Subsidiary Borrowers. (a) The Company may at any time, upon not less than 5 Business Days’ notice from the Company to the Administrative Agent (or such shorter period as may be reasonably agreed by the Administrative Agent), designate any one or more Domestic Subsidiaries, Canadian Subsidiaries or Dutch Subsidiaries of the Company that have assets of the type eligible for inclusion in the applicable Borrowing Base (an “Applicant Borrower”) as a U.S. Borrower, Canadian Borrower or Dutch Borrower, respectively, to receive Loans hereunder by delivering to the Administrative Agent (which shall promptly deliver counterparts thereof to each Lender) a duly executed notice and agreement in substantially the form of Exhibit K or such other form as may be agreed by the Company and the Administrative Agent (acting reasonably) (a “Borrower Designation Request and Assumption Agreement”). The parties hereto acknowledge and agree that prior to any Applicant Borrower becoming entitled to utilize the credit facilities provided for herein the Administrative Agent and the Lenders shall have received such supporting resolutions, constitutional documents, incumbency certificates, opinions of counsel, other documents required to be delivered pursuant to the Collateral and Guarantee Requirement, valuations and other documents, instruments or information (including any “know-your-customer” information reasonably requested by the Administrative Agent or any Lender (through the Administrative Agent)), in each case similar in scope and substance to the same type of documents delivered on the Closing Date, as may be required by the Administrative Agent or the Required Lenders, and Notes signed by such new Borrowers to the extent any Lenders so require. If the Administrative Agent agrees that an Applicant Borrower shall have satisfied all of the requirements of this Section 2.21 and, therefore, be entitled to receive Loans hereunder, then promptly following receipt of all such requested resolutions, incumbency certificates, other documents required to be delivered pursuant to the Collateral and Guarantee Requirement, opinions of counsel and other documents, instruments or information, the Administrative Agent shall send a notice in substantially the form of Exhibit K (a “Borrower Designation Notice”) to the Company and the Lenders specifying the effective date upon which the Applicant Borrower shall constitute a U.S. Borrower, if the Applicant Borrower is a Domestic Subsidiary, a Canadian Borrower, if the ...
Subsidiary Borrowers. The Company may at any time or from time to time, with the consent of the Administrative Agent, add as a party to this Agreement any Wholly-Owned Subsidiary to be a "Subsidiary Borrower" hereunder by the execution and delivery to the Administrative Agent and the Lenders of (a) a duly completed Assumption Letter by such Subsidiary, with the written consent of the Company at the foot thereof and (b) such other guaranty, security and subordinated intercompany indebtedness documents (and related closing documentation) as may be reasonably required by the Administrative Agent, such documents with respect to any additional Subsidiaries to be substantially similar in form and substance to the Loan Documents executed on or about the Closing Date by or in respect of the Subsidiaries parties hereto as of the Closing Date. Upon such execution, delivery and consent such Subsidiary shall for all purposes be a party hereto as a Subsidiary Borrower as fully as if it had executed and delivered this Agreement. So long as the principal of and interest on any Advances made to any Subsidiary Borrower under this Agreement shall have been paid in full, all Letters of Credit issued for the account of such Subsidiary Borrower have expired or been returned and terminated and all other obligations of such Subsidiary Borrower under this Agreement shall have been fully performed, the Company may, by not less than five (5) Business Days' prior notice to the Administrative Agent (which shall promptly notify the Lenders thereof), terminate such Subsidiary Borrower's status as a "Subsidiary Borrower".
Subsidiary Borrowers. (a) The Company may, at any time or from time to time, designate any Wholly-Owned Subsidiary of the Company that is a Foreign Subsidiary as a “Subsidiary Borrower” hereunder by furnishing to the Administrative Agent a Designation Letter in duplicate, duly completed and executed by the Company and such Wholly-Owned Subsidiary, together with the items described in Section 4.01(e) and (f) relating to such Subsidiary Borrower in substantially the same form and scope as those delivered with respect to any Subsidiary Borrower designated on the date of this Agreement (or, as the Administrative Agent may reasonably require if there were no such deliveries) and such other documents as the Administrative Agent shall reasonably request. The Administrative Agent shall promptly notify each Lender of any such designation by the Company and the Company shall promptly furnish any related “know your customer” information requested by any Lender. Upon such designation and the approval of the Administrative Agent and each Lender thereof (which approval each Lender shall use commercially reasonable efforts to grant within ten (10) Business Days unless such Lender has in good faith determined that there exists a practical or legal impediment to its performance as a Lender with respect to such Foreign Subsidiary (or that it would incur any incremental expense as a result of such designation for which it would not be entitled to be compensated hereunder)), such designated Foreign Subsidiary shall become a Subsidiary Borrower hereunder (with the related rights and obligations) and shall be entitled to request Revolving Loans on and subject to the terms and conditions of, and to the extent provided in, this Agreement.
Subsidiary Borrowers. Each Subsidiary Borrower is a direct or indirect Wholly Owned Restricted Subsidiary of the Company.
Subsidiary Borrowers. CORESITE REAL ESTATE 70 INNERBELT, L.L.C., a Delaware limited liability company By: /s/ Xxxxx X. XxXxxxxxxx Name: Xxxxx X. XxXxxxxxxx Title: Senior Vice President, Legal, Secretary and General Counsel (SEAL) CORESITE REAL ESTATE 000 X. XXXXXXX, L.L.C., a Delaware limited liability company By: /s/ Xxxxx X. XxXxxxxxxx Name: Xxxxx X. XxXxxxxxxx Title: Senior Vice President, Legal, Secretary and General Counsel (SEAL) CORESITE REAL ESTATE 2901 CORONADO, L.L.C., a Delaware limited liability company By: /s/ Xxxxx X. XxXxxxxxxx Name: Xxxxx X. XxXxxxxxxx Title: Senior Vice President, Legal, Secretary and General Counsel (SEAL) CORESITE REAL ESTATE 1656 XXXXXXXX, L.L.C., a Delaware limited liability company By: /s/ Xxxxx X. XxXxxxxxxx Name: Xxxxx X. XxXxxxxxxx Title: Senior Vice President, Legal, Secretary and General Counsel (SEAL) CORESITE REAL ESTATE 427 X. XXXXXXX, L.L.C., a Delaware limited liability company By: /s/ Xxxxx X. XxXxxxxxxx Name: Xxxxx X. XxXxxxxxxx Title: Senior Vice President, Legal, Secretary and General Counsel (SEAL) CORESITE CORONADO XXXXXXX, L.L.C., a Delaware limited liability company By: /s/ Xxxxx X. XxXxxxxxxx Name: Xxxxx X. XxXxxxxxxx Title: Senior Vice President, Legal, Secretary and General Counsel (SEAL) CORESITE REAL ESTATE 0000 XX 00XX XXXXXX, L.L.C., a Delaware limited liability company By: /s/ Xxxxx X. XxXxxxxxxx Name: Xxxxx X. XxXxxxxxxx Title: Senior Vice President, Legal, Secretary and General Counsel (SEAL) CORESITE ONE WILSHIRE, L.L.C., a Delaware limited liability company By: /s/ Xxxxx X. XxXxxxxxxx Name: Xxxxx X. XxXxxxxxxx Title: Senior Vice President, Legal, Secretary and General Counsel (SEAL) CORESITE REAL ESTATE 00000 XXXXXXX XXXXXX XXXXX L.L.C., a Delaware limited liability company By: /s/ Xxxxx X. XxXxxxxxxx Name: Xxxxx X. XxXxxxxxxx Title: Senior Vice President, Legal, Secretary and General Counsel (SEAL)
Subsidiary Borrowers. (a) Except as described on Schedule 5.8, each Subsidiary Borrower is a direct or indirect Wholly Owned Subsidiary of the Company (excluding director qualifying shares); and
Subsidiary Borrowers. The Company may at any time or from time to time, with the consent of the Administrative Agent add as a party to this Agreement any Wholly-Owned Subsidiary to be a "Subsidiary Borrower" hereunder by the execution and delivery to the Administrative Agent and the Lenders of (a) a duly completed Assumption Letter by such Subsidiary, with the written consent of the Company at the foot thereof and (b) such other guaranty and subordinated intercompany indebtedness documents as may be reasonably required by the Administrative Agent, such documents with respect to any additional Subsidiaries to be substantially similar in form and substance to the Loan Documents executed on or about the date hereof by the Subsidiaries parties hereto as of the Closing Date. Upon such execution, delivery and consent such Subsidiary shall for all purposes be a party hereto as a Subsidiary Borrower as fully as if it had executed and delivered this Agreement. So long as the principal of and interest on any Advances made to any Subsidiary Borrower under this Agreement shall have been repaid or paid in full, all Letters of Credit issued for the account of such Subsidiary Borrower have expired or been returned and terminated and all other obligations of such Subsidiary Borrower under this Agreement shall have been fully performed, the Company may, by not less than five (5) Business Days' prior notice to the Administrative Agent (which shall promptly notify the Lenders thereof), terminate such Subsidiary Borrower's status as a "Subsidiary Borrower".
Subsidiary Borrowers. The Administrative Agent shall have received, for each Subsidiary Borrower designated as a Subsidiary Borrower as of the Effective Date, such documents and certificates required to be delivered under Section 2.21 to the extent such other documents and certificates are not already being delivered hereunder.
Subsidiary Borrowers. Each of the Company and each Subsidiary Borrower represents and warrants that:
Subsidiary Borrowers. (a) Subject to prior or concurrent satisfaction of the conditions precedent in this Section 2.19, any Wholly-Owned Subsidiary of the Company may become a party to this Agreement and a “Subsidiary Borrower” hereunder on or after the Closing Date, entitled to all of the rights and subject to all of the obligations incident thereto.
