Common use of Changes in Business, Management Clause in Contracts

Changes in Business, Management. Control, or Business Locations. (a) Engage in or permit any of its Subsidiaries to engage in any business other than the businesses currently engaged in by Borrower and such Subsidiary, as applicable, or reasonably related thereto; (b) liquidate or dissolve; (c) fail to provide notice to Lender of any Key Persons departing from or ceasing to be employed by Borrower within five (5) days after their departure from Borrower; or (d) permit or suffer any Change in Control; provided, however, that Borrower shall be able to undertake any of the actions set forth in clauses (b) or (d) to the extent that contemporaneously with such event, all outstanding Obligations owed by Borrower to Bank under this Agreement are indefeasibly satisfied in full and the Loan Documents are terminated. Borrower shall not, without at least thirty (30) days prior written notice to Lender: (1) add any new offices or business locations, including warehouses (unless such new offices or business locations contain less than Fifty Thousand Dollars ($50,000) in Borrower’s assets or property) or deliver any portion of the Collateral valued, individually or in the aggregate, in excess of Fifty Thousand Dollars ($50,000) to a bailee at a location other than to a bailee and at a location already disclosed in the Perfection Certificate, (2) change its jurisdiction of organization, (3) change its organizational structure or type, (4) change its legal name, or (5) change any organizational number (if any) assigned by its jurisdiction of organization.

Appears in 1 contract

Sources: Loan and Security Agreement (TG-17, Inc.)

Changes in Business, Management. Control, or Business Locations. (a) Engage in or permit any of its Subsidiaries to engage in any business other than the businesses currently engaged in by Borrower Borrowers and such Subsidiary, as applicable, or reasonably related or incidental thereto; (b) liquidate or dissolve; (c) fail to provide notice to Lender Bank of any Key Persons Person departing from or ceasing to be employed by US Borrower within five (5) days after their such Key Person’s departure from US Borrower; or (d) permit or suffer any Change in Control; provided, however, that . Neither Borrower shall be able to undertake any of the actions set forth in clauses (b) or (d) to the extent that contemporaneously with such event, all outstanding Obligations owed by Borrower to Bank under this Agreement are indefeasibly satisfied in full and the Loan Documents are terminated. Borrower shall notshall, without at least thirty fifteen (3015) days prior written notice to LenderBank: (1) add any new offices or business locations, including warehouses (unless such new offices or business locations contain less than Fifty Thousand One Million Dollars ($50,0001,000,000.00) in Borrower’s assets or property) or deliver any portion of the Collateral valued, individually or in the aggregate, in excess of Fifty Five Hundred Thousand Dollars ($50,000500,000.00) to a bailee at a location other than to a bailee and at a location already disclosed in the Perfection CertificateCertificates or previously notified to Bank in accordance with this Section 7.2, (2) change its jurisdiction of organization, (3) change its organizational structure or type, (4) change its legal name, or (5) change any organizational number (if any) assigned by its jurisdiction of organization. If US Borrower delivers any portion of the Collateral valued, individually or in the aggregate, in excess of Five Hundred Thousand Dollars ($500,000.00) to a bailee, and Bank and such bailee are not already parties to a bailee agreement governing both the Collateral and the location to which US Borrower delivers the Collateral, then US Borrower will use commercially reasonable efforts to obtain from such bailee an executed bailee agreement in form and substance reasonably satisfactory to Bank.

Appears in 1 contract

Sources: Loan and Security Agreement (Harmonic Inc)

Changes in Business, Management. Control, or Business Locations. (a) Engage in or permit any of its Subsidiaries to engage in any business other than the businesses currently engaged in by Borrower and such Subsidiary, as applicable, or reasonably related or incidental thereto; (b) liquidate or dissolve or permit any of its Subsidiaries to liquidate or dissolve (except that a Subsidiary may liquidate or dissolve, provided that all assets of such Subsidiary are transferred to Borrower or another Subsidiary); (c) fail to provide notice to Lender Bank of any Key Persons Person departing from or ceasing to be employed by Borrower within five (5) days 10 Business Days after their such Key Person’s departure from Borrower; or and (d) permit permit, allow, or suffer to occur any Change in Control; provided, however, that Borrower shall be able to undertake any of the actions set forth in clauses (b) or (d) to the extent that contemporaneously with such event, all outstanding Obligations owed by Borrower to Bank under this Agreement are indefeasibly satisfied in full and the Loan Documents are terminated. Borrower shall not, not without at least thirty (30) days 10 days’ prior written notice (or such shorter notice as Bank may agree in writing in its sole and absolute discretion) to Lender: Bank, (1i) add any new offices or business locations, including warehouses (unless such new offices or business locations contain less than Fifty Thousand Dollars ($50,000) 100,000.00 in Borrower’s assets or property) or deliver any portion of the Collateral valued, individually or in the aggregate, in excess of Fifty Thousand Dollars ($50,000) 100,000.00 to a bailee at a location other than to a bailee and at a location already disclosed in the Perfection Certificate, (2ii) change its jurisdiction of organization, (3iii) change its organizational structure or type, or (4iv) change its legal name, or (5) change any organizational number (if any) assigned by its jurisdiction of organization.

Appears in 1 contract

Sources: Loan and Security Agreement (Imunon, Inc.)

Changes in Business, Management. Control, Control or Business Locations. . (a) Engage in or permit any of its Subsidiaries to engage in any business other than the businesses currently engaged in by Borrower and such Subsidiary, as applicable, or reasonably related thereto; (b) liquidate or dissolve; (c) fail to provide notice to Lender Bank of any Key Persons Person departing from or ceasing to be employed by Borrower within five (5) days after their such Key Person’s departure from Borrower; or (d) permit or suffer any Change in Control; provided, however, that Borrower shall be able to undertake any of the actions set forth in clauses (b) or (d) to the extent that contemporaneously with such event, all outstanding Obligations owed by Borrower to Bank under this Agreement are indefeasibly satisfied in full and the Loan Documents are terminated. Borrower shall not, without at least thirty (30) days prior written notice to LenderBank: (1) add any new offices or business locations, including warehouses (unless such new offices or business locations contain less than Two Hundred Fifty Thousand Dollars ($50,000250,000.00) in Borrower’s assets or property) or deliver any portion of the Collateral valued, individually or in the aggregate, in excess of Two Hundred Fifty Thousand Dollars ($50,000250,000.00) to a bailee at a location other than to a bailee and at a location already disclosed in the Perfection Certificate, (2) change its jurisdiction of organization, (3) change its organizational structure or type, (4) change its legal name, or (5) change any organizational number (if any) assigned by its jurisdiction of organization. If Borrower intends to deliver any portion of the Collateral valued, individually or in the aggregate, in excess of Two Hundred Fifty Thousand Dollars ($250,000.00) to a bailee, and Bank and such bailee are not already parties to a bailee agreement governing both the Collateral and the location to which Borrower intends to deliver the Collateral, then Borrower will first receive the written consent of Bank, and such bailee shall execute and deliver a bailee agreement in form and substance satisfactory to Bank.

Appears in 1 contract

Sources: Loan and Security Agreement (Collegium Pharmaceutical, Inc)

Changes in Business, Management. Control, or Business Locations. (a) Engage in or permit any of its Subsidiaries to engage in any business other than the businesses currently engaged in by Borrower and such Subsidiary, as applicable, or reasonably related thereto; (b) liquidate or dissolve; (c) fail to provide notice to Lender Bank of any Key Persons Person departing from or ceasing to be employed by Borrower within five ten (510) days after their such Key Person’s departure from Borrower; or (d) permit or suffer any Change in Control; provided, however, that Borrower shall be able to undertake any of the actions set forth in clauses (b) or (d) to the extent that contemporaneously with such event, all outstanding Obligations owed by Borrower to Bank under this Agreement are indefeasibly satisfied in full and the Loan Documents are terminated. Borrower shall not, without at least thirty (30) days prior written notice to LenderBank: (1) add any new offices or business locations, including warehouses (unless such new offices or business locations contain less than One Hundred Fifty Thousand Dollars ($50,000150,000.00) in Borrower’s assets or property) or deliver any portion of the Collateral valued, individually or in the aggregate, in excess of One Hundred Fifty Thousand Dollars ($50,000150,000.00) to a bailee at a location other than to a bailee and at a location already disclosed in the Perfection Certificate, (2) change its jurisdiction of organization, (3) change its organizational structure or type, (4) change its legal name, or (5) change any organizational number (if any) assigned by its jurisdiction of organization. If Borrower intends to deliver any portion of the Collateral valued, individually or in the aggregate, in excess of One Hundred Fifty Thousand Dollars ($150,000.00) to a bailee, and Bank and such bailee are not already parties to a bailee agreement governing both the Collateral and the location to which Borrower intends to deliver the Collateral, then Borrower will first receive the written consent of Bank, and such bailee shall execute and deliver a bailee agreement in form and substance satisfactory to Bank.

Appears in 1 contract

Sources: Loan and Security Agreement (Tremor Video Inc.)

Changes in Business, Management. Control, or Business Locations. (a) Engage in or permit any of its Subsidiaries to engage in any business other than the businesses currently engaged in by Borrower and such Subsidiary, as applicable, or reasonably related or incidental thereto; (b) liquidate or dissolve; (c) fail to provide notice to Lender Bank of any Key Persons Person departing from or ceasing to be employed by Borrower within five (5) days after their such Key Person’s departure from Borrower; or (d) permit or suffer any Change in Control; provided, however, that Borrower shall be able to undertake any of the actions set forth in clauses (b) or (d) to the extent that contemporaneously with such event, all outstanding Obligations owed by Borrower to Bank under this Agreement are indefeasibly satisfied in full and the Loan Documents are terminated. Borrower shall not, without at least thirty fifteen (3015) days prior written notice to LenderBank: (1) add any new offices or business locations, including warehouses (unless such new offices or business locations contain less than Fifty Thousand One Million Dollars ($50,0001,000,000.00) in Borrower’s assets or property) or deliver any portion of the Collateral valued, individually or in the aggregate, in excess of Fifty Five Hundred Thousand Dollars ($50,000500,000.00) to a bailee at a location other than to a bailee and at a location already disclosed in the Perfection CertificateCertificate or previously notified to Bank in accordance with this Section 7.2, (2) change its jurisdiction of organization, (3) change its organizational structure or type, (4) change its legal name, or (5) change any organizational number (if any) assigned by its jurisdiction of organization. If Borrower delivers any portion of the Collateral valued, individually or in the aggregate, in excess of Five Hundred Thousand Dollars ($500,000.00) to a bailee, and Bank and such bailee are not already parties to a bailee agreement governing both the Collateral and the location to which Borrower delivers the Collateral, then Borrower will use commercially reasonable efforts to obtain from such bailee an executed bailee agreement in form and substance reasonably satisfactory to Bank.

Appears in 1 contract

Sources: Loan and Security Agreement (Harmonic Inc)

Changes in Business, Management. Control, or Business Locations. (a) Engage in or permit any of its Subsidiaries to engage in any business other than the businesses currently engaged in by Borrower and such Subsidiary, as applicable, or reasonably related thereto; (b) liquidate or dissolve; or (c) fail to provide notice to Lender of any Key Persons departing from or ceasing to be employed by Borrower within five (5) days after their departure from Borrower; or (d) permit or suffer any Change in Control; provided, however, that Borrower shall be able to undertake any of the actions set forth in clauses (b) or (d) to the extent that contemporaneously with such event, all outstanding Obligations owed by Borrower to Bank under this Agreement are indefeasibly satisfied in full and the Loan Documents are terminated. Borrower shall not, without at least thirty (30) days prior written notice to LenderBank: (1) add any new offices or business locations, including warehouses (unless such new offices or business locations contain less than Fifty Five Hundred Thousand Dollars ($50,000500,000.00) in Borrower’s assets or property) or deliver any portion of the Collateral valued, individually or in the aggregate, in excess of Fifty Five Hundred Thousand Dollars ($50,000500,000.00) to a bailee at a location other than to a bailee and at a location already disclosed in the Perfection Certificate, (2) change its jurisdiction of organization, (3) change its organizational structure or type, (4) change its legal name, or (5) change any organizational number (if any) assigned by its jurisdiction of organization. If Borrower intends to deliver any portion of the Collateral valued, individually or in the aggregate, in excess of Five Hundred Thousand Dollars ($500,000.00) to a bailee, and Bank and such bailee are not already parties to a bailee agreement governing both the Collateral and the location to which Borrower intends to deliver the Collateral, then Borrower will first receive the written consent of Bank, and such bailee shall execute and deliver a bailee agreement in form and substance satisfactory to Bank in its sole discretion.

Appears in 1 contract

Sources: Loan and Security Agreement (Overland Storage Inc)