Common use of Annual Certification and Notice of Changes Clause in Contracts

Annual Certification and Notice of Changes. Manager shall certify in writing no later than January 31st of each year that each of the representations, warranties, and covenants made in this Section are true as of December 31st of the prior year, or shall state in writing the facts that render such representations, warranties, and covenants no longer true. Manager shall notify LACERA in writing within three (3) business days of any of the following changes: (1) Manager becomes aware that any of its representations, warranties, and covenants set forth herein cease to be materially true at any time during the term of this Agreement; (2) there is any change in Manager’s senior personnel assigned to perform services under this Agreement, or in Manager’s key personnel within its organization; (3) there is any change in ownership or control of Manager of more than five (5) percent; or (4) Manager becomes aware of any other material change in its business organization, including, without limitation, the filing for bankruptcy relief.