Common use of Additional Foreign Subsidiaries Clause in Contracts

Additional Foreign Subsidiaries. If a Collateral Period is in effect, promptly (and, in any event, within thirty (30) days, as such time period may be extended by the Administrative Agent in its sole discretion) after any Person becomes a First Tier Foreign Subsidiary or a FSHCO owned by any Loan Party, cause (i) the applicable Loan Party to deliver to the Administrative Agent a Pledge Joinder Agreement or Pledge Agreement Supplement, as applicable, pledging sixty-five percent (65%) of the total outstanding voting Equity Interests (and one hundred percent (100%) of the non-voting Equity Interests) of any such new First Tier Foreign Subsidiary or FSHCO, as applicable, and such original certificates evidencing such Equity Interests (or the equivalent thereof pursuant to the Applicable Laws and practices of any relevant foreign jurisdiction) together with an appropriate undated stock or other transfer power for each certificate duly executed in blank by the registered owner thereof, and (ii) such Person to deliver to the Administrative Agent such other legal opinions and documents as may be reasonably requested by the Administrative Agent, all in form, content and scope reasonably satisfactory to the Administrative Agent. Notwithstanding anything to the contrary in this Agreement or any Loan Document, no Loan Party shall be required to take any action to perfect the security interest in the pledged Equity Interests under the law of any jurisdiction outside of the United States of America.

Additional Foreign Subsidiaries. If Notify the Administrative Agent at the time that any Person becomes a Collateral Period is in effectfirst tier Foreign Subsidiary of any Credit Party, and at the request of the Administrative Agent, promptly thereafter (and, and in any event, event within thirty forty-five (3045) days, days after such request (as such time period may be extended by the Administrative Agent in its sole reasonable discretion) after any Person becomes a First Tier Foreign Subsidiary or a FSHCO owned by any Loan Party)), cause (i) the applicable Loan Credit Party to deliver to the Administrative Agent a Pledge Joinder Agreement or Pledge Agreement Supplement, as applicable, supplement to the Security Documents pledging sixty-five six percent (6566%) of the total outstanding voting Equity Interests ownership interest or Capital Stock (and one hundred percent (100%) % of the non-voting Equity Interestsownership interest or Capital Stock) of any such new First Tier Foreign Subsidiary or FSHCOand a consent thereto executed by such new Foreign Subsidiary (including, as without limitation, if applicable, and such original stock certificates evidencing such Equity Interests (or the equivalent thereof pursuant to the Applicable Laws and practices of any relevant foreign jurisdiction) evidencing the ownership interest or Capital Stock of such new Foreign Subsidiary, together with an appropriate undated stock or other transfer power for each certificate duly executed in blank by the registered owner thereof), and (ii) such Person to deliver to the Administrative Agent documents of the types referred to in clauses (ii) and (iii) of Section 6.1(b), and (iii) such Person to deliver to the Administrative Agent such other legal documents and closing certificates (and including, without limitation, opinions and documents of counsel to such Person) as may be reasonably requested by the Administrative Agent, all in form, content and scope reasonably satisfactory to the Administrative Agent. Notwithstanding anything to For the contrary in this Agreement or any Loan Documentavoidance of doubt, no Loan Party Foreign Subsidiary shall be required to take any action to perfect the security interest become a “Grantor” under and as defined in the pledged Equity Interests under the law of any jurisdiction outside of the United States of AmericaCollateral Agreement.

Additional Foreign Subsidiaries. If a Collateral Period is in effect, promptly Promptly (and, in any event, within thirty (30) days, as such time period may be extended by the Administrative Agent in its sole discretion) after any Person becomes a First Tier Foreign Subsidiary or a FSHCO owned by any Loan Party, cause (i) the applicable Loan Party to deliver to the Administrative Agent a Pledge Joinder Agreement or Pledge Agreement Supplement, as applicable, pledging sixty-five percent (65%) of the total outstanding voting Equity Interests (and one hundred percent (100%) of the non-voting Equity Interests) of any such new First Tier Foreign Subsidiary or FSHCO, as applicable, and such original certificates evidencing such Equity Interests (or the equivalent thereof pursuant to the Applicable Laws and practices of any relevant foreign jurisdiction) together with an appropriate undated stock or other transfer power for each certificate duly executed in blank by the registered owner thereof, and (ii) such Person to deliver to the Administrative Agent such other legal opinions and documents as may be reasonably requested by the Administrative Agent, all in form, content and scope reasonably satisfactory to the Administrative Agent. Notwithstanding anything to the contrary in this Agreement or any Loan Document, no Loan Party shall be required to take any action to perfect the security interest in the pledged Equity Interests under the law of any jurisdiction outside of the United States of America.