Common use of Required Guarantors Clause in Contracts

Required Guarantors. As promptly as possible but in any event within (i) forty-five (45) days (or such later date as may be agreed by the Administrative Agent in its sole discretion) after a Subsidiary that meets the requirements of the definition for a “Guarantor” hereunder is organized or acquired, or (ii) with respect to any other Subsidiary, within ten (10) Business Days after the date that the audited financial statements are required to be delivered pursuant to Section 6.1(a) above for the period during which such Subsidiary becomes a Subsidiary that meets the requirements of the definition for a Guarantor hereunder, the Borrower shall provide the Administrative Agent with written notice thereof setting forth information in reasonable detail describing the material assets of such Subsidiary and shall cause each such Subsidiary that is not an Excluded Subsidiary to deliver to the Administrative Agent a joinder to the Guaranty (in the form contemplated thereby) pursuant to which such Subsidiary agrees to be bound by the terms and provisions thereof, such Guaranty joinder to be accompanied by appropriate resolutions, other corporate or legal entity documentation, in each case in form and substance reasonably satisfactory to the Administrative Agent and its counsel, and such legal opinions and other documentation as the Administrative Agent may reasonably request. Notwithstanding any provision of this Agreement to the contrary, no Excluded Subsidiary shall be required to become a Guarantor pursuant to this Section 6.19 or otherwise pursuant to any Loan Document.

Required Guarantors. As promptly as possible but in any event within (i) forty-five (45) days (or such later date as may be agreed by the Administrative Agent in its sole discretion) after a Material Domestic Subsidiary that meets the requirements of the definition for a “Guarantor” hereunder (other than any Excluded Subsidiary) is organized or acquired, or within sixty (ii60) with respect to any other Subsidiary, within ten (10) Business Days days after the date that end of any fiscal quarter of the audited financial statements are required to be delivered Borrower during which any Subsidiary (other than any Excluded Subsidiary) becomes a Material Domestic Subsidiary pursuant to Section 6.1(a) above for the period during which such Subsidiary becomes a Subsidiary that meets the requirements of the definition for a Guarantor hereunderthereof, the Borrower shall provide the Administrative Agent with written notice thereof setting forth information in reasonable detail describing the material assets of such Subsidiary and shall cause each such Subsidiary that is not an Excluded Subsidiary to deliver to the Administrative Agent a joinder to the Guaranty (in the form contemplated thereby) pursuant to which such Subsidiary agrees to be bound by the terms and provisions thereof, such Guaranty joinder to be accompanied by appropriate resolutions, other corporate or legal entity documentationdocumentation and legal opinions, in each case in form and substance reasonably satisfactory to the Administrative Agent and its counsel, and such legal opinions and other documentation as the Administrative Agent may reasonably request. Notwithstanding any provision of this Agreement to the contrary, no Excluded Subsidiary shall be required to become a Guarantor pursuant to this Section 6.19 or otherwise pursuant to any Loan Document.

Required Guarantors. As promptly as possible but in any event within (i) forty-five (45) days (or such later date as may be agreed by the Administrative Agent in its sole discretion) after a Subsidiary that meets the requirements of the definition for a “Guarantor” hereunder is organized or acquired, or (ii) with respect to any other Subsidiary, within ten (10) Business Days (or such later date as the Administrative Agent shall agree in its sole discretion) after the date that the audited financial statements are required to be delivered pursuant to Section 6.1(a) above for the period during which such Subsidiary becomes either (x) provides a Subsidiary that meets the requirements guaranty of the definition for obligations under any Other Debt Agreement in a Guarantor hereunderprincipal amount greater than $100,000,000 or (y) becomes the borrower, issuer or other primary obligor under any Other Debt Agreement in a principal amount greater than $175,000,000, the Borrower shall provide the Administrative Agent with written notice thereof setting forth information in reasonable detail describing the material assets of such Subsidiary and shall cause each such Subsidiary that is not an Excluded Subsidiary to deliver to the Administrative Agent a joinder to the Guaranty (in the form contemplated thereby) pursuant to which such Subsidiary agrees to be bound by the terms and provisions thereof, such Guaranty joinder to be accompanied by appropriate resolutions, other corporate or legal entity documentation, in each case in form and substance reasonably satisfactory to the Administrative Agent and its counsel, and such legal opinions and other documentation as the Administrative Agent may reasonably request. Notwithstanding any provision of this Agreement to the contrary, no Excluded Subsidiary shall be required to become a Guarantor pursuant to this Section 6.19 or otherwise pursuant to any Loan Document.