Additional Domestic Subsidiaries. Promptly notify the Administrative Agent of the creation or acquisition of any Subsidiary that is a Domestic Subsidiary (other than an Excluded Subsidiary) or if any Subsidiary is required to become a Guarantor pursuant to the financial tests set forth in the definition of “Immaterial Subsidiary” (including as a result of the aggregation tests set forth in such definition) and, within thirty (30) days after such creation, acquisition or qualification, as such time period may be extended by the Administrative Agent in its sole discretion, cause such Domestic Subsidiary to (i) become a Guarantor by delivering to the Administrative Agent a duly executed supplement to the Guaranty Agreement or such other document as the Administrative Agent shall deem appropriate for such purpose, (ii) grant a security interest in all Collateral (other than Excluded Assets) owned by such Domestic Subsidiary by delivering to the Collateral Agent a duly executed supplement to each applicable Security Document or such other document as the Collateral Agent shall deem appropriate for such purpose and comply with the terms of each applicable Security Document (provided that no actions shall be required in any non-U.S. jurisdiction in order to perfect the Collateral Agent’s security interests in any intellectual property), (iii) deliver to the Administrative Agent such opinions, documents and certificates referred to in Section 5.1 as may be reasonably requested by the Administrative Agent, (iv) if such Equity Interests are certificated, deliver to the Collateral Agent such original certificated Equity Interests or other certificates and stock or other transfer powers evidencing the Equity Interests of such Person, (v) deliver to the Administrative Agent such updated Schedules to the Loan Documents as requested by the Administrative Agent with respect to such Domestic Subsidiary, and (vi) deliver to the Administrative Agent such other documents as may be reasonably requested by the Administrative Agent, all in form, content and scope reasonably satisfactory to the Administrative Agent.
Additional Domestic Subsidiaries. Notify the COFACE Agent of the creation or acquisition of any Domestic Subsidiary and promptly thereafter (and in any event within sixty (60) days), cause such person to:
Additional Domestic Subsidiaries. Within thirty (30) days after the creation or acquisition of any Domestic Subsidiary of the Borrower (excluding any Franchisees other than those Franchisees that are or become wholly-owned by the Borrower) with assets in excess of $500,000, cause to be executed and delivered to the Administrative Agent (i) duly executed joinder agreements in form and substance reasonably satisfactory to the Administrative Agent joining such Subsidiary to the Collateral Agreement, the Collateral Assignment Agreement and any other applicable Security Documents, (ii) updated Schedules 7.1(a), 7.1(b) and 7.1(r) reflecting the creation or acquisition of such Subsidiary, (iii) a Subsidiary Guaranty Agreement duly executed and delivered by such Subsidiary, (iv) favorable legal opinions addressed to the Administrative Agent and Lenders in form and substance reasonably satisfactory thereto with respect to such joinder agreement, (v) original stock or other certificates and stock or other transfer powers evidencing the ownership interests of the Borrower in such Subsidiary, (vi) all documents required by Section 9.11(c), and (vii) any other documents and certificates as may be requested by the Administrative Agent.
Additional Domestic Subsidiaries. If any additional Subsidiary is formed or acquired after the Closing Date, the Borrower Agent will notify the Administrative Agent and the Lenders thereof and (a) the Borrowers will cause such Subsidiary (except any Foreign Subsidiary) to become a Subsidiary Guarantor within three Business Days after such Subsidiary is formed or acquired and promptly take such actions to create and perfect Liens on such Subsidiary’s assets to secure the Obligations as the Administrative Agent or the Required Lenders shall request, (b) if any Capital Stock in or Indebtedness of such Subsidiary is owned by or on behalf of any Borrower or any Guarantor, the Borrowers will cause such Capital Stock and any promissory notes evidencing such Indebtedness to be pledged (as security for the Obligations) to the Administrative Agent and the Lenders within three Business Days after such Subsidiary is formed or acquired (except that, if such Subsidiary is a Foreign Subsidiary, shares of common stock of such Subsidiary to be pledged may be limited to 65% of the outstanding shares of Capital Stock of such Subsidiary), and (c) the Borrowers and each Subsidiary Guarantor will execute and deliver a Contribution and Indemnification Agreement in substantially the form attached hereto as Exhibit M.
Additional Domestic Subsidiaries. At any time after the Agreement Date, in the event that AGCO or any Subsidiary of AGCO acquires or forms a new Domestic Subsidiary of AGCO that is a Material Subsidiary or any Non-Material Domestic Subsidiary becomes a Material Subsidiary, AGCO shall (a) cause such Domestic Subsidiary to provide to the Administrative Agent, for the benefit of the Lenders, a Guaranty Agreement, in form and substance satisfactory to the Administrative Agent, pursuant to which such Domestic Subsidiary shall guaranty the Obligations under this Agreement and (b) provide to the Administrative Agent, for the benefit of the Lenders, all other documentation, including one or more opinions of counsel satisfactory to the Administrative Agent, which in its reasonable opinion is appropriate with respect to the execution and delivery of the Guaranty Agreement referred to above.
Additional Domestic Subsidiaries. Subject to clause (b) below, within thirty (30) days (or such later date as the Administrative Agent and the Borrower may agree) after (i) the Acquisition by the Borrower or any of its Subsidiaries of any interests in any Person which becomes a direct or indirect Subsidiary of the Borrower (other than a Foreign Subsidiary, an Immaterial Subsidiary or a Receivables Subsidiary), or (ii) the formation of any new direct or indirect Subsidiary of the Borrower (other than a Foreign Subsidiary, an Immaterial Subsidiary or a Receivables Subsidiary), (A) the Borrower will cause such new Subsidiary to provide to the Administrative Agent (1) an executed Addendum to Security Agreement, together with appropriate UCC-1 financing statements, (2) an executed Trademark Security Agreement, Patent Security Agreement or Copyright Security Agreement, if applicable and appropriate, together with appropriate recording instruments, (3) an executed Addendum to Subsidiary Guaranty; provided, that notwithstanding anything herein to the contrary no Foreign Subsidiary. Immaterial Subsidiary or Receivables Subsidiary will execute a Guaranty or grant a Security Interest or Lien in any of its assets or property to secure such Guaranty, (4) an executed Pledge Agreement Supplement, and (5) an executed certificate of the secretary (or similar Authorized Signatory) for such new Subsidiary, together with appropriate attachments; and (B) if such acquired or new Subsidiary is a direct Subsidiary of the Borrower, the Borrower will, or if such acquired or new Subsidiary is a direct Subsidiary of a direct or indirect Subsidiary of the Borrower that is a Credit Party, the Borrower will cause such Credit Party to, pledge to the Administrative Agent all of the Ownership Interests (or other instruments or securities evidencing ownership) of such acquired or new Subsidiary as additional Collateral for the Obligations to be held by the Administrative Agent in accordance with the terms of the Pledge Agreement and execute and deliver to the Administrative Agent all such documentation for such pledge as, in the reasonable opinion of the Administrative Agent, is necessary to grant and perfect such Liens on and subject to the terms set forth in the Security Documents; provided, that notwithstanding anything herein to the contrary, no Foreign Subsidiary, Immaterial Subsidiary or Receivables Subsidiary shall be required to execute a Pledge Agreement (or joinder thereto). If requested by the Administrative Agen...
Additional Domestic Subsidiaries. Notify the Lenders at the time that any Person becomes a Domestic Subsidiary of the Borrower, and promptly thereafter (and in any event within 30 days), cause such Person to (a) become a Subsidiary Guarantor by executing and delivering to the Lenders a counterpart of the Subsidiary Guaranty Agreement or such other document as the Required Lenders shall deem appropriate for such purpose, (b) deliver to the Lenders documents of the types referred to in clauses (iii) and (iv) of SECTION 5.01(a) and favorable opinions of counsel to such Person (which shall cover, among other things, the legality, validity, binding effect and enforceability of the documentation referred to in clause (a) and (c) deliver to the Lenders such other documents and closing certificates as may be reasonably requested by the Required Lenders, all in form, content and scope reasonably satisfactory to the Required Lenders.
Additional Domestic Subsidiaries. Notify the Administrative Agent at the time that any Person becomes a Domestic Subsidiary of the Borrower, and promptly thereafter (and in any event within 30 days), cause such Person to (i) become a Subsidiary Guarantor by executing and delivering to the Administrative Agent a counterpart of the Subsidiary Guaranty Agreement or such other document as the Administrative Agent shall deem appropriate for such purpose, (ii) deliver to the Administrative Agent a duly executed Joinder Agreement and comply with the terms of each Security Document, (iii) deliver to the Administrative Agent documents of the types referred to in clauses (iii) and (iv) of SECTION 5.01(a) and favorable opinions of counsel to such Person (which shall cover, among other things, the legality, validity, binding effect and enforceability of the documentation referred to in clauses (i) and (ii)) and (iv) deliver to the Administrative Agent such other documents and closing certificates as may be reasonably requested by the Administrative Agent, all in form, content and scope reasonably satisfactory to the Administrative Agent.
Additional Domestic Subsidiaries. The Parent Borrower will give prompt notice to the Administrative Agent of the formation or acquisition of any Subsidiary after the Closing Date, and cause each Domestic Subsidiary to become a Guarantor hereunder, and otherwise meet the Collateral and Guarantee Requirement hereunder, by execution and delivery of a supplement or joinder agreement to the Collateral Agreement within thirty days (30) of formation or acquisition, together with certified copies of resolutions, organizational documents, incumbency and officer’s certificates and legal opinions, in form and substance reasonably satisfactory to the Administrative Agent in each case within thirty (30) days of formation or acquisition (or such longer period agreed to by the Administrative Agent in its reasonable discretion).
Additional Domestic Subsidiaries. Promptly (but in any event within five days or such longer period to which the Administrative Agent may agree in its sole discretion) after the acquisition or creation of any Domestic Subsidiary (or the date any Person otherwise qualifies as a Domestic Subsidiary), provide notice thereof to the Administrative Agent, and thereafter (but in any event within thirty days after such notice or such longer period to which the Administrative Agent may agree in its sole discretion) cause to be delivered to the Administrative Agent and the Collateral Agent each of the following: