Future Guarantors, Security, etc. The Borrower and each Subsidiary will execute any documents, financing statements, agreements and instruments, and take all further action that may be required under applicable law, or that the Lender may reasonably request, in order to effectuate the transactions contemplated by the Loan Documents and in order to grant, preserve, protect and perfect the validity and first priority (subject to Liens permitted by Section 8.3) of the Liens created or intended to be created by the Loan Documents. The Borrower will promptly cause any subsequently acquired or organized Subsidiary to execute a supplement (in form and substance satisfactory to the Lender) to the Guarantee and each other applicable Loan Document in favor of the Lender; provided that (other than with respect to any Subsidiary formed or acquired in a Permitted Acquisition) the Borrower shall not, and no Subsidiary shall, be required to execute or cause the execution of any Guaranty or the pledge of any Collateral Securities if a 956 Impact would result therefrom. The Borrower will promptly notify the Lender of any subsequently acquired ownership interest in real property and will provide the Lender with a description of such real property, the acquisition date thereof and the purchase price therefor. In addition, from time to time, each of the Borrower and each of the Subsidiaries will, at its cost and expense, promptly secure the Obligations by pledging or creating, or causing to be pledged or created, perfected Liens with respect to such of its assets and properties as the Lender shall designate, it being agreed that it is the intent of the parties that the Obligations shall be secured by, among other things, substantially all the assets of the Borrower and the Subsidiaries (including real property and personal property acquired subsequent to the Closing Date). Such Liens will be created under the Loan Documents in form and substance satisfactory to the Lender, and the Borrower and each of the Subsidiaries shall deliver or cause to be delivered to the Lender all such instruments and documents (including mortgages, legal opinions, title insurance policies and lien searches) as the Lender shall reasonably request to evidence compliance with this Section.
Future Guarantors, Security, etc. Each of Holdings, the Borrower and each of the Subsidiaries will execute any documents, financing statements, agreements and instruments, and take all further action that may be required under applicable law, or that the Lender may reasonably request, in order to effectuate the transactions contemplated by the Loan Documents and in order to grant, preserve, protect and perfect the validity and priority (subject to Liens permitted by Section 8.3) of the Liens created or intended to be created by the Loan Documents, subject to any limitations, terms and requirements set forth in the Security Agreement or the Australian Security Agreements (including provisions that only require certain actions to be taken on a quarterly basis). Prior to or upon acquiring, incorporating or organizing any new Subsidiary, the Borrower will cause such CONFIDENTIAL TREATMENT REQUESTED PURSUANT TO RULE 24b-2 Certain portions of this exhibit have been omitted pursuant to a request for confidential treatment under Rule 24b-2 of the Securities Exchange Act of 1934, as amended. The omitted materials have been filed separately with the Securities and Exchange Commission. Subsidiary to execute a supplement (in form and substance satisfactory to the Lender) to the Guarantee, the Security Agreement and each other applicable Loan Document in favor of the Lender and shall enter into such other security agreements and take such other actions as may be required or reasonably requested for the Lender to have a valid Lien with the priority intended to be created on and security interest in all of the assets of such Subsidiary, subject to no other Liens (other than Liens permitted by Section 8.3) subject to any limitations and requirements set forth in the Security Agreement or the Australian Security Agreements (including provisions that only require certain actions to be taken on a quarterly basis). Prior to or upon any of Holdings, the Borrower and the Subsidiaries entering into a new lease with respect to real property, the Borrower will cause the lessor thereof to enter into a landlord access agreement reasonably acceptable to the Lender. The Borrower shall cause the lessor of the Radnor, Pennsylvania premises to enter into a landlord access agreement reasonably acceptable to the Lender if any Collateral is placed or installed on such premises (it being understood that on the date hereof such premises are vacant and no Collateral is placed or installed on such premises). The Borrower will p...
Future Guarantors, Security, etc. The Borrower will, and will cause each U.S. Subsidiary to, execute any documents, filing statements, agreements and instruments, and take all further action (including within 90 days of the acquisition thereof, filing Mortgages with respect to any owned real property having a cost or book value (whichever is higher) of at least $1,500,000) that may be required under applicable law, or that the Administrative Agent may reasonably request, in order to effectuate the transactions contemplated by the Loan Documents and in order to grant, preserve, protect and perfect the validity and first priority (subject to (including as to priority) Liens permitted by Section 7.2.3) of the Liens created or intended to be created by the Loan Documents. The Borrower will cause any subsequently acquired or organized U.S. Subsidiary to execute the Guaranty (or supplement thereto) and the Security Agreement (or supplement thereto) and each other applicable Loan Document pursuant to which such U.S. Subsidiary grants to the Administrative Agent in favor of the Secured Parties a security interest in, or Mortgage on, substantially all of its owned assets. Such Liens will be created under the Loan Documents in form and substance reasonably satisfactory to the Administrative Agent in consultation with the Borrower, and the Borrower shall deliver or cause to be delivered to the Administrative Agent all such instruments and documents (including legal opinions, Mortgages, Title Policies, Surveys, life of loan flood hazard determinations and lien searches) as the Administrative Agent shall reasonably request to evidence compliance with this Section. Notwithstanding anything to the contrary in this Section, so long as no Event of Default has occurred and is continuing, the Borrower shall not be required to deliver a Foreign Pledge Agreement with respect to a Foreign Subsidiary unless such Foreign Subsidiary is a Significant Subsidiary.
Future Guarantors, Security, etc. The Company will, and will cause each of its Subsidiaries to:
Future Guarantors, Security, etc. (a) Each Loan Party shall, from time to time, execute such guaranties, financing statements, documents, security agreements and reports as Agent or Required Lenders at any time may reasonably request to evidence, perfect or otherwise implement the guaranties and security for repayment of the Obligations contemplated by the Loan Documents. Each Loan Party shall (i) cause each Person, upon its becoming a Subsidiary of such Loan Party (provided that this shall not be construed to constitute consent by any of the Lenders to any transaction not expressly permitted by the terms of this Agreement), promptly (or immediately upon consummation of the Merger with respect to Gxxxxx’x) to guaranty the Obligations and to grant Agent, for the benefit of Agent and Lenders, a security interest in the personal and mixed property of such Person (consistent with the type of assets in which Borrower has granted a security interest to Agent for the benefit of Lenders) to secure the Obligations and (ii) pledge, or cause to be pledged, to Agent, for the benefit of Agent and Lenders, all of the Stock of such Subsidiary to secure the Obligations; provided that the Stock of Gxxxxx’x and its Subsidiaries shall not be pledged until consummation of the Merger. The documentation for such guaranty, security and pledge shall be substantially similar to the Loan Documents executed concurrently herewith with such modifications as are reasonably requested by Agent.
Future Guarantors, Security, etc. The Borrower will, and will cause each of its Subsidiaries to, execute any documents, Filing Statements, agreements and instruments, and take all further action (including filing Mortgages) that may be required under applicable law, or that the Administrative Agent may reasonably request, in order to effectuate the transactions contemplated by the Loan Documents and in order to grant, preserve, protect and perfect the validity and first priority (subject to Liens permitted by Section 7.2.3) of the Liens created or intended to be created by the Loan Documents. The Borrower will cause any subsequently acquired or organized Subsidiary to execute, within 10 Business Days of its acquisition or organization, a supplement (in form and substance satisfactory to the Administrative Agent) to the Subsidiary Guaranty and each other applicable Loan Document in favor of the Secured Parties. In addition, from time to time, the Borrower will, at its cost and expense, promptly secure the Obligations by pledging or creating, or causing to be pledged or created, perfected Liens with respect to such of its assets and properties as the Administrative Agent or the Required Lenders shall designate, it being agreed that it is the intent of the parties that the Obligations shall be secured by, among other things, substantially all the assets of the Borrower and its U.S. Subsidiaries (including real and personal property acquired subsequent to the Effective Date). Such Liens will be created under the Loan Documents in form and substance satisfactory to the Administrative Agent, and the Borrower shall deliver or cause to be delivered to the Administrative Agent all such instruments and documents (including legal opinions, title insurance policies and lien searches) as the Administrative Agent shall reasonably request to evidence compliance with this Section.
Future Guarantors, Security, etc. Subject to Section 7.1.11, each Borrower will, and will cause each of its Material Subsidiaries to, execute any documents, Filing Statements, agreements and instruments, and take all further action (including filing mortgages against any owned real property) that may be required under applicable law, or that the Administrative Agent may reasonably request, in order to effectuate the transactions contemplated by the Loan Documents and in order to grant, preserve, protect and perfect the validity and first priority (subject to Liens permitted by Section 7.2.3) of the Liens created or intended to be created by the Loan Documents all to the extent required to comply with Section 7.1.12. Each Borrower will cause each of its subsequently acquired or organized Material Subsidiaries (including, without limitation, to the extent determined reasonably necessary by the Administrative Agent, any entity that is a successor to Aastra Telecom Europe A/S, as contemplated by the Permitted Reorganization Steps) to execute and deliver a supplement (in form and substance satisfactory to the Administrative Agent) to the applicable Guaranty and to each other applicable Loan Document in favor of the Secured Parties. In addition, from time to time, each Borrower will, and shall ensure that each of its Material Subsidiaries (including, without limitation, , to the extent determined reasonably necessary by the Administrative Agent, any entity that is a successor to Aastra Telecom Europe A/S, as contemplated by the Permitted Reorganization Steps) will, at its cost and expense, promptly secure the Obligations by pledging or creating, or causing to be pledged or created, perfected Liens with respect to such of its assets and properties as any Administrative Agent or the Required Lenders shall designate, it being agreed that it is the intent of the parties that the Obligations shall be secured by, among other things, substantially all the assets of each Borrower and its Material Subsidiaries (including real and personal property acquired subsequent to the Effective Date). Notwithstanding any other provision of any Loan Document (a) no CFC Subsidiary shall be required to deliver a Guaranty directly or indirectly with respect to the Obligations of any Obligor that is a U.S. Person to the extent that such CFC Subsidiary would be treated, under Section 956 of the Code, as having an investment in U.S. property, (b) no Borrower or any of its Subsidiaries shall be required to (x) pledge, dire...
Future Guarantors, Security, etc. (a) Xxxx-Xxxxx will, and will cause each U.S. Subsidiary (other than the Insurance Captive) to, execute any documents, Filing Statements, agreements and instruments (including, without limitation, Collateral Access Agreements, Blocked Account Agreements, Securities Account Control Agreements and Processor Letters), and take all further action (including filing Mortgages, Leasehold Mortgages and/or amendments thereto) that may be required under applicable law, or that Agent may reasonably request, in order to effectuate the transactions contemplated by the Loan Documents and in order to grant, preserve, protect and perfect the validity and first priority (subject to Permitted Liens) of the Liens created or intended to be created by the Loan Documents.
Future Guarantors, Security, etc. Each Credit Party agrees that:
Future Guarantors, Security, etc. Subject to the collateral release provisions in the Pledge Agreement, the Borrower will, and will cause each Pledgor that owns the Equity Interests of a Subsidiary Guarantor to, execute and deliver any documents, agreements and instruments and deliver any certificated securities and financing statements, and take all further action that may be required under applicable law, or that the Agent may reasonably request, so that the Agent, on behalf of the Lenders, has a perfected security interest in the Equity Interests held by such Pledgor issued by such Subsidiary Guarantor to the extent, and with the priority, required under the Pledge Agreement and otherwise in order to effectuate the transactions contemplated by the Pledge Agreement and in order to grant, preserve, protect and perfect the validity and priority of the Liens created or intended to be created by the Pledge Agreement. The Borrower will cause any (A) subsequently acquired or organized domestic Subsidiary (other than any Receivables Subsidiary or Immaterial Subsidiary) and (B) any domestic Subsidiary (other than a Receivables Subsidiary) that as of the Effective Date is an Immaterial Subsidiary but which subsequent to the Effective Date ceases to be an Immaterial Subsidiary, to execute a supplement (in form and substance satisfactory to the Agent) to the Subsidiary Guaranty and each other applicable Loan Document in favor of the Lenders.
