Additional Guaranty. (a) Micro may cause any of its Subsidiaries to execute and deliver from time to time in favor of the Lender Parties an Additional Guaranty for the repayment of the Obligations. (b) Concurrently when or promptly after any of its Subsidiaries (other than any Foreign Subsidiary if and to the extent Micro, in consultation with the Administrative Agent, reasonably determines that adverse tax consequences would result therefrom (each a “Foreign Excluded Subsidiary”)) either guarantees any Indebtedness of Micro or any other Obligor or satisfies (at any time) the requirements hereunder which describe a Material Subsidiary, Micro shall cause that Subsidiary (other than Coordination Center and ▇▇▇▇▇▇ Lux) to (i) execute and deliver in favor of the Lender Parties an Additional Guaranty for the repayment of the Obligations which Additional Guaranty (including, without limitation, any Additional Guaranty executed and delivered by an Acceding Borrower pursuant to Section 6.3.3) shall be in substantially the form of Exhibit I attached hereto, shall be governed by the laws of the State of New York, and shall contain such other terms and provisions as the Administrative Agent determines to be necessary or appropriate (after consulting with legal counsel) in order that such Additional Guaranty complies with local laws, rules, and regulations and is fully enforceable (at least to the extent of the form of Additional Guaranty attached as Exhibit I) against such Additional Guarantor.
Appears in 2 contracts
Sources: Credit Agreement (Ingram Micro Inc), Credit Agreement (Ingram Micro Inc)
Additional Guaranty. (a) Micro may cause any of its Subsidiaries to execute and deliver from time to time in favor of the Lender Parties an Additional Guaranty for the repayment of the Obligations.
(b) Concurrently when or promptly after any of its Subsidiaries (other than any Foreign Subsidiary if and to the extent Micro, in consultation with the Administrative Agent, reasonably determines that adverse tax consequences would result therefrom (each a “Foreign Excluded Subsidiary”)therefrom) either guarantees any Indebtedness of Micro or any other Obligor or satisfies (at any time) the requirements hereunder which describe a Material Subsidiary, Micro shall cause that Subsidiary (other than Coordination Center and ▇▇▇▇▇▇ LuxCenter) to (i) execute and deliver in favor of the Lender Parties an Additional Guaranty for the repayment of the Obligations which Additional Guaranty (including, without limitation, any Additional Guaranty executed and delivered by an Acceding Borrower pursuant to Section 6.3.3) shall be in substantially the form of Exhibit I attached hereto, shall be governed by the laws of the State of New York, and shall contain such other terms and provisions as the Administrative Agent determines to be necessary or appropriate (after consulting with legal counsel) in order that such Additional Guaranty complies with local laws, rules, and regulations and is fully enforceable (at least to the extent of the form of Additional Guaranty attached as Exhibit I) against such Additional Guarantor.
Appears in 2 contracts
Sources: Credit Agreement (Ingram Micro Inc), Credit Agreement (Ingram Micro Inc)
Additional Guaranty. (a) Micro may cause any of its Subsidiaries to execute and deliver from time to time in favor of the Lender Parties an Additional Guaranty for the repayment of the Obligations.
(b) Concurrently when or promptly after any of its Subsidiaries (other than any Foreign Subsidiary if and to the extent Micro, in consultation with the Administrative Agent, reasonably determines that adverse tax consequences would result therefrom (each a “Foreign Excluded Subsidiary”)therefrom) either guarantees any Indebtedness of Micro or any other Obligor or satisfies (at any time) the requirements hereunder which describe a Material Subsidiary, Micro shall cause that Subsidiary (other than Coordination Center and ▇▇▇▇▇▇ Luxor Treasury) to (i) execute and deliver in favor of the Lender Parties an Additional Guaranty for the repayment of the Obligations which Additional Guaranty (including, without limitation, any Additional Guaranty executed and delivered by an Acceding Borrower pursuant to Section 6.3.3) shall be in substantially the form of Exhibit I attached hereto, shall be governed by the laws of the State of New York, and shall contain such other terms and provisions as the Administrative Agent determines to be necessary or appropriate (after consulting with legal counsel) in order that such Additional Guaranty complies with local laws, rules, and regulations and is fully enforceable (at least to the extent of the form of Additional Guaranty attached as Exhibit I) against such Additional Guarantor.
Appears in 1 contract
Sources: Credit Agreement (Ingram Micro Inc)
Additional Guaranty. (a) Micro may cause any of its Subsidiaries to execute and deliver from time to time in favor of the Lender Parties an Additional Guaranty for the repayment of the Obligations.
(b) Concurrently when or promptly after any of its Subsidiaries (other than any Foreign Subsidiary if and to the extent Micro, in consultation with the Administrative Agent, reasonably determines that adverse tax consequences would result therefrom (each a “Foreign Excluded Subsidiary”)) either guarantees any Indebtedness of Micro or any other Obligor or satisfies (at any time) the requirements hereunder which describe a Material Subsidiary, Micro shall cause that Subsidiary (other than Coordination Center and ▇▇▇▇▇▇ LuxCenter) to (i) execute and deliver in favor of the Lender Parties an Additional Guaranty for the repayment of the Obligations which Additional Guaranty (including, without limitation, any Additional Guaranty executed and delivered by an Acceding Borrower pursuant to Section 6.3.3) shall be in substantially the form of Exhibit I attached hereto, shall be governed by the laws of the State of New York, and shall contain such other terms and provisions as the Administrative Agent determines to be necessary or appropriate (after consulting with legal counsel) in order that such Additional Guaranty complies with local laws, rules, and regulations and is fully enforceable (at least to the extent of the form of Additional Guaranty attached as Exhibit I) against such Additional Guarantor.
Appears in 1 contract
Sources: Credit Agreement (Ingram Micro Inc)
Additional Guaranty. (a) Micro may cause any of its Subsidiaries to execute and deliver from time to time in favor of the Lender Parties an Additional Guaranty for the repayment of the Obligations.
(b) Concurrently when or promptly after any of its Subsidiaries (other By no later than any Foreign Subsidiary if and to the extent MicroNovember 30, in consultation with the Administrative Agent, reasonably determines that adverse tax consequences would result therefrom (each a “Foreign Excluded Subsidiary”)) either guarantees any Indebtedness of Micro or any other Obligor or satisfies (at any time) the requirements hereunder which describe a Material Subsidiary1997, Micro shall cause that Subsidiary (other than Coordination Center and Ingr▇▇ ▇▇▇ro Holdings Limited and Ingr▇▇ ▇▇▇ Lux▇ro (UK) Limited, both corporations organized and existing under the laws of England, to (i) execute and deliver in favor of the Lender Parties an Additional Guaranty for the repayment of the Obligations Obligations, each of which Additional Guaranty (including, without limitation, any Additional Guaranty executed and delivered by an Acceding Borrower pursuant to Section 6.3.3) Guaranties shall be in substantially the form of Exhibit I the attached hereto, shall be governed by the laws of the State of New York, and shall contain EXHIBIT J with such other terms and provisions as the Administrative Agent determines to be necessary or appropriate (after consulting with legal counsel) in order that such Additional Guaranty complies with local laws, rules, rules and regulations and is fully enforceable (at least to the extent of the form of Additional Guaranty attached as Exhibit IEXHIBIT J) against Ingr▇▇ ▇▇▇ro Holdings Limited and Ingr▇▇ ▇▇▇ro (UK) Limited under English law, and (ii) furnish to the Administrative Agent one or more opinions of English counsel (which counsel and the form and substance of such opinions shall be reasonably satisfactory to the Administrative Agent and the Required Lenders) addressed to the Agents and the Lenders addressing the matters set forth in EXHIBIT M, as it relates to such Additional Guarantor.Guarantor and
Appears in 1 contract
Sources: Credit Agreement (Ingram Micro Inc)