Common use of Non-Guarantor Subsidiaries Clause in Contracts

Non-Guarantor Subsidiaries. Subject to the grace period set forth in Section 7.2(K)(c)(i), the Borrower will not at any time permit the aggregate assets of all of the Borrower’s domestic consolidated Subsidiaries (other than the SPVs) which are not Subsidiary Guarantors to exceed ten percent (10%) of Consolidated Domestic Assets of the Borrower and its consolidated Subsidiaries (other than the SPVs). The Borrower shall not permit any of its Subsidiaries (including non-domestic Subsidiaries) to guaranty any Indebtedness of the Borrower for which the Borrower is a primary obligor (other than solely as a guarantor of obligations of its Affiliates or other third parties) other than the Indebtedness hereunder unless each such Subsidiary is a Subsidiary Guarantor under the Subsidiary Guaranty.

Appears in 3 contracts

Samples: Revolving Credit Agreement (Energizer Holdings Inc), Revolving Credit Agreement (Energizer Holdings Inc), Term Loan Credit Agreement (Energizer Holdings Inc)

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Non-Guarantor Subsidiaries. Subject to the grace period set forth in Section 7.2(K)(c)(i5.12(c)(i), the Borrower Company will not at any time permit the aggregate assets of all of the BorrowerCompany’s domestic consolidated Domestic Subsidiaries (other than the SPVs) which are not Subsidiary Guarantors to exceed ten percent (10%) of Consolidated Domestic Assets of the Borrower Company and its consolidated Subsidiaries (other than the SPVs). The Borrower Company shall not permit any of its Subsidiaries (including non-domestic Foreign Subsidiaries) to guaranty any Indebtedness of the any Borrower for which the such Borrower is a primary obligor (other than solely as a guarantor of obligations of its Affiliates or other third parties) other than the Indebtedness hereunder unless each such Subsidiary is a Subsidiary Guarantor under the Subsidiary Guaranty.

Appears in 2 contracts

Samples: Credit Agreement (EDGEWELL PERSONAL CARE Co), Credit Agreement (EDGEWELL PERSONAL CARE Co)

Non-Guarantor Subsidiaries. Subject to the grace period set forth in Section 7.2(K)(c)(i5.12(c)(i), the Borrower will not at any time permit the aggregate assets of all of the Borrower’s domestic consolidated Domestic Subsidiaries (other than the SPVs) which are not Subsidiary Guarantors to exceed ten percent (10%) of Consolidated Domestic Assets of the Borrower and its consolidated Subsidiaries (other than the SPVs). The Borrower shall not permit any of its Subsidiaries (including non-domestic Foreign Subsidiaries) to guaranty any Indebtedness of the Borrower for which the Borrower is a primary obligor (other than solely as a guarantor of obligations of its Affiliates or other third parties) other than the Indebtedness hereunder unless each such Subsidiary is a Subsidiary Guarantor under the Subsidiary Guaranty.

Appears in 1 contract

Samples: Credit Agreement (Energizer Holdings Inc)

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Non-Guarantor Subsidiaries. Subject to the grace period set forth in Section 7.2(K)(c)(i), the Borrower will not at any time permit the aggregate assets of all of the Borrower’s domestic consolidated Domestic Subsidiaries (other than the SPVs) which are not Subsidiary Guarantors to exceed ten percent (10%) of Consolidated Domestic Assets of the Borrower and its consolidated Subsidiaries (other than the SPVs). The Borrower shall not permit any of its Subsidiaries (including non-domestic Foreign Subsidiaries) to guaranty any Indebtedness of the Borrower for which the Borrower is a primary obligor (other than solely as a guarantor of obligations of its Affiliates or other third parties) other than the Indebtedness hereunder unless each such Subsidiary is a Subsidiary Guarantor under the Subsidiary Guaranty.

Appears in 1 contract

Samples: Credit Agreement (Energizer Holdings Inc)

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