Common use of Foreign Subsidiary Borrowers Clause in Contracts

Foreign Subsidiary Borrowers. (a) Subject to the consent of the Agent, the Parent Borrower may designate any Foreign Subsidiary of the Parent Borrower as a Foreign Subsidiary Borrower by delivery to the Agent of a Borrowing Subsidiary Agreement executed by such Subsidiary, the Parent Borrower and the Agent and upon such delivery such Subsidiary shall for all purposes of this Agreement be a Foreign Subsidiary Borrower and a party to this Agreement until the Parent Borrower shall have executed and delivered to the Agent a Borrowing Subsidiary Termination with respect to such Subsidiary, whereupon such Subsidiary shall cease to be a Foreign Subsidiary Borrower. Notwithstanding the preceding sentence, no such Borrowing Subsidiary Termination will become effective as to any Foreign Subsidiary Borrower at a time when any Foreign Borrower Obligations of such Foreign Subsidiary Borrower shall be outstanding hereunder or any Letters of Credit issued for the account of such Foreign Subsidiary Borrower shall be outstanding (which shall not have been cash collateralized in a manner satisfactory to the Agent), provided that such Borrowing Subsidiary Termination shall be effective to terminate such Foreign Subsidiary Borrower’s right to make further borrowings hereunder.

Foreign Subsidiary Borrowers. (a) Subject to the consent of the Administrative Agent, the Parent Borrower may designate any Foreign Subsidiary of the Parent Borrower as a Foreign Subsidiary Borrower by delivery to the Administrative Agent of a Borrowing Subsidiary Agreement executed by such Subsidiary, the Parent Borrower and the Administrative Agent and upon such delivery such Subsidiary shall for all purposes of this Agreement be a Foreign Subsidiary Borrower and a party to this Agreement until the Parent Borrower shall have executed and delivered to the Administrative Agent a Borrowing Subsidiary Termination with respect to such Subsidiary, whereupon such Subsidiary shall cease to be a Foreign Subsidiary BorrowerBorrower and a party to this Agreement. Notwithstanding the preceding sentence, no such Borrowing Subsidiary Termination will become effective as to any Foreign Subsidiary Borrower at a time when any Foreign Borrower Obligations principal of or interest on any Loan to such Foreign Subsidiary Borrower shall be outstanding hereunder or any Letters of Credit issued for the account of such Foreign Subsidiary Borrower shall be outstanding (which shall not have been cash collateralized in a manner satisfactory to the Agent)hereunder, provided that such Borrowing Subsidiary Termination shall be effective to terminate such Foreign Subsidiary Borrower’s right to make further borrowings hereunderunder this Agreement.

Foreign Subsidiary Borrowers. (a) Subject to On the consent Effective Date, Altair Engineering India Pvt., Ltd., a company organized under the laws of India, is designated as a Foreign Subsidiary Borrower. After the AgentEffective Date, the Parent Borrower Altair Engineering may designate any other Foreign Subsidiary Subsidiary, provided that Altair Engineering owns at least 85% of the Parent Borrower Equity Interests of such Foreign Subsidiary, as a Foreign Subsidiary Borrower by delivery to the Agent JPMCB of a Borrowing Foreign Subsidiary Borrower Agreement executed by such Subsidiary, the Parent Borrower Foreign Subsidiary and the Agent Domestic Borrowers. Each such designation shall be subject to the consent of the Required Lenders. Upon the execution by Altair Engineering and upon delivery to JPMCB of a Foreign Subsidiary Borrower Termination with respect to any Foreign Subsidiary Borrower, such delivery such Foreign Subsidiary shall for all purposes of this Agreement cease to be a Foreign Subsidiary Borrower and a party to this Agreement until the Parent Borrower shall have executed and delivered to the Agent a Borrowing Subsidiary Termination with respect to such Subsidiary, whereupon such Subsidiary shall cease to be a Agreement; provided that no Foreign Subsidiary Borrower. Notwithstanding the preceding sentence, no such Borrowing Subsidiary Borrower Termination will become effective as to any Foreign Subsidiary Borrower at a time when any Foreign Borrower Obligations of such Foreign Subsidiary Borrower shall be outstanding hereunder or any Letters of Credit issued for the account of such Foreign Subsidiary Borrower shall be outstanding (which shall not have been cash collateralized in a manner satisfactory to the Agent), provided that such Borrowing Subsidiary Termination shall be effective other than to terminate such Foreign Subsidiary Borrower’s right to make further borrowings hereunderBorrowings under this Agreement) at a time when any principal of or interest on any Ancillary Loans to such Foreign Subsidiary Borrower shall be outstanding hereunder or any Ancillary Facility under which Ancillary Loans may be made available to such Foreign Subsidiary Borrower has not been previously terminated.

Foreign Subsidiary Borrowers. (a) Subject to the consent of the Administrative Agent, the Parent Borrower may designate any Foreign Subsidiary of the Parent Borrower as a Foreign Subsidiary Borrower by delivery to the Administrative Agent of a Borrowing Subsidiary Agreement executed by such Subsidiary, the Parent Borrower and the Administrative Agent and upon such delivery such Subsidiary shall for all purposes of this Agreement be a Foreign Subsidiary Borrower and a party to this Agreement until the Parent Borrower shall have executed and delivered to the Administrative Agent a Borrowing Subsidiary Termination with respect to such Subsidiary, whereupon such Subsidiary shall cease to be a Foreign Subsidiary BorrowerBorrower and a party to this Agreement. Notwithstanding the preceding sentence, no such Borrowing Subsidiary Termination will become effective as to any Foreign Subsidiary Borrower at a time when any Foreign Borrower Obligations principal of or interest on any Loan to such Foreign Subsidiary Borrower shall be outstanding hereunder or any Letters of Credit issued for the account of such Foreign Subsidiary Borrower shall be outstanding (which shall not have been cash collateralized in a manner satisfactory to the Agent)hereunder, provided that such Borrowing Subsidiary Termination shall be effective to terminate such Foreign Subsidiary Borrower’s 's right to make further borrowings hereunderunder this Agreement.

Foreign Subsidiary Borrowers. (a) Subject to On or after the consent of the AgentEffective Date, the Parent U.S. Borrower may designate any Foreign Subsidiary of the Parent Borrower that is a Wholly-Owned Subsidiary as a Foreign Subsidiary Borrower by delivery to the Administrative Agent of a Borrowing Foreign Subsidiary Borrower Agreement executed by such Subsidiary, Foreign Subsidiary and the Parent U.S. Borrower. Each such designation shall be subject to the consent of the Administrative Agent (which consent shall not unreasonably be withheld or delayed). Upon the execution by the U.S. Borrower and delivery to the Administrative Agent and upon of a Foreign Subsidiary Borrower Termination with respect to any Foreign Subsidiary Borrower, such delivery such Foreign Subsidiary shall for all purposes of this Agreement cease to be a Foreign Subsidiary Borrower and a party to this Agreement until the Parent Borrower shall have executed and delivered to the Agent a Borrowing Subsidiary Termination with respect to such Subsidiary, whereupon such Subsidiary shall cease to be a Agreement; provided that no Foreign Subsidiary Borrower. Notwithstanding the preceding sentence, no such Borrowing Subsidiary Borrower Termination will become effective as to any Foreign Subsidiary Borrower at a time when any Foreign Borrower Obligations of such Foreign Subsidiary Borrower shall be outstanding hereunder or any Letters of Credit issued for the account of such Foreign Subsidiary Borrower shall be outstanding (which shall not have been cash collateralized in a manner satisfactory to the Agent), provided that such Borrowing Subsidiary Termination shall be effective other than to terminate such Foreign Subsidiary Borrower’s right to make further borrowings Borrowings under this Agreement) at a time when any principal of or interest on any Loan to such Foreign Subsidiary Borrower shall be outstanding hereunder. Promptly following receipt of any Foreign Subsidiary Borrower Agreement or Foreign Subsidiary Borrower Termination, the Administrative Agent shall send a copy thereof to each Lender.

Foreign Subsidiary Borrowers. (a) Subject to the consent of the ---------------------------- Administrative Agent, the Parent Borrower may designate any Foreign Subsidiary of the Parent Borrower as a Foreign Subsidiary Borrower by delivery to the Administrative Agent of a Borrowing Subsidiary Agreement executed by such Subsidiary, the Parent Borrower and the Administrative Agent and upon such delivery such Subsidiary shall for all purposes of this Agreement be a Foreign Subsidiary Borrower and a party to this Agreement until the Parent Borrower shall have executed and delivered to the Administrative Agent a Borrowing Subsidiary Termination with respect to such Subsidiary, whereupon such Subsidiary shall cease to be a Foreign Subsidiary BorrowerBorrower and a party to this Agreement. Notwithstanding the preceding sentence, no such Borrowing Subsidiary Termination will become effective as to any Foreign Subsidiary Borrower at a time when any Foreign Borrower Obligations principal of or interest on any Loan to such Foreign Subsidiary Borrower shall be outstanding hereunder or any Letters of Credit issued for the account of such Foreign Subsidiary Borrower shall be outstanding (which shall not have been cash collateralized in a manner satisfactory to the Agent)hereunder, provided that such Borrowing Subsidiary -------- Termination shall be effective to terminate such Foreign Subsidiary Borrower’s 's right to make further borrowings hereunderunder this Agreement.