Common use of Joinder of Guarantors Clause in Contracts

Joinder of Guarantors. Any Subsidiary of the Borrower which is required to join this Agreement as a Guarantor pursuant to Section 8.2.9 [Subsidiaries, Partnerships and Joint Ventures] shall execute and deliver to the Paying Agent (i) a Guarantor Joinder in substantially the form attached hereto as Exhibit 1.1(G)(1) pursuant to which it shall join as a Guarantor each of the documents to which the Guarantors are parties; (ii) documents in the forms described in Section 7.1 [First Loans, Etc.] modified as appropriate to relate to such Subsidiary; and (iii) documents necessary to grant and perfect Prior Security Interests, subject to Permitted Liens, to the Collateral Trustee for the benefit of the Secured Parties in all Collateral held by such Subsidiary. The Loan Parties shall deliver such Guarantor Joinder and related documents to the Paying Agent within twenty (20) Business Days after (i) if such Subsidiary is newly formed, the date of the filing of such Subsidiary’s articles of incorporation if the Subsidiary is a corporation, the date of the filing of its certificate of limited partnership if it is a limited partnership or the date of its organization if it is an entity other than a limited partnership or corporation or (ii) if such Subsidiary is an existing Person newly acquired pursuant to a Permitted Acquisition, the date of the closing of the transaction constituting such Permitted Acquisition.

Joinder of Guarantors. Any Subsidiary of the Borrower which is required to join this Agreement as a Guarantor pursuant to Section 8.2.9 [Subsidiaries, Partnerships and Joint Ventures] 7.2.9 shall execute and deliver to the Paying Agent (i) a Guarantor Joinder in substantially the form attached hereto as Exhibit ------- 1.1(G)(1) pursuant to which it shall join as a Guarantor or party (as the case --------- may be) each of the documents to which the Guarantors are partiesparties (including without limitation, the Security Agreement, the Subordination Agreement and the Guaranty); (ii) documents in the forms described in Section 7.1 6.1 [First Loans, Etc.] modified as appropriate to relate to such Subsidiary; and (iii) documents necessary to grant and perfect Prior Security Interests, subject to Permitted Liens, Interests to the Collateral Trustee Agent for the benefit of the Secured Parties Banks in all Collateral held by such Subsidiary and all of the issued and outstanding capital stock of such Subsidiary. The Loan Parties shall deliver such Guarantor Joinder and related documents to the Paying Agent within twenty five (205) Business Days after (i) if such Subsidiary is newly formed, the date of the filing of such Subsidiary’s 's articles of incorporation if the Subsidiary is a corporation, the date of the filing of its certificate of limited partnership if it is a limited partnership or the date of its organization if it is an entity other than a limited partnership or corporation or (ii) if such Subsidiary is an existing Person newly acquired pursuant to a Permitted Acquisition, the date of the closing of the transaction constituting such Permitted Acquisitioncorporation.

Joinder of Guarantors. Any Subsidiary of the Borrower which is required to join this Agreement as a Guarantor pursuant to Section 8.2.9 7.2.8 [Subsidiaries, Partnerships and Joint Ventures] shall execute and deliver to the Paying Agent and each Bank (i) a Guarantor Joinder in substantially the form attached hereto as Exhibit 1.1(G)(1) pursuant to which it shall join as a Guarantor each of the documents to which the Guarantors are parties; (ii) documents in the forms described in Section 7.1 6.1 [First Loans, Etc.Loans and Letters of Credit] modified as appropriate to relate to such Subsidiary; and (iii) documents necessary to grant and perfect Prior Security Interests, subject to Permitted Liens, Interests to the Collateral Trustee Agent for the benefit of the Secured Parties Banks in all Collateral held by such Subsidiary. The Loan Parties shall deliver such Guarantor Joinder and related documents to the Paying Agent within twenty five (205) Business Days after (i) if such Subsidiary is newly formed, the date of the filing of such Subsidiary’s 's articles of incorporation if the Subsidiary is a corporation, the date of the filing of its certificate of limited partnership if it is a limited partnership or the date of its organization if it is an entity other than a limited partnership or corporation corporation. The Borrower shall deliver such Guarantor Joinder and related documents to the Agent within five (5) Business Days after the formation or (ii) if such acquisition of any Subsidiary is an existing Person newly acquired pursuant to a Permitted Acquisition, by the date of the closing of the transaction constituting such Permitted AcquisitionBorrower.

Joinder of Guarantors. Any Subsidiary of the Borrower which is required to join this Agreement as a Guarantor pursuant to Section 8.2.9 [Subsidiaries, Partnerships and Joint Ventures] the terms hereof shall execute and deliver to the Paying Agent (i) a Guarantor Joinder in substantially the form attached hereto as Exhibit 1.1(G)(1) pursuant to which it shall join as a Guarantor each of the documents to which the Guarantors are parties; (ii) a Guaranty Agreement in substantially the form attached hereto as Exhibit 1.1(G)(2); and (iii) documents in the forms described in Section 7.1 6.1 [First Loans, Etc.] modified as appropriate to relate to such Subsidiary; and (iii) documents necessary . Any Subsidiary which is required to grant and perfect Prior Security Interests, subject to Permitted Liens, join this Agreement as a Guarantor pursuant to the Collateral Trustee for the benefit of the Secured Parties in all Collateral held by such Subsidiary. The Loan Parties terms hereof shall deliver such Guarantor Joinder Joinder, Guaranty Agreement and related documents to the Paying Agent within twenty fifteen (2015) Business Days after after, as the case may be, (i) if such Subsidiary is newly formed, the date of the Permitted Acquisition pursuant to which it was acquired or (ii) the date of the filing of such Subsidiary’s 's articles of incorporation if the Subsidiary is a corporation, the date of the filing of its certificate of limited partnership if it is a limited partnership or the date of its organization if it is an entity other than a limited partnership or corporation or (ii) if such Subsidiary is an existing Person newly acquired pursuant to a Permitted Acquisition, the date of the closing of the transaction constituting such Permitted Acquisitioncorporation.

Joinder of Guarantors. Any Each Domestic Subsidiary of the Borrower which is required to (other than the Excluded Subsidiaries) shall join this Agreement as a Guarantor pursuant to Section 8.2.9 [SubsidiariesGuarantor, Partnerships and Joint Ventures] shall execute and deliver to the Paying Agent (i) a Guarantor Joinder in substantially the form attached hereto as Exhibit 1.1(G)(1) pursuant to which it shall join as a Guarantor each of the documents to which the Guarantors are parties; (ii) documents in the forms described in Section 7.1 [First Loans, Etc.] modified as appropriate to relate to such Subsidiary; and (iii) documents necessary to grant and perfect Prior Security Interests, subject to Permitted Liens, Interests to the Collateral Trustee Agent for the benefit of the Secured Parties Banks in all Collateral held by such SubsidiarySubsidiary and (iv) documents necessary to grant and perfect Prior Security Interests to the Agent for the benefit of the Banks in all of the issued and outstanding equity interests of each Domestic Subsidiary of the Borrower (other than the Excluded Subsidiaries). The Loan Parties shall deliver such Guarantor Joinder and related documents to the Paying Agent within twenty five (205) Business Days after (i) if such Subsidiary is newly formed, the date of the filing of such Subsidiary’s 's articles of incorporation if the Subsidiary is a corporation, the date of the filing of its certificate of limited partnership if it is a limited partnership or the date of its organization if it is an entity other than a limited partnership or corporation or (ii) if such Subsidiary is an existing Person newly acquired pursuant to a Permitted Acquisition, the date of the closing of the transaction constituting such Permitted Acquisitioncorporation.

Joinder of Guarantors. Any Subsidiary of the Borrower any Loan Party which is required to join this Agreement as a Guarantor pursuant to Section 8.2.9 7.2.8 [Subsidiaries, Partnerships and Joint Ventures] and which has not yet done so shall execute and deliver to the Paying Administrative Agent (i) a Guarantor Joinder in substantially the form attached hereto as Exhibit 1.1(G)(1) pursuant to which it shall join as a Guarantor each of the documents to which the Guarantors are parties; and (ii) documents in the forms described in Section 7.1 6.1 [First Loans, Etc.Loans and Letters of Credit] modified as appropriate to relate to such Subsidiary; and (iii) documents necessary to grant and perfect Prior Security Interests, subject to Permitted Liens, to the Collateral Trustee for the benefit of the Secured Parties in all Collateral held by such Subsidiary. The Loan Parties shall deliver such Guarantor Joinder and related documents to the Paying Administrative Agent within twenty forty-five (2045) Business Days days after (i) if such Subsidiary is newly formed, the date of (x) with respect to any Subsidiary acquired after the Closing Date, the consummation of such acquisition, or (y) with respect to any other Subsidiary, (a) the filing of such Subsidiary’s articles of incorporation if the Subsidiary is a corporation, the date of (b) the filing of its certificate of limited partnership if it is a limited partnership or the date of its organization (c) if it is an entity other than a limited partnership or corporation corporation, its organization, or (ii) if such Subsidiary is an existing Person newly acquired pursuant later date as consented to a Permitted Acquisition, by the date of the closing of the transaction constituting such Permitted AcquisitionAdministrative Agent in its reasonable discretion.

Joinder of Guarantors. Any Subsidiary subsidiary of the Borrower any Loan Party which is required to join this Agreement as a Guarantor pursuant to Section 8.2.9 [Subsidiaries, Partnerships and Joint Venturesetc.] shall execute and deliver to the Paying Administrative Agent (i) a Guarantor Joinder in substantially form acceptable to the form attached hereto as Exhibit 1.1(G)(1) Agents pursuant to which it shall join as a Guarantor each of the documents to which the Guarantors are parties; (ii) documents in the forms described in Section 7.1 [First Loans, Etcetc.] modified as appropriate to relate to such Subsidiary; and (iii) documents necessary to grant and perfect Prior Security Interests, subject to Permitted Liens, Interests to the Collateral Trustee Administrative Agent for the benefit of the Secured Parties Creditors in all Collateral held by such Subsidiary and all Equity Interests issued by such Subsidiary. The Loan Parties shall deliver such Guarantor Joinder and related documents to the Paying Administrative Agent upon the acquisition of the stock of such Subsidiary if acquired in a Permitted Acquisition, not later than the closing of the -109- 119 purchase of assets by such Subsidiary as part of a Permitted Acquisition or otherwise within twenty five (205) Business Days after (i) if such Subsidiary is newly formed, the date of the filing of such Subsidiary’s 's articles of incorporation if the Subsidiary is a corporation, the date of the filing of its certificate of limited partnership if it is a limited partnership or the date of its organization if it is an entity other than a limited partnership or corporation or (ii) if such Subsidiary is an existing Person newly acquired pursuant to a Permitted Acquisition, the date of the closing of the transaction constituting such Permitted Acquisitioncorporation.

Joinder of Guarantors. Any Subsidiary of the Borrower which is required to join this Agreement as a Guarantor pursuant to Section 8.2.9 [Subsidiaries, Partnerships and Joint Ventures] shall execute and deliver to the Paying Agent (i) a Guarantor Joinder in substantially the form attached hereto as Exhibit EXHIBIT 1.1(G)(1) pursuant to which it shall join as a Guarantor each of the documents to which the Guarantors are parties; (ii) documents in the forms described in Section 7.1 [First Loans, Etc.Loans and Letters of Credit] modified as appropriate to relate to such Subsidiary; and (iii) documents necessary to grant and perfect Prior Security Interests, subject to Permitted Liens, Interests to the Collateral Trustee Agent for the benefit of the Secured Parties Banks in all Collateral held by such Subsidiary. The In the case of a Permitted Acquisition, the Person or -91- Persons acquired shall deliver such Guarantor Joinder upon consummation of the Permitted Acquisition. In all other cases, the Loan Parties shall deliver such Guarantor Joinder and related documents to the Paying Agent within twenty five (205) Business Days after (i) if such Subsidiary is newly formed, the date of the filing of such Subsidiary’s 's articles of incorporation if the Subsidiary is a corporation, the date of the filing of its certificate of limited partnership if it is a limited partnership or the date of its organization if it is an entity other than a limited partnership or corporation or (ii) if such Subsidiary is an existing Person newly acquired pursuant to a Permitted Acquisition, the date of the closing of the transaction constituting such Permitted Acquisition.corporation. [SIGNATURE PAGES FOLLOW]

Joinder of Guarantors. Any Subsidiary of the Borrower any Loan Party which is required to join this Agreement as a Guarantor pursuant to Section 8.2.9 7.2.8 [Subsidiaries, Partnerships and Joint Ventures] and which has not yet done so shall execute and deliver to the Paying Administrative Agent (i) a Guarantor Joinder in substantially the form attached hereto as Exhibit 1.1(G)(1) pursuant to which it shall join as a Guarantor each of the documents to which the Guarantors are parties; and (ii) documents in the forms described in Section 7.1 6.1.1 [First Loans, Etc.Deliveries] modified as appropriate to relate to such Subsidiary; and (iii) documents necessary to grant and perfect Prior Security Interests, subject to Permitted Liens, to the Collateral Trustee for the benefit of the Secured Parties in all Collateral held by such Subsidiary. The Loan Parties shall deliver such Guarantor Joinder and related documents to the Paying Administrative Agent within twenty forty-five (2045) Business Days days after (i) if such Subsidiary is newly formed, the date of (x) with respect to any Subsidiary acquired after the Closing Date, the consummation of such acquisition, or (y) with respect to any other Subsidiary, (a) the filing of such Subsidiary’s articles of incorporation if the Subsidiary is a corporation, the date of (b) the filing of its certificate of limited partnership if it is a limited partnership or the date of its organization (c) if it is an entity other than a limited partnership or corporation corporation, its organization, or (ii) if such Subsidiary is an existing Person newly acquired pursuant later date as consented to a Permitted Acquisition, by the date of the closing of the transaction constituting such Permitted AcquisitionAdministrative Agent in its reasonable discretion.

Joinder of Guarantors. Any Subsidiary of the Borrower which is required to join this Agreement as a Guarantor pursuant to Section 8.2.9 7.2.9 [Subsidiaries, Partnerships and Joint Ventures] shall execute and deliver to the Paying Administrative Agent (i) a Guarantor Joinder in substantially the form attached hereto as Exhibit 1.1(G)(1) pursuant to which it shall join as a Guarantor each of the documents to which the Guarantors are parties; and (ii) documents in the forms described in Section 7.1 6.1 [First Loans, Etc.] modified as appropriate to relate to such Subsidiary; and (iii) documents necessary to grant and perfect Prior Security Interests, subject to Permitted Liens, to the Collateral Trustee for the benefit of the Secured Parties in all Collateral held by such Subsidiary. The Loan Parties shall deliver such Guarantor Joinder and related documents to the Paying Administrative Agent at such times as required under Section 7.2.6 [Liquidations, Mergers, Consolidations, Acquisitions] if the Subsidiary is acquired in a Permitted Acquisition and within twenty five (205) Business Days after (i) if such Subsidiary is newly formed, the date of the filing of such Subsidiary’s 's articles of incorporation if the Subsidiary is a corporation, the date of the filing of its certificate of limited partnership if it is a limited partnership or the date of its organization if it is an entity other than a limited partnership or corporation or (ii) if such Subsidiary is an existing Person newly formed by the Loan Parties and is not acquired pursuant to in a Permitted Acquisition, the date of the closing of the transaction constituting such Permitted Acquisition.