Additional Subsidiary Guarantors and Collateral. (a) With respect to any property acquired after the Effective Date by the Borrower or any Subsidiary Guarantor (other than (x) any real property or Capital Stock or (y) any property subject to a Lien expressly permitted by Section 6.02) as to which the Collateral Agent for the benefit of the Secured Parties, does not have a perfected Lien, the Borrower or such Subsidiary Guarantor, as applicable, will promptly (i) execute and deliver such amendments to the Guarantee and Collateral Agreement or such other documents as the Administrative Agent deems necessary or advisable to grant to the Collateral Agent for the benefit of the Secured Parties, a security interest in such property and (ii) to the extent required by the Guarantee and Collateral Agreement, take all actions necessary or advisable to grant to the Collateral Agent, for the benefit of the Secured Parties, a security interest in such property of the type contemplated by the Guarantee and Collateral Agreement, including the filing of Uniform Commercial Code financing statements in such jurisdictions as may be required by the Guarantee and Collateral Agreement or by law or as may be requested by the Administrative Agent.
Additional Subsidiary Guarantors and Collateral. (a) Effective upon (i) any Domestic Subsidiary which is not a Material Subsidiary on the date hereof (either because it is not a Subsidiary on the date hereof or because it does not on the date hereof meet the other criteria of a Material Subsidiary) becoming a Material Subsidiary (including, pursuant to a Permitted Acquisition), the Borrower shall within ten (10) Business Days (or such longer period as the Administrative Agent may agree) (A) cause such Domestic Subsidiary to (x) execute and deliver to the Administrative Agent for the benefit of the Secured Creditors a joinder to the Subsidiary Guaranty and (y) grant to the Collateral Agent for the benefit of the Secured Creditors a first priority security interest in all personal property owned by such Domestic Subsidiary pursuant to a joinder to the Security Agreement and (B) pledge to the Collateral Agent for the benefit of the Secured Creditors 100% of the total Equity Interests of such Domestic Subsidiary pursuant to an addendum to the Pledge Agreement, or (ii) any Foreign Subsidiary (A) the Equity Interests of which are held directly by the Borrower or a Domestic Subsidiary and (B) which is not, as of the date hereof, a Material Subsidiary (either because it is not a Subsidiary on the date hereof or because it does not on the date hereof meet the criteria for a Material Subsidiary) becoming a Material Subsidiary (a “First Tier Material Foreign Subsidiary”), the Borrower shall pledge or cause to be pledged to the Collateral Agent for the benefit of the Secured Creditors a first priority security interest in the Equity Interests of such Foreign Subsidiary (up to 65% of the total Equity Interests of such First Tier Material Foreign Subsidiary in the aggregate) pursuant to the Pledge Agreement (or a joinder to the Pledge Agreement or, if the Administrative Agent shall request, pursuant to a foreign law pledge agreement) and other documentation (including related certificates, opinions and financing statements) reasonably acceptable to the Administrative Agent. The Borrower shall promptly notify the Administrative Agent at any time any such Foreign Subsidiary becomes a First Tier Material Foreign Subsidiary.
Additional Subsidiary Guarantors and Collateral. If, at any time, any existing or newly acquired or formed Subsidiary becomes a Restricted Subsidiary or obligated as a co-obligor or guarantor under the Bank Credit Agreement, the Company shall, at its sole cost and expense, cause such Subsidiary to concurrently become a guarantor in respect of this Agreement and the Notes and, within 10 Business Days thereafter, deliver, or cause to be delivered, to each holder of Notes the following items:
Additional Subsidiary Guarantors and Collateral. 68 7.10 Notice of Financial Accommodations............................. 68 7.11 Replacement of Italian Lender.................................. 69
Additional Subsidiary Guarantors and Collateral. If at any time ----------------------------------------------- any domestic Subsidiary of the Company has assets with a book value, determined in accordance with GAAP, in excess of $50,000,000 and Operating Income representing 5% or more of the Company's Operating Income as of the end of the most recent Fiscal Year (adjusted in the case of any newly acquired Subsidiary to give effect to such acquisition), then the Company will promptly notify the Agents thereof and cause such Subsidiary to execute and deliver a Guarantor Supplement, together with such corporate resolutions and legal opinions related thereto as the Administrative Agent shall reasonably request. In addition, if Non-Investment Grade Status exists, the Company will execute and deliver or cause any intermediate Subsidiary to execute and deliver a Pledge Agreement with respect to the stock of such Subsidiary and any intermediate Subsidiaries and will deliver or cause to be delivered to the Administrative Agent the certificates representing such stock together with blank undated stock powers therefor, together with such corporate resolutions and legal opinions related thereto as the Administrative Agent shall reasonably request.
Additional Subsidiary Guarantors and Collateral. (a) With respect to any property acquired after the Closing Date by the Borrower or any Subsidiary Guarantor (other than (x) any real property or Capital Stock or (y) any property subject to a Lien expressly permitted by Section 6.03) as to which the Collateral Agent for the benefit of the Secured Parties, does not have a perfected Lien, the Borrower or such Subsidiary Guarantor, as applicable, will promptly (i) execute and deliver such amendments to the Guarantee and Collateral Agreement or such other documents as the Administrative Agent deems necessary or advisable to grant to the Collateral Agent for the benefit of the Secured Parties, a security interest in such property and (ii) to the extent required by the Guarantee and
Additional Subsidiary Guarantors and Collateral. 39 SECTION 6.12.
Additional Subsidiary Guarantors and Collateral. From the Effective Date until the consummation of the Alcatel Merger, the Borrower shall be required to:
Additional Subsidiary Guarantors and Collateral. Unless the Required Lenders otherwise agree, each Borrower agrees to cause each of its Wholly-Owned Domestic Subsidiaries (other than such Subsidiaries having less than $10,000 of assets) that are acquired or created after the Effective Date (or, in the case of such Subsidiaries which exist but have less than $10,000 of assets on the Effective Date, first acquires in excess of $10,000 of assets after the Effective Date) to promptly (and in any event within 10 Business Days (or, in the case of (iii) below, 20 Business Days) of such acquisition or creation) (i) execute and deliver a counterpart of the Joinder Agreement to the Guaranty in the form of Exhibit I hereto (the “Joinder Agreement”) and take the actions specified therein, (ii) execute and deliver a joinder to such Security Documents as the Administrative Agent may request, and (iii) execute such additional Security Documents as the Administrative Agent may request, in each case as deemed appropriate by the Administrative Agent to cause substantially all personal property of such Wholly-Owned Domestic Subsidiary other than Equity Interests in Foreign Subsidiaries to constitute Collateral and in form and substance satisfactory to the Administrative Agent and, in the case of (i), (ii) and (iii) above, accompanied by such resolutions, opinions, corporate certificates and other documents as the Administrative Agent may reasonably request.
