Common use of Additional Loan Parties Clause in Contracts

Additional Loan Parties. It is understood and agreed that any Subsidiary of Holdings that is required by any Loan Document to execute a counterpart of this Agreement after the date hereof shall automatically become a Loan Party hereunder with the same force and effect as if originally named as a Loan Party hereunder by executing an Accession Agreement or other form reasonably acceptable to such Subsidiary and the Collateral Agent. Concurrently with the execution and delivery of such instrument of accession or joinder, such Subsidiary shall take all such actions and deliver to the Collateral Agent all such documents and agreements as such Subsidiary would have been required to deliver to the Collateral Agent on or prior to the date of this Agreement had such Subsidiary been a party hereto on the date of this Agreement. Such additional materials shall include, among other things, supplements to Schedules I, II, III and IV hereto (which Schedules shall thereupon automatically be amended and supplemented to include all information contained in such supplements) such that, after giving effect to the joinder of such Subsidiary, each of Schedules I, II, III and IV hereto is true, complete and correct with respect to such Subsidiary as of the effective date of such accession or joinder. The execution and delivery of any such instrument of accession or joinder, and the amendment and supplementation of the Schedules hereto as provided in the immediately preceding sentence, shall not require the consent of any other Loan Party hereunder. The rights and obligations of each Loan Party hereunder shall remain in full force and effect notwithstanding the addition of any new Loan Party as a party to this Agreement.

Appears in 2 contracts

Samples: Pledge Agreement (Sbarro Inc), Control Agreement (Sbarro Express LLC)

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Additional Loan Parties. It In the event that (i) any Permitted Purchase is understood and agreed that to be made by any Subsidiary or Affiliate of Holdings that the Borrower and such Subsidiary or Affiliate is required by any Loan Document to execute a counterpart of this Agreement after the date hereof shall automatically become not a Loan Party hereunder with or under any of the same force other Loan Documents immediately prior to the consummation of any such transaction, or (ii) any Subsidiary of the Borrower is at any time not a Loan Party hereunder (each such Subsidiary or Affiliate in any case referred to herein as an "ADDITIONAL LOAN PARTY" and effect collectively as if originally named the "ADDITIONAL LOAN PARTIES"), then, on or before the consummation of any such transaction or addition as a Loan Party hereunder by executing an Accession Agreement or other form reasonably acceptable to such Subsidiary and the Collateral Agent. Concurrently with the execution and delivery of such instrument of accession or joinderhereunder, such Subsidiary Additional Loan Party shall take deliver appropriate counterparts and assumptions of each Loan Document to which it is to be a party and all such actions documents, opinions of counsel, certificate and deliver to the Collateral Agent all such documents and agreements instruments as such Subsidiary Additional Loan Party would have been required to deliver pursuant to the Collateral Agent on or prior to the date of this Agreement subsection 4.1 had such Subsidiary Additional Loan Party been a party hereto on the date of this Agreement. Such additional materials shall include, among other things, supplements to Schedules I, II, III and IV hereto (which Schedules shall thereupon automatically be amended and supplemented to include all information contained in such supplements) such that, after giving effect to the joinder of such Subsidiary, each of Schedules I, II, III and IV hereto is true, complete and correct with respect to such Subsidiary as of the effective date of such accession or joinder. The execution and delivery of any such instrument of accession or joinder, and the amendment and supplementation of the Schedules hereto as provided in the immediately preceding sentence, shall not require the consent of any other Loan Party hereunder. The rights and obligations of each Loan Party hereunder shall remain on the Closing Date and such other documents, certificates, instruments and assurances as are consistent with the provisions of subsection 2.18 and Section 4 in full force relation to such Additional Loan Party's proposed status hereunder and effect notwithstanding under the addition other Loan Documents (including, without limitation, taking into consideration whether the obligations of any new such Additional Loan Party are to be of a limited recourse nature or otherwise), all as shall be reasonably requested by the Agent at the time such Additional Loan Party shall become a party to this Agreementunder the Loan Documents. Upon satisfaction of the foregoing conditions, such Additional Loan Party shall be a Loan Party for all purposes hereunder and under the other Loan Documents.

Appears in 2 contracts

Samples: Credit Agreement (Paxson Communications Corp), Credit Agreement (Paxson Communications Corp)

Additional Loan Parties. It is understood and agreed that any Subsidiary of Holdings that is required by any Loan Document to execute a counterpart of this Agreement after the date hereof shall automatically become a Loan Party hereunder with the same force and effect as if originally named as a Loan Party hereunder by executing an Accession Agreement or other form reasonably acceptable to such Subsidiary subsidiary and the Collateral Agent. Concurrently with the execution and delivery of such instrument of accession or joinder, such Subsidiary shall take all such actions and deliver to the Collateral Agent all such documents and agreements as such Subsidiary would have been required to deliver to the Collateral Agent on or prior to the date of this Agreement had such Subsidiary been a party hereto on the date of this Agreement. Such additional materials shall include, among other things, supplements to Schedules I1.03(a), II, III 3.05 and IV 4.01 hereto (which Schedules shall thereupon automatically be amended and supplemented to include all information contained in such supplements) such that, after giving effect to the joinder of such Subsidiary, each of Schedules I1.03(a), II, III 3.05 and IV 4.01 hereto is true, complete and correct in all material respects with respect to such Subsidiary as of the effective date of such accession or joinder. The execution and delivery of any such instrument of accession or joinder, and the amendment and supplementation of the Schedules hereto as provided in the immediately preceding sentence, shall not require the consent of any other Loan Party hereunder. The rights and obligations of each Loan Party hereunder shall remain in full force and effect notwithstanding the addition of any new Loan Party as a party to this Agreement.

Appears in 2 contracts

Samples: Security Agreement (Sbarro Inc), Security Agreement (Sbarro Express LLC)

Additional Loan Parties. It is understood and agreed that any Subsidiary Affiliate of Holdings the Borrower that is required by any Loan Finance Document to execute a counterpart of this Agreement after the date hereof shall automatically become a Loan Party hereunder with the same force and effect as if originally named as a Loan Party hereunder by executing an Accession Agreement instrument of accession or other joinder satisfactory in form reasonably acceptable and substance to such Subsidiary the Collateral Agent and delivering the same to the Collateral Agent. Concurrently with the execution and delivery of such instrument of accession or joinderinstrument, such Subsidiary Affiliate shall take all such actions and deliver to the Collateral Agent all such documents and agreements as such Subsidiary Affiliate would have been required to deliver to the Collateral Agent on or prior to the date of this Agreement had such Subsidiary Affiliate been a party hereto on the date of this Agreement. Such additional materials shall include, among other things, supplements to Schedules I1.01, II, III 3.06 and IV 4.01 hereto (which Schedules shall thereupon automatically be amended and supplemented to include all information contained in such supplements) such that, after giving effect to the joinder of such SubsidiaryAffiliate, each of Schedules I1.01, II, III 3.06 and IV 4.01 hereto is true, complete and correct with respect to such Subsidiary Affiliate as of the effective date of such accession or joinder. The execution and delivery of any such instrument of accession or joinder, and the amendment and supplementation of the Schedules hereto as provided in the immediately preceding sentence, shall not require the consent of any other Loan Party hereunder. The rights and obligations of each Loan Party hereunder shall remain in full force and effect notwithstanding the addition of any new Loan Party as a party to this Agreement.

Appears in 2 contracts

Samples: Security Agreement (Life Technologies Corp), Security Agreement (Central Credit, LLC)

Additional Loan Parties. It is understood and agreed that any Subsidiary of Holdings InSight that is required by any Loan Note Document to execute a counterpart of this Agreement after the date hereof shall automatically become a Loan Party hereunder with the same force and effect as if originally named as a Loan Party hereunder by executing an Accession Agreement instrument of accession or other joinder substantially in the form reasonably acceptable of Exhibit E hereto and delivering the same to such Subsidiary and the Collateral Agent. Concurrently with the execution and delivery of such instrument of accession or joinder, such Subsidiary shall take all such actions and deliver to the Collateral Agent all such documents and agreements as such Subsidiary would have been required to deliver to the Collateral Agent on or prior to the date of this Agreement had such Subsidiary been a party hereto on the date of this Agreement. Such additional materials shall include, among other things, an opinion of counsel to the extent required under the Indenture and supplements to Schedules I1.01A and B, II3.04, III 3.05 and IV 4.01 hereto (which Schedules shall thereupon automatically be amended and supplemented to include all information contained in such supplements) such that, after giving effect to the joinder of such Subsidiary, each of Schedules I1.01A and B, II3.04, III 3.05 and IV 4.01 hereto is true, complete and correct in all material respects with respect to such Subsidiary as of the effective date of such accession or joinder. The execution and delivery of any such instrument of accession or joinder, and the amendment and supplementation of the Schedules hereto as provided in the immediately preceding sentence, shall not require the consent of any other Loan Party or Finance Party hereunder. The rights and obligations of each Loan Party hereunder shall remain in full force and effect notwithstanding the addition of any new Loan Party as a party to this Agreement.

Appears in 1 contract

Samples: Security Agreement (IMI of Arlington, Inc.)

Additional Loan Parties. It is understood and agreed that any Subsidiary Affiliate of Holdings DRI that is required by any Loan Finance Document to execute a counterpart of this Agreement after the date hereof shall automatically become a Loan Party hereunder with the same force and effect as if originally named as a Loan Party hereunder by executing an Accession instrument of accession or joinder substantially in the form of Exhibit G to the Security Agreement or other form reasonably acceptable and delivering the same to such Subsidiary and the Collateral Agent. Concurrently with the execution and delivery of such instrument of accession or joinder, such Subsidiary Affiliate shall take all such actions and deliver to the Collateral Agent all such documents and agreements as such Subsidiary Affiliate would have been required to deliver to the Collateral Agent on or prior to the date of this Agreement had such Subsidiary Affiliate been a party hereto on the date of this Agreement. Such additional materials shall include, among other things, an opinion of counsel to the extent required under the Indenture or any Term Loan Agreement and supplements to Schedules I, II, III and IV hereto and to Schedule 4.01 of the Security Agreement (which Schedules shall thereupon automatically be amended and supplemented to include all information contained in such supplements) such that, after giving effect to the accession or joinder of such SubsidiaryAffiliate, each of Schedules I, II, III and IV hereto and Schedule 4.01 to the Security Agreement is true, complete and correct with respect to such Subsidiary Affiliate as of the effective date of such accession or joinder. The execution and delivery of any such instrument of accession or joinder, and the amendment and supplementation of the Schedules hereto as provided in the immediately preceding sentence, shall not require the consent of any other Loan Party hereunder. The rights and obligations of each Loan Party hereunder shall remain in full force and effect notwithstanding the addition of any new Loan Party as a party to this Agreement.

Appears in 1 contract

Samples: Pledge Agreement (Duane Reade Holdings Inc)

Additional Loan Parties. It is understood and agreed that any Subsidiary Affiliate of Holdings DRI that is required by any Loan Finance Document to execute a counterpart of this Amended Agreement after the date hereof shall automatically become a Loan Party hereunder with the same force and effect as if originally named as a Loan Party hereunder by executing an Accession instrument of accession or joinder substantially in the form of Exhibit G to the Security Agreement or other form reasonably acceptable and delivering the same to such Subsidiary and the Collateral Agent. Concurrently with the execution and delivery of such instrument of accession or joinder, such Subsidiary Affiliate shall take all such actions and deliver to the Collateral Agent all such documents and agreements as such Subsidiary Affiliate would have been required to deliver to the Collateral Agent on or prior to the date of this Amended Agreement had such Subsidiary Affiliate been a party hereto on the date of this Amended Agreement. Such additional materials shall include, among other things, an opinion of counsel to the extent required under the Indenture or any Term Credit Agreement and supplements to Schedules I, II, III and IV hereto and to Schedule 4.01 of the Security Agreement (which Schedules shall thereupon automatically be amended and supplemented to include all information contained in such supplements) such that, after giving effect to the accession or joinder of such SubsidiaryAffiliate, each of Schedules I, II, III and IV hereto and Schedule 4.01 to the Security Agreement is true, complete and correct with respect to such Subsidiary Affiliate as of the effective date of such accession or joinder. The execution and delivery of any such instrument of accession or joinder, and the amendment and supplementation of the Schedules hereto as provided in the immediately preceding sentence, shall not require the consent of any other Loan Party hereunder. The rights and obligations of each Loan Party hereunder shall remain in full force and effect notwithstanding the addition of any new Loan Party as a party to this Amended Agreement.

Appears in 1 contract

Samples: Pledge Agreement (Duane Reade)

Additional Loan Parties. It is understood and agreed that any Subsidiary of Holdings the Borrower that is required by any Loan Document to execute a counterpart of this Agreement after the date hereof shall automatically become a Loan Party hereunder with the same force and effect as if originally named as a Loan Party hereunder by executing an Accession Agreement or other form reasonably acceptable to such Subsidiary and the Collateral Agent. Concurrently with the execution and delivery of such instrument of accession or joinder, such Subsidiary shall take all such actions and deliver to the Collateral Agent all such documents and agreements as such Subsidiary would have been required to deliver to the Collateral Agent on or prior to the date of this Agreement had such Subsidiary been a party hereto on the date of this Agreement. Such additional materials shall include, among other things, supplements to Schedules I1.01, II, III 1.03 and IV hereto 4.01 (which Schedules shall thereupon automatically be amended and supplemented to include all information contained in such supplements) such that, after giving effect to the joinder of such Subsidiary, each of Schedules I1.01, II, III 1.03 and IV hereto 4.01 is true, complete and correct in all material respects with respect to such Subsidiary as of the effective date of such accession or joinder. The execution and delivery of any such instrument of accession or joinder, and the amendment and supplementation of the Schedules hereto as provided in the immediately preceding sentence, shall not require the consent of any other Loan Party hereunder. The rights and obligations of each Loan Party hereunder shall remain in full force and effect notwithstanding the addition of any new Loan Party as a party to this Agreement. Confidential and Proprietary CONFIDENTIAL TREATMENT HAS BEEN REQUESTED FOR PORTIONS OF THIS EXHIBIT. THE COPY FILED HEREWITH OMITS THE INFORMATION SUBJECT TO A CONFIDENTIALITY REQUEST. OMISSIONS ARE DESIGNATED [***]. A COMPLETE VERSION OF THIS EXHIBIT HAS BEEN FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION.

Appears in 1 contract

Samples: Credit Agreement (Sucampo Pharmaceuticals, Inc.)

Additional Loan Parties. It is understood and agreed that any Subsidiary Affiliate of Holdings DRI that is required by any Loan Finance Document to execute a counterpart of this Amended Agreement after the date hereof shall automatically become a Loan Party hereunder with the same force and effect as if originally named as a Loan Party hereunder by executing an Accession Agreement instrument of accession or other joinder substantially in the form reasonably acceptable of Exhibit G hereto and delivering the same to such Subsidiary and the Collateral Agent. Concurrently with the execution and delivery of such instrument of accession or joinder, such Subsidiary Affiliate shall take all such actions and deliver to the Collateral Agent all such documents and agreements as such Subsidiary Affiliate would have been required to deliver to the Collateral Agent on or prior to the date of this Amended Agreement had such Subsidiary Affiliate been a party hereto on the date of this Amended Agreement. Such additional materials shall include, among other things, an opinion of counsel to the extent required under the Indenture or any Term Credit Agreement and supplements to Schedules I1.01, II, III 3.06 and IV 4.01 hereto (which Schedules shall thereupon automatically be amended and supplemented to include all information contained in such supplements) such that, after giving effect to the joinder of such SubsidiaryAffiliate, each of Schedules I1.01, II, III 3.06 and IV 4.01 hereto is true, complete and correct with respect to such Subsidiary Affiliate as of the effective date of such accession or joinder. The execution and delivery of any such instrument of accession or joinder, and the amendment and supplementation of the Schedules hereto as provided in the immediately preceding sentence, shall not require the consent of any other Loan Party or Finance Party hereunder. The rights and obligations of each Loan Party hereunder shall remain in full force and effect notwithstanding the addition of any new Loan Party as a party to this Amended Agreement.

Appears in 1 contract

Samples: Security Agreement (Duane Reade)

Additional Loan Parties. It is understood and agreed that any Subsidiary Affiliate of Holdings DRI that is required by any Loan Finance Document to execute a counterpart of this Agreement after the date hereof shall automatically become a Loan Party hereunder with the same force and effect as if originally named as a Loan Party hereunder by executing an Accession Agreement instrument of accession or other joinder substantially in the form reasonably acceptable of Exhibit G hereto and delivering the same to such Subsidiary and the Collateral Agent. Concurrently with the execution and delivery of such instrument of accession or joinder, such Subsidiary Affiliate shall take all such actions and deliver to the Collateral Agent all such documents and agreements as such Subsidiary Affiliate would have been required to deliver to the Collateral Agent on or prior to the date of this Agreement had such Subsidiary Affiliate been a party hereto on the date of this Agreement. Such additional materials shall include, among other things, an opinion of counsel to the extent required under the Indenture or any Term Loan Agreement and supplements to Schedules I1.01, II, III 3.06 and IV 4.01 hereto (which Schedules shall thereupon automatically be amended and supplemented to include all information contained in such supplements) such that, after giving effect to the joinder of such SubsidiaryAffiliate, each of Schedules I1.01, II, III 3.06 and IV 4.01 hereto is true, complete and correct with respect to such Subsidiary Affiliate as of the effective date of such accession or joinder. The execution and delivery of any such instrument of accession or joinder, and the amendment and supplementation of the Schedules hereto as provided in the immediately preceding sentence, shall not require the consent of any other Loan Party or Finance Party hereunder. The rights and obligations of each Loan Party hereunder shall remain in full force and effect notwithstanding the addition of any new Loan Party as a party to this Agreement.

Appears in 1 contract

Samples: Security Agreement (Duane Reade Holdings Inc)

Additional Loan Parties. It is understood and agreed that any Subsidiary of Holdings InSight that is required by any Loan Note Document to execute a counterpart of this Agreement after the date hereof shall automatically become a Loan Party hereunder with the same force and effect as if originally named as a Loan Party hereunder by executing an Accession instrument of accession or joinder substantially in the form of Exhibit F to the Security Agreement or other form reasonably acceptable and delivering the same to such Subsidiary and the Collateral Agent. Concurrently with the execution and delivery of such instrument of accession or joinder, such Subsidiary shall take all such actions and deliver to the Collateral Agent all such documents and agreements as such Subsidiary would have been required to deliver to the Collateral Agent on or prior to the date of this Agreement had such Subsidiary been a party hereto on the date of this Agreement. Such additional materials shall include, among other things, an opinion of counsel to the extent required under the Indenture and supplements to Schedules I, II, III and IV hereto and to Schedule 4.01 of the Security Agreement (which Schedules shall thereupon automatically be amended and supplemented to include all information contained in such supplements) such that, after giving effect to the accession or joinder of such Subsidiary, each of Schedules I, II, III and IV hereto and Schedule 4.01 to the Security Agreement is true, complete and correct in all material respects with respect to such Subsidiary as of the effective date of such accession or joinder. The execution and delivery of any such instrument of accession or joinder, and the amendment and supplementation of the Schedules hereto as provided in the immediately preceding sentence, shall not require the consent of any other Loan Party hereunder. The rights and obligations of each Loan Party hereunder shall remain in full force and effect notwithstanding the addition of any new Loan Party as a party to this Agreement.

Appears in 1 contract

Samples: Pledge Agreement (IMI of Arlington, Inc.)

Additional Loan Parties. It is understood and agreed that any Subsidiary of Holdings that is required by any Loan Document to execute a counterpart of this Agreement after the date hereof shall automatically become a Loan Party hereunder with the same force and effect as if originally named as a Loan Party hereunder by executing an Accession Agreement instrument of accession or other joinder satisfactory in form reasonably acceptable and substance to such Subsidiary the Senior Collateral Agent and delivering the same to the Senior Collateral Agent. Concurrently with the execution and delivery of such instrument of accession or joinder, such Subsidiary shall take all such actions and deliver to the Senior Collateral Agent all such documents and agreements as such Subsidiary would have been required to deliver to the Senior Collateral Agent on or prior to the date of this Agreement had such Subsidiary been a party hereto on the date of this Agreement. Such additional materials shall include, among other things, supplements to Schedules I, II, III and IV hereto (which Schedules shall thereupon automatically be amended and supplemented to include all information contained in such supplements) such that, after giving effect to the accession or joinder of such Subsidiary, each of Schedules I, II, III and IV hereto is true, complete and correct with respect to such Subsidiary as of the effective date of such accession or joinder. The execution and delivery of any such instrument of accession or joinder, and the amendment and supplementation of the Schedules hereto as provided in the immediately preceding sentence, shall not require the consent of any other Loan Party hereunder. The rights and obligations of each Loan Party hereunder shall remain in full force and effect notwithstanding the addition of any new Loan Party as a party to this Agreement.

Appears in 1 contract

Samples: Pledge Agreement (VeriFone Holdings, Inc.)

Additional Loan Parties. It is understood and agreed that any Subsidiary of Holdings that is required by any Loan Document to execute a counterpart of this Agreement after the date hereof shall automatically become a Loan Party hereunder with the same force and effect as if originally named as a Loan Party hereunder by executing an Accession Agreement instrument of accession or other joinder satisfactory in form reasonably acceptable and substance to such Subsidiary the Senior Collateral Agent and delivering the same to the Senior Collateral Agent. Concurrently with the execution and delivery of such instrument of accession or joinderinstrument, such Subsidiary shall take all such actions and deliver to the Senior Collateral Agent all such documents and agreements as such Subsidiary would have been required to deliver to the Senior Collateral Agent on or prior to the date of this Agreement had such Subsidiary been a party hereto on the date of this Agreement. Such additional materials shall include, among other things, supplements to Schedules I1.01, II, III 3.05 and IV 4.01 hereto (which Schedules shall thereupon automatically be amended and supplemented to include all information contained in such supplements) such that, after giving effect to the joinder of such Subsidiary, each of Schedules I1.01, II, III 3.05 and IV 4.01 hereto is true, complete and correct with respect to such Subsidiary as of the effective date of such accession or joinderaccession. The execution and delivery of any such instrument of accession or joinder, and the amendment and supplementation of the Schedules hereto as provided in the immediately preceding sentence, shall not require the consent of any other Loan Party hereunder. The rights and obligations of each Loan Party hereunder shall remain in full force and effect notwithstanding the addition of any new Loan Party as a party to this Agreement.

Appears in 1 contract

Samples: Security Agreement (VeriFone Holdings, Inc.)

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Additional Loan Parties. It is understood and agreed that any Domestic Subsidiary of Holdings any Group Company that is required by any Loan Document to execute a counterpart of this Agreement after the date hereof shall automatically become a Loan Party hereunder with the same force and effect as if originally named as a Loan Party hereunder by executing an Accession Agreement instrument of accession or other joinder satisfactory in form reasonably acceptable and substance to such Subsidiary the Collateral Agent and delivering the same to the Collateral Agent. Concurrently with the execution and delivery of such instrument of accession or joinder, such Domestic Subsidiary shall take all such actions and deliver to the Collateral Agent all such documents and agreements as such Domestic Subsidiary would have been required to deliver to the Collateral Agent on or prior to the date of this Agreement had such Domestic Subsidiary been a party hereto on the date of this Agreement. Such additional materials shall include, among other things, supplements to Schedules I, II, III III, and IV hereto and Schedule 4.01 to the Security Agreement, if applicable, (which Schedules shall thereupon automatically be amended and supplemented to include all information contained in such supplements) such that, after giving effect to the accession or joinder of such Domestic Subsidiary, each of Schedules I, II, III III, and IV hereto and Schedule 4.01 to the Security Agreement is true, complete and correct with respect to such Domestic Subsidiary as of the effective date of such accession or joinder. The execution and delivery of any such instrument of accession or joinder, and the amendment and supplementation of the Schedules hereto as provided in the immediately preceding sentence, shall not require the consent of any other Loan Party hereunder. The rights and obligations of each Loan Party hereunder shall remain in full force and effect notwithstanding the addition of any new Loan Party as a party to this Agreement.

Appears in 1 contract

Samples: Pledge Agreement (Life Technologies Corp)

Additional Loan Parties. It is understood and agreed that any Subsidiary of Holdings the Borrower that is required by any Loan Document to execute a counterpart of this Agreement after the date hereof shall automatically become a Loan Party hereunder with the same force and effect as if originally named as a Loan Party hereunder by executing an Accession accession or joinder agreement in the form of Exhibit I to the Credit Agreement or other form reasonably acceptable to such Subsidiary and the Collateral Agent. Concurrently with the execution and delivery of such instrument of accession or joinder, such Subsidiary shall take all such actions and deliver to the Collateral Agent all such documents and agreements as such Subsidiary would have been required to deliver to the Collateral Agent on or prior to the date of this Agreement had such Subsidiary been a party hereto on the date of this Agreement. Such additional materials shall include, among other things, supplements to Schedules I, II, III and IV hereto (which Schedules shall thereupon automatically be amended and supplemented to include all information contained in such supplements) such that, after giving effect to the joinder of such Subsidiary, each of Schedules I, II, III and IV hereto is true, complete and correct in all material respects with respect to such Subsidiary as of the effective date of such accession or joinder. The execution and delivery of any such instrument of accession or joinder, and the amendment and supplementation of the Schedules hereto as provided in the immediately preceding sentence, shall not require the consent of any other Loan Party hereunder. The rights and obligations of each Loan Party hereunder shall remain in full force and effect notwithstanding the addition of any new Loan Party as a party to this Agreement.

Appears in 1 contract

Samples: Credit Agreement (Amag Pharmaceuticals Inc.)

Additional Loan Parties. It is understood and agreed that any Subsidiary Affiliate of Holdings the Borrower that is required by any Loan Finance Document to execute a counterpart of this Agreement after the date hereof shall automatically become a Loan Party hereunder with the same force and effect as if originally named as a Loan Party hereunder by executing an Accession Agreement instrument of accession or other form reasonably acceptable joinder and delivering the same to such Subsidiary and the Collateral Agent. Concurrently with the execution and delivery of such instrument of accession or joinder, such Subsidiary Affiliate shall take all such actions and deliver to the Collateral Agent all such documents and agreements as such Subsidiary Affiliate would have been required to deliver to the Collateral Agent on or prior to the date of this Agreement had such Subsidiary Affiliate been a party hereto on the date of this Agreement. Such additional materials shall include, among other things, supplements to Schedules I, II, III III, IV and IV V hereto (which Schedules shall thereupon automatically be amended and supplemented to include all information contained in such supplements) such that, after giving effect to the accession or joinder of such SubsidiaryAffiliate, each of Schedules I, II, III III, IV and IV V hereto is true, complete and correct with respect to such Subsidiary Affiliate as of the effective date of such accession or joinder. The execution and delivery of any such instrument of accession or joinder, and the amendment and supplementation of the Schedules hereto as provided in the immediately preceding sentence, shall not require the consent of any other Loan Party Obligor hereunder. The rights and obligations of each Loan Party hereunder shall remain in full force and effect notwithstanding the addition of any new Loan Party as a party to this Agreement.

Appears in 1 contract

Samples: Pledge Agreement (Central Credit, LLC)

Additional Loan Parties. It is understood and agreed that any Subsidiary of Holdings that is required by any Loan Document to execute a counterpart of this Agreement after the date hereof shall automatically become a Loan Party hereunder with the same force and effect as if originally named as a Loan Party hereunder by executing an Accession Agreement instrument of accession or other joinder satisfactory in form reasonably acceptable and substance to such Subsidiary the Collateral Agent and delivering the same to the Collateral Agent. Concurrently with the execution and delivery of such instrument of accession or joinder, such Subsidiary shall take all such actions and deliver to the Collateral Agent all such documents and agreements as such Subsidiary would have been required to deliver to the Collateral Agent on or prior to the date of this Agreement had such Subsidiary been a party hereto on the date of this Agreement. Such additional materials shall include, among other things, supplements to Schedules I, II, III III, and IV hereto (which Schedules shall thereupon automatically be amended and supplemented to include all information contained in such supplements) such that, after giving effect to the accession or joinder of such Subsidiary, each of such Schedules I, II, III and IV hereto is true, complete and correct with respect to such Subsidiary as of the effective date of such accession or joinder. The execution and delivery of any such instrument of accession or joinder, and the amendment and supplementation of the Schedules hereto as provided in the immediately preceding sentence, shall not require the consent of any other Loan Party hereunder. The rights and obligations of each Loan Party hereunder shall remain in full force and effect notwithstanding the addition of any new Loan Party as a party to this Agreement.

Appears in 1 contract

Samples: Pledge Agreement (Verifone Systems, Inc.)

Additional Loan Parties. It is understood and agreed that any Subsidiary of Holdings the Borrower that is required by any Loan Document to execute a counterpart of this Agreement after the date hereof shall automatically become a Loan Party hereunder with the same force and effect as if originally named as a Loan Party hereunder by executing an Accession Agreement or other form reasonably acceptable to such Subsidiary and the Collateral Agent. Concurrently with the execution and delivery of such instrument of accession or joinder, such Subsidiary shall take all such actions and deliver to the Collateral Agent all such documents and agreements as such Subsidiary would have been required to deliver to the Collateral Agent on or prior to the date of this Agreement had such Subsidiary been a party hereto on the date of this Agreement. Such additional materials shall include, among other things, supplements to Schedules I, II, III and IV hereto (which Schedules shall thereupon automatically be amended and supplemented to include all information contained in such supplements) such that, after giving effect to the joinder of such Subsidiary, each of Schedules I, II, III and IV hereto is true, complete and correct in all material respects with respect to such Subsidiary as of the effective date of such accession or joinder. The execution and delivery of any such instrument of accession or joinder, and the amendment and supplementation of the Schedules hereto as provided in the immediately preceding sentence, shall not require the consent of any other Loan Party hereunder. The rights and obligations of each Loan Party hereunder shall remain in full force and effect notwithstanding the addition of any new Loan Party as a party to this Agreement.

Appears in 1 contract

Samples: Credit Agreement (Sucampo Pharmaceuticals, Inc.)

Additional Loan Parties. It is understood and agreed that any Subsidiary of Holdings that is required by any Loan Document to execute a counterpart of this Agreement after the date hereof shall automatically become a Loan Party hereunder with the same force and effect as if originally named as a Loan Party hereunder by executing an Accession Agreement instrument of accession or other joinder satisfactory in form reasonably acceptable and substance to such Subsidiary the Collateral Agent and delivering the same to the Collateral Agent. Concurrently with the execution and delivery of such instrument of accession or joinderinstrument, such Subsidiary shall take all such actions and deliver to the Collateral Agent all such documents and agreements as such Subsidiary would have been required to deliver to the Collateral Agent on or prior to the date of this Agreement had such Subsidiary been a party hereto on the date of this Agreement. Such additional materials shall include, among other things, supplements to Schedules I1.01A, II1.01B, III 3.05 and IV 4.01 hereto (which Schedules shall thereupon automatically be amended and supplemented to include all information contained in such supplements) such that, after giving effect to the joinder of such Subsidiary, each of Schedules I1.01A, II1.01B, III 3.05 and IV 4.01 hereto is true, complete and correct with respect to such Subsidiary as of the effective date of such accession or joinderaccession. The execution and delivery of any such instrument of accession or joinder, and the amendment and supplementation of the Schedules hereto as provided in the immediately preceding sentence, shall not require the consent of any other Loan Party hereunder. The rights and obligations of each Loan Party hereunder shall remain in full force and effect notwithstanding the addition of any new Loan Party as a party to this Agreement.

Appears in 1 contract

Samples: Security Agreement (Verifone Systems, Inc.)

Additional Loan Parties. It is understood and agreed that any Subsidiary of Holdings the Borrower that is required by any Loan Document to execute a counterpart of this Agreement after the date hereof shall automatically become a Loan Party hereunder with the same force and effect as if originally named as a Loan Party hereunder by executing an Accession access or joinder agreement in the form of Exhibit I to the Credit Agreement or other form reasonably acceptable to such Subsidiary and the Collateral Agent. Concurrently with the execution and delivery of such instrument of accession or joinder, such Subsidiary shall take all such actions and deliver to the Collateral Agent all such documents and agreements as such Subsidiary would have been required to deliver to the Collateral Agent on or prior to the date of this Agreement had such Subsidiary been a party hereto on the date of this Agreement. Such additional materials shall include, among other things, supplements to Schedules I, II, III 1.03 and IV hereto 4.01 (which Schedules shall thereupon automatically be amended and supplemented to include all information contained in such supplements) such that, after giving effect to the joinder of such Subsidiary, each of Schedules I, II, III 1.03 and IV hereto 4.01 is true, complete and correct in all material respects with respect to such Subsidiary as of the effective date of such accession or joinder. The execution and delivery of any such instrument of accession or joinder, and the amendment and supplementation of the Schedules hereto as provided in the immediately preceding sentence, shall not require the consent of any other Loan Party hereunder. The rights and obligations of each Loan Party hereunder shall remain in full force and effect notwithstanding the addition of any new Loan Party as a party to this Agreement.

Appears in 1 contract

Samples: Credit Agreement (Amag Pharmaceuticals Inc.)

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