent (49%) of the voting stock of Borrower immediately after giving effect to such transaction or related series of such transactions (other than by the sale of Borrower’s equity securities in a public offering, a private placement of public equity or to venture capital investors so long as Borrower identifies to Collateral Agent the venture capital investors prior to the closing of the transaction). Borrower shall not, without at least fifteen (15) days’ prior written notice to Collateral Agent: # add any new offices or business locations, including warehouses (unless such new offices or business locations # contain less than Two Hundred Fifty Thousand Dollars ($250,000) in assets or property of Borrower or any of its Subsidiaries and # are not Borrower’s or its Subsidiaries’ chief executive office); # change its jurisdiction of organization or chief executive office, # change its organizational structure or type, # change its legal name, or # change any organizational number (if any) assigned by its jurisdiction of organization.

Changes in Business, Management, Ownership, or Business Locations. (a) Engage in or permit any of its Subsidiaries to engage in any business other than the businesses engaged in by Borrower as of the Effective Date or reasonably related thereto; # liquidate or dissolve other than the Permitted Dissolution; or (c) (i) any Key Person shall cease to be actively engaged in the management of Borrower unless written notice thereof is provided to Collateral Agent within five (5) days after the relevant SEC filing of such change, or # enter into any transaction or series of related transactions in which the stockholders of Borrower who were not stockholders immediately prior to the first such transaction own more than forty nine percent (49%) of the voting stock of Borrower immediately after giving effect to such transaction or related series of such transactions (other than by the sale of Borrower’s equity securities in a public offering, a private placement of public equity or to venture capital investors so long as Borrower identifies to Collateral Agent the venture capital investors prior to the closing of the transaction). Borrower shall not, without at least thirty (30) days’ prior written notice to Collateral Agent: # add any new offices or business locations, including warehouses (unless such new offices or business locations # contain less than Two Hundred Fifty Thousand Dollars ($250,000.00) in assets or property of

Changes in Business, Management, Ownership, or Business Locations. (a) Engage in or permit any of its Subsidiaries to engage in any business other than the businesses engaged in by Borrower as of the Effective Date or reasonably related thereto; # liquidate or dissolve; or (c) (i) any Key Person shall cease to be actively engaged in the management of Borrower unless written notice thereof is provided to Collateral Agent within five (5) Business Days of such change, or # consummate any transaction or series of related transactions in which the stockholders of Borrower who were not stockholders immediately prior to the first such transaction own fifty percent (50%) or more of the voting stock of Borrower immediately after giving effect to such transaction or related series of such transactions (other than by the sale of Borrower’s equity securities in a public offering, a private placement of public equity or to venture capital investors so long as Borrower identifies to Collateral Agent the venture capital investors prior to the closing of the transaction). Borrower shall not, without at least thirty (30) days’ prior written notice to Collateral Agent: # add any new offices or business locations, including warehouses (unless such new offices or business locations # are clinical trial sites or (ii) (x) contain less than Five Hundred Thousand Dollars ($500,000.00) in assets or property (per location) (other than laptop computers, cell phones and digital tablets) of Borrower or any of its Subsidiaries that are Borrowers or Guarantors and # are not Borrower’s or such Subsidiaries’ chief executive office); # change its jurisdiction of organization, # change its organizational type, # change its legal name, or # change any organizational number (if any) assigned by its jurisdiction of organization.

Changes in Business, Management, Ownership, or Business Locations. (a) Engage in or permit any of its Subsidiaries to engage in any business other than the businesses engaged in by Borrower or such Subsidiary, as applicable, as of the Effective Date or reasonably related thereto; # liquidate or dissolve; or (c) (i) permit any Key Person to cease being actively engaged in the management of Borrower unless written notice thereof is provided to each Lender within ten (10) days of such cessation, or # enter into any transaction or series of related transactions in which # the stockholders of Borrower who were not stockholders immediately prior to the first such transaction own more than 40% of the voting stock of Borrower immediately after giving effect to such transaction or related series of such transactions (other than by the sale of Borrower’s equity securities in a public offering, a private placement of public equity or to venture capital or private equity investors so long as Borrower identifies to Collateral Agent the investors prior to the closing of the transaction) and # except as permitted by Section 7.3, Borrower ceases to own, directly or indirectly, 100% of the ownership interests in each Subsidiary of Borrower. Borrower shall not, and shall not permit any of its Subsidiaries to, without at least thirty (30) days’ prior written notice to Collateral Agent: # add any new offices or business locations, including warehouses (unless such new offices or business locations contain less than Two Hundred Fifty Thousand Dollars ($250,000.00) in assets or property of Borrower or any of its Subsidiaries, as applicable); # change its respective jurisdiction of organization, # except as permitted by Section 7.3, change its respective organizational structure or type, # change its respective legal name, or # change any organizational number(s) (if any) assigned by its respective jurisdiction of organization.

Changes in Business, Management, Ownership, or Business Locations. (a) Engage in or permit any of its Subsidiaries to engage in any business other than the businesses engaged in by Borrower as of the Effective Date or reasonably related or incidental thereto; # liquidate or dissolve; or (c) (i) any Key Person shall cease to be actively engaged in the management of Borrower unless written notice thereof is provided to Collateral Agent within five (5) Business Days of such change, or # enter into any transaction or series of related transactions in which the stockholders of Borrower who were not stockholders immediately prior to the first such transaction own more than forty nine percent (49%) of the voting stock of Borrower immediately after giving effect to such transaction or related series of such transactions (other than by the sale of Borrower’s equity securities in a public offering, a private placement of public equity or to venture capital investors so long as Borrower identifies to Collateral Agent the venture capital investors prior to the closing of the transaction) (such transaction or series of transactions, a “Change in Control”). Borrower shall not, without at least thirty (30) days’ prior written notice to Collateral Agent: # add any new offices or business locations, including warehouses (unless such new offices or business locations # contain less than ​, # contain non-commercial inventory with contract manufacturers or at clinical sites or # are not Borrower’s or its Subsidiaries’ chief executive office); # change its jurisdiction of organization, # change its organizational structure or type, # change its [[Organization A:Organization]] name, or # change any organizational number (if any) assigned by its jurisdiction of organization.

Changes in Business, Management, Ownership, or Business Locations. (a) Engage in or permit any of its Subsidiaries to engage in any business other than the businesses engaged in by Borrower as of the Effective Date or reasonably related or incidental thereto; # liquidate or dissolve; or (c) (i) any Key Person shall cease to be actively engaged in the management of Borrower unless written notice thereof is provided to Collateral Agent within ten (10) Business Days of such change, or # enter into any transaction or series of related transactions in which the stockholders of Borrower who were not stockholders immediately prior to the first such transaction own more than forty nine percent (49%) of the voting stock of Borrower immediately after giving effect to such transaction or related series of such transactions (other than by the sale of Borrower’s equity securities in a public offering, a private placement of public equity or to venture capital investors so long as Borrower identifies to Collateral Agent the venture capital investors prior to the closing of the transaction). Borrower shall not, without at least ten (10) days’ prior written notice to Collateral Agent: # add any new offices or business locations, including warehouses (unless such new offices or business locations # contain Collateral having an aggregate book value of less than Five Hundred Thousand Dollars ($500,000.00), or # are not Borrower’s or its Subsidiaries’ chief executive office); # change its jurisdiction of organization, # change its organizational structure or type, # change its legal name, or # change any organizational number (if any) assigned by its jurisdiction of organization.

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