Common use of Guarantee Supplements Clause in Contracts

Guarantee Supplements. If at any time after the date hereof the Company shall form or acquire any new Subsidiary that shall constitute a Material Subsidiary (other than a Receivables Entity), or if after the Issue Date any Subsidiary not a Material Subsidiary (whether or not in existence on the Issue Date) shall become a Material Subsidiary (other than a Receivables Entity), the Company will within 10 days thereof cause such new or existing Subsidiary to execute and deliver to the Trustee a Guarantee Supplement in substantially the form of Exhibit B hereto, and thereby to become a "Guarantor" and a "Credit Party" hereunder and under the Global Security Agreement, and will (i) deliver such Opinions of Counsel in New York and applicable foreign jurisdictions as to (x) the valid existence of such Guarantor, (y) the due authorization, execution and enforceability of such Guarantee Supplement and (z) such other matters as the Trustee may reasonably request and (ii) take such action (including executing and delivering such Security Documents, instruments of further assurance and amendments or supplements thereto, and delivering such additional Opinions of Counsel and other documents or instruments as required under Section 6.03(c) hereof), in order that such new or existing Subsidiary shall grant Liens on all Property of such Subsidiary then existing or thereafter arising that are included in the definition of "Collateral" in Section 1.01 hereof (but subject to Section 6.02 hereof). Notwithstanding the foregoing, the Company shall not be required to cause a Subsidiary of the Company to comply with the first paragraph of this Section 4.19 in connection with a Qualified GCUK Asset Sale, or any Restricted Investment by the Company in any Restricted Subsidiary (including the surviving or continuing entity following a Qualified GCUK Asset Sale), so long as after giving effect thereto, such surviving or continuing entity, or such Restricted Subsidiary, is a Qualified Restricted Subsidiary; provided that if the surviving or continuing entity in such Qualified GCUK Asset Sale or any Subsidiary thereof, or if any Qualified Restricted Subsidiary or any Subsidiary thereof, Guarantees any Indebtedness or other obligations of any Credit Party, or grants a Lien upon the Property of such entity or Qualified Restricted Subsidiary or any Subsidiary of either thereof securing any Indebtedness or other obligations of any Credit Party (including any Indebtedness under any Working Capital Facility) then the Company shall be required to comply with the first paragraph of this Section 4.19 with respect to such entity, Qualified Restricted Subsidiary or Subsidiary, as the case may be, and the Property thereof.

Guarantee Supplements. If at any time after the date hereof the Company shall form or acquire any new Subsidiary that shall constitute a Material Subsidiary (other than a Receivables Entity), or if after the Issue Date any Subsidiary not a Material Subsidiary (whether or not in existence on the Issue Date) shall become a Material Subsidiary (other than a Receivables Entity), the Company will within 10 days thereof cause such new or existing Subsidiary to execute and deliver to the Trustee a Guarantee Supplement in substantially the form of Exhibit B hereto, and thereby to become a "Guarantor" and a "Credit Party" hereunder and under the Global Security Agreement, and will (i) deliver such Opinions of Counsel in New York and applicable foreign jurisdictions as to (x) the valid existence of such Guarantor, (y) the due authorization, execution and enforceability of such Guarantee Supplement and (z) such other matters as the Trustee may reasonably request and (ii) take such action (including executing and delivering such Security Documents, instruments of further assurance and amendments or supplements thereto, and delivering such additional Opinions of Counsel and other documents or instruments as required under Section 6.03(c) hereof), in order that such new or existing Subsidiary shall grant Liens on all Property of such Subsidiary then existing or thereafter arising that are included in the definition of "Collateral" in Section 1.01 hereof (but subject to Section 6.02 hereof). Notwithstanding the foregoing, the Company shall not be required to cause a Subsidiary of the Company to comply with the first paragraph of this Section 4.19 in connection with a Qualified GCUK Asset Sale, or any Restricted Investment by the Company in any Restricted Subsidiary (including the surviving or continuing entity following a Qualified GCUK Asset Sale), so long as after giving effect thereto, such surviving or continuing entity, or such Restricted Subsidiary, is a Qualified Restricted Subsidiary; , provided that if the surviving or continuing entity in such Qualified GCUK Asset Sale or any Subsidiary thereof, or if any Qualified Restricted Subsidiary or any Subsidiary thereof, Guarantees any Indebtedness or other obligations of any Credit Party, or grants a Lien upon the Property of such entity or Qualified Restricted Subsidiary or any Subsidiary of either thereof securing any Indebtedness or other obligations of any Credit Party (including any Indebtedness under any the Working Capital Facility) then the Company shall be required to comply with the first paragraph of this Section 4.19 with respect to such entity, Qualified Restricted Subsidiary or Subsidiary, as the case may be, and the Property thereof.. Indenture