Common use of Joinder of Additional Guarantors Clause in Contracts

Joinder of Additional Guarantors. The Pledgors shall cause each Subsidiary of the Borrowers which, from time to time, after the date hereof shall be required to pledge any assets to the Collateral Agent for the benefit of the Secured Parties pursuant to the provisions of the Credit Agreement (for the avoidance of doubt, such Subsidiaries shall not include any Foreign Subsidiary), to execute and deliver to the Collateral Agent (i) a Joinder Agreement substantially in the form of Exhibit 3 hereto and (ii) a Perfection Certificate, in each case, within thirty (30) days of the date on which it was acquired or created, upon such execution and delivery, such Subsidiary shall constitute a “Guarantor” and a “Pledgor” for all purposes hereunder with the same force and effect as if originally named as a Guarantor and Pledgor herein. The execution and delivery of such Joinder Agreement shall not require the consent of any Pledgor hereunder. The rights and obligations of each Pledgor hereunder shall remain in full force and effect notwithstanding the addition of any new Guarantor and Pledgor as a party to this Agreement.

Appears in 4 contracts

Samples: Security Agreement (Emdeon Inc.), Security Agreement (Emdeon Inc.), Security Agreement (Emdeon Inc.)

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Joinder of Additional Guarantors. The Pledgors Grantors shall cause each of their Subsidiaries (other than an Excluded Subsidiary of the Borrowers whichor a Foreign Subsidiary) that, from time to time, time after the date hereof hereof, shall be required to pledge any assets to the Collateral Administrative Agent for the benefit of the Secured Parties pursuant to the provisions of the Credit Agreement (for and to the avoidance of doubt, such Subsidiaries shall not include any Foreign Subsidiary)extent required thereby, to execute and deliver to the Collateral Administrative Agent (i) a Joinder Agreement substantially in the form of Exhibit 3 1 hereto and (ii) a Perfection Certificate, in each case, within thirty (30) days of the date on which it was acquired or created, and upon such execution and delivery, such Subsidiary shall constitute a “Guarantor” and a “Pledgor” Grantor”, for all purposes hereunder with the same force and effect as if originally named as a Guarantor and Pledgor Grantor herein. The execution and delivery of such Joinder Agreement shall not require the consent of any Pledgor the Grantors hereunder. The rights and obligations of each Pledgor the other Grantors hereunder shall remain in full force and effect notwithstanding the addition of any new Guarantor and Pledgor Grantor as a party to this Agreement.

Appears in 2 contracts

Samples: Intercreditor Agreement (Philadelphia Energy Solutions Inc.), Credit Agreement (Philadelphia Energy Solutions Inc.)

Joinder of Additional Guarantors. The Pledgors shall cause each Domestic Subsidiary of the Borrowers Borrower which, from time to time, after the date hereof shall be required to pledge any assets to the Collateral Agent for the benefit of the Secured Parties pursuant to the provisions of the Credit Agreement (for the avoidance of doubt, such Subsidiaries shall not include any Foreign Subsidiary)Agreement, to execute and deliver to the Collateral Agent (i) a Joinder Agreement substantially in the form of Exhibit 3 annexed hereto within five (5) Business Days on which it was acquired or created and (ii) a Perfection Certificate, in each case, within thirty ten (3010) days Business Days of the date on which it was acquired or createdcreated and, upon such execution and delivery, such Subsidiary shall constitute a “Guarantor” and a “Pledgor” for all purposes hereunder with the same force and effect as if originally named as a Guarantor and Pledgor herein. The execution and delivery of such Joinder Agreement shall not require the consent of any Pledgor hereunder. The rights and obligations of each Pledgor hereunder shall remain in full force and effect notwithstanding the addition of any new Guarantor and Pledgor as a party to this Agreement.

Appears in 2 contracts

Samples: Credit Agreement (General Cable Corp /De/), Credit Agreement (General Cable Corp /De/)

Joinder of Additional Guarantors. The Pledgors shall cause each Subsidiary of the Borrowers Holdings which, from time to time, after the date hereof shall be required to pledge any assets to the Collateral Agent for the benefit of the Secured Parties pursuant to the provisions of the Credit Agreement (for the avoidance of doubt, such Subsidiaries shall not include any Foreign Subsidiary)Agreement, to execute and deliver to the Collateral Agent (i) a Joinder Agreement substantially in the form of Exhibit 3 hereto within ten (10) Business Days of the date on which it was acquired or created and (ii) a Perfection Certificate, in each case, within thirty ten (3010) days Business Days of the date on which it was acquired or created. With respect to the foregoing in this Section 3.5, upon such execution and delivery, such Subsidiary shall constitute a “Guarantor” and a “Pledgor” for all purposes hereunder with the same force and effect as if originally named as a Guarantor and Pledgor herein. The execution and delivery of such Joinder Agreement shall not require the consent of any Pledgor hereunder. The rights and obligations of each Pledgor hereunder shall remain in full force and effect notwithstanding the addition of any new Guarantor and Pledgor as a party to this Agreement.

Appears in 2 contracts

Samples: Second Lien Term Security Agreement (Foamex International Inc), First Lien Term Security Agreement (Foamex International Inc)

Joinder of Additional Guarantors. The Pledgors shall cause each Subsidiary of the Borrowers Borrower which, from time to time, after the date hereof shall be required to pledge any assets to the Collateral Agent for the benefit of the Secured Parties pursuant to the provisions Section 6.11 of the Credit Agreement (for the avoidance of doubt, such Subsidiaries shall not include any Foreign Subsidiary)Agreement, to execute and deliver to the Collateral Agent (i) a Joinder Agreement substantially in the form of attached as Exhibit 3 hereto and (ii) a Perfection CertificateCertificate with respect to such Subsidiary, in each case, within thirty (30) days (or such later date as may be agreed by the Collateral Agent in writing in its sole discretion) of the date on which it was acquired of its acquisition or createdformation, and upon such execution and delivery, such Subsidiary shall constitute a “Guarantor” and a “Pledgor” for all purposes hereunder with the same force and effect as if originally named as a Guarantor and Pledgor herein. The execution and delivery of such Joinder Agreement shall not require the consent of any Pledgor hereunder. The rights and obligations of each Pledgor hereunder shall remain in full force and effect notwithstanding the addition of any new Guarantor and Pledgor as a party to this Agreement.

Appears in 2 contracts

Samples: Security Agreement (SoulCycle Inc.), Security Agreement (SoulCycle Inc.)

Joinder of Additional Guarantors. The Pledgors Grantors shall cause each of their Subsidiaries (other than an Excluded Subsidiary of the Borrowers whichor a Foreign Subsidiary) that, from time to time, time after the date hereof hereof, shall be required to pledge any assets to the Collateral Agent for the benefit of the Secured Parties pursuant to the provisions of the Credit Agreement (for and to the avoidance of doubt, such Subsidiaries shall not include any Foreign Subsidiary)extent required thereby, to execute and deliver to the Collateral Agent (i) a Joinder Agreement substantially in the form of Exhibit 3 hereto 1 and (ii) a Perfection Certificate, in each case, within thirty (30) days of the date on which it was acquired or created, and upon such execution and delivery, such Subsidiary shall constitute a “Guarantor” and a “Pledgor” Grantor”, for all purposes hereunder with the same force and effect as if originally named as a Guarantor and Pledgor Grantor herein. The execution and delivery of such Joinder Agreement shall not require the consent of any Pledgor the Grantors hereunder. The rights and obligations of each Pledgor the Grantors hereunder shall remain in full force and effect notwithstanding the addition of any new Guarantor and Pledgor Grantor as a party to this Agreement.

Appears in 2 contracts

Samples: Assignment and Assumption (Philadelphia Energy Solutions Inc.), Assignment and Assumption (Philadelphia Energy Solutions Inc.)

Joinder of Additional Guarantors. The Pledgors shall cause each Subsidiary of the Borrowers Company which, from time to time, after the date hereof shall be required to pledge any assets to the Collateral Agent Trustee for the benefit of the Secured Parties pursuant to the provisions of the Credit Agreement (for the avoidance of doubt, such Subsidiaries shall not include any Foreign Subsidiary)Indenture, to execute and deliver to the Collateral Agent Trustee (i) a Joinder Agreement substantially in the form of Exhibit 3 annexed hereto within thirty (30) Business Days of the date on which it was acquired or created and (ii) a Perfection CertificateCertificate for such Subsidiary, in each case, within thirty (30) days Business Days of the date on which it was acquired or createdcreated and, upon such execution and delivery, such Subsidiary shall constitute a “Guarantor” and a “Pledgor” for all purposes hereunder with the same force and effect as if originally named as a Guarantor and Pledgor herein. The execution and delivery of such Joinder Agreement shall not require the consent of any Pledgor hereunder. The rights and obligations of each Pledgor hereunder shall remain in full force and effect notwithstanding the addition of any new Guarantor and Pledgor as a party to this Agreement.

Appears in 1 contract

Samples: Security Agreement (Us Lec Corp)

Joinder of Additional Guarantors. The Pledgors shall cause each Subsidiary of the Borrowers Borrower which, from time to time, after the date hereof shall be required to pledge any assets to the Collateral Agent for the benefit of the Secured Parties pursuant to the provisions of the Credit Agreement (for the avoidance of doubt, such Subsidiaries shall not include any Foreign Subsidiary)Agreement, to execute and deliver to the Collateral Agent (i) a Joinder Agreement substantially in the form of Exhibit 3 hereto and (ii) a Perfection Certificate, in each case, within thirty forty-five (3045) days of the date on which it was acquired or createdcreated (or such later date as the Collateral Agent may specify) and, in each case, upon such execution and delivery, such Subsidiary shall constitute a “Guarantor” and a “Pledgor” for all purposes hereunder with the same force and effect as if originally named as a Guarantor and Pledgor herein. The execution and delivery of such Joinder Agreement shall not require the consent of any Pledgor hereunder. The rights and obligations of each Pledgor hereunder shall remain in full force and effect notwithstanding the addition of any new Guarantor and Pledgor as a party to this Agreement.

Appears in 1 contract

Samples: Security Agreement (Aleris Corp)

Joinder of Additional Guarantors. The Pledgors shall cause each Subsidiary of the Borrowers Holdings which, from time to time, after the date hereof shall be required to pledge any assets to the Collateral Administrative Agent for the benefit of the Secured Parties pursuant to the provisions of the Credit Agreement (for the avoidance of doubt, such Subsidiaries shall not include any Foreign Subsidiary)Agreement, to execute and deliver to the Collateral Administrative Agent (i) a Joinder Agreement substantially in the form of Exhibit 3 hereto within ten (10) Business Days of the date on which it was acquired or created and (ii) a Perfection Certificate, in each case, within thirty ten (3010) days Business Days of the date on which it was acquired or created. With respect to the foregoing in this Section 3.5, upon such execution and delivery, such Subsidiary shall constitute a “Guarantor” and a “Pledgor” for all purposes hereunder with the same force and effect as if originally named as a Guarantor and Pledgor herein. The execution and delivery of such Joinder Agreement shall not require the consent of any Pledgor hereunder. The rights and obligations of each Pledgor hereunder shall remain in full force and effect notwithstanding the addition of any new Guarantor and Pledgor as a party to this Agreement.

Appears in 1 contract

Samples: Revolving Credit Security Agreement (Foamex International Inc)

Joinder of Additional Guarantors. The Pledgors shall cause each Subsidiary of the Borrowers Issuer which, from time to time, after the date hereof shall be required to pledge any assets to the Collateral Agent for the benefit of the Secured Parties pursuant to the provisions of the Credit Agreement (for the avoidance of doubt, such Subsidiaries shall not include any Foreign Subsidiary)Indenture, to execute and deliver to the Collateral Agent (i) a Joinder Agreement substantially in the form of Exhibit 3 hereto within thirty (30) days of the date on which it was acquired or created and (ii) a Perfection Certificate, in each case, within thirty (30) days of the date on which it was acquired or createdcreated and, upon such execution and delivery, such Subsidiary shall constitute a "Guarantor" and a "Pledgor" for all purposes hereunder with the same force and effect as if originally named as a Guarantor and Pledgor herein. The execution and delivery of such Joinder Agreement shall not require the consent of any Pledgor hereunder. The rights and obligations of each Pledgor hereunder shall remain in full force and effect notwithstanding the addition of any new Guarantor and Pledgor as a party to this Agreement.

Appears in 1 contract

Samples: Security Agreement (LNT Leasing II, LLC)

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Joinder of Additional Guarantors. The Pledgors shall cause each Restricted Subsidiary of the Borrowers which, from time to time, after the date hereof shall be Issuer that is required to pledge any assets become a Guarantor pursuant to the Collateral Agent for the benefit Section 4.17 of the Secured Parties pursuant to the provisions of the Credit Agreement (for the avoidance of doubt, such Subsidiaries shall not include any Foreign Subsidiary), Indenture to execute and deliver to the Collateral Agent (i) a Joinder Agreement joinder agreement substantially in the form of annexed hereto as Exhibit 3 hereto (each such agreement, a “Joinder Agreement”) within 30 days after the date on which it was required to so become a Guarantor and (ii) a Perfection Certificate, in each case, Certificate within thirty (30) 30 days of after the date on which it was acquired or createdrequired to so become a Guarantor and, in each case, upon such execution and delivery, such Restricted Subsidiary shall constitute a “Guarantor” and a “Pledgor” for all purposes hereunder with the same force and effect as if originally named as a Guarantor and Pledgor herein. The execution and delivery of such Joinder Agreement shall not require the consent of any Pledgor hereunder. The rights and obligations of each Pledgor hereunder shall remain in full force and effect notwithstanding the addition of any new Guarantor and Pledgor as a party to this AgreementAgreement or any other Collateral Document.

Appears in 1 contract

Samples: Security Agreement (GOOD TECHNOLOGY Corp)

Joinder of Additional Guarantors. The Pledgors shall cause each Subsidiary of the Borrowers Borrower which, from time to time, after the date hereof shall be required to pledge any assets to the Collateral Agent for the benefit of the Secured Parties pursuant to the provisions Section 6.4.11 of the Credit Agreement (for the avoidance of doubt, such Subsidiaries shall not include any Foreign Subsidiary)Agreement, to execute and deliver to the Collateral Agent (i) a Joinder Agreement joinder agreement substantially in the form of Exhibit 3 annexed hereto within the time period set forth in the Credit Agreement and (ii) a Perfection Certificate, in each case, Certificate within thirty (30) days 30 Business Days of the date on which it was acquired or createdcreated and, upon such the execution and deliverydelivery of the joinder agreement, such Subsidiary shall constitute a “Guarantor” and a “Pledgor” for all purposes hereunder with the same force and effect as if originally named as a Guarantor and Pledgor herein. The execution and delivery of such Joinder Agreement joinder agreement shall not require the consent of any Pledgor hereunder. The rights and obligations of each Pledgor hereunder shall remain in full force and effect notwithstanding the addition of any new Guarantor and Pledgor as a party to this Agreement.

Appears in 1 contract

Samples: Inventory and Accounts Security Agreement (Transmontaigne Inc)

Joinder of Additional Guarantors. The Pledgors shall cause each Wholly Owned Domestic Restricted Subsidiary (other than any Excluded Subsidiary) of the Borrowers whichAdministrative Borrower that, from time to time, after the date hereof shall be required to pledge any assets to the Collateral Agent for the benefit of the Secured Parties pursuant to the provisions of the Credit Agreement (for the avoidance of doubt, such Subsidiaries shall not include any Foreign Subsidiary)Agreement, to execute and deliver to the Collateral Agent (i) a Joinder Agreement substantially in the form of Exhibit 3 hereto and (ii) a Perfection Certificate, in each case, within thirty (30) 30 days of after the date on which it was acquired or createdcreated and (ii) a Perfection Certificate within 30 days after the date on which it was acquired or created and, in each case, upon such execution and delivery, such Wholly Owned Domestic Restricted Subsidiary shall constitute a “Guarantor” and a “Pledgor” for all purposes hereunder with the same force and effect as if originally named as a Guarantor and Pledgor herein. The execution and delivery of such Joinder Agreement shall not require the consent of any Pledgor hereunder. The rights and obligations of each Pledgor hereunder shall remain in full force and effect notwithstanding the addition of any new Guarantor and Pledgor as a party to this AgreementAgreement or any other ABL Loan Document.

Appears in 1 contract

Samples: Intercreditor Agreement (Overseas Shipholding Group Inc)

Joinder of Additional Guarantors. The Pledgors shall cause each Restricted Subsidiary of the Borrowers Issuer which, from time to time, after the date hereof shall be required to pledge any assets to the Collateral Agent for the benefit of the Secured Parties pursuant to the provisions of the Credit Agreement (for the avoidance of doubt, such Subsidiaries shall not include any Foreign Subsidiary)Indenture, to execute and deliver to the Collateral Agent (i) a Joinder Agreement substantially in the form of Exhibit 3 1 hereto within thirty (30) days of the date on which it was acquired or created and (ii) a Perfection Certificate, in each case, within thirty (30) days of the date on which it was acquired or created, created and upon such execution and delivery, such Subsidiary shall constitute a “Guarantor” and a “Pledgor” for all purposes hereunder with the same force and effect as if originally named as a Guarantor and Pledgor herein. The execution and delivery of such Joinder Agreement shall not require the consent of any Pledgor hereunder. The rights and obligations of each Pledgor hereunder shall remain in full force and effect notwithstanding the addition of any new Guarantor and Pledgor as a party to this Agreement.

Appears in 1 contract

Samples: Security Agreement (CMP Susquehanna Radio Holdings Corp.)

Joinder of Additional Guarantors. The Pledgors shall cause each Subsidiary of the Borrowers Borrower which, from time to time, after the date hereof shall be required to pledge any assets to the Collateral Agent Agents for the benefit of the Secured Parties pursuant to the provisions of the Credit Agreement (for the avoidance of doubt, such Subsidiaries shall not include any Foreign Subsidiary)Agreement, to execute and deliver to the Collateral Agent Agents (i) a Joinder Agreement substantially in the form of Exhibit 3 hereto within thirty (30) days of the date on which it was acquired or created and (ii) a Perfection Certificate, in each case, within thirty (30) days of the date on which it was acquired or created, created and upon such execution and delivery, such Subsidiary shall constitute a "Guarantor" and a "Pledgor" for all purposes hereunder with the same force and effect as if originally named as a Guarantor and Pledgor herein. The execution and delivery of such Joinder Agreement shall not require the consent of any Pledgor hereunder. The rights and obligations of each Pledgor hereunder shall remain in full force and effect notwithstanding the addition of any new Guarantor and Pledgor as a party to this Agreement.

Appears in 1 contract

Samples: Security Agreement (LNT Leasing II, LLC)

Joinder of Additional Guarantors. The Pledgors shall cause each Wholly Owned Domestic Restricted Subsidiary (other than any Excluded Subsidiary) of the Borrowers whichBorrower that, from time to time, after the date hereof shall be required to pledge any assets to the Collateral Agent for the benefit of the Secured Parties pursuant to the provisions of the Credit Agreement (for the avoidance of doubt, such Subsidiaries shall not include any Foreign Subsidiary)Agreement, to execute and deliver to the Collateral Agent (i) a Joinder Agreement substantially in the form of Exhibit 3 hereto and (ii) a Perfection Certificate, in each case, within thirty (30) 30 days of after the date on which it was acquired or createdcreated and (ii) a Perfection Certificate within 30 days after the date on which it was acquired or created and, in each case, upon such execution and delivery, such Wholly Owned Domestic Restricted Subsidiary shall constitute a “Guarantor” and a “Pledgor” for all purposes hereunder with the same force and effect as if originally named as a Guarantor and Pledgor herein. The execution and delivery of such Joinder Agreement shall not require the consent of any Pledgor hereunder. The rights and obligations of each Pledgor hereunder shall remain in full force and effect notwithstanding the addition of any new Guarantor and Pledgor as a party to this AgreementAgreement or any other Term Loan Document.

Appears in 1 contract

Samples: Intercreditor Agreement (Overseas Shipholding Group Inc)

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