Common use of Formation or Acquisition of Subsidiaries Clause in Contracts

Formation or Acquisition of Subsidiaries. Within thirty (30) days after (i) a Credit Party forms any Material Subsidiary or acquires any Material Subsidiary or (ii) any Subsidiary that is not a Material Subsidiary becomes a Material Subsidiary (such determination in this clause (ii) to be made concurrently with the delivery of the Quarterly Financial Statements based on the information contained therein), such Credit Party shall (a) cause such Material Subsidiary to provide to Bank either a joinder to the Loan Agreement to cause such Material Subsidiary to become a co-borrower hereunder or provide Bank with a Guaranty, together with such appropriate financing statements and/or Control Agreements, all in form and substance satisfactory to Bank (including being sufficient to grant Bank a first priority Lien (subject to Permitted Liens) in and to the assets of such Material Subsidiary), (b) provide to Bank appropriate certificates and powers and financing statements, pledging all of the direct or beneficial ownership interest in such Material Subsidiary, in form and substance satisfactory to Bank, and (c) provide to Bank all other documentation requested by Bank in form and substance satisfactory to Bank, including one or more opinions of counsel satisfactory to Bank, which in its opinion is appropriate with respect to the execution and delivery of the applicable documentation referred to above. Any document, agreement, or instrument executed or issued pursuant to this Section 6.11 shall be a Loan Document.

Formation or Acquisition of Subsidiaries. Within thirty (30) days after (i) a Credit Party Notwithstanding and without limiting the negative covenants contained in Sections 7.3 and 7.7 hereof, and other than as described in Section 6.13, at the time that Borrower or any Guarantor forms any Material direct or indirect Subsidiary or acquires any Material direct or indirect Subsidiary or (ii) any Subsidiary that is not a Material Subsidiary becomes a Material Subsidiary (after the Effective Date, Borrower and such determination in this clause (ii) to be made concurrently with the delivery of the Quarterly Financial Statements based on the information contained therein), such Credit Party Guarantor shall (a) cause such Material new Subsidiary to provide to Bank either a joinder to the Loan Agreement to cause such Material Subsidiary to become a co-borrower hereunder or provide Bank with a GuarantyGuarantor, in each case at Bank’s discretion, together with such appropriate financing statements and/or Control Agreements, all in form and substance satisfactory to Bank (including being sufficient to grant Bank a first priority Lien (subject to Permitted Liens) in and to the assets of such Material newly formed or acquired Subsidiary), (b) provide to Bank appropriate certificates and powers and financing statements, pledging all of the direct or beneficial ownership interest in such Material new Subsidiary, in form and substance satisfactory to Bank, ; and (c) provide to Bank all other documentation requested by Bank in form and substance satisfactory to Bank, including one or more opinions of counsel satisfactory to Bank, which in its opinion is appropriate with respect to the execution and delivery of the applicable documentation referred to above. Any document, agreement, or instrument executed or issued pursuant to this Section 6.11 6.12 shall be a Loan Document.

Formation or Acquisition of Subsidiaries. Within Notwithstanding and without limiting the negative covenants contained in Sections 7.3 and 7.7 hereof, within thirty (30) days (or such longer period as may be agreed to in writing by Bank) after (i) a Credit Party Borrower forms any Material direct Domestic Subsidiary or acquires any Material direct Domestic Subsidiary or after the Effective Date (ii) any Subsidiary that is not including, without limitation, pursuant to a Material Subsidiary becomes a Material Subsidiary (such determination in this clause (ii) to be made concurrently with the delivery of the Quarterly Financial Statements based on the information contained thereinDivision), such Credit Party shall Borrower shall, at Bank’s request in its sole discretion (a) cause such Material new Subsidiary to provide to Bank either a joinder to the Loan this Agreement to cause such Material Subsidiary to become a co-borrower hereunder or provide Bank with a GuarantyGuaranty to become a Guarantor hereunder, together with such appropriate financing statements and/or Control Agreements, all in form and substance satisfactory to Bank (including being sufficient to grant Bank a first priority Lien (subject to Permitted Liens) in and to the assets of such Material newly formed or acquired Subsidiary), (b) provide to Bank appropriate certificates and powers and financing statements, pledging all of the direct or beneficial ownership interest in such Material new Subsidiary, in form and substance satisfactory to Bank, ; and (c) provide to Bank all other documentation requested by Bank in form and substance satisfactory to Bank, including one or more opinions of counsel satisfactory to Bank, which in its opinion is appropriate with respect to the execution and delivery of the applicable documentation referred to above. Any document, agreement, or instrument executed or issued pursuant to this Section 6.11 6.12 shall be a Loan Document.

Formation or Acquisition of Subsidiaries. Within thirty (30) days after (i) a Credit Party Notwithstanding and without limiting the negative covenants contained in Sections 6.3 and 6.7 hereof, at the time that Borrower or any Guarantor forms any Material Subsidiary or acquires any Material Subsidiary or after the Effective Date (ii) any Subsidiary that is not including, without limitation, pursuant to a Material Subsidiary becomes a Material Subsidiary (such determination in this clause (ii) to be made concurrently with the delivery of the Quarterly Financial Statements based on the information contained thereinDivision), Borrower and such Credit Party Guarantor shall (a) cause such Material new Subsidiary to provide to Bank either a joinder to the Loan this Agreement to cause such Material Subsidiary to become a co-borrower hereunder or provide a guaranty to become a Guarantor hereunder (as determined by Bank with a Guarantyin its sole discretion), together with such appropriate financing statements and/or Control Agreementsdocumentation, all in form and substance satisfactory to Bank (including being sufficient to grant Bank a first priority Lien (subject to Permitted Liens) in and to the assets of such Material Subsidiarynewly formed or acquired Subsidiary that constitute Collateral), (b) provide to Bank appropriate certificates and powers and financing statements, pledging (i) all of the direct or beneficial ownership interest in such Material new Subsidiary, in form and substance reasonably satisfactory to Bank, ; and (c) provide to Bank all other documentation requested by Bank in form and substance reasonably satisfactory to Bank, including one or more opinions of counsel satisfactory to Bank, which in its opinion is appropriate with respect to the execution and delivery of the applicable documentation referred to above. Any document, agreement, or instrument executed or issued pursuant to this Section 6.11 5.14 shall be a Loan Document.

Formation or Acquisition of Subsidiaries. Within thirty (30a) days after (i) At the time that any North American Borrower or any Guarantor that is a Credit Party Domestic Subsidiary forms any Material direct or indirect Domestic Subsidiary or acquires any Material direct or indirect Domestic Subsidiary or (ii) any Subsidiary that is not a Material Subsidiary becomes a Material Subsidiary (such determination in this clause (ii) to be made concurrently with after the delivery of the Quarterly Financial Statements based on the information contained therein)Effective Date, such Credit Party North American Borrower shall (ai) cause such Material new Domestic Subsidiary to provide to Bank either a joinder to the Loan Agreement this Agreement, or Guaranty, as applicable, to cause such Material Domestic Subsidiary to become a co-borrower hereunder or provide Bank with a GuarantyGuarantor hereunder, together with such appropriate financing statements and/or Control AgreementsAgreements (to the extent such Control Agreements are required in accordance with Section 6.7(b)), all in form and substance reasonably satisfactory to Bank (including being sufficient to grant Bank a first priority Lien (subject to Permitted Liens) in and to the assets of such Material newly formed or acquired Domestic Subsidiary), (bii) provide to Bank appropriate certificates and powers and financing statements, pledging all of the direct or beneficial ownership interest in such Material new Domestic Subsidiary, in form and substance satisfactory to Bank, and (ciii) to the extent requested by Bank, provide to Bank all other documentation requested by Bank in form and substance reasonably satisfactory to Bank, including one or more opinions of counsel reasonably satisfactory to Bank, which in its opinion is appropriate customary with respect to the execution and delivery of the applicable documentation referred to above. Any document, agreement, or instrument executed or issued pursuant to this Section 6.11 6.12 shall be a Loan Document.

Formation or Acquisition of Subsidiaries. Within thirty (30) days after (i) a Credit Party Notwithstanding and without limiting the negative covenants contained in Sections 7.3 and 7.7 hereof, at the time that Borrower or any Guarantor forms any Material direct or indirect Subsidiary or acquires any Material direct or indirect Subsidiary or (ii) any Subsidiary that is not a Material Subsidiary becomes a Material Subsidiary (after the Effective Date, Borrower and/or such determination in this clause (ii) to be made concurrently with the delivery of the Quarterly Financial Statements based on the information contained therein)Guarantor shall, such Credit Party shall following Agent’s reasonable request, (a) cause such Material new Subsidiary to provide to Bank either Agent a joinder to the Loan this Agreement to cause such Material Subsidiary to become a co-borrower hereunder or provide Bank with a GuarantyGuarantor, together with such appropriate financing statements and/or Control Agreements, all in form and substance satisfactory to Bank Agent (including being sufficient to grant Bank Agent, for the ratable benefit of the Lenders, a first priority Lien (subject to Permitted Liens) in and to the assets of such Material newly formed or acquired Subsidiary), (b) provide to Bank Agent appropriate certificates and powers and financing statements, pledging all of the direct or beneficial ownership interest in such Material new Subsidiary, in form and substance satisfactory to Bank, Agent; and (c) provide to Bank Agent all other documentation requested by Bank in form and substance satisfactory to BankAgent, including one or more opinions of counsel satisfactory to BankAgent, which in its opinion is appropriate with respect to the execution and delivery of the applicable documentation referred to above. Any document, agreement, or instrument executed or issued pursuant to this Section 6.11 6.12 shall be a Loan DocumentDocument and shall secure or guaranty (as applicable) all of the Obligations owing to Agent and the Lenders.

Formation or Acquisition of Subsidiaries. Within Notwithstanding and without limiting the negative covenants contained in Sections 7.3 and 7.7 hereof, within thirty (30) days after (i) a Credit Party of the date that Borrower forms any direct or indirect Material Subsidiary or acquires any direct or indirect Material Subsidiary after the Effective Date (including, without limitation, pursuant to a Division), or (ii) if any Immaterial Subsidiary that is not a Material Subsidiary subsequently becomes a Material Subsidiary (such determination in this clause (ii) to be made concurrently with the delivery of the Quarterly Financial Statements based on the information contained therein)Subsidiary, such Credit Party Borrower shall (a) cause such Material Subsidiary to provide to Bank either a joinder to the Loan this Agreement to cause such Material Subsidiary to become a co-borrower hereunder or provide Bank with a Guarantyhereunder, together with such appropriate financing statements and/or Control Agreements, all in form and substance satisfactory to Bank (including being sufficient to grant Bank a first priority Lien (subject to Permitted Liens) in and to the assets of such newly formed or acquired Material Subsidiary), (b) provide to Bank appropriate certificates and powers and financing statements, pledging all of the direct or beneficial ownership interest in such new Material Subsidiary, in form and substance satisfactory to Bank, ; and (c) provide to Bank all other documentation requested by Bank in form and substance satisfactory to Bank, including one or more opinions of counsel satisfactory to Bank, which in its opinion is appropriate with respect to the execution and delivery of the applicable documentation referred to above. Any document, agreement, or instrument executed or issued pursuant to this Section 6.11 6.13 shall be a Loan Document.

Formation or Acquisition of Subsidiaries. Within thirty (30) days after (i) a Credit Party At the time that Borrower or any Subsidiary or Guarantor forms any Material direct or indirect Subsidiary or acquires any Material direct or indirect Subsidiary or after the Closing Date, Borrower (iiand/or such Subsidiary and/or Guarantor, as applicable) any Subsidiary that is not a Material Subsidiary becomes a Material Subsidiary (such determination in this clause (ii) to be made concurrently with the delivery of the Quarterly Financial Statements based on the information contained therein), such Credit Party shall (a) cause such Material new Subsidiary to provide to Bank either a joinder or amendment to the Loan Agreement to cause such Material Subsidiary to become a co-borrower hereunder or provide Bank with a Guarantyguaranty to cause such Subsidiary to become a Guarantor, together with such appropriate financing statements and/or Control Agreementscontrol agreements, all in form and substance reasonably satisfactory to Bank (including being sufficient to grant Bank a first priority Lien (subject to Permitted Liens) in and to the assets of such Material newly formed or acquired Subsidiary), (b) provide to Bank appropriate certificates and powers and financing statements, pledging all of the direct or beneficial ownership interest in such Material new Subsidiary (to the extent such Subsidiary is a domestic Subsidiary), in form and substance reasonably satisfactory to Bank, and (c) provide to Bank all other documentation requested by Bank in form and substance reasonably satisfactory to Bank, including one or more opinions of counsel satisfactory to Bank, Bank which in its reasonable opinion is appropriate with respect to the execution and delivery of the applicable documentation referred to above. Any document, agreement, or instrument executed or issued pursuant to this Section 6.11 6.10 shall be a Loan Document.

Formation or Acquisition of Subsidiaries. Within thirty (30a) days after (i) At the time that US Borrower or any Guarantor that is a Credit Party Domestic Subsidiary forms any Material direct or indirect Domestic Subsidiary or acquires any Material direct or indirect Domestic Subsidiary or (ii) any Subsidiary that is not a Material Subsidiary becomes a Material Subsidiary (such determination in this clause (ii) to be made concurrently with after the delivery of the Quarterly Financial Statements based on the information contained therein)Effective Date, such Credit Party US Borrower shall (ai) cause such Material new Domestic Subsidiary to provide to Bank either a joinder to the Loan Agreement this Agreement, or Guaranty, as applicable, to cause such Material Domestic Subsidiary to become a co-borrower hereunder or provide Bank with a GuarantyGuarantor hereunder, together with such appropriate financing statements and/or Control AgreementsAgreements (to the extent such Control Agreements are required in accordance with Section 6.7(b)), all in form and substance reasonably satisfactory to Bank (including being sufficient to grant Bank a first priority Lien (subject to Permitted Liens) in and to the assets of such Material newly formed or acquired Domestic Subsidiary), (bii) provide to Bank appropriate certificates and powers and financing statements, pledging all of the direct or beneficial ownership interest in such Material new Domestic Subsidiary, in form and substance satisfactory to Bank, and (ciii) to the extent requested by Bank, provide to Bank all other documentation requested by Bank in form and substance reasonably satisfactory to Bank, including one or more opinions of counsel reasonably satisfactory to Bank, which in its opinion is appropriate customary with respect to the execution and delivery of the applicable documentation referred to above. Any document, agreement, or instrument executed or issued pursuant to this Section 6.11 6.12 shall be a Loan Document.

Formation or Acquisition of Subsidiaries. Within Notwithstanding and without limiting the negative covenants contained in Sections 7.3 and 7.7 hereof, at the time that any Loan Party forms any direct or indirect Subsidiary or acquires any direct or indirect Subsidiary after the Effective Date (including, without limitation, pursuant to a Division), such Loan Party shall or shall cause such Subsidiary to provide to Bank, within thirty (30) days after (i) a Credit Party forms any Material Subsidiary such acquisition or acquires any Material Subsidiary or (ii) any Subsidiary that is not a Material Subsidiary becomes a Material Subsidiary (such determination in this clause (ii) to be made concurrently with the delivery of the Quarterly Financial Statements based on the information contained therein), such Credit Party shall formation: (a) cause such Material Subsidiary to provide to Bank either a joinder to the Loan this Agreement to cause such Material Subsidiary to become a co-borrower hereunder or provide a Guarantee Agreement to become a Guarantor hereunder (as determined by Bank with a Guaranty, in its sole discretion) together with such appropriate financing statements and/or Control Agreements, all in form and substance satisfactory to Bank (including being sufficient to grant Bank a first priority Lien (subject to Permitted Liens) in and to the assets of such Material Subsidiary), ; (b) provide to Bank appropriate certificates and powers powers, proxies and financing statements, pledging all of the direct or beneficial ownership interest of any Loan Party in such Material Subsidiary, Subsidiary in form and substance satisfactory to Bank, ; and (c) provide to Bank all other documentation requested by Bank in form and substance reasonably satisfactory to Bank, including one (1) or more perfection certificates, secretary certificates, and opinions of counsel satisfactory to Bank, which in its opinion is appropriate with respect to the execution and delivery of the applicable documentation referred to above. Any document, agreement, or instrument executed or issued pursuant to this Section 6.11 6.12 shall be a Loan Document.

Formation or Acquisition of Subsidiaries. Within thirty (30) days after (i) a Credit Party forms Notwithstanding and without limiting the negative covenants contained in Sections 7.3 and 7.7 hereof, in the event Borrower or any Material Subsidiary Guarantor creates or acquires any Material Subsidiary Subsidiary, Borrower and such Guarantor shall, prior to the creation or (ii) any Subsidiary that is not a Material Subsidiary becomes a Material Subsidiary (acquisition of such determination new Subsidiary, promptly notify the Bank thereof and, at Bank’s request, in this clause (ii) its sole discretion, take all such action as may be reasonably required by Bank to be made concurrently with the delivery of the Quarterly Financial Statements based on the information contained therein), such Credit Party shall (a) cause each such Material Subsidiary to provide to Bank either a joinder to the Loan Agreement to cause such Material Subsidiary to to, in Bank’s sole discretion, become a co-borrower hereunder or provide Bank with a GuarantyGuarantor hereunder, together with such appropriate financing statements and/or Control Agreements, all in form and substance satisfactory to Bank (including being sufficient to grant Bank a first priority Lien (subject to Permitted Liens) in and to the assets of such Material newly formed or acquired Subsidiary), (b) provide to Bank appropriate certificates and powers and financing statements, pledging all of the direct or beneficial ownership interest in such Material new Subsidiary, in form and substance satisfactory to Bank; provided, that with respect to any Foreign Subsidiary, Borrower shall only be required to grant and pledge to Bank a perfected security interest in up to sixty-five percent (65%) of the stock, units or other evidence of ownership of such Foreign Subsidiary; and (c) provide to Bank all other documentation requested by Bank in form and substance satisfactory to Bank, including one or more opinions of counsel satisfactory to Bank, which in its opinion is appropriate with respect to the execution and delivery of the applicable documentation referred to above. Any document, agreement, or instrument executed or issued pursuant to this Section 6.11 6.12 shall be a Loan Document.

Formation or Acquisition of Subsidiaries. Within thirty (30) days after (i) a Credit Party Notwithstanding and without limiting the negative covenants contained in Sections 6.3 and 6.7 hereof, at the time that Borrower or any Guarantor forms any Material Subsidiary or acquires any Material Subsidiary or after the Effective Date (ii) any Subsidiary that is not including, without limitation, pursuant to a Material Subsidiary becomes a Material Subsidiary (such determination in this clause (ii) to be made concurrently with the delivery of the Quarterly Financial Statements based on the information contained thereinDivision), Borrower and such Credit Party Guarantor shall (a) cause such Material new Subsidiary to provide to Bank either a joinder to the Loan this Agreement to cause such Material Subsidiary to become a co-borrower hereunder or provide a guaranty to become a Guarantor hereunder (as determined by Bank with a Guarantyin its sole discretion), together with such appropriate financing statements and/or Control Agreementsdocumentation, all in form and substance satisfactory to Bank (including being sufficient to grant Bank a first priority Lien (subject to Permitted Liens) in and to the assets of such Material Subsidiarynewly formed or acquired Subsidiary that constitute Collateral), (b) provide to Bank appropriate certificates and powers and financing statements, pledging (i) all of the direct or beneficial ownership interest in such Material new Subsidiary, in form and substance reasonably satisfactory to Bank, ; and (c) provide to Bank all other documentation requested by Bank in form and substance reasonably satisfactory to Bank, including one or more opinions of counsel satisfactory to Bank, which in its opinion is appropriate with respect to the execution and delivery of the applicable documentation referred to above. Any document, agreement, or instrument executed or issued pursuant to this Section 6.11 5.14 shall be a Loan Document.. 5.15

Formation or Acquisition of Subsidiaries. Within thirty (30) days after (i) a Credit Party Notwithstanding and without limiting the negative covenants contained in Sections 7.3 and 7.7 hereof, at the time that Borrower or any Guarantor forms any Material direct or indirect Subsidiary or acquires any Material direct or indirect Subsidiary or after the Effective Date (ii) any Subsidiary that is not including, without limitation, pursuant to a Material Subsidiary becomes a Material Subsidiary (such determination in this clause (ii) to be made concurrently with the delivery of the Quarterly Financial Statements based on the information contained thereinDivision), at Bank’s request Borrower and such Credit Party Guarantor shall (a) cause such Material new Subsidiary to provide to Bank either a joinder to the Loan this Agreement to cause such Material Subsidiary to become a co-borrower hereunder or provide Bank with a Guarantyguaranty to become a Guarantor hereunder, together with such appropriate financing statements and/or Control Agreements, all in form and substance satisfactory to Bank (including being sufficient to grant Bank a first priority Lien (subject to Permitted Liens) in and to the assets of such Material newly formed or acquired Subsidiary), (b) provide to Bank appropriate certificates and powers and financing statements, pledging all of the direct or beneficial ownership interest in such Material new Subsidiary, in form and substance satisfactory to Bank, ; and (c) provide to Bank all other documentation requested by Bank in form and substance satisfactory to Bank, including one or more opinions of counsel satisfactory to Bank, which in its opinion is appropriate with respect to the execution and delivery of the applicable documentation referred to above. Any document, agreement, or instrument executed or issued pursuant to this Section 6.11 6.13 shall be a Loan Document.”

Formation or Acquisition of Subsidiaries. Within thirty (30) days after (i) a Credit Party Notwithstanding and without limiting the negative covenants contained in Sections 7.3 and 7.7 hereof, at the time that Borrower forms any Material direct or indirect Subsidiary or acquires any Material direct or indirect Subsidiary or after the Effective Date (ii) any Subsidiary that is not including, without limitation, pursuant to a Material Subsidiary becomes a Material Subsidiary (such determination in this clause (ii) to be made concurrently with the delivery of the Quarterly Financial Statements based on the information contained thereinDivision), such Credit Party shall Borrower shall, upon Bank's request in its sole and absolute discretion, (a) cause such Material new Subsidiary to provide to Bank either a joinder to the Loan this Agreement to cause such Material Subsidiary to become a co-borrower hereunder or provide Bank with a Guaranty, together with such appropriate financing statements and/or Control Agreements, all in form and substance satisfactory to Bank (including being sufficient to grant Bank a first priority Lien (subject to Permitted Liens) in and to the assets of such Material newly formed or acquired Subsidiary), (b) provide to Bank appropriate certificates and powers and financing statements, pledging all of the direct or beneficial ownership interest in such Material new Subsidiary, in form and substance satisfactory satisfact01y to Bank, and (c) provide to Bank all other documentation requested by Bank in form and substance satisfactory to Bank, including one or more opinions of counsel satisfactory to Bank, which in its opinion is appropriate with respect to the execution and delivery of the applicable documentation referred to above. Any document, agreement, or instrument executed or issued pursuant to this Section 6.11 shall be a Loan Document.

Formation or Acquisition of Subsidiaries. Within thirty (30) days after (i) a Credit Party Notwithstanding and without limiting the negative covenants contained in Sections 7.3 and 7.7 hereof, at the time that Borrower or any Guarantor forms any Material direct or indirect Subsidiary or acquires any Material Subsidiary direct or (ii) any Subsidiary that is not a Material Subsidiary becomes a Material indirect Subsidiary (such determination in this clause other than a Foreign Subsidiary) after the Effective Date (ii) including, without limitation, pursuant to be made concurrently with the delivery of the Quarterly Financial Statements based on the information contained thereina Division), Borrower and such Credit Party Guarantor shall (a) cause such Material new Subsidiary to provide to Bank either Lender a joinder to the Loan this Agreement to cause such Material Subsidiary to become a co-borrower hereunder or provide Bank with a Guarantyhereunder, together with such appropriate financing statements and/or Control Agreements, all in form and substance satisfactory to Bank Lender (including being sufficient to grant Bank Lender a first priority Lien (subject to Permitted Liens) in and to the assets of such Material newly formed or acquired Subsidiary), (b) provide to Bank Lender appropriate certificates and powers and financing statements, pledging all of the direct or beneficial ownership interest in such Material new Subsidiary, in form and substance satisfactory to Bank, Lender; and (c) provide to Bank Lender all other documentation requested by Bank in form and substance reasonably satisfactory to BankLender, including one or more opinions of counsel satisfactory to BankLender, which in its opinion is appropriate with respect to the execution and delivery of the applicable documentation referred to above. Any document, agreement, or instrument executed or issued pursuant to this Section 6.11 6.13 shall be a Loan Document.

Formation or Acquisition of Subsidiaries. Within thirty (30) days after (i) a Credit Party Notwithstanding and without limiting the negative covenants contained in Sections 7.3 and 7.7 hereof, at the time that Borrower or any Guarantor forms any Material direct or indirect Subsidiary or acquires any Material direct or indirect Subsidiary or after the Effective Date, Borrower and such Guarantor shall, within sixty (ii60) any Subsidiary that is not a Material Subsidiary becomes a Material Subsidiary (such determination in this clause (ii) to be made concurrently with the delivery days of the Quarterly Financial Statements based on the information contained therein)Bank’s request, such Credit Party shall (a) cause such Material new Subsidiary to provide to Bank either a joinder to the Loan this Agreement to cause such Material Subsidiary to become a co-borrower hereunder or provide a Guaranty to become a Guarantor hereunder (as determined by Bank with a Guarantyin its sole discretion), together with such appropriate financing statements and/or Control Agreements, all in form and substance satisfactory to Bank (including being sufficient to grant Bank a first priority Lien (subject to Permitted Liens) in and to the assets of such Material newly formed or acquired Subsidiary), (b) provide to Bank appropriate certificates and powers and financing statements, pledging all of the direct or beneficial ownership interest in such Material new Subsidiary, in form and substance satisfactory to Bank, ; and (c) provide to Bank all other documentation requested by Bank in form and substance satisfactory to Bank, including one or more opinions of counsel satisfactory to Bank, which in its opinion is appropriate with respect to the execution and delivery of the applicable documentation referred to above. Any document, agreement, or instrument executed or issued pursuant to this Section 6.11 6.13 shall be a Loan Document.