Business, Management and Organization Sample Clauses

Business, Management and Organization. Borrower shall not: (a) make any material change in its management, which includes the following: the removal of Christopher New, as Chief Exxxxxxxx Xxficer of Borrower; (b) make any material change in the general nature of the business that Borrower presently conducts; (c) change its name except after first complying with Section 6.4 of this Agreement; (d) change its state of incorporation except after first complying with Section 6.4 of this Agreement, or its type of organization (that is, from a corporation); or (e) issue any additional shares of Borrower's Series A preferred stock other than pursuant to Article Fourth, Section A(3) of Borrower's Incorporation Certificate.
Sample 1
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Business, Management and Organization. Borrower shall not: (a) cause the removal of Xxxxxx X. Xxxxxxxx, as president and chief executive officer of UMT Services, unless a replacement president and chief executive officer acceptable to Lender, in its sole discretion, is named by UMT Services within ninety (90) days from the date of such removal; (b) make any material change in the nature of the business that Borrower presently conducts; (c) change its name except after first complying with Section 6.4; (d) change its state of organization or its type of organization (that is, from a limited partnership); or (e) purchase any stock or assets of any other Person, other than (i) assets used by Borrower in the ordinary course of its business and (ii) Client Joint Ventures entered into in compliance with the terms and conditions of this Agreement.
Sample 1
Business, Management and Organization. Neither Obligor shall: (a) make any material change in its management, which includes the following: removing Paul Licata as President of Borrowxx; (x) xxke any material change in the nature of the business that such Obligor presently conducts; (c) amend, modify or supplement (without Lender's consent) Borrower's certificate of formation in any manner which prevents Guarantor directly or indirectly through one or more of its Affiliates, from electing a majority of the Board of Borrower; (d) change its name except after first complying with Section 7.4 of this Agreement; (e) change its state of formation or its type of organization; (f) as to Borrower, merge or consolidate with any Person or purchase any stock or assets of any other Person, other than assets used by Borrower in the ordinary course of its business and other than Permitted Investments.
Sample 1
Business, Management and Organization. Borrower shall not: (a) make any material change in the nature of the business that Borrower presently conducts; (b) change its name except after first complying with Section 7.4; (c) change its state of organization or its type of organization (that is, from a limited liability company); or (d) merge or consolidate with any Person or purchase any stock or assets of any other Person, other than assets used by Borrower in the ordinary course of its business and other than Permitted Investments.
Sample 1
Business, Management and Organization. Borrower shall not: (a) make any material change in its management, which includes the following: the removal of Xxxxxx "Xxxx" Xxxxx, III and/or D. Xxxxxxx Xxxxx, and a replacement officer acceptable to Lender, in its sole discretion is not named by Borrower within ninety (90) days from the date of such removal; (b) make any material change in the nature of the business that Borrower presently conducts; (c) change its name except after first complying with Section 6.4 of this Agreement; (d) change its state of incorporation or its type of organization (that is, from a corporation); or (e) merge or consolidate with any Person or purchase any stock or assets of any other Person, other than assets used by Borrower in the ordinary course of its business, other than Permitted Investments, or other than as provided in section 7.9 hereof.
Sample 1
Business, Management and Organization. Borrower shall not: (a) change the jurisdiction where Borrower is organized, incorporated or registered; (b) make any material change in its management, which includes the Key Employees or Agents as set forth on Schedule A; (c) make any material change in the nature of the business that Borrower presently conducts; (d) change its legal name; (e) enter into any merger or consolidation, or liquidate, wind up or dissolve (or suffer any liquidation or dissolution), or convey, lease, sell, transfer or otherwise dispose of, in one transaction or a series of transactions, any substantial portion of Borrower's business or property, whether now or hereafter acquired; (f) enter into limited liability companies, partnerships or joint ventures with any other entity; (g) acquire all or substantially all of the assets or business of any other company, person or entity; (h) create, acquire or permit to exist any new subsidiaries; or (i) except as permitted in accordance with Section 7.4, conduct business under any trade names other than the trade names of Borrower as of the Effective Date.
Sample 1
Business, Management and Organization. Borrower shall not: (a) make any material change in its management, which includes the following: the removal of Xxxxxxx X. Xxxxxxx, as president and chief executive officer of UMTH Land Development, L.P. and a replacement president and chief executive officer acceptable to Lender, in its sole discretion, is not named by UMTH Land Development, L.P. within ninety (90) days from the date of such removal; (b) make any material change in the nature of the business that Borrower presently conducts; (c) change its name except after first complying with Section 6.4; (d) change its state of incorporation or its type of organization (that is, from a corporation); or (e) merge or consolidate with any Person, (f) purchase any stock or assets of any other Person, other than (i) assets used by Borrower in the ordinary course of its business and (ii) Client Joint Ventures entered into in compliance with the terms and conditions of this Agreement.
Sample 1
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Related to Business, Management and Organization

  • Business Organization Between the date of this Agreement and the Closing Date, Seller shall use its reasonable efforts, and shall cause Seller and each of its Subsidiaries to use its respective reasonable efforts, to

  • Incorporation and Organization The Corporation and each Subsidiary has been incorporated and organized and is a valid and subsisting corporation under the laws of its jurisdiction of incorporation and has all requisite corporate power and authority to carry on its business as now conducted or proposed to be conducted and to own or lease and operate the property and assets thereof and the Corporation has all requisite corporate power and authority to enter into, execute and deliver this Agreement and to carry out the obligations thereof hereunder.

  • ESTABLISHMENT AND ORGANIZATION OF THE TRUST Section 2.1. Establishment of the Trust.....................................34 Section 2.2. Office.........................................................34 Section 2.3.

  • Due Incorporation and Organization The Adviser is duly organized and is in good standing under the laws of the State of Connecticut and is fully authorized to enter into this Agreement and carry out its duties and obligations hereunder.

  • FORMATION AND ORGANIZATIONAL DOCUMENTS Borrower has previously delivered to Administrative Agent all of the relevant formation and organizational documents of Borrower, of the partners or joint venturers of Borrower (if any), and of all guarantors of the Loan (if any), and all such formation documents remain in full force and effect and have not been amended or modified since they were delivered to Administrative Agent. Borrower hereby certifies that: (i) the above documents are all of the relevant formation and organizational documents of Borrower; (ii) they remain in full force and effect; and (iii) they have not been amended or modified since they were previously delivered to Administrative Agent.

  • Borrower Organization and Name Each Credit Party is a corporation, limited liability company, or other form of legally recognized entity, as applicable, duly organized, validly existing and in good standing under the laws of its jurisdiction of organization, and has the full power and authority and all necessary Permits to: (i) enter into and execute this Agreement and the Loan Documents and to perform all of its obligations hereunder and thereunder; and (ii) own and operate its assets and properties and to conduct and carry on its business as and to the extent now conducted. Each Credit Party is duly qualified to transact business and is in good standing as a foreign corporation, company or other entity in each jurisdiction where the character of its business or the ownership or use and operation of its assets or properties requires such qualification. The exact legal names of each of the Credit Parties is as set forth in the first paragraph of this Agreement, and the Credit Parties do not currently conduct, nor have the Credit Parties conducted, during the last five (5) years, business under any other name or trade name.

  • Business Activities; Change of Legal Status and Organizational Documents The Credit Parties shall not: (i) engage in any line of business other than the businesses engaged in on the date hereof and business reasonably related thereto; (ii) change its name, its type of organization, its jurisdictions of organization or other legal structure; or (iii) permit its articles of incorporation (including any certificates of designation, is applicable), bylaws, operating agreement, partnership agreement, certificate of organization or similar governing or organizational documents to be amended or modified in any way which could reasonably be expected to have a Material Adverse Effect.

  • Principal Place of Business and Organization No Borrower shall change its principal place of business set forth in the introductory paragraph of this Agreement without first giving Lender thirty (30) days prior notice. No Borrower shall change the place of its organization as set forth in Section 4.1.28 hereof without the consent of Lender, which consent shall not be unreasonably withheld. Upon Lender’s request, Borrowers shall execute and deliver additional financing statements, security agreements and other instruments which may be necessary to effectively evidence or perfect Lender’s security interest in the Collateral as a result of such change of principal place of business or place of organization.

  • Organization and Business The Company is (a) a duly organized and validly existing corporation or limited liability company, (b) in good standing under the laws of the jurisdiction of its incorporation or organization, and (c) has the power and authority, corporate or otherwise, necessary (i) to enter into and perform this Agreement and the Documents to which it is a party, and (ii) to carry on the business now conducted or proposed to be conducted by it.

  • Corporate Organization of the Company (a) The Company has been duly incorporated, is validly existing and in good standing under the Laws of the State of Delaware and has the requisite power and authority to own, lease and operate its assets and properties and to conduct its business as it is now being conducted. The certificate of incorporation and by-laws of the Company previously made available by the Company to Acquiror are true, correct and complete and are in effect as of the date of this Agreement.

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