Common use of Changes in Corporate Structure Clause in Contracts

Changes in Corporate Structure. Neither the Company nor any Subsidiary Guarantor shall have changed its jurisdiction of organization or, except as reflected in Schedule 4.9, been a party to any merger or consolidation, or shall have succeeded to all or any substantial part of the liabilities of any other entity, at any time following the date of the most recent financial statements referred to in Schedule 5.5.

Changes in Corporate Structure. Neither the Company nor any Subsidiary Guarantor shall have changed its jurisdiction of organization orincorporation or organization, except as reflected in Schedule 4.9applicable, or been a party to any merger or consolidation, consolidation or shall have succeeded to all or any substantial part of the liabilities of any other entity, at any time following the date of the most recent financial statements referred to in Schedule 5.5.

Changes in Corporate Structure. Neither the Company Parent, the Issuer nor any Subsidiary Guarantor shall have changed its jurisdiction of organization orincorporation or organization, except as reflected in Schedule 4.9applicable, or been a party to any merger or consolidation, consolidation or shall have succeeded to all or any substantial part of the liabilities of any other entity, at any time following the date of the most recent financial statements referred to in Schedule 5.5.

Changes in Corporate Structure. Neither the Company nor any Initial Subsidiary Guarantor shall have changed its jurisdiction of organization orincorporation or organization, except as reflected in Schedule 4.9applicable, or been a party to any merger or consolidation, consolidation or shall have succeeded to all or any substantial part of the liabilities of any other entity, at any time following the date of the most recent financial statements referred to in Schedule 5.5.

Changes in Corporate Structure. Neither The Company and the Company nor any Subsidiary Guarantor Guarantors shall not have changed its their jurisdiction of organization incorporation or organization, as applicable, or, except as reflected in Schedule 4.9, have been a party to any merger or consolidation, consolidation or shall have succeeded to all or any substantial part of the liabilities of any other entity, at any time following the date of the most recent financial statements referred to in Schedule 5.5.

Changes in Corporate Structure. Neither None of the Company Obligors nor any Initial Subsidiary Guarantor shall have changed its jurisdiction of organization orincorporation or organization, except as reflected in Schedule 4.9applicable, or been a party to any merger or consolidation, consolidation or shall have succeeded to all or any substantial part of the liabilities of any other entity, at any time following the date of the most recent financial statements referred to in Schedule 5.55.5 and through and including the date of Closing, other than as permitted under Section 10.2 hereof.

Changes in Corporate Structure. Neither the Company Company, the Parent Guarantor nor any Subsidiary Guarantor shall have changed its jurisdiction of organization orincorporation or organization, except as reflected in Schedule 4.9applicable, or been a party to any merger or consolidation, consolidation or shall have succeeded to all or any substantial part of the liabilities of any other entity, at any time following the date of the most recent financial statements referred to in Schedule 5.5.. Terreno Realty LLC Note Purchase Agreement

Changes in Corporate Structure. Neither the Company nor any the Subsidiary Guarantor shall have changed its jurisdiction of organization or, except as reflected in Schedule 4.9, been a party to any merger or consolidation, or shall have succeeded to all or any substantial part of the liabilities of any other entity, at any time following the date of the most recent financial statements referred to in Schedule 5.5.

Changes in Corporate Structure. Neither the Company nor any Subsidiary Guarantor shall have changed its jurisdiction of organization orincorporation or organization, except as reflected in Schedule 4.9applicable, or been a party to any merger or consolidation, consolidation or shall have succeeded to all or any substantial part of the liabilities of any other entity, at any time following the date of the most recent financial statements referred to in Schedule Section 5.5.

Changes in Corporate Structure. Neither the Company nor any Subsidiary Guarantor shall have changed its jurisdiction of organization orincorporation or organization, except as reflected in Schedule 4.9applicable, or been a party to any merger or consolidation, consolidation or shall have succeeded to all or any substantial part of the liabilities of any other entity, at any time following the date of the most recent financial statements referred to in Schedule 5.5.

Changes in Corporate Structure. Neither the Company Company, the Parent Guarantor nor any Subsidiary Guarantor shall have changed its jurisdiction of organization orincorporation or organization, except as reflected in Schedule 4.9applicable, or been a party to any merger or consolidation, consolidation or shall have succeeded to all or any substantial part of the liabilities of any other entity, at any time following the date of the most recent financial statements referred to in Schedule 5.5.

Changes in Corporate Structure. Neither None of the Company Obligors nor any Subsidiary Guarantor shall have changed its jurisdiction of organization or, except as reflected in Schedule 4.9, been a party to any merger or consolidation, or shall have succeeded to all or any substantial part of the liabilities of any other entity, at any time following the date of the most recent financial statements referred to in Schedule 5.5.

Changes in Corporate Structure. Neither the Constituent Company nor any Subsidiary Guarantor shall have changed its jurisdiction of organization orincorporation, except formation or organization, as reflected in Schedule 4.9applicable, or been a party to any merger or consolidation, consolidation or shall have succeeded to all or any substantial part of the liabilities of any other entity, at any time following the date of the most recent financial statements referred to in Schedule 5.5.

Changes in Corporate Structure. Neither the Company nor any Subsidiary Guarantor shall have changed its jurisdiction of organization orincorporation or organization, except as reflected in Schedule 4.9applicable, or been a party to any merger or consolidation, consolidation or shall have succeeded to all or any substantial part of the liabilities of any other entity, at any time following the date of the most recent financial statements referred to in Schedule Section 5.5, in each case, to the extent prohibited by the Existing Note Agreement prior to the Effective Date or by this Agreement from and after the Effective Date.

Changes in Corporate Structure. Neither the Company nor any of the Subsidiary Guarantor Guarantors shall have changed its jurisdiction of organization orincorporation or organization, except as reflected in Schedule 4.9applicable, or been a party to any merger or consolidation, consolidation or shall have succeeded to all or any substantial part of the liabilities of any other entity, at any time following the date of the most recent financial statements referred to in Schedule 5.5.

Changes in Corporate Structure. Neither Except as specified in Schedule 4.10, neither the Company nor any Original Subsidiary Guarantor shall have changed its jurisdiction of organization or, except as reflected in Schedule 4.9, incorporation or been a party to any merger or consolidation, or consolidation nor shall it have succeeded to all or any substantial part of the liabilities of any other entity, at any time following the date of the most recent financial statements referred to in Schedule 5.5.

Changes in Corporate Structure. Neither The Company and the Company nor any Subsidiary Guarantor Guarantors shall not have changed its jurisdiction of organization orincorporation or organization, except as reflected in Schedule 4.9applicable, or been a party to any merger or consolidation, consolidation or shall have succeeded to all or any substantial part of the liabilities of any other entity, at any time following the date of the most recent financial statements referred to in Schedule 5.5.

Changes in Corporate Structure. Neither the Company any Obligor nor any Subsidiary Guarantor shall have changed its jurisdiction of organization or, except as reflected in Schedule 4.9, been a party to any merger or consolidation, or shall have succeeded to all or any substantial part of the liabilities of any other entity, at any time following the date of the most recent financial statements referred to in Schedule 5.5.

Changes in Corporate Structure. Neither the The Company nor any and each Subsidiary Guarantor shall not have changed its jurisdiction of organization orincorporation or organization, except as reflected in Schedule 4.9applicable, or been a party to any merger or consolidation, consolidation or shall have succeeded to all or any substantial part of the liabilities of any other entity, at any time following the date of the most recent financial statements referred to in Schedule 5.5.

Changes in Corporate Structure. Neither the Company nor any Subsidiary Guarantor shall have changed its jurisdiction of organization or, except as reflected in Schedule 4.9, been a party to any merger or consolidation, or shall have succeeded to all or any substantial part of the liabilities of any other entity, at any time following the date of the most recent financial statements referred to in Schedule 5.5Section 5.5 except any such event occurring after the Execution Date and as permitted by Sections 10.5 and 10.6 hereof. No Change of Control has occurred since April 4, 2010.

Changes in Corporate Structure. Neither the Constituent Company nor or any Subsidiary Guarantor shall have changed its jurisdiction of organization orincorporation or organization, except as reflected in Schedule 4.9applicable, or been a party to any merger or consolidation, consolidation or shall have succeeded to all or any substantial part of the liabilities of any other entity, at any time following the date of the most recent financial statements referred to in Schedule 5.5.

Changes in Corporate Structure. Neither the Company nor any the Original Subsidiary Guarantor Guarantors shall have changed its their respective jurisdiction of organization orincorporation or organization, except as reflected in Schedule 4.9applicable, or been a party to any merger or consolidation, consolidation or shall have succeeded to all or any substantial part of the liabilities of any other entity, at any time following the date of the most recent financial statements referred to in Schedule 5.5.

Changes in Corporate Structure. Neither Except as set forth in Schedule 4.16, neither the Guarantors nor the Company nor any Subsidiary Guarantor shall have changed its jurisdiction of organization or, except as reflected in Schedule 4.9, incorporation or been a party to any merger or consolidation, or consolidation and shall not have succeeded to all or any substantial part of the liabilities of any other entity, at any time following the date of the most recent financial statements referred to in Schedule 5.5.

Changes in Corporate Structure. Neither the Company nor any Original Subsidiary Guarantor shall have changed its jurisdiction of organization orincorporation or organization, except as reflected in Schedule 4.9applicable, or been a party to any merger or consolidation, consolidation or shall have succeeded to all or any substantial part of the liabilities of any other entity, at any time following the date of the most recent financial statements referred to in Schedule 5.5.

Changes in Corporate Structure. Neither the Company nor any the Subsidiary Guarantor Guarantors shall have changed its jurisdiction of organization orincorporation or organization, except as reflected in Schedule 4.9applicable, or been a party to any merger or consolidation, consolidation or shall have succeeded to all or any substantial part of the liabilities of any other entity, at any time following the date of the most recent financial statements referred to in Schedule 5.5.

Changes in Corporate Structure. Neither None of the Company Obligors nor any Initial Subsidiary Guarantor shall have changed its jurisdiction of organization orincorporation or organization, except as reflected in Schedule 4.9applicable, or been a party to any merger or consolidation, consolidation or shall have succeeded to all or any substantial part of the liabilities of any other entity, at any time following the date of the most recent financial statements referred to in Schedule 5.5.5.5 and through and including the date of Closing, other than as permitted under Section 10.2 hereof. -4-

Changes in Corporate Structure. Neither the Company nor any Subsidiary Guarantor shall have changed its jurisdiction of organization or, except as reflected in Schedule 4.9, been a party to any merger or consolidation, or shall have succeeded to all or any substantial part of the liabilities of any other entity, in each case, at any time following the date of the most recent financial statements referred to in Schedule 5.5Section 5.4.

Changes in Corporate Structure. Neither the Company nor any Subsidiary the Guarantor shall have changed its respective jurisdiction of organization or, except as reflected in Schedule 4.9, incorporation or been a party to any merger or consolidation, or consolidation nor shall have succeeded to all or any substantial part of the liabilities of any other entity, at any time following the date of the most recent financial statements referred to in Schedule 5.5.

Changes in Corporate Structure. Neither the Company nor any Subsidiary Guarantor shall have changed its jurisdiction of incorporation or organization or, except as reflected in Schedule 4.9, been a party to any merger or consolidation, or shall have succeeded to all or any substantial part of the liabilities of any other entity, at any time following the date of the most recent financial statements referred to in Schedule 5.5.

Changes in Corporate Structure. Neither the Company Company, the Issuer nor any the Subsidiary Guarantor shall have changed its jurisdiction of organization or, except as reflected in Schedule 4.9, or been a party to any merger or consolidation, consolidation or shall have succeeded to all or any substantial part of the liabilities of any other entity, at any time following the date of the most recent financial statements referred to in Schedule 5.5.

Changes in Corporate Structure. Neither The Company and the Company nor any Subsidiary Guarantor Guarantors shall not have changed its their jurisdiction of organization orincorporation or organization, except as reflected in Schedule 4.9applicable, or been a party to any merger or consolidation, consolidation or shall have succeeded to all or any substantial part of the liabilities of any other entity, at any time following the date of the most recent financial statements referred to in Schedule 5.5.

Changes in Corporate Structure. Neither the Company nor any Subsidiary Guarantor shall have changed its jurisdiction of organization or, except as reflected in Schedule 4.9, been a party to any merger or consolidation, or shall have succeeded to all or any substantial Exhibit 10(z) (continued) part of the liabilities of any other entity, at any time following the date of the most recent financial statements referred to in Schedule 5.5.

Changes in Corporate Structure. Neither the Company nor any Subsidiary Guarantor shall have changed its jurisdiction of organization orincorporation or organization, except as reflected in Schedule 4.9applicable, or been a party to any merger or consolidation, consolidation or shall have succeeded to all or any substantial part of the liabilities of any other entity, at any time following the date of the most recent financial statements referred to in Schedule 5.5Section 5.15.

Changes in Corporate Structure. Neither Except as specified in Schedule 4.9, neither the Company nor any Subsidiary Guarantor shall have changed its jurisdiction of organization orincorporation or organization, except as reflected in Schedule 4.9applicable, or been a party to any merger or consolidation, or shall have succeeded to all or any substantial part of the liabilities of any other entity, at any time following the date of the most recent financial statements referred to in Schedule 5.5.

Changes in Corporate Structure. Neither the Company nor any Subsidiary Guarantor shall have changed its respective jurisdiction of organization orincorporation or organization, except as reflected in Schedule 4.9applicable, or been a party to any merger or consolidation, consolidation or shall have succeeded to all or any substantial part of the liabilities of any other entity, at any time following the date of the most recent financial statements referred to in Schedule 5.5.

Changes in Corporate Structure. Neither Except as specified in Schedule 4.6, the Company nor any and the Subsidiary Guarantor Guarantors shall not have changed its their respective jurisdiction of organization or, except as reflected in Schedule 4.9, incorporation or been a party to any merger or consolidation, or consolidation and shall not have succeeded to all or any substantial part of the liabilities of any other entity, at any time following the date of the most recent financial statements referred to in Schedule 5.55.3.

Changes in Corporate Structure. Neither the The Company nor any and each Initial Subsidiary Guarantor shall not have changed its respective jurisdiction of organization orincorporation or organization, except as reflected in Schedule 4.9applicable, or been a party to any merger or consolidation, consolidation or shall have succeeded to all or any substantial part of the liabilities of any other entity, at any time following the date of the most recent financial statements referred to in Schedule 5.5.

Changes in Corporate Structure. Neither the Company nor any Subsidiary Guarantor shall have changed its jurisdiction of organization orincorporation, or except as reflected in Schedule 4.94.9 of the Company Disclosure Schedule, been a party to any merger or consolidation, or shall have succeeded to all or any substantial part of the liabilities of any other entity, at any time following the date of the most recent financial statements referred to in Schedule 5.5the Hecla Public Disclosure Record.

Changes in Corporate Structure. Neither the Constituent Company nor or any Subsidiary Guarantor shall have changed its jurisdiction of organization orincorporation or organization, except as reflected in Schedule 4.9applicable, or been a party to any merger or consolidation, consolidation or shall have succeeded to all or any substantial part of the liabilities of any other entity, at any time following the date of the most recent financial statements referred to in Schedule 5.5. No Change in Control shall have occurred.

Changes in Corporate Structure. Neither the Company nor any the Subsidiary Guarantor Guarantors shall have changed its their jurisdiction of organization orincorporation or organization, except as reflected in Schedule 4.9applicable, or been a party to any merger or consolidation, consolidation or shall have succeeded to all or any substantial part of the liabilities of any other entity, at any time following the date of the most recent financial statements referred to in Schedule 5.5.. Regal Rexnord Corporation Note Purchase Agreement

Changes in Corporate Structure. Neither the Company nor any Subsidiary Guarantor shall have changed its jurisdiction of organization or, except as reflected in Schedule 4.9, or been a party to any merger or consolidation, or shall have succeeded to all or any substantial part of the liabilities of any other entity, at any time following the date of the most recent financial statements referred to in Schedule 5.5.

Changes in Corporate Structure. Neither As of the Closing Date, neither the Company nor any Subsidiary Guarantor shall have changed its jurisdiction of organization orincorporation, or except as reflected in Schedule 4.94.8 of the Company Disclosure Schedule, been a party to any merger merger, amalgamation or consolidation, or shall have succeeded to all or any substantial part of the liabilities of any other entity, at any time following the date of the most recent financial statements referred to in Schedule 5.5the Hecla Public Disclosure Record.

Changes in Corporate Structure. Neither the Company nor any Subsidiary Guarantor shall have changed its jurisdiction of organization or, except as reflected in Schedule 4.9, been a party to any merger or consolidation, or shall have succeeded to all or any substantial part of the liabilities of any other entity, at any time following the date of the most recent financial statements referred to in Schedule 5.5Section 5.5 except any such event occurring after the Execution Date and as permitted by Sections 10.5 and 10.6 hereof. No Change of Control has occurred since June 28, 2015.

Changes in Corporate Structure. Neither None of the Company nor any and the Subsidiary Guarantor Guarantors shall have changed its jurisdiction of organization orincorporation or organization, except as reflected in Schedule 4.9applicable, or been a party to any merger or consolidation, consolidation or shall have succeeded to all or any substantial part of the liabilities of any other entity, at any time following the date of the most recent financial statements referred to in Schedule SCHEDULE 5.5.

Changes in Corporate Structure. Neither the Company nor any the Initial Subsidiary Guarantor shall have changed its jurisdiction of organization orincorporation or organization, except as reflected in Schedule 4.9applicable, or been a party to any merger or consolidation, consolidation or shall have succeeded to all or any substantial part of the liabilities of any other entity, at any time following the date of the most recent financial statements referred to in Schedule 5.5.

Changes in Corporate Structure. Neither the Company nor any Subsidiary Guarantor shall have changed its jurisdiction of organization or, except as reflected in Schedule 4.9, incorporation or been a party to any merger or consolidation, or shall have succeeded to all or any substantial part of the liabilities of any other entity, at any time following the date of the most recent financial statements referred to in Schedule 5.5.

Changes in Corporate Structure. Neither the Company nor any Subsidiary Guarantor shall have changed its jurisdiction of organization or, except as reflected in Schedule 4.9, incorporation or been a party to any merger or consolidation, consolidation or shall have succeeded to all or any substantial substan- tial part of the liabilities of any other entity, at any time following the date of the most recent financial statements referred to in Schedule 5.5.

Changes in Corporate Structure. Neither Except as specified in Schedule 4.9, neither the Company nor any Subsidiary the Guarantor shall have changed its jurisdiction of organization or, except as reflected in Schedule 4.9, incorporation or been a party to any merger or consolidation, or consolidation and neither shall have succeeded to all or any substantial part of the liabilities of any other entity, entity at any time following the date of the most recent audited financial statements referred to in Schedule 5.5.

Changes in Corporate Structure. Neither the Company Company, nor any Subsidiary Guarantor Guarantor, shall have changed its jurisdiction of organization or, except as reflected in Schedule 4.9, incorporation or been a party to any merger or consolidation, consolidation or shall have succeeded to all or any substantial part of the liabilities of any other entity, at any time following the date of the most recent financial statements referred to in Schedule 5.5.

Changes in Corporate Structure. Neither the Company nor any the Subsidiary Guarantor shall have changed its jurisdiction of organization orincorporation or organization, except as reflected in Schedule 4.9applicable, or been a party to any merger or consolidation, consolidation or shall have succeeded to all or any substantial part of the liabilities of any other entity, at any time following the date of the most recent financial statements referred to in Schedule 5.5.

Changes in Corporate Structure. Neither Except as otherwise permitted by Section 10.2, neither the Company nor any the Parent Guarantor nor the Original Subsidiary Guarantor Guarantors shall have changed its jurisdiction their respective jurisdictions of organization orincorporation or organization, except as reflected in Schedule 4.9applicable, or been a party to any merger merger, amalgamation or consolidation, consolidation or shall have succeeded to all or any substantial part of the liabilities of any other entity, at any time following the date of the most recent financial statements referred to in Schedule 5.5.

Changes in Corporate Structure. Neither the Company nor any Subsidiary Guarantor shall have changed its jurisdiction of organization or, except as reflected in Schedule 4.9, or been a party to any merger or consolidation, consolidation or shall have succeeded to all or any substantial part of the liabilities of any other entity, at any time following the date of the most recent financial statements referred to in Schedule 5.5.

Changes in Corporate Structure. Neither the Company nor any Subsidiary Guarantor shall have changed its jurisdiction of organization or, except as reflected in Schedule 4.9, been a party to any merger or consolidation, or shall have succeeded to all or any substantial part of the liabilities of any other entity, at any time following the date of the most recent financial statements referred to in Schedule 5.5Section 5.5 except any such event occurring after the Execution Date and as permitted by Sections 10.5 and 10.6 hereof. No Change of Control has occurred since June 29, 2014.

Changes in Corporate Structure. Neither Except as specified in Schedule 4.9, neither the Company nor any Subsidiary Guarantor shall have changed its jurisdiction of organization orincorporation or organization, except as reflected in Schedule 4.9the case may be, or been a party to any merger or consolidation, or consolidation and shall have succeeded to all or any substantial part of the liabilities of any other entity, at any time following the date of the most recent financial statements referred to in Schedule 5.5.

Changes in Corporate Structure. Neither Except as permitted by this Agreement, neither the Company nor any Subsidiary Guarantor shall have changed its jurisdiction of organization orincorporation or organization, except as reflected in Schedule 4.9applicable, or been a party to any merger or consolidation, consolidation or shall have succeeded to all or any substantial part of the liabilities of any other entity, at any time following the date of the most recent financial statements referred to in Schedule 5.5Section 5.5 or delivered to each Investor Group Representative pursuant to Section 7.1.

Changes in Corporate Structure. Neither the Company nor any Subsidiary Guarantor shall not have changed its jurisdiction of organization orincorporation or organization, except as reflected in Schedule 4.9applicable, or been a party to any merger or consolidation, consolidation or shall have succeeded to all or any substantial part of the liabilities of any other entity, at any time following the date of the most recent financial statements referred to in Schedule 5.5.

Changes in Corporate Structure. Neither the Company nor any Subsidiary Guarantor shall have changed its jurisdiction of organization orincorporation or organization, except as reflected in Schedule 4.9applicable, or been a party to any merger or consolidation, consolidation or shall have succeeded to all or any substantial part of the liabilities of any other entityentity (other than, in each case of the foregoing, as permitted under Section 10.2), at any time following the date of the most recent financial statements referred to in Schedule 5.5.