Common use of Additional Foreign Subsidiaries Clause in Contracts

Additional Foreign Subsidiaries. Notify the COFACE Agent at the time that any person becomes a Foreign Subsidiary of the Borrower or any Subsidiary, and promptly thereafter (and in any event within sixty (60) days after notification): (a) with respect to any Subsidiary that is directly owned by an Obligor, cause the Borrower or the applicable Subsidiary to deliver to the COFACE Agent a Security Document pledging sixty five per cent. (65%) of the total outstanding Capital Stock of such new Foreign Subsidiary (subject to the provisions of Clause 3.6 (Foreign Subsidiaries Security) of the Stock Pledge Agreement) and a consent thereto executed by such new Foreign Subsidiary (including, without limitation, if applicable, original stock certificates (or the equivalent thereof pursuant to the Applicable Laws and practices of any relevant foreign jurisdiction) evidencing that the Capital Stock of such new Foreign Subsidiary, together with an appropriate undated stock power for each certificate duly executed in blank by the registered owner thereof); (b) cause such person to deliver to the COFACE Agent such documents and certificates referred to in Schedule 2 (Conditions Precedent) as may be reasonably requested by the COFACE Agent; (c) cause the Borrower to deliver to the COFACE Agent such updated Schedules to the Finance Documents as requested by the COFACE Agent with regard to such person; and (d) cause such person to deliver to the COFACE Agent such other documents as may be reasonably requested by the COFACE Agent, all in form, content and scope reasonably satisfactory to the COFACE Agent.

Additional Foreign Subsidiaries. Notify the COFACE Administrative Agent at the time that any person Person becomes a direct Foreign Subsidiary of the Borrower or any Subsidiarya Credit Party, and at the request of the Administrative Agent, promptly thereafter (and in any event within sixty forty-- five (6045) days after notification): (a) with respect to any Subsidiary that is directly owned such request, as such time period may be extended by an Obligorthe Administrative Agent in its sole discretion), cause the Borrower or (i) the applicable Subsidiary Credit Party to deliver to the COFACE Administrative Agent a Security Document Documents pledging sixty as security for the Secured Obligations, sixty--five per cent. percent (65%) of the total outstanding voting Capital Stock and one hundred percent (100%) of the non-- voting Capital Stock of any such new Foreign Subsidiary (subject to the provisions of Clause 3.6 (Foreign Subsidiaries Security) of the Stock Pledge Agreement) and a consent thereto executed by such new Foreign Subsidiary (including, without limitation, if applicable, original stock certificates (or the equivalent thereof pursuant to the Applicable Laws and practices of any relevant foreign jurisdiction) evidencing that the Capital Stock of such new Foreign Subsidiary, together with an appropriate undated stock power for each certificate duly executed in blank by the registered owner thereof); , (bii) cause such person Person to deliver to the COFACE Administrative Agent such opinions, documents and certificates referred to in Schedule 2 (Conditions Precedent) the Restatement Agreement as may be reasonably requested by the COFACE Administrative Agent; , (ciii) cause the Borrower such Person to deliver to the COFACE Administrative Agent such updated Schedules to the Finance Loan Documents as requested by the COFACE Administrative Agent with regard to such person; and Person and (div) cause such person Person to deliver to the COFACE Administrative Agent such other documents as may be reasonably requested by the COFACE Administrative Agent, all in form, content and scope reasonably satisfactory to the COFACE Administrative Agent.

Additional Foreign Subsidiaries. Notify the COFACE Agent at the time that any person becomes a Foreign Subsidiary of the Borrower or any Subsidiary, and promptly thereafter (and in any event within sixty (60) days after notification): (a) with respect to any Subsidiary that is directly owned by an Obligor, cause the Borrower or the applicable Subsidiary to deliver to the COFACE Agent a Security Document security document pledging sixty sixty-five per cent. (65%) of the total outstanding Capital Stock of such new Foreign Subsidiary (subject to the provisions of Clause clause 3.6 (Foreign Subsidiaries Security) of the Stock Pledge Agreement) and a consent thereto executed by such new Foreign Subsidiary (including, without limitation, if applicable, original stock certificates (or the equivalent thereof pursuant to the Applicable Laws and practices of any relevant foreign jurisdiction) evidencing that the Capital Stock of such new Foreign Subsidiary, together with an appropriate undated stock power for each certificate duly executed in blank by the registered owner thereof); (b) cause such person to deliver to the COFACE Agent such documents and certificates referred to in Schedule 2 (Conditions Precedent) as may be reasonably requested by the COFACE Agent; (c) cause the Borrower to deliver to the COFACE Agent such updated Schedules schedules to the Finance Documents as requested by the COFACE Agent with regard to such person; and (d) cause such person to deliver to the COFACE Agent such other documents as may be reasonably requested by the COFACE Agent, all in form, content and scope reasonably satisfactory to the COFACE Agent.

Additional Foreign Subsidiaries. Notify the COFACE Agent at the time that any person becomes a Foreign Subsidiary of the Borrower or any Subsidiary, and promptly thereafter (and in any event within sixty (60) days after notification): (a) with respect to any Subsidiary that is directly owned by an Obligor, cause the Borrower or the applicable Subsidiary to deliver to the COFACE Agent a Security Document pledging sixty five per cent. (65%) of the total outstanding Capital Stock of such new Foreign Subsidiary (subject to the provisions of Clause clause 3.6 (Foreign Subsidiaries Security) of the Stock Pledge Agreement) and a consent thereto executed by such new Foreign Subsidiary (including, without limitation, if applicable, original stock certificates (or the equivalent thereof pursuant to the Applicable Laws and practices of any relevant foreign jurisdiction) evidencing that the Capital Stock of such new Foreign Subsidiary, together with an appropriate undated stock power for each certificate duly executed in blank by the registered owner thereof); (b) cause such person to deliver to the COFACE Agent such documents and certificates referred to in Schedule 2 (Conditions Precedent) as may be reasonably requested by the COFACE Agent; (c) cause the Borrower to deliver to the COFACE Agent such updated Schedules schedules to the Finance Documents as requested by the COFACE Agent with regard to such person; and (d) cause such person to deliver to the COFACE Agent such other documents as may be reasonably requested by the COFACE Agent, all in form, content and scope reasonably satisfactory to the COFACE Agent.

Additional Foreign Subsidiaries. Notify the COFACE BPIFAE Agent at the time that any person becomes a Foreign Subsidiary of the Borrower or any Subsidiary, and promptly thereafter (and in any event within sixty (60) days after notification): (a) with respect to any Subsidiary that is directly owned by an Obligor, cause the Borrower or the applicable Subsidiary to deliver to the COFACE BPIFAE Agent a Security Document pledging sixty five per cent. (65%) of the total outstanding Capital Stock of such new Foreign Subsidiary (subject to the provisions of Clause clause 3.6 (Foreign Subsidiaries Security) of the Stock Pledge Agreement) and a consent thereto executed by such new Foreign Subsidiary (including, without limitation, if applicable, original stock certificates (or the equivalent thereof pursuant to the Applicable Laws and practices of any relevant foreign jurisdiction) evidencing that the Capital Stock of such new Foreign Subsidiary, together with an appropriate undated stock power for each certificate duly executed in blank by the registered owner thereof); (b) cause such person to deliver to the COFACE BPIFAE Agent such documents and certificates referred to in Schedule 2 (Conditions Precedent) as may be reasonably requested by the COFACE BPIFAE Agent; (c) cause the Borrower to deliver to the COFACE BPIFAE Agent such updated Schedules schedules to the Finance Documents as requested by the COFACE BPIFAE Agent with regard to such person; and (d) cause such person to deliver to the COFACE BPIFAE Agent such other documents as may be reasonably requested by the COFACE BPIFAE Agent, all in form, content and scope reasonably satisfactory to the COFACE BPIFAE Agent.

Additional Foreign Subsidiaries. Notify the COFACE Administrative Agent at the time that any person becomes a Foreign Subsidiary of the Borrower creation or acquisition of any Foreign Subsidiary, and promptly thereafter (and in any event within sixty forty-five (6045) days after notification): ), (ai) with respect to any if such Foreign Subsidiary that is directly owned by an Obligora first tier Foreign Subsidiary (other than a Restaurant Partnership), cause the Borrower or the applicable Subsidiary to deliver to the COFACE Administrative Agent a Security Document pledging sixty sixty-five per cent. percent (65%) of the total outstanding voting Capital Stock and all outstanding non-voting Capital Stock of such new Foreign Subsidiary (subject to the provisions of Clause 3.6 (Foreign Subsidiaries Security) of the Stock Pledge Agreement) and a consent thereto executed by such new Foreign Subsidiary (including, without limitation, if applicable, original stock certificates (or the equivalent thereof pursuant to the Applicable Laws and practices of any relevant foreign jurisdiction) evidencing that the Capital Stock of such new Foreign Subsidiary, together with an appropriate undated stock power for each certificate duly executed in blank by the registered owner thereof); , (bii) cause such person Person (other than a Restaurant Partnership) to become a Guarantor by delivering to the Administrative Agent a duly executed Joinder Agreement or such other document as the Administrative Agent shall deem appropriate for such purpose, (iii) cause such Person (other than a Restaurant Partnership) to deliver to the COFACE Administrative Agent such documents and certificates referred to in Schedule 2 (Conditions Precedent) SECTION 6.2B as may be reasonably requested by the COFACE Administrative Agent; , (civ) cause the Borrower to deliver to the COFACE Administrative Agent such updated Schedules to the Finance Loan Documents as requested by the COFACE Administrative Agent with regard to such person; and Person (dother than a Restaurant Partnership) cause such person to and (v) deliver to the COFACE Administrative Agent such other documents as may be reasonably requested by the COFACE Administrative Agent, all in form, content and scope reasonably satisfactory to the COFACE Administrative Agent; PROVIDED that no Subsidiary that is a CFC shall be required to become a Guarantor or pledge any assets hereunder to the extent such guarantee or pledge could result in a material tax liability.