Common use of Principal Place of Business; State of Organization Clause in Contracts

Principal Place of Business; State of Organization. Borrower shall not and shall cause each other Loan Party not to change its name, identity (including its trade name or names), place of organization or formation (as set forth in Section 3.1.25) or Borrower’s or Equity Owner’s limited liability company structure unless Borrower shall have first notified Lender in writing of such change at least thirty (30) days prior to the effective date of such change, and shall have first taken all action required by Lender for the purpose of perfecting or protecting the lien and security interests of Lender pursuant to this Agreement, and the other Loan Documents and, in the case of a change in Borrower’s or Equity Owner’s structure, without first obtaining the prior written consent of Lender, which consent may be given or denied in Lender’s sole discretion. Upon Lender’s request, Borrower shall and shall cause each other Loan Party to, at Borrower’s sole cost and expense, execute and deliver additional 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. Each Loan Party’s principal place of business and chief executive office, and the place where each Loan Party keeps its books and records, including recorded data of any kind or nature, regardless of the medium or recording, including software, writings, plans, specifications and schematics, has been for the preceding four months (or, if less, the entire period of the existence of Borrower) and will continue to be the address of Borrower set forth in Section 9.3 (unless Borrower notifies Lender in writing at least thirty (30) days prior to the date of such change). Borrower shall promptly notify Lender of any change in any Loan Party’s organizational identification number.

Principal Place of Business; State of Organization. Borrower shall not and shall cause each other Loan Party not to change its name, identity (including its trade name or names), place jurisdiction of organization or formation (as set forth in Section 3.1.25) or Borrower’s or Equity Owner’s limited liability company structure (including any modification, amendment, waiver, or termination of its organizational documents) unless Borrower shall have first notified Lender in writing of such change at least thirty (30) days prior to the effective date of such change, and shall have first taken all action required by Lender for the purpose of perfecting or protecting the lien and security interests of Lender pursuant to this Agreement, and the other Loan Documents and, in the case of a change in Borrower’s or Equity Owner’s structure, without first obtaining the prior written consent of Lender, which consent may be given or denied in Lender’s sole discretion. Upon Lender’s request, Borrower shall and shall cause each other Loan Party to, at Borrower’s sole cost and expense, execute and deliver additional 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. Each Loan Party’s principal place of business and chief executive office, and the place where each Loan Party keeps its books and records, including recorded data of any kind or nature, regardless of the medium or recording, including software, writings, plans, specifications and schematics, has been for the preceding four months (or, if less, the entire period of the existence of Borrower) and will continue to be the address of Borrower set forth in Section 9.3 (unless Borrower notifies Lender in writing at least thirty (30) days prior to the date of such change). Borrower shall promptly notify Lender of any change in any Loan Party’s organizational identification number.

Principal Place of Business; State of Organization. Borrower shall not and shall cause each other Loan Party not to change its name, identity (including its trade name or names), place of organization or formation (as set forth in Section 3.1.25) or Borrower’s or Equity Owner’s limited liability company structure unless Borrower shall have first notified Lender in writing of such change at least thirty (30) days prior to the effective date of such change, and shall have first taken all action required by Lender for the purpose of perfecting or protecting the lien and security interests of Lender pursuant to this Agreement, and the other Loan Documents and, in the case of a change in Borrower’s or Equity Owner’s structure, without first obtaining the prior written consent of Lender, which consent may be given or denied in Lender’s sole discretion. Upon Lender’s request, Borrower shall and shall cause each other Loan Party to, at Borrower’s sole cost and expense, execute and deliver additional 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. Each Loan Party’s principal place of business and chief executive office, and the place where each Loan Party keeps its books and records, including recorded data of any kind or nature, regardless of the medium or recording, including software, writings, plans, specifications and schematics, has been for the preceding four months (or, if less, the entire period of the existence of Borrower) and will continue to be the address of Borrower set forth in Section 9.3 9.6 (unless Borrower notifies Lender in writing at least thirty (30) days prior to the date of such change). Borrower shall promptly notify Lender of any change in any Loan Party’s organizational identification number.

Principal Place of Business; State of Organization. Except as may be otherwise permitted in this Agreement, Borrower shall not and shall cause each other Loan Party not or permit any change to change be made in its name, identity (including its trade name or names), place of organization or formation (as set forth in Section 3.1.254.1.36 hereof) or Borrower’s corporate or Equity Owner’s limited liability company partnership or other structure unless Borrower shall have first notified Lender in writing of such change at least thirty (30) days prior to the effective date of such change, and shall have first taken all action required by Lender for the purpose of perfecting or protecting the lien and security interests of Lender pursuant to this Agreement, and the other Loan Documents and, in the case of a change in Borrower’s or Equity Owner’s structure, without first obtaining the prior written consent of Lender, which consent may shall not be given or denied in unreasonably withheld by Lender’s sole discretion. Upon Lender’s request, Borrower shall and shall cause each other Loan Party toshall, at Borrower’s sole cost and expense, execute and deliver additional security agreements and other instruments which may be necessary to effectively evidence or perfect Lender’s security interest in the Collateral Property (or any portion thereof) as a result of such change of principal place of business or place of organization. Each Loan PartyBorrower’s principal place of business and chief executive office, and the place where each Loan Party Borrower keeps its books and records, including recorded data of any kind or nature, regardless of the medium or recording, including software, writings, plans, specifications and schematics, has been for the preceding four months (or, if less, the entire period of the existence of Borrower) and will continue to be the address of Borrower set forth in Section 9.3 at the introductory paragraph of this Agreement (unless Borrower notifies Lender in writing at least thirty (30) days prior to the date of such change). Borrower shall promptly notify Lender of any change in any Loan Party’s its organizational identification number. If Borrower does not now have an organizational identification number and later obtains one, Borrower promptly shall notify Lender of such organizational identification number.

Principal Place of Business; State of Organization. Borrower shall will not and shall cause each other Loan Party not or permit any change to change be made in its or Mezzanine A Borrower’s name, identity (including its trade name or names), place of organization or formation (as set forth in Section 3.1.254.1.36 hereof) or Borrower’s or Equity OwnerMezzanine A Borrower’s limited liability company or partnership or other structure unless (except as permitted pursuant to Section 5.2.10 hereof); provided, that with respect to a change of name only, Borrower shall be permitted to make such change (or permit Mezzanine A Borrower to make such change) if Borrower shall have first notified Lender Administrative Agent in writing of such change at least thirty (30) days prior to the effective date of such change, and shall have first taken all action required by Lender Administrative Agent for the purpose of perfecting or protecting the lien and security interests of Lender Collateral Agent pursuant to this Agreement, Agreement and the other Loan Documents and, Documents. Borrower shall not (and shall not permit Mezzanine A Borrower to) change its organizational structure (except as expressly permitted pursuant to and in the case accordance with Section 5.2.10(d) hereof) or place of a change in Borrower’s organization or Equity Owner’s structure, formation without first obtaining the prior written consent of LenderAdministrative Agent, which consent may be given or denied in LenderAdministrative Agent’s sole discretion. Upon LenderAdministrative Agent’s request, Borrower shall and shall cause each other Loan Party toshall, at Borrower’s sole cost and expense, execute and deliver additional security agreements and other instruments which may be necessary to effectively evidence or perfect LenderCollateral Agent’s security interest in the Collateral as a result of such change of principal place of business or place of organizationorganization approved in accordance with the foregoing sentence. Each Loan PartyBorrower’s principal place of business and chief executive office, and the place where each Loan Party Borrower keeps its books and records, including recorded data of any kind or nature, regardless of the medium or recording, including software, writings, plans, specifications and schematics, has been for the preceding four months (or, if less, the entire period of the existence of Borrower) and will continue to be the address of Borrower set forth in Section 9.3 (unless Borrower notifies Lender in writing at least thirty (30) days prior to the date introductory paragraph of such change)this Agreement. Borrower shall promptly notify Lender of any not change in any Loan Party’s its organizational identification number.

Principal Place of Business; State of Organization. Borrower shall will not and shall cause each other Loan Party not or permit any change to change be made in its or Mortgage Borrower’s name, identity (including its trade name or names), place of organization or formation (as set forth in Section 3.1.254.1.36 hereof) or Borrower’s or Equity OwnerMortgage Borrower’s limited liability company or partnership or other structure unless (except as permitted pursuant to Section 5.2.10 hereof); provided, that with respect to a change of name only, Borrower shall be permitted to make such change (or permit Mortgage Borrower to make such change) if Borrower shall have first notified Lender Administrative Agent in writing of such change at least thirty (30) days prior to the effective date of such change, and shall have first taken all action required by Lender Administrative Agent for the purpose of perfecting or protecting the lien and security interests of Lender Collateral Agent pursuant to this Agreement, and the other Loan Documents and, Documents. Borrower shall not (and shall not permit Mortgage Borrower to) change its organizational structure (except as expressly permitted pursuant to and in the case accordance with Section 5.2.10(d) hereof) or place of a change in Borrower’s organization or Equity Owner’s structure, formation without first obtaining the prior written consent of LenderAdministrative Agent, which consent may be given or denied in LenderAdministrative Agent’s sole discretion. Upon LenderAdministrative Agent’s request, Borrower shall and shall cause each other Loan Party toshall, at Borrower’s sole cost and expense, execute and deliver additional security agreements and other instruments which may be necessary to effectively evidence or perfect LenderCollateral Agent’s security interest in the Collateral as a result of such change of principal place of business or place of organizationorganization approved in accordance with the foregoing sentence. Each Loan PartyBorrower’s principal place of business and chief executive office, and the place where each Loan Party Borrower keeps its books and records, including recorded data of any kind or nature, regardless of the medium or recording, including software, writings, plans, specifications and schematics, has been for the preceding four months (or, if less, the entire period of the existence of Borrower) and will continue to be the address of Borrower set forth in Section 9.3 (unless Borrower notifies Lender in writing at least thirty (30) days prior to the date introductory paragraph of such change)this Agreement. Borrower shall promptly notify Lender of any not change in any Loan Party’s its organizational identification number.

Principal Place of Business; State of Organization. Borrower shall not and shall cause each other Loan Party not to change its name, identity (including its trade name or names), place of organization or formation (as set forth in Section 3.1.25) or Borrower’s or Equity Owner’s limited liability company structure unless Borrower shall have first notified Lender in writing of such change at least thirty (30) days prior to the effective date of such change, and shall have first taken all action required by Lender for the purpose of perfecting or protecting the lien and security interests of Lender pursuant to this Agreement, and the other Loan Documents and, in the case of a change in Borrower’s or Equity Owner’s structure, without first obtaining the prior written consent of Lender, which consent may be given or denied in Lender’s sole discretion. Upon Lender’s request, Borrower shall and shall cause each other Loan Party to, at Borrower’s sole cost and expense, execute and deliver additional 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. Each Loan Party’s principal place of business and chief executive office, and the place where each Loan Party keeps its books and records, including recorded data of any kind or nature, regardless of the medium or recording, including software, writings, plans, specifications and schematics, has been for the preceding four months (or, if less, the entire period of the existence of Borrower) and will continue to be the address of Borrower set forth in Section 9.3 at the introductory paragraph of this Agreement (unless Borrower notifies Lender in writing at least thirty (30) days prior to the date of such change). Borrower shall promptly notify Lender of any change in any Loan Party’s organizational identification number.

Principal Place of Business; State of Organization. Borrower shall not and shall cause each other Loan Party not to change its name, identity (including its trade name or names), place of organization or formation (as set forth in Section 3.1.25) or Borrower’s or Equity Owner’s limited liability company structure unless Borrower shall have first notified Lender in writing of such change at least thirty (30) days prior to the effective date of such change, and shall have first taken all action required by Lender for the purpose of perfecting or protecting the lien and security interests of Lender pursuant to this Agreement, and the other Loan Documents and, in the case of a change in Borrower’s or Equity Owner’s structure, without first obtaining the prior written consent of Lender, which consent may be given or denied in Lender’s sole discretion. Upon Lender’s request, Borrower shall and shall cause each other Loan Party to, at Borrower’s sole cost and expense, execute and deliver additional 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. Each Loan Party’s principal place of business and chief executive office, and the place where each Loan Party keeps its books and records, including recorded data of any kind or nature, regardless of the medium or recording, including software, writings, plans, specifications and schematics, has been for the preceding four months (or, if less, the entire period of the existence of Borrower) and will continue to be the address of Borrower set forth in Section 9.3 the introductory paragraph of this Agreement (unless Borrower notifies Lender in writing at least thirty (30) days prior to the date of such change). Borrower shall promptly notify Lender of any change in any Loan Party’s organizational identification number.

Principal Place of Business; State of Organization. Borrower shall will not and shall cause each other Loan Party not or permit any change to change be made in its name, identity (including its trade name or names), place of organization or formation (as set forth in Section 3.1.254.1.36 hereof) or Borrower’s corporate or Equity Owner’s limited liability company partnership or other structure unless Borrower shall have first notified Lender in writing of such change at least thirty (30) days prior to the effective date of such change, and shall have first taken all action required by Lender for the purpose of perfecting or protecting the lien and security interests of Lender pursuant to this Agreement, and the other Loan Documents and, in the case of a change in Borrower’s or Equity Owner’s structure, name, jurisdiction of organization and formation or organizational identification number without first obtaining the prior written consent of Lender, which consent may be given or denied in Lender’s sole discretion. Upon Lender’s request, Borrower shall and shall cause each other Loan Party toshall, at Borrower’s sole cost and expense, execute and deliver additional security agreements and other instruments which may be necessary to effectively evidence or perfect 50 Lender’s security interest in the Collateral Property as a result of such change of principal place of business or place of organization. Each Loan PartyBorrower’s principal place of business and chief executive office, and the place where each Loan Party Borrower keeps its books and records, including recorded data of any kind or nature, regardless of the medium or recording, including software, writings, plans, specifications and schematics, has been for the preceding four months (or, if less, the entire period of the existence of Borrower) and will continue to be the address of Borrower set forth in Section 9.3 at the introductory paragraph of this Agreement (unless Borrower notifies Lender in writing at least thirty (30) days prior to the date of such change). Borrower shall promptly notify Lender of any change in any Loan Party’s its organizational identification number. If Borrower does not now have an organizational identification number and later obtains one, Borrower promptly shall notify Lender of such organizational identification number.

Principal Place of Business; State of Organization. Borrower shall not and shall cause each other Loan Party not or permit any change to change be made in its name, identity (including its trade name or names), place of organization or formation (as set forth in Section 3.1.254.1.36 hereof) or Borrower’s corporate or Equity Owner’s limited liability company partnership or other structure (except as otherwise expressly permitted under Section 5.2.10 hereof) unless Borrower shall have first notified Lender in writing of such change at least thirty (30) days prior to the effective date of such change, and shall have first taken all action required by Lender for the purpose of perfecting or protecting the lien and security interests of Lender pursuant to this Agreement, and the other Loan Documents and, in the case of a change in Borrower’s or Equity Owner’s structure, without first obtaining the prior written consent of Lender, which consent may shall not be given unreasonably withheld, conditioned, or denied in Lender’s sole discretiondelayed. Upon Lender’s request, Borrower shall and shall cause each other Loan Party toshall, at Borrower’s sole cost and expense, execute and deliver additional security agreements and other instruments which may be reasonably necessary to effectively evidence or perfect Lender’s security interest in the Collateral Property as a result of such change of principal place of business or place of organization. Each Loan PartyBorrower’s principal place of business and chief executive office, and the place where each Loan Party Borrower keeps its books and records, including recorded data of any kind or nature, regardless of the medium or recording, including software, writings, plans, specifications and schematics, has been for the preceding four months (or, if less, the entire period of the existence of Borrower) and will continue to be the address of Borrower set forth in Section 9.3 at the introductory paragraph of this Agreement (unless Borrower notifies Lender in writing at least thirty (30) days prior to the date of such change). Borrower shall promptly notify Lender of any change in any Loan Party’s its organizational identification number. If Borrower does not now have an organizational identification number and later obtains one, Borrower promptly shall notify Lender of such organizational identification number.

Principal Place of Business; State of Organization. Borrower shall will not and shall cause each other Loan Party not or permit any change to change be made in its or Mezzanine B Borrower’s name, identity (including its trade name or names), place of organization or formation (as set forth in Section 3.1.254.1.36 hereof) or Borrower’s or Equity OwnerMezzanine B Borrower’s limited liability company or partnership or other structure unless (except as permitted pursuant to Section 5.2.10 hereof); provided, that with respect to a change of name only, Borrower shall be permitted to make such change (or permit Mezzanine B Borrower to make such change) if Borrower shall have first notified Lender Administrative Agent in writing of such change at least thirty (30) days prior to the effective date of such change, and shall have first taken all action required by Lender Administrative Agent for the purpose of perfecting or protecting the lien and security interests of Lender Collateral Agent pursuant to this Agreement, Agreement and the other Loan Documents and, Documents. Borrower shall not (and shall not permit Mezzanine B Borrower to) change its organizational structure (except as expressly permitted pursuant to and in the case accordance with Section 5.2.10(d) hereof) or place of a change in Borrower’s organization or Equity Owner’s structure, formation without first obtaining the prior written consent of LenderAdministrative Agent, which consent may be given or denied in LenderAdministrative Agent’s sole discretion. Upon LenderAdministrative Agent’s request, Borrower shall and shall cause each other Loan Party toshall, at Borrower’s sole cost and expense, execute and deliver additional security agreements and other instruments which may be necessary to effectively evidence or perfect LenderCollateral Agent’s security interest in the Collateral as a result of such change of principal place of business or place of organizationorganization approved in accordance with the foregoing sentence. Each Loan PartyBorrower’s principal place of business and chief executive office, and the place where each Loan Party Borrower keeps its books and records, including recorded data of any kind or nature, regardless of the medium or recording, including software, writings, plans, specifications and schematics, has been for the preceding four months (or, if less, the entire period of the existence of Borrower) and will continue to be the address of Borrower set forth in Section 9.3 (unless Borrower notifies Lender in writing at least thirty (30) days prior to the date introductory paragraph of such change)this Agreement. Borrower shall promptly notify Lender of any not change in any Loan Party’s its organizational identification number.

Principal Place of Business; State of Organization. Borrower shall will not and shall cause each other Loan Party not or permit any change to change be made in its or Master Lessee’s name, identity (including its trade name or names), place of organization or formation (as set forth in Section 3.1.254.1.36 hereof) or BorrowerMaster Lessee’s or Equity Owner’s limited liability company structure unless Borrower or Master Lessee, as applicable, shall have first notified Lender in writing of such change at least thirty (30) days prior to the effective date of such change, and shall have first taken all action required by Lender for the purpose of perfecting or protecting the lien and security interests of Lender pursuant to this Agreement, and the other Loan Documents and, in the case of a change in Borrower’s or Equity OwnerMaster Lessee’s structure, without first obtaining the prior written consent of Lender, which consent may be given or denied in Lender’s sole discretion. Upon Lender’s request, Borrower shall and shall cause each other Loan Party toshall, at Borrower’s sole cost and expense, execute and deliver additional security agreements and other instruments which may be necessary to effectively evidence or perfect Lender’s security interest in the Collateral Property as a result of such change of principal place of business or place of organization. Each Loan PartyBorrower’s principal place of business and chief executive office, and the place where each Loan Party Borrower keeps its books and records, including recorded data of any kind or nature, regardless of the medium or recording, including software, writings, plans, specifications and schematics, has been for the preceding four months (or, if less, the entire period of the existence of Borrower) and will continue to be the address of Borrower set forth in Section 9.3 at the introductory paragraph of this Agreement (unless Borrower notifies Lender in writing at least thirty (30) days prior to the date of such change). Borrower shall promptly notify Lender of any change in any Loan Party’s its organizational identification number. If Borrower does not now have an organizational identification number and later obtains one, Borrower promptly shall notify Lender of such organizational identification number.

Principal Place of Business; State of Organization. Borrower shall will not and shall cause each other Loan Party not or permit any change to change be made in its or Mortgage Borrower’s or Maryland Owner’s name, identity (including its trade name or names), place of organization or formation (as set forth in Section 3.1.254.1.35 hereof) or Borrower’s or Equity Mortgage Borrower’s or Maryland Owner’s limited liability company corporate, or partnership or other structure unless Borrower shall have first notified Lender in writing of such change at least thirty (30) days prior to the effective date of such change, and shall have first taken all action required by Lender for the purpose of perfecting or protecting the lien and security interests of Lender pursuant to this Agreement, the Cash Management Agreement and the other Loan Documents and, in the case of a change in Borrower’s or Equity Owner’s structure, without first obtaining the prior written consent of Lender, which consent may be given or denied in Lender’s sole discretion. Upon Lender’s request, Borrower shall and shall cause each other Loan Party toshall, at Borrower’s its sole cost and expense, 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. Each Loan PartyBorrower’s principal place of business and chief executive office, and the place where each Loan Party Borrower keeps its books and records, including recorded data of any kind or nature, regardless of the medium or recording, including software, writings, plans, specifications and schematics, has been for the preceding four months (or, if less, the entire period of the existence of Borrower) and will continue to be the address of Borrower set forth in Section 9.3 at the introductory paragraph of this Agreement (unless Borrower notifies Lender in writing at least thirty (30) days prior to the date of such change). Borrower shall promptly notify Lender of any change in any Loan PartyBorrower’s organizational identification numbernumber assigned by the state of incorporation or organization is 4755645.

Principal Place of Business; State of Organization. Borrower shall will not and shall cause each other Loan Party not or permit any change to change be made in its or Mortgage Borrower’s name, identity (including its trade name or names), place of organization or formation (as set forth in Section 3.1.254.1.36 hereof) or Borrower’s or Equity OwnerMortgage Borrower’s limited liability company corporate or partnership or other structure unless Borrower shall have first notified Lender in writing of such change at least thirty (30) days prior to the effective date of such change, and shall have first taken all action required by Lender for the purpose of perfecting or protecting the lien and security interests of Lender pursuant to this Agreement, and the other Loan Documents and, in the case of a change in Borrower’s or Equity Owner’s structure, without first obtaining the prior written consent of Lender, which consent may be given or denied in Lender’s sole discretion. Upon Lender’s request, Borrower shall and shall cause each other Loan Party toshall, at Borrower’s sole cost and expense, execute and deliver additional 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. Each Loan PartyBorrower’s principal place of business and chief executive office, and the place where each Loan Party Borrower keeps its books and records, including recorded data of any kind or nature, regardless of the medium or recording, including software, writings, plans, specifications and schematics, has been for the preceding four months (or, if less, the entire period of the existence of Borrower) and will continue to be the address of Borrower set forth in Section 9.3 at the introductory paragraph of this Agreement (unless Borrower notifies Lender in writing at least thirty (30) days prior to the date of such change). Borrower shall promptly notify Lender of any change in any Loan Party’s its organizational identification number. If Borrower does not now have an organizational identification number and later obtains one, Borrower promptly shall notify Lender of such organizational identification number.