Common use of Additional Subsidiary Guarantees Clause in Contracts

Additional Subsidiary Guarantees. If any existing or future Domestic Restricted Subsidiary shall, after the Issue Date, guarantee any Indebtedness of the Company or a Guarantor, then the Company shall cause such Domestic Restricted Subsidiary to: (1) execute and deliver to the Trustee a supplemental indenture in form satisfactory to the Trustee pursuant to which such Domestic Restricted Subsidiary shall unconditionally guarantee all of the Company’s obligations under the Notes and this Supplemental Indenture on the terms set forth herein; and (2) deliver to the Trustee an Officers’ Certificate and an Opinion of Counsel that such supplemental indenture has been duly authorized, executed and delivered by such Domestic Restricted Subsidiary and constitutes a legal, valid, binding and enforceable obligation of such Domestic Restricted Subsidiary. Thereafter, such Domestic Restricted Subsidiary shall be a Guarantor for all purposes of this Indenture until such Domestic Restricted Subsidiary is released from its Guarantee as provided in this Supplemental Indenture.

Appears in 3 contracts

Sources: Fourth Supplemental Indenture (Manitowoc Co Inc), Second Supplemental Indenture (Manitowoc Co Inc), First Supplemental Indenture (Manitowoc Co Inc)

Additional Subsidiary Guarantees. If the Company or any existing of its Restricted Subsidiaries transfers or future causes to be transferred, in one transaction or a series of related transactions, any property to any Domestic Restricted Subsidiary shallthat is not a Guarantor, after the Issue Date, guarantee any Indebtedness of or if the Company or a Guarantorany of its Restricted Subsidiaries shall organize, then the Company shall cause such acquire or otherwise invest in another Domestic Restricted Subsidiary tohaving total assets with a book value in excess of $500,000, then such transferee or acquired or other Restricted Subsidiary shall: (1) execute and deliver to the Trustee a supplemental indenture in form reasonably satisfactory to the Trustee pursuant to which such Domestic Restricted Subsidiary shall unconditionally guarantee all of the Company’s 's obligations under the Notes and this Supplemental Indenture on the terms set forth hereinin this Indenture; and (2) deliver to the Trustee an Officers’ Certificate and an Opinion opinion of Counsel counsel that such supplemental indenture has been duly authorized, executed and delivered by such Domestic Restricted Subsidiary and constitutes a legal, valid, binding and enforceable obligation of such Domestic Restricted Subsidiary. Thereafter, such Domestic Restricted Subsidiary shall be a Guarantor for all purposes of this Indenture until such Domestic Restricted Subsidiary is released from its Guarantee as provided in this Supplemental Indenture.

Appears in 3 contracts

Sources: Indenture (Appliance Warehouse of America Inc), Indenture (Mobile Mini Inc), Indenture (Coinmach Corp)

Additional Subsidiary Guarantees. If the Company or any existing of its Restricted Subsidiaries transfers or future causes to be transferred, in one transaction or a series of related transactions, any property to any Domestic Restricted Subsidiary shallthat is not a Guarantor, after the Issue Date, guarantee any Indebtedness of or if the Company or a Guarantorany of its Restricted Subsidiaries shall organize, then the Company shall cause such acquire or otherwise invest in another Domestic Restricted Subsidiary to: having total assets with a book value in excess of $1 million, then such transferee or acquired or other Restricted Subsidiary shall (1i) execute and deliver to the Trustee a supplemental indenture in form satisfactory to the Trustee pursuant to which such Domestic Restricted Subsidiary shall unconditionally guarantee all of the Company’s 's obligations under the Notes Securities and this Supplemental Indenture on the terms set forth herein; and in this Indenture and (2ii) deliver to the Trustee an Officers’ Certificate and an Opinion of Counsel that such supplemental indenture has been duly authorized, executed and delivered by such Domestic Restricted Subsidiary and constitutes a legal, valid, binding and enforceable obligation of such Domestic Restricted Subsidiary. Thereafter, such Domestic Restricted Subsidiary shall be a Guarantor for all purposes of this Indenture until such Domestic Restricted Subsidiary is released from its Guarantee as provided in this Supplemental Indenture.

Appears in 3 contracts

Sources: Indenture (Encompass Services Corp), Indenture (Building One Services Corp), Indenture (Building One Services Corp)

Additional Subsidiary Guarantees. If The Company shall cause (i) any existing or future Domestic Material Restricted Subsidiary shall, that is not a Guarantor and (ii) any Subsidiary that is not a Guarantor that becomes a guarantor under the Bank Credit Agreement after the Issue Date, guarantee any Indebtedness of the Company or a Guarantor, then the Company shall cause such Domestic Restricted Subsidiary to: (1) execute and deliver to the Trustee a supplemental indenture in form reasonably satisfactory to the Trustee pursuant to which such Domestic Restricted Subsidiary shall unconditionally guarantee all of the Company’s obligations under the Notes and this Supplemental Indenture on the terms set forth hereinin this Indenture; and (2) deliver to the Trustee an Officers’ Certificate stating that all conditions precedent to the execution of the supplemental indenture have been complied with and the supplemental indenture is permitted under the indenture and an Opinion of Counsel that such supplemental indenture has been duly authorized, executed and delivered by such Domestic Restricted Subsidiary and constitutes a legal, valid, binding and enforceable obligation of such Domestic Restricted Subsidiary. Thereafter, such Domestic Restricted Subsidiary shall be a Guarantor for all purposes of this Indenture until such Domestic Restricted Subsidiary is released from its Guarantee as provided in this Supplemental Indenture.

Appears in 2 contracts

Sources: Indenture (Red Rock Resorts, Inc.), Indenture (Red Rock Resorts, Inc.)

Additional Subsidiary Guarantees. If any existing or future Domestic Restricted Subsidiary shall, after the Issue Date, guarantee any Indebtedness of the Company or any of its Restricted Subsidiaries transfers or causes to be transferred, in one transaction or a series of related transactions, any property to any domestic Restricted Subsidiary that is not a Guarantor, then or if the Company or any of its Restricted Subsidiaries shall cause such Domestic organize, acquire or otherwise invest in another domestic Restricted Subsidiary to: having total equity value in excess of $1.0 million, then such transferee or acquired or other Restricted Subsidiary shall (1i) execute and deliver to the Trustee a supplemental indenture in form reasonably satisfactory to the Trustee pursuant to which such Domestic Restricted Subsidiary shall unconditionally guarantee all of the Company’s 's obligations under the Notes Securities and this Supplemental Indenture on the terms set forth herein; and in this Indenture and (2ii) deliver to the Trustee an Officers’ Certificate and an Opinion of Counsel that such supplemental indenture has been duly authorized, executed and delivered by such Domestic Restricted Subsidiary and constitutes a legal, valid, binding and enforceable obligation of such Domestic Restricted Subsidiary. Thereafter, such Domestic Restricted Subsidiary shall be a Guarantor for all purposes of this Indenture until such Domestic Restricted Subsidiary is released from its Guarantee as provided in this Supplemental Indenture.

Appears in 2 contracts

Sources: Indenture (Alliance Imaging of Central Georgia Inc), Indenture (Alliance Imaging of Michigan Inc)

Additional Subsidiary Guarantees. If any existing or future Domestic Restricted Subsidiary shall, after the Issue Date, guarantee any Indebtedness of the Company or any of its Restricted Subsidiaries shall acquire or create another Restricted Subsidiary after the date of this Indenture (other than a GuarantorSubsidiary described in clauses (i) and (ii) of the definition of the Non-Guarantor Subsidiaries), or any Unrestricted Subsidiary (other than a Subsidiary described in clause (ii) of the definition of Non-Guarantor Subsidiary) shall become a Restricted Subsidiary of the Company, then the Company such Subsidiary shall cause such Domestic Restricted Subsidiary to: (1) execute and deliver to the Trustee become a Guarantor by executing a supplemental indenture in a form reasonably satisfactory to the Trustee Trustee, pursuant to which such Domestic Restricted Subsidiary shall unconditionally guarantee all of the Company’s obligations 's Obligations under the Notes and this Supplemental Indenture on the terms set forth herein; and (2) and deliver to the Trustee an Officers’ Certificate and an Opinion of Counsel to the Trustee to the effect that such supplemental indenture has been duly authorized, executed and delivered by such Domestic Restricted Subsidiary and constitutes a legal, valid, valid and binding and enforceable obligation of such Domestic Restricted Subsidiary. Thereafter, enforceable against such Domestic Restricted Subsidiary shall be a Guarantor for all purposes of this Indenture until such Domestic Restricted Subsidiary is released from in accordance with its Guarantee as provided in this Supplemental Indentureterms (subject to customary exceptions).

Appears in 2 contracts

Sources: Indenture (Spanish Broadcasting System Inc), Indenture (Spanish Broadcasting System Inc)

Additional Subsidiary Guarantees. If any existing or future Domestic Restricted Subsidiary shall, after the Issue Date, guarantee any Indebtedness of the Company or any of its Subsidiaries transfers or causes to be transferred, in one transaction or a series of related transactions, any property to any Subsidiary that is not a Subsidiary Guarantor, then or if the Company or any of its Subsidiaries shall cause organize, acquire or otherwise invest in another Subsidiary having total assets with a book value in excess of $250,000, then such Domestic Restricted transferee or acquired or other Subsidiary to: shall (1i) execute and deliver to the Trustee a supplemental indenture in form reasonably satisfactory to the Trustee pursuant to which such Domestic Restricted Subsidiary shall fully and unconditionally guarantee all of the Company’s 's obligations under the Notes Securities and this Supplemental the Indenture on the terms set forth herein; and in the Indenture and (2ii) deliver to the Trustee an Officers’ Certificate and an Opinion of Counsel that such supplemental indenture has been duly authorized, executed and delivered by such Domestic Restricted Subsidiary and constitutes a legal, valid, binding and enforceable obligation of such Domestic Restricted Subsidiary. Thereafter, such Domestic Restricted Subsidiary shall be a Subsidiary Guarantor for all purposes of this Indenture until such Domestic Restricted Subsidiary is released from its Guarantee as provided in this Supplemental the Indenture.

Appears in 1 contract

Sources: Indenture (Packaged Ice Inc)

Additional Subsidiary Guarantees. If any existing or future Domestic Restricted Subsidiary shall, after the Issue Date, guarantee any Indebtedness of the Company or a Guarantorany of its Subsidiaries shall acquire or create another domestic Subsidiary after the date of this Indenture, then the Company such newly acquired or created Subsidiary shall cause such Domestic Restricted Subsidiary to: (1A) execute and deliver to the Trustee a Guarantee of the Notes in the form of Exhibit D hereto and a supplemental indenture substantially in the form satisfactory to the Trustee of Exhibit E hereto pursuant to which such Domestic Restricted Subsidiary shall unconditionally guarantee all of the Company’s obligations under the Notes Notes, the Indenture and this Supplemental Indenture the Security Documents on the terms set forth herein; and in such supplemental indenture and (2B) deliver to the Trustee an Officers’ Certificate and an Opinion of Counsel Counsel, in accordance with the terms of Section 13.04 or 13.05 of this Indenture; provided that such supplemental indenture has been duly authorized, executed and delivered by such Domestic Restricted the foregoing provision shall not apply to any Subsidiary and constitutes a legal, valid, binding and enforceable obligation to the extent that (i) in the opinion of such Domestic Restricted Subsidiary. Thereaftercounsel to the Company, such Domestic Restricted Subsidiary shall be a Guarantor for all purposes of this Indenture until such Domestic Restricted Subsidiary is released from its unable to execute a Guarantee as provided in this Supplemental Indentureby reason of any legal or regulatory prohibition or restriction and (ii) such Subsidiary is not, directly or indirectly, an obligor under the Replacement Credit Facility or any other bank facility.

Appears in 1 contract

Sources: Exhibit (Check Mart of New Mexico Inc)

Additional Subsidiary Guarantees. If the Company or any existing of its Restricted Subsidiaries transfers or future causes to be transferred, in one transaction or a series of related transactions, any property to any Domestic Restricted Subsidiary shallthat is not a Guarantor, after the Issue Date, guarantee any Indebtedness of or if the Company or a Guarantorany of its Restricted Subsidiaries shall organize, then the Company shall cause such acquire or otherwise invest in another Domestic Restricted Subsidiary tohaving total equity value in excess of $1.0 million, then such transferee or acquired or other Restricted Subsidiary shall: (1) execute and deliver to the Trustee a supplemental indenture indenture, in form reasonably satisfactory to the Trustee Trustee, pursuant to which such Domestic Restricted Subsidiary shall unconditionally guarantee all of the Company’s 's obligations under the Notes Securities and this Supplemental Indenture on the terms set forth herein; andin this Indenture; (2) deliver to the Trustee an Officers’ Certificate and an Opinion of Counsel that such supplemental indenture has been duly authorized, executed and delivered by such Domestic Restricted Subsidiary and constitutes a legal, valid, binding and enforceable obligation of such Domestic Restricted Subsidiary; and (3) execute a Guarantee. Thereafter, such Domestic Restricted Subsidiary shall be a Guarantor for all purposes of this Indenture until such Domestic Restricted Subsidiary is released from its Guarantee as provided in this Supplemental Indenture.

Appears in 1 contract

Sources: Indenture (Pacer Express Inc)

Additional Subsidiary Guarantees. If any existing or future Domestic Restricted Subsidiary shall, after the Issue Date, guarantee any Indebtedness of the Company or any of its Restricted Subsidiaries transfers or causes to be transferred, in one transaction or a series of related transactions, any property to any Restricted Subsidiary that is not a Guarantor, then or if the Company or any of its Restricted Subsidiaries shall cause organize, acquire or otherwise invest in another Restricted Subsidiary, then such Domestic transferee or acquired or other Restricted Subsidiary to: shall (1i) execute and deliver to the Trustee a supplemental indenture in form reasonably satisfactory to the Trustee pursuant to which such Domestic Restricted Subsidiary shall unconditionally guarantee all of the Company’s 's obligations under the Notes Securities and this Supplemental Indenture on the terms set forth herein; and in this Indenture and (2ii) deliver to the Trustee an Officers’ Certificate and an Opinion of Counsel that such supplemental indenture has been duly authorized, executed and delivered by such Domestic Restricted Subsidiary and constitutes a legal, valid, binding and enforceable obligation of such Domestic Restricted Subsidiary. Thereafter, such Domestic Restricted Subsidiary shall be a Guarantor for all purposes of this Indenture until such Domestic Restricted Subsidiary is released from its Guarantee as provided in this Supplemental Indenture.

Appears in 1 contract

Sources: Indenture (Carrols Corp)

Additional Subsidiary Guarantees. 1. If the Company or any existing of its Restricted Subsidiaries transfers or future causes to be transferred, in one transaction or a series of related transactions, any property to any Material Domestic Restricted Subsidiary shallthat is not a Guarantor, after the Issue Date, guarantee any Indebtedness of or if the Company or a Guarantorany of its Restricted Subsidiaries shall organize, acquire or otherwise invest in another Material Domestic Restricted Subsidiary, then the Company shall cause such Domestic transferee or acquired or other Restricted Subsidiary toshall: (1) execute and deliver to the Trustee a supplemental indenture in form reasonably satisfactory to the Trustee pursuant to which such Domestic Restricted Subsidiary shall unconditionally guarantee all of the Company’s 's obligations under the Notes and this Supplemental Indenture on the terms set forth hereinin this Indenture; and (2) deliver to the Trustee an Officers’ Certificate and an Opinion opinion of Counsel counsel that such supplemental indenture has been duly authorized, executed and delivered by such Domestic Restricted Subsidiary and constitutes a legal, valid, binding and enforceable obligation of such Domestic Restricted Subsidiary. Thereafter, such Domestic Restricted Subsidiary shall be a Guarantor for all purposes of this Indenture until such Domestic Restricted Subsidiary is released from its Guarantee as provided in this Supplemental Indenture.

Appears in 1 contract

Sources: Indenture (Commemorative Brands Inc)

Additional Subsidiary Guarantees. If the Company or any existing of its Restricted Subsidiaries transfers or future causes to be transferred, in one transaction or a series of related transactions, any assets having a book value in excess of $2.0 million to any Domestic Restricted Subsidiary shallthat is not a Guarantor, after the Issue Date, guarantee any Indebtedness of or if the Company or a Guarantorany of its Restricted Subsidiaries shall organize, then the Company shall cause such acquire or otherwise invest in another Domestic Restricted Subsidiary tohaving total assets with a book value in excess of $2.0 million, then such transferee or acquired or other Restricted Subsidiary shall: (1) execute and deliver to the Trustee a supplemental indenture in form reasonably satisfactory to the Trustee pursuant to which such Domestic Restricted Subsidiary shall unconditionally guarantee all of the Company’s 's obligations under the Notes Notes, this Indenture and this Supplemental Indenture the Registration Rights Agreement on the terms set forth hereinin this Indenture; and (2) deliver to the Trustee an Officers’ Certificate and an Opinion of Counsel that such supplemental indenture has been duly authorized, executed and delivered by such Domestic Restricted Subsidiary and constitutes a legal, valid, binding and enforceable obligation of such Domestic Restricted Subsidiary. Thereafter, such Domestic Restricted Subsidiary shall be a Guarantor for all purposes of this Indenture until such Domestic Restricted Subsidiary is released from its Guarantee as provided in this Supplemental Indenture.

Appears in 1 contract

Sources: Indenture (Ironton Iron Inc)

Additional Subsidiary Guarantees. If the Company or any existing of its Restricted Subsidiaries transfers or future Domestic causes to be transferred, in one transaction or a series of related transactions, any property to any Restricted Subsidiary that is not a Guarantor, or if the Company or any of its Restricted Subsidiaries shall organize, acquire or otherwise invest in another Restricted Subsidiary having total assets with a book value in excess of $500,000, then, such transferee or acquired or other Restricted Subsidiary shall, after the Issue Date, guarantee any Indebtedness of the Company or a Guarantor, then the Company shall cause such Domestic Restricted Subsidiary to: (1) execute and deliver to the Trustee a supplemental indenture in form reasonably satisfactory to the Trustee pursuant to which such Domestic Restricted Subsidiary shall unconditionally uncondi- tionally guarantee all of the Company’s 's obligations under the Notes and this Supplemental Indenture on the terms set forth hereinin this Indenture; and (2) deliver to the Trustee an Officers’ Certificate and an Opinion opinion of Counsel counsel that such supplemental indenture has been duly authorized, executed and delivered by such Domestic Restricted Subsidiary and constitutes a legal, valid, binding and enforceable obligation of such Domestic Restricted Subsidiary. Thereafter, such Domestic Restricted Subsidiary shall be a Guarantor for all purposes of this Indenture until such Domestic Restricted Subsidiary is released from its Guarantee as provided in this Supplemental Indenture.

Appears in 1 contract

Sources: Indenture (Ameristar Casinos Inc)

Additional Subsidiary Guarantees. If ▇▇▇▇▇▇ Publishing or any existing of its Restricted Subsidiaries transfers or future causes to be transferred, in one transaction or a series of related transactions, any property to any Domestic Restricted Subsidiary shall, after the Issue Date, guarantee any Indebtedness of the Company or that is not a Guarantor, or if ▇▇▇▇▇▇ Publishing or any of its Restricted Subsidiaries shall organize, acquire or otherwise invest in another Domestic Restricted Subsidiary having total assets with a book value in excess of $500,000, then the Company ▇▇▇▇▇▇ Publishing shall cause such Domestic transferee or acquired or other Restricted Subsidiary to: (1) execute and deliver to the Trustee a supplemental indenture in form reasonably satisfactory to the Trustee pursuant to which such Domestic Restricted Subsidiary shall unconditionally guarantee all of the Company▇▇▇▇▇▇ Publishing’s obligations under the Notes and this Supplemental Indenture on the terms set forth hereinin this Indenture; and (2) deliver to the Trustee an Officers’ Certificate and an Opinion opinion of Counsel counsel that such supplemental indenture has been duly authorized, executed and delivered by such Domestic Restricted Subsidiary and constitutes a legal, valid, binding and enforceable obligation of such Domestic Restricted Subsidiary. Thereafter, such Domestic Restricted Subsidiary shall be a Guarantor for all purposes of this Indenture until such Domestic Restricted Subsidiary is released from its Guarantee as provided in this Supplemental Indenture.

Appears in 1 contract

Sources: Indenture (Oak Ridger LLC)

Additional Subsidiary Guarantees. If any existing or future Domestic Restricted Subsidiary shallIf, after the Issue Date, guarantee (a) any Domestic Restricted Subsidiary (including any newly formed, newly acquired or newly redesignated Domestic Restricted Subsidiary) guarantees any Indebtedness of the Company or (b) the Company otherwise elects to have any Domestic Restricted Subsidiary become a Guarantor, then then, in each such case, the Company shall cause such Domestic Restricted Subsidiary to: (1) execute and deliver to the Trustee a supplemental indenture in form and substance satisfactory to the Trustee pursuant to which such Domestic Restricted Subsidiary shall unconditionally guarantee all of the Company’s obligations under the Notes and this Supplemental Indenture on the terms set forth hereinIndenture; and (2) deliver to the Trustee an Officers’ Certificate and an Opinion of Counsel that such supplemental indenture has been duly authorized, executed and delivered by such Domestic Restricted Subsidiary and constitutes a legal, valid, binding and enforceable obligation of such Domestic Restricted Subsidiary. ThereafterSubsidiary in accordance with its terms; provided, such that the Company shall not be obligated to cause any Domestic Restricted Subsidiary shall be which is an Immaterial Subsidiary to become a Guarantor for all purposes of this Indenture until such Domestic Restricted Subsidiary is released from its Guarantee as provided in this Supplemental IndentureGuarantor.

Appears in 1 contract

Sources: Indenture (Mobile Mini Inc)

Additional Subsidiary Guarantees. If any existing or future Domestic Restricted Subsidiary shall, after the Issue Date, guarantee any Indebtedness of the Company or any of its Restricted Subsidiaries transfers or causes to be transferred, in one transaction or a series of related transactions, any property to any Restricted Subsidiary that is not a Guarantor, then or if the Company or any of its Restricted Subsidiaries shall cause such Domestic organize, acquire or otherwise invest in another Restricted Subsidiary to: having total assets with a book value in excess of $1.0 million, then such transferee or acquired or other Restricted Subsidiary shall (1i) promptly execute and deliver to the Trustee a supplemental indenture in form reasonably satisfactory to the Trustee pursuant to which such Domestic Restricted Subsidiary shall unconditionally guarantee all of the Company’s 's obligations under the Notes Securities and this Supplemental Indenture on the terms set forth herein; and in this Indenture and (2ii) deliver to the Trustee an Officers’ Certificate and an Opinion of Counsel that such supplemental indenture has been duly authorized, executed and delivered by such Domestic Restricted Subsidiary and constitutes a legal, valid, binding and enforceable obligation of such Domestic Restricted Subsidiary. Thereafter, such Domestic Restricted Subsidiary shall be a Guarantor for all purposes of this Indenture until such Domestic Restricted Subsidiary is released from its Guarantee as provided in this Supplemental Indenture.

Appears in 1 contract

Sources: Indenture (Metals Usa Inc)

Additional Subsidiary Guarantees. If the Company or any existing of its Restricted Subsidiaries transfers or future causes to be transferred, in one transaction or a series of related transactions, any property to any Domestic Restricted Subsidiary shallthat is not a Guarantor, after the Issue Date, guarantee any Indebtedness of or if the Company or a Guarantorany of its Restricted Subsidiaries shall organize, then the Company shall cause such acquire or otherwise invest in another Domestic Restricted Subsidiary to: having total assets with a book value in excess of $1.0 million, then such transferee or acquired or other Restricted Subsidiary shall: (1) execute and deliver to the Trustee a supplemental indenture inden- ture in form reasonably satisfactory to the Trustee pursuant to which such Domestic Restricted Subsidiary shall unconditionally guarantee all of the Company’s 's obligations under the Notes and this Supplemental the Indenture on the terms set forth hereinin the Indenture; and and (2) deliver to the Trustee an Officers’ Certificate and an Opinion of Counsel to the ef- fect that such supplemental indenture has been duly authorized, executed exe- cuted and delivered by such Domestic Restricted Subsidiary and constitutes a legal, valid, binding and enforceable obligation of such Domestic Restricted Subsidiary. Thereafter, such Domestic Restricted Subsidiary shall be a Guarantor for all purposes of this Indenture until such Domestic Restricted Subsidiary is released from its Guarantee as provided in this Supplemental the Indenture.

Appears in 1 contract

Sources: First Supplemental Indenture (Hollywood Entertainment Corp)

Additional Subsidiary Guarantees. If any existing or future Domestic Restricted Subsidiary shall, after the Issue Date, guarantee any Indebtedness of the Company or any of its Restricted Subsidiaries transfers or causes to be transferred, in one transaction or a series of related transactions, any property to any Restricted Subsidiary that is not a Subsidiary Guarantor, or if the Company or any of its Restricted Subsidiaries shall organize, acquire or otherwise invest in or hold an Investment in another Restricted Subsidiary having total consolidated assets with a book value in excess of $1,000,000 that is not a Subsidiary Guarantor, then the Company shall cause such Domestic transferee or acquired or other Restricted Subsidiary to: shall (1a) execute and deliver to the Trustee a supplemental indenture in form reasonably satisfactory to the Trustee pursuant to which such Domestic Restricted Subsidiary shall unconditionally guarantee all of the Company’s 's obligations under the Notes and this Supplemental Indenture on the terms set forth herein; and in this Indenture and (2b) deliver to the Trustee an Officers’ Certificate and an Opinion of Counsel and an Officers' Certificate, stating that such supplemental indenture has been duly authorized, executed and delivered by such Domestic Restricted Subsidiary and constitutes a legal, valid, binding and enforceable obligation of such Domestic Restricted Subsidiary. Thereafter, such Domestic Restricted Subsidiary shall be a Subsidiary Guarantor for all purposes of this Indenture until such Domestic Restricted Subsidiary is released from its Guarantee as provided in this Supplemental Indenture.

Appears in 1 contract

Sources: Indenture (XCL LTD)

Additional Subsidiary Guarantees. If any existing or future Domestic Restricted Subsidiary shall, after existing on the Issue Date, guarantee Date or organized thereafter guarantees Indebtedness under the Credit Agreement or any other Indebtedness of the Company or a Guarantor, then the Company shall cause such any Domestic Restricted Subsidiary toin excess of $5.0 million in principal amount, then, in each case, such Restricted Subsidiary shall: (1) execute and deliver to the Trustee a supplemental indenture in form reasonably satisfactory to the Trustee pursuant to which such Domestic Restricted Subsidiary shall unconditionally guarantee on a senior unsecured basis all of the Company’s Issuers’ obligations under the Notes and this Supplemental Indenture on the terms set forth hereinin this Indenture; and (2) deliver to the Trustee an Officers’ Certificate and an Opinion opinion of Counsel counsel that such supplemental indenture has been duly authorized, executed and delivered by such Domestic Restricted Subsidiary and constitutes a legal, valid, binding and enforceable obligation of such Domestic Restricted Subsidiary. Thereafter, such Domestic Restricted Subsidiary shall be a Guarantor for all purposes of this Indenture until such Domestic Restricted Subsidiary is released from its Guarantee as provided in this Supplemental Indenture.

Appears in 1 contract

Sources: Indenture (Nb Finance Corp)

Additional Subsidiary Guarantees. If the Company or any existing Guarantor transfers or future Domestic causes to be transferred, in one transaction or a series of related transactions, any property with a fair market value of $500,000 or more to any Restricted Subsidiary shall, after the Issue Date, guarantee any Indebtedness of the Company or that is not a Guarantor, then or if the Company or any of its Restricted Subsidiaries shall cause such Domestic organize, acquire or otherwise invest in another domestic Restricted Subsidiary to: of the Company having total assets with a book value in excess of $500,000, then such transferee or acquired or other domestic Restricted Subsidiary shall (1i) execute and deliver to the Trustee a supplemental indenture in form reasonably satisfactory to the Trustee pursuant to which such Domestic Restricted Subsidiary shall unconditionally guarantee all of the Company’s 's obligations under the Notes and this Supplemental Indenture on the terms set forth herein; and in this Indenture and (2ii) deliver to the Trustee an Officers’ Certificate and an Opinion of Counsel that such supplemental indenture has been duly authorized, executed and delivered by such Domestic Restricted Subsidiary and constitutes a legal, valid, binding and enforceable obligation of such Domestic Restricted Subsidiary. Thereafter, such Domestic Restricted Subsidiary shall be a Guarantor for all purposes of this Indenture until such Domestic Restricted Subsidiary is released from its Guarantee as provided in this Supplemental Indenture.

Appears in 1 contract

Sources: Indenture (Neff Corp)

Additional Subsidiary Guarantees. If the Company or any existing of its Restricted Subsidiaries transfers or future causes to be transferred, in one transaction or a series of related transactions, any property to any Domestic Restricted Subsidiary shall, after the Issue Date, guarantee any Indebtedness of the Company or that is not a Guarantor, then or if the Company Com- pany or any of its Restricted Subsidiaries shall cause such organize, acquire or otherwise invest in another Domestic Restricted Subsidiary to: having total assets with a book value in excess of $1 million, then such transferee or acquired or other Restricted Subsidiary shall (1i) execute and deliver to the Trustee a supplemental indenture in form reasonably satisfactory to the Trustee pursuant to which such Domestic Restricted Subsidiary shall unconditionally guarantee all of the Company’s 's obligations under the Notes Securities and this Supplemental Indenture on the terms set forth herein; and in this Indenture and (2ii) deliver to the Trustee an Officers’ Certificate and an Opinion of Counsel that such supplemental indenture has been duly authorized, executed and delivered by such Domestic Restricted Subsidiary and constitutes a legal, valid, binding and enforceable obligation of such Domestic Restricted Subsidiary. Thereafter, such Domestic Restricted Subsidiary shall be a Guarantor for all purposes of this Indenture until such Domestic Restricted Subsidiary is released from its Guarantee as provided in this Supplemental Indenture.

Appears in 1 contract

Sources: Indenture (Building One Services Corp)

Additional Subsidiary Guarantees. If any existing or future Domestic Restricted Subsidiary shall, after the Issue Date, guarantee any Indebtedness of the Company or any of its Subsidiaries transfers or causes to be transferred, in one transaction or a series of related transactions, any property to any Subsidiary that is not a Subsidiary Guarantor, then or if the Company or any of its Subsidiaries shall cause organize, acquire or otherwise invest in another Subsidiary, then such Domestic Restricted transferee or acquired or other Subsidiary to: shall (1a) execute and deliver to the Trustee a supplemental indenture in form reasonably satisfactory to the Trustee pursuant to which such Domestic Restricted Subsidiary shall unconditionally guarantee all of the Company’s 's obligations under the Notes and this Supplemental Indenture on the terms set forth herein; and in this Indenture and (2b) deliver to the Trustee an Officers’ Certificate and an Opinion opinion of Counsel counsel that such supplemental indenture has been duly authorized, executed and delivered by such Domestic Restricted Subsidiary and constitutes a legal, valid, binding and enforceable obligation of such Domestic Restricted Subsidiary. ThereafterAfter the execution and delivery of such supplemental indenture, such Domestic Restricted Subsidiary shall be a Subsidiary Guarantor for all purposes of this Indenture until such Domestic Restricted Subsidiary is released from its Guarantee as provided in this Supplemental Indenture.

Appears in 1 contract

Sources: Indenture (3003969 Nova Scotia LTD)

Additional Subsidiary Guarantees. If any existing or future Domestic Restricted Subsidiary shall, after the Issue Date, guarantee any Indebtedness of the Company or any of its Restricted Subsidiaries transfers or causes to be transferred, in one transaction or a series of related transactions, any property to any Restricted Subsidiary that is not a Guarantor, then or if the Company or any of its Restricted Subsidiaries shall cause such Domestic organize, acquire or otherwise invest in another Restricted Subsidiary to: having total assets with a book value in excess of $500,000, then such transferee or acquired or other Restricted Subsidiary shall (1i) execute and deliver to the Trustee a supplemental indenture in form reasonably satisfactory to the Trustee pursuant to which such Domestic Restricted Subsidiary shall unconditionally guarantee all of the Company’s 's obligations under the Notes and this Supplemental Indenture on the terms set forth herein; and in this Indenture and (2ii) deliver to the Trustee an Officers’ Certificate and an Opinion opinion of Counsel counsel that such supplemental indenture has been duly authorized, executed and delivered by such Domestic Restricted Subsidiary and constitutes a legal, valid, binding and enforceable obligation of such Domestic Restricted Subsidiary. Thereafter, such Domestic Restricted Subsidiary shall be a Guarantor for all purposes of this Indenture until such Domestic Restricted Subsidiary is released from its Guarantee as provided in this Supplemental Indenture.. 62 -55-

Appears in 1 contract

Sources: Indenture (Landmark Theatre Corp)

Additional Subsidiary Guarantees. If any existing or future Domestic Restricted Subsidiary shall, after the Issue Date, guarantee any Indebtedness of the Company or any of its Restricted Subsidiaries transfers or causes to be transferred, in one transaction or a series of related transactions, any property to any domestic Restricted Subsidiary that is not a Guarantor, then or if the Company or any of its Restricted Subsidiaries shall cause such Domestic organize, acquire or otherwise invest in another domestic Restricted Subsidiary to: having total equity value in excess of $1.0 million, then such transferee or acquired or other Restricted Subsidiary shall (1i) execute and deliver to the Trustee a supplemental indenture indenture, in form reasonably satisfactory to the Trustee Trustee, pursuant to which such Domestic Restricted Subsidiary shall unconditionally guarantee all of the Company’s 's obligations under the Notes Securities and this Supplemental Indenture on the terms set forth hereinin this Indenture; and (2ii) deliver to the Trustee an Officers’ Certificate and an Opinion of Counsel that such supplemental indenture has been duly authorized, executed and delivered by such Domestic Restricted Subsidiary and constitutes a legal, valid, binding and enforceable obligation of such Domestic Restricted Subsidiary; and (iii) execute a Guarantee. Thereafter, such Domestic Restricted Subsidiary shall be a Guarantor for all purposes of this Indenture until such Domestic Restricted Subsidiary is released from its Guarantee as provided in this Supplemental Indenture.

Appears in 1 contract

Sources: Indenture (MTL Inc)

Additional Subsidiary Guarantees. If the Company or any existing of its Restricted Subsidiaries transfers or future causes to be transferred, in one transaction or a series of related transactions, any property to any Domestic Restricted Subsidiary shallthat is not a Guarantor, after the Issue Date, guarantee any Indebtedness of or if the Company or a Guarantorany of its Restricted Subsidiaries shall organize, then the Company shall cause such acquire or otherwise invest in another Domestic Restricted Subsidiary tohaving total assets with a book value in excess of $500,000, then such transferee or acquired or other Restricted Subsidiary shall: (1) execute and deliver to the Trustee a supplemental indenture in form reasonably satisfactory to the Trustee pursuant to which such Domestic Restricted Subsidiary shall unconditionally guarantee all of the Company’s obligations under the Notes and this Supplemental Indenture on the terms set forth hereinin this Indenture; and (2) deliver to the Trustee an Officers’ Certificate and an Opinion opinion of Counsel counsel that such supplemental indenture has been duly authorized, executed and delivered by such Domestic Restricted Subsidiary and constitutes a legal, valid, binding and enforceable obligation of such Domestic Restricted Subsidiary. Thereafter, such Domestic Restricted Subsidiary shall be a Guarantor for all purposes of this Indenture until such Domestic Restricted Subsidiary is released from its Guarantee as provided in this Supplemental Indenture.

Appears in 1 contract

Sources: Indenture (Mobile Mini Inc)

Additional Subsidiary Guarantees. If the Company or any existing of its Restricted Subsidiaries transfers or future causes to be transferred, in one transaction or a series of related transactions, any property to any Domestic Restricted Subsidiary shallthat is not a Guarantor, after the Issue Date, guarantee any Indebtedness of or if the Company or a Guarantorany of its Restricted Subsidiaries shall organize, then the Company shall cause such acquire or otherwise invest in another Domestic Restricted Subsidiary tohaving total assets with a book value in excess of $1.0 million then such transferee or acquired or other Restricted Subsidiary shall: (1) execute and deliver to the Trustee a supplemental indenture in form reasonably satisfactory to the Trustee pursuant to which such Domestic Restricted Subsidiary shall unconditionally guarantee all of the Company’s obligations under the Notes and this Supplemental Indenture on the terms set forth hereinin this Indenture; and (2) deliver to the Trustee an Officers’ Certificate and an Opinion of Counsel that such supplemental indenture has been duly authorized, executed and delivered by such Domestic Restricted Subsidiary and constitutes a legal, valid, binding and enforceable obligation of such Domestic Restricted Subsidiary. Thereafter, such Domestic Restricted Subsidiary shall be a Guarantor for all purposes of this Indenture until such Domestic Restricted Subsidiary is released from its Guarantee as provided in this Supplemental Indenture.

Appears in 1 contract

Sources: Indenture (Total Gas & Electricity (PA) Inc)

Additional Subsidiary Guarantees. If the Company or any existing of its Restricted Subsidiaries acquires or future creates another Domestic Restricted Subsidiary shall, after the Issue Date, guarantee any Indebtedness of the Company or a GuarantorDate (other than an Unrestricted Subsidiary), then the Company shall cause such Domestic Restricted Subsidiary to: (1) execute and deliver to the Trustee a supplemental indenture in form reasonably satisfactory to the Trustee pursuant to which such Domestic Restricted Subsidiary shall fully and unconditionally guarantee on a senior unsecured basis all of the Company’s 's obligations under the Notes and this Supplemental Indenture on the terms set forth hereinin this Indenture; (2) take such further action and execute and deliver such other documents specified in this Indenture or otherwise reasonably requested by the Trustee to effectuate the foregoing; and (23) deliver to the Trustee an Officers’ Certificate and an Opinion of Counsel that such supplemental indenture has and any other documents required to be delivered have been duly authorized, executed and delivered by such Domestic Restricted Subsidiary and constitutes a legal, valid, binding and enforceable obligation obligations of such Domestic Restricted Subsidiary. Thereafter, such Domestic Restricted Subsidiary shall be a Guarantor for all purposes of this Indenture until such Domestic Restricted Subsidiary is released from its Guarantee as provided in this Supplemental Indenture.

Appears in 1 contract

Sources: Indenture (Hawk Corp)

Additional Subsidiary Guarantees. If In addition to the covenants set forth in Article 4 of the Base Indenture, the Company agrees for the benefit of the Holders of the Notes that if any existing or future Domestic Restricted of the Company’s Subsidiaries, including any Subsidiary shall, after the Issue Date, guarantee any Indebtedness of that the Company or any of the Company’s Subsidiaries may organize, acquire or otherwise invest in after the date of the Indenture that is not a Subsidiary Guarantor, guarantees, or, in the case of Domestic Subsidiaries, becomes otherwise obligated under, the Revolving Credit Facility, then the Company such Subsidiary shall cause such Domestic Restricted Subsidiary to: (1a) execute and deliver to the Trustee a supplemental indenture substantially in form the Form of Exhibit B or otherwise satisfactory to the Trustee pursuant to which such Domestic Restricted Subsidiary shall unconditionally guarantee all of the Company’s obligations under the Notes and this Supplemental the Indenture in respect of the Notes on the terms set forth herein; and in the Indenture and (2b) deliver to the Trustee an Officers’ Certificate and an Opinion of Counsel that such supplemental indenture has been duly authorized, executed and delivered by such Domestic Restricted Subsidiary and constitutes a legal, valid, binding and enforceable obligation of such Domestic Restricted Subsidiary. Thereafter, such Domestic Restricted Subsidiary shall be a Subsidiary Guarantor for all purposes of this the Indenture until such Domestic Restricted Subsidiary is released from its Guarantee as provided in this Supplemental release pursuant to Section 10.07 of the Base Indenture.

Appears in 1 contract

Sources: First Supplemental Indenture (Valmont Industries Inc)

Additional Subsidiary Guarantees. If any existing or future Domestic Restricted Subsidiary shall, after the Issue Date, guarantee any Indebtedness of the Company or any of its Restricted Subsidiaries transfers or causes to be transferred, in one transaction or a series of related transactions, any property to any Restricted Subsidiary (other than a Foreign Subsidiary) that is not a Guarantor, then or if the Company or any of its Restricted Subsidiaries shall cause such Domestic organize, acquire or otherwise invest in another Restricted Subsidiary to: (1other than a Foreign Subsidiary) having total assets with a book value in excess of $500,000, then such transferee or acquired or other Restricted Subsidiary shall (i) execute and deliver to the Trustee a supplemental indenture in form reasonably satisfactory to the Trustee pursuant to which such Domestic Restricted Subsidiary shall unconditionally guarantee all of the Company’s 's obligations under the Notes and this Supplemental Indenture on the terms set forth herein; and in this Indenture and (2ii) deliver to the Trustee an Officers’ Certificate and an Opinion of Counsel that such supplemental indenture has been duly authorized, executed and delivered by such Domestic Restricted Subsidiary and constitutes a legal, valid, binding and enforceable obligation of such Domestic Restricted Subsidiary. Thereafter, such Domestic Restricted Subsidiary shall be a Guarantor for all purposes of this Indenture until such Domestic Restricted Subsidiary is released from its Guarantee as provided in this Supplemental Indenture.

Appears in 1 contract

Sources: Indenture (Kimberton Enterprises Inc)

Additional Subsidiary Guarantees. If any existing or future Domestic Restricted Subsidiary shall, after the Issue Date, guarantee any Indebtedness of the Company or any of its Restricted Subsidiaries transfers or causes to be transferred, in one transaction or a series of related transactions, any property in excess of $1.0 million to any Restricted Subsidiary that is not a Subsidiary Guarantor, then or if the Company or any of its Restricted Subsidiaries shall cause organize, acquire or otherwise invest in another Subsidiary that is not a Subsidiary Guarantor (other than in any such Domestic Restricted transaction in compliance with Section 4.03), then such transferee or acquired or other Subsidiary to: shall (1i) execute and deliver to the Trustee a supplemental indenture in form reasonably satisfactory to the Trustee pursuant to which such Domestic Restricted Subsidiary shall unconditionally guarantee all of the Company’s 's obligations under the Notes and this Supplemental Indenture on the terms set forth herein; and in this Indenture and (2ii) deliver to the Trustee an Officers’ Certificate and an Opinion opinion of Counsel counsel that such supplemental indenture has been duly authorized, executed and delivered by such Domestic Restricted Subsidiary and constitutes a legal, valid, binding and enforceable obligation of such Domestic Restricted Subsidiary, subject to normal exceptions. Thereafter, such Domestic Restricted Subsidiary shall be a Subsidiary Guarantor for all purposes of this Indenture until such Domestic Restricted Subsidiary is released from its Guarantee as provided in this Supplemental Indenture.

Appears in 1 contract

Sources: Indenture (Armstrong Containers Inc)

Additional Subsidiary Guarantees. If any existing or future Domestic Restricted Subsidiary shall, after the Issue Date, guarantee any Indebtedness of the Company or any of its Subsidiaries transfers or causes to be transferred, in one transaction or a series of related transactions, any property to any Subsidiary that is not a Subsidiary Guarantor, then or if the Company or any of its Subsidiaries shall cause organize, acquire or otherwise invest in another Subsidiary having total assets with a book value in excess of $50,000, then such Domestic Restricted transferee or acquired or other Subsidiary to: shall (1i) execute and deliver to the Trustee a supplemental indenture in form reasonably satisfactory to the Trustee pursuant to which such Domestic Restricted Subsidiary shall fully and unconditionally guarantee all of the Company’s 's obligations under the Notes and this Supplemental the Indenture on the terms set forth herein; and in the Indenture and (2ii) deliver to the Trustee an Officers’ Certificate and an Opinion of Counsel that such supplemental indenture has been duly authorized, executed and delivered by such Domestic Restricted Subsidiary and constitutes a legal, valid, binding and enforceable obligation of such Domestic Restricted Subsidiary. Thereafter, such Domestic Restricted Subsidiary shall be a Subsidiary Guarantor for all purposes of this Indenture until such Domestic Restricted Subsidiary is released from its Guarantee as provided in this Supplemental the Indenture.

Appears in 1 contract

Sources: Indenture (Call Points Inc)

Additional Subsidiary Guarantees. If any existing or future Domestic Restricted Subsidiary shall, after the Issue Date, guarantee any Indebtedness of the Company or any of its Restricted Subsidiaries transfers or causes to be transferred, in one transaction or a series of related transactions, any property to any Restricted Subsidiary that is not a Subsidiary Guarantor, then or if the Company or any of its Restricted Subsidiaries shall cause such Domestic organize, acquire or otherwise invest in another Restricted Subsidiary to: having total assets with a book value in excess of $500,000, then such transferee or acquired or other Restricted Subsidiary shall (1i) execute and deliver to the Trustee a supplemental indenture in form reasonably satisfactory to the Trustee pursuant to which such Domestic Restricted Subsidiary shall unconditionally guarantee all of the Company’s 's obligations under the Notes and this Supplemental Indenture on the terms set forth herein; and herein and (2ii) deliver to the Trustee an Officers’ Certificate and an Opinion of Counsel that such supplemental indenture has been duly authorized, executed and delivered by such Domestic Restricted Subsidiary and constitutes a legal, valid, binding and enforceable obligation of such Domestic Restricted Subsidiary. Thereafter, such Domestic Restricted Subsidiary shall be a Subsidiary Guarantor for all purposes of this Indenture until such Domestic Restricted Subsidiary is released from its Guarantee as provided in this Supplemental Indenture.

Appears in 1 contract

Sources: Indenture (Perry-Judds Inc)

Additional Subsidiary Guarantees. If the Company or any existing of its Restricted Subsidiaries transfers or future Domestic causes to be transferred, in one transaction or a series of related transactions, any property to any domestic Restricted Subsidiary that is not a Guarantor, or if the Company or any of its Restricted Subsidiaries shall organize, acquire or otherwise invest in another domestic Restricted Subsidiary having total assets with a book value in excess of $500,000, then such transferee or acquired or other Restricted Subsidiary shall, after the Issue Date, guarantee any Indebtedness of the Company or a Guarantor, then the Company shall cause such Domestic Restricted Subsidiary to: : (1i) execute and deliver to the Trustee a supplemental indenture in form reasonably satisfactory to the Trustee pursuant to which such Domestic Restricted Subsidiary shall unconditionally guarantee on a senior subordinated basis all of the Company’s 's obligations under the Notes and this Supplemental Indenture on the terms set forth hereinin this Indenture; and and (2ii) deliver to the Trustee an Officers’ Certificate and an Opinion of Counsel that such supplemental indenture has been duly authorized, executed and delivered by such Domestic Restricted Subsidiary and constitutes a legal, valid, binding and enforceable obligation of such Domestic Restricted Subsidiary. Thereafter, such Domestic Restricted Subsidiary shall be a Guarantor for all purposes of this Indenture until such Domestic Restricted Subsidiary is released from its Guarantee as provided in this Supplemental Indenture.

Appears in 1 contract

Sources: Indenture (Railworks Corp)

Additional Subsidiary Guarantees. If any existing or future Domestic Restricted Subsidiary shall, after the Issue Date, guarantee any Indebtedness of the Company or any of its Restricted Subsidiaries transfers or causes to be transferred, in one transaction or a series of related transactions, any property to any Restricted Subsidiary that is not a Subsidiary Guarantor, or if the Company or any of its Restricted Subsidiaries shall organize, acquire or otherwise invest in or hold an Investment in another Restricted Subsidiary having total consolidated assets with a book value in excess of $500,000 that is not a Subsidiary Guarantor, then the Company shall cause such Domestic transferee or acquired or other Restricted Subsidiary to: shall (1a) execute and deliver to the Trustee a supplemental indenture in form reasonably satisfactory to the Trustee pursuant to which such Domestic Restricted Subsidiary shall unconditionally guarantee all of the Company’s 's obligations under the Notes and this Supplemental Indenture on the terms set forth herein; and in this Indenture and (2b) deliver to the Trustee an Officers’ Certificate and an Opinion of Counsel and an Officers' Certificate, stating that no event of default shall occur as a result of such supplemental indenture, that it complies with the terms of this Indenture and that such supplemental indenture has been duly authorized, executed and delivered by such Domestic Restricted Subsidiary and constitutes a legal, valid, binding and enforceable obligation of such Domestic Restricted Subsidiary. Thereafter, such Domestic Restricted Subsidiary shall be a Subsidiary Guarantor for all purposes of this Indenture until such Domestic Restricted Subsidiary is released from its Guarantee as provided in this Supplemental the Indenture.. 58 145385.01

Appears in 1 contract

Sources: Indenture (Abraxas Petroleum Corp)

Additional Subsidiary Guarantees. If any existing or future Domestic Restricted Subsidiary shall, after the Issue Date, guarantee any Indebtedness of the Company or any of its Restricted Subsidiaries transfers or causes to be transferred, in one transaction or a series of related transactions, any property to any Restricted Subsidiary (other than a Foreign Subsidiary, unless the Company elects to have a Foreign Subsidiary issue a Guarantee) that is not a Subsidiary Guarantor, then or if the Company or any of its Restricted Subsidiaries shall cause such Domestic organize, acquire or otherwise invest in a Restricted Subsidiary to: (1other than a Foreign Subsidiary, unless the Company elects to have a Foreign Subsidiary issue a Guarantee) having total assets with a book value in excess of $500,000, then such transferee or acquired or other Restricted Subsidiary shall (i) promptly execute and deliver to the Trustee a supplemental indenture in form reasonably satisfactory to the Trustee pursuant to which such Domestic Restricted Subsidiary shall unconditionally guarantee all of the Company’s 's obligations under the Notes Securities and this Supplemental Indenture on the terms set forth herein; and in this Indenture and (2ii) deliver to the Trustee an Officers’ Certificate and an Opinion of Counsel that such supplemental indenture has been duly authorized, executed and delivered by such Domestic Restricted Subsidiary and constitutes a legal, valid, binding and enforceable obligation of such Domestic Restricted Subsidiary. Thereafter, such Domestic Restricted Subsidiary shall be a Subsidiary Guarantor for all purposes of this Indenture until such Domestic Restricted Subsidiary is released from its Guarantee as provided in this Supplemental Indenture.

Appears in 1 contract

Sources: Indenture (RSC Duval Inc)

Additional Subsidiary Guarantees. If the Company or any existing of its Restricted Subsidiaries transfers or future Domestic causes to be transferred, in one transaction or a series of related transactions, any property with a book value in excess of $500,000 to any Restricted Subsidiary that is not a Guarantor, or if the Company or any of its Restricted Subsidiaries shall organize, acquire or otherwise invest in another Restricted Subsidiary that becomes a guarantor under the Credit Agreement, then such transferee or acquired or other Restricted Subsidiary shall, after the Issue Date, guarantee any Indebtedness of the Company or a Guarantor, then the Company shall cause such Domestic Restricted Subsidiary to: (1) execute and deliver to the Trustee a supplemental indenture in form reasonably satisfactory to the Trustee pursuant to which such Domestic Restricted Subsidiary shall unconditionally guarantee all of the Company’s 's obligations under the Notes and this Supplemental Indenture on the terms set forth hereinin this Indenture; and (2) deliver to the Trustee an Officers’ Certificate and an Opinion opinion of Counsel counsel to the effect that such supplemental indenture has been duly authorized, executed and delivered by such Domestic Restricted Subsidiary and constitutes a legal, valid, binding and enforceable obligation of such Domestic Restricted Subsidiary, subject to customary exceptions. Thereafter, such Domestic Restricted Subsidiary shall be a Guarantor for all purposes of this Indenture until such Domestic Restricted Subsidiary is released from its Guarantee as provided in this Supplemental Indenture.

Appears in 1 contract

Sources: Indenture (Nacg Finance LLC)

Additional Subsidiary Guarantees. If The Company shall cause (i) any existing or future Domestic Material Restricted Subsidiary shall, that is not a Guarantor and (ii) any Subsidiary that is not a Guarantor that becomes a guarantor under the Bank Credit Agreement after the Issue Date, guarantee any Indebtedness of the Company or a Guarantor, then the Company shall cause such Domestic Restricted Subsidiary to: (1) execute and deliver to the Trustee a supplemental indenture in form reasonably satisfactory to the Trustee pursuant to which such Domestic Restricted Subsidiary shall unconditionally guarantee all of the Company’s obligations under the Notes and this Supplemental Indenture on the terms set forth hereinin this Indenture; and (2) deliver to the Trustee an Officers’ Officers Certificate stating that all conditions precedent to the execution of the supplemental indenture have been complied with and the supplemental indenture is permitted under the indenture and an Opinion of Counsel that such supplemental indenture has been duly authorized, executed and delivered by such Domestic Restricted Subsidiary and constitutes a legal, valid, binding and enforceable obligation of such Domestic Restricted Subsidiary. Thereafter, such Domestic Restricted Subsidiary shall be a Guarantor for all purposes of this Indenture until such Domestic Restricted Subsidiary is released from its Guarantee as provided in this Supplemental Indenture.

Appears in 1 contract

Sources: Indenture (Red Rock Resorts, Inc.)