Future Subsidiary Guarantor Pledgors Sample Clauses

Future Subsidiary Guarantor Pledgors. (a) The Company will use its reasonable best efforts to obtain any necessary consents and waivers and to take all other actions necessary to pledge and to cause each Future Subsidiary Guarantor to pledge the Capital Stock of any future Restricted Subsidiary (other than any Subsidiary organized under the laws of the PRC), including the Capital Stock of any JV Subsidiary Guarantors if such JV Subsidiary Guarantor is established, in each case owned by the Company or such Future Subsidiary Guarantor (subject to Permitted Liens and the Intercreditor Agreement) as soon as practicable in order to secure the obligations of the Company under the Notes and this Indenture and of such Future Subsidiary Guarantor under its Subsidiary Guarantee; provided that in exercising such reasonable best efforts the Company shall not be required to take any action that is commercially unreasonable. None of the JV Subsidiary Guarantors will provide a Security Document pledging the Capital Stock of its direct or indirect Restricted Subsidiaries as security in favor of the Common Security Trustee for the benefit of the Trustee and the Holders. (b) The Company will, for the benefit of the Trustee on behalf of the Holders of the Notes, pledge, or cause each Subsidiary Guarantor to pledge to the Common Security Trustee, the Capital Stock owned directly by the Company or such Subsidiary Guarantor of any Person that becomes a Subsidiary Guarantor or JV Subsidiary Guarantor after the Exchange Date, as soon as practicable after such Person becomes a Subsidiary Guarantor or JV Subsidiary Guarantor, to secure (subject to Permitted Liens) the obligations of the Company under the Notes and this Indenture, and of such Subsidiary Guarantor under its Subsidiary Guarantee, as the case may be, in the manner described above. (c) Each Subsidiary Guarantor that pledges Capital Stock of a Restricted Subsidiary after the Exchange Date is referred to as a “Future Subsidiary Guarantor Pledgor” and, upon giving such pledge, will be a “Subsidiary Guarantor Pledgor.” (d) Upon each pledge by a Future Subsidiary Guarantor of the Capital Stock of any future Restricted Subsidiary in accordance with Section 10.02(a) or Section 10.02(b), the Company will deliver to the Trustee an Officers’ Certificate stating that entry into the applicable pledge agreement has been duly and validly authorized and an Opinion of Counsel to the effect that (i) in the opinion of such counsel, such action has been taken with respect to ...
Future Subsidiary Guarantor Pledgors. Not later than five Business Days after the date of delivery to any Secured Party or the Common Security Trustee (to be held as common security trustee on behalf of the Secured Parties) of any Security Interest created over the shares in any Future Subsidiary Guarantor pursuant to any Secured Party Document signed by the relevant party, the Company shall give notice to each of the Secured Parties and the Common Security Trustee of each Future Subsidiary Guarantor Pledgor for the purpose of this Intercreditor Agreement. The Company shall promptly procure that such Future Subsidiary Guarantor Pledgor shall execute an addendum to this Intercreditor Agreement substantially in the form set forth in Exhibit A hereto. Upon the effectiveness of such addendum, such Future Subsidiary Guarantor Pledgor shall become a party hereto as a Subsidiary Guarantor Pledgor and Schedule 2 hereto shall be deemed to be amended to incorporate the particulars of the Future Subsidiary Guarantor Pledgor set forth in Annex A to such addendum. The Company shall promptly deliver to the Common Security Trustee an updated Schedule I hereto reflecting such particulars.