Common use of Additional Material Subsidiaries Clause in Contracts

Additional Material Subsidiaries. Within sixty (60) days after the date by which financial statements for each fiscal quarter are required to be delivered pursuant to this Agreement (or such longer period as the Administrative Agent may agree in its reasonable discretion), the Borrower will (i) designate in writing to the Administrative Agent one or more wholly-owned Domestic Subsidiaries as “Material Subsidiaries” to the extent required pursuant to the proviso of the definition of “Material Subsidiary”, (ii) identify in writing to the Administrative Agent any Subsidiary that has become a “Material Subsidiary” pursuant to clause (c) of the definition of “Material Subsidiary” and (iii) cause any such Material Subsidiary (other than an Excluded Subsidiary (other than pursuant to clause (b) of the definition of “Excluded Subsidiary”)) to guaranty the obligations of the Borrower hereunder by entering into a joinder to this Agreement in form and substance reasonably acceptable to the Administrative Agent (the “Guarantor Joinder”) and (iv) cause any such Material Subsidiary (other than an Excluded Subsidiary (other than pursuant to clause (b) of the definition of “Excluded Subsidiary”)) to comply with the other requirements of Section 6.11(b) mutatis mutandis. The foregoing notwithstanding, in no event shall any Subsidiary that is a Real Property Holding Company be required to execute and deliver a Guarantor Joinder, or otherwise guaranty or grant collateral security in respect of the Obligations.