Example ContractsClausesCorporate Changes
Corporate Changes
Corporate Changes contract clause examples

Corporate Changes. Neither Borrower nor any Subsidiary shall change its corporate name, legal form or jurisdiction of formation without ten (10) days’ prior written notice to Agent. Neither Borrower nor any Subsidiary shall suffer a Change in Control unless, as part of the transaction(s) resulting in such a Change in Control, the Secured Obligations (other than inchoate indemnity obligations) are repaid in full in cash. Neither Borrower nor any Subsidiary shall relocate its chief executive office or its principal place of business unless: # it has provided prior written notice to Agent; and # such relocation shall be within the continental United States of America. Neither Borrower nor any Domestic Subsidiary or Eligible Foreign Subsidiary shall relocate any tangible item of Collateral with an aggregate value in excess of $250,000 (other than # sales of Inventory in the ordinary course of business, # relocations of mobile Equipment in the possession of its employees or agents, and # relocations of Collateral from a location described on Exhibit B to another location described on Exhibit B) unless # it has provided prompt written notice to Agent, # such relocation is within the continental United States of America and, # if such relocation is to a third party bailee, it has delivered a bailee agreement in form and substance reasonably acceptable to Agent.

Corporate Changes. As soon as possible and in any event within five (5) Business Days after the effective date thereof, notice of any change in the name, jurisdiction of organization, corporate structure, tax characterization or location of records of the Borrower; provided that the Borrower agrees not to effect or permit any change referred to in the preceding sentence unless all filings have been made under the UCC or otherwise that are required in order for the Administrative Agent to continue at all times following such change to have a valid, legal and perfected security interest in all the Collateral.

Changes. The scope of the Manufacturing Services is set by the agreed Processing Instructions, the Regulatory Approvals, the Quality Agreement and any assumptions, inclusions, exclusions, and other parameters set out in the applicable Product Agreement. Changes to the scope of the Manufacturing Services and related changes to the Price must be agreed in writing by the parties (using a “Change

Changes. Any changes requested by Tenant to the Tenant Improvements after the delivery and approval by Landlord of the Space Plans, shall be requested and instituted in accordance with the provisions of this Section 4 and shall be subject to the written approval of Landlord, which approval shall not be unreasonably withheld, conditioned or delayed.

Changes. If Lessee requests any change, addition or alteration in or to any Final Construction Documents that is reasonably acceptable to Lessor ("Changes"), Lessee shall cause the Architect to prepare additional Plans implementing such Change. Lessee shall pay the cost of preparing additional Plans to the extent such cost exceeds the TI Allowance. As soon as practicable after the completion of such additional Construction Documents, Lessor shall obtain from the Contractor the estimated cost of the Changes. Within three (3) working days after receipt of such cost estimate, Lessee shall notify Lessor in writing whether Lessee approves the Change. If Lessee approves the Change, Lessor shall proceed with the Change and Lessee shall be liable for any Additional Cost resulting from the Change. If Lessee fails to approve the Change within such three

Changes. S&W may, at any time, make changes in quantities, packaging, time and place of delivery, and method of transportation. If any such changes cause an increase or decrease in the cost, or the time required for performance or delivery, an equitable adjustment shall be made, provided that Supplier notifies S&W, within seven days after S&W notifies Supplier of any such change, of any proposed increase in price or delay in delivery resulting from such change, and if the parties are then unable to agree on an adjustment, S&W may cancel all or any part of its Order subject to Section 4.7 below.

Changes. Any changes requested by Tenant to the Tenant Improvements after the delivery and approval by Landlord of the TI Design Drawings shall be requested and instituted in accordance with the provisions of this Section 4 and shall be subject to the written approval of Landlord and the TI Architect, in its reasonable or sole discretion in accordance with the standard set forth in Section 12 of the Lease. Tenant may also request changes in the Base Building Work reasonably necessary to accommodate any Tenant requested Changes prior to the date that the Landlord and Tenant approve the TI Construction Drawings, and Landlord shall not unreasonably withhold, condition, or delay its approval of such changes, provided that the same do not negatively impact the base Building, Building Systems or Building structure, and Landlord, at the time it approves the same, may require Tenant to remove and restore (or pay for the removal or restoration thereof) of such changes to the Base Building Work at the end of the Term.

Changes. Neither this Mortgage nor any term hereof may be changed, waived, discharged or terminated orally, or by any action or inaction, but only by an instrument in writing signed by the Mortgagee and any other party against which enforcement of the change, waiver, discharge or termination is sought. To the extent permitted by law, any agreement hereafter made by Company and/or Mortgagor and Mortgagee relating to this Mortgage shall be superior to the rights of the holder of any intervening lien or encumbrance.

Changes. The Change Procedures (as set forth in [Exhibit B]) will be used by the Parties for all Changes to the Services. Except as otherwise provided herein or therein, each BFA Recipient reserves the right to reject Provider’s request for a Change to the Services if such BFA Recipient believes the proposed Change will have a material impact on the provision of the Services, or if such BFA Recipient or BFA, on behalf of such BFA Recipient, is required to pay any fee or contribute any other resources to the Change.

Corporate Existence. The Company will do or cause to be done all things necessary to preserve and keep in full force and effect: # the corporate existence of the Company; # the existence (corporate or other) of each subsidiary that is a “depositary institution” (as defined in the Federal Deposit Insurance Act); and # the rights (constituent governing documents and statutory), licenses and franchises of the Company and each of its Subsidiaries that is a depositary institution; provided, however, that the Company will not be required to preserve the existence (corporate or other) of any of its Subsidiaries or any such right, license or franchise of the Company or any of its Subsidiaries if the Board of Directors of the Company determines that the preservation thereof is no longer desirable in the conduct of the business of the Company and its Subsidiaries taken as a whole and that the loss thereof will not be disadvantageous in any material respect to the Noteholders.

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