Common use of Required Guarantors Clause in Contracts

Required Guarantors. (a) If any Domestic Subsidiary (other than an Excluded Subsidiary, subject to paragraph (b) below) is formed or acquired after the Effective Date, the Borrower will, within ten (10) Business Days, notify the Administrative Agent and the Lenders thereof and promptly but in no event later than twenty (20) Business Days after such formation or acquisition cause such Subsidiary to execute a Guarantee Agreement. (b) If, at any time, (i) the aggregate combined revenues of the Non-Guarantors exceed twenty percent (20%) of the aggregate total consolidated revenue for the most recently ended period of four (4) fiscal quarters of the Borrower and all of the Subsidiaries or (ii) the aggregate combined assets of the Non-Guarantors exceeds twenty percent (20%) of the aggregate total consolidated assets as of the end of the most recently ended fiscal quarter of the Borrower and all of the Subsidiaries, the Borrower shall promptly cause one or more of the Non-Guarantors to execute a Guarantee Agreement such that, after giving effect to such Guarantee Agreement, both the aggregate combined revenue and the aggregate combined assets (measured according to book value basis) of all remaining Non-Guarantors, are less than twenty percent (20%) of the total consolidated revenue and total assets, respectively, of the Borrower and all of the Subsidiaries.

Appears in 1 contract

Sources: Revolving Credit Agreement (Service Corporation International)

Required Guarantors. (a) If any Domestic Subsidiary (other than an Excluded Subsidiary, subject to paragraph (b) below) is formed or acquired after the Effective DateDate or any Excluded Subsidiary ceases to be an Excluded Subsidiary, the Borrower will, within ten (10) Business Days, notify the Administrative Agent and the Lenders thereof and and, promptly but in no event later than twenty forty-five (2045) Business Days after such formation or acquisition acquisition, cause such Subsidiary to execute a Guarantee Agreement. (b) If, at any time, (i) the aggregate combined revenues of the Non-Guarantors exceed twenty percent (20%) of the aggregate total consolidated revenue for the most recently ended period of four (4) fiscal quarters of the Borrower and all of the Subsidiaries or (ii) the aggregate combined assets of the Non-Guarantors exceeds twenty percent (20%) of the aggregate total consolidated assets as of the end of the most recently ended fiscal quarter of the Borrower and all of the Subsidiaries, the Borrower shall promptly cause one or more of the Non-Guarantors to execute a Guarantee Agreement such that, after giving effect to such Guarantee Agreement, both the aggregate combined revenue and the aggregate combined assets (measured according to book value basis) of all remaining Non-Guarantors, are less than twenty percent (20%) of the total consolidated revenue and total assets, respectively, of the Borrower and all of the Subsidiaries.

Appears in 1 contract

Sources: Credit Agreement (Service Corporation International)

Required Guarantors. (a) If any Domestic Subsidiary (other than an Excluded Subsidiary, subject to paragraph (b) below) is formed or acquired after the Effective Date, the Borrower will, within ten (10) Business Days, notify the Administrative Agent and the Lenders thereof and promptly but in no event later than twenty (20) Business Days after such formation or acquisition cause such the Subsidiary to execute a Guarantee Agreement. (b) If, at any time, (i) the aggregate combined consolidated revenues of the Non-Guarantors exceed Foreign Subsidiaries exceeds twenty percent (20%) of the aggregate total consolidated revenue for the most recently ended period of four (4) fiscal quarters of the Borrower and all of the Subsidiaries Company or (ii) the aggregate combined consolidated assets of the Non-Guarantors Foreign Subsidiaries exceeds twenty percent (20%) of the aggregate total consolidated assets as of the end of the most recently ended fiscal quarter of the Borrower and all of the its Subsidiaries, the Borrower shall promptly cause one or more of the Non-Guarantors said Foreign Subsidiaries to execute a Guarantee Agreement such that, after giving effect to such Guarantee Agreement, both the aggregate combined consolidated revenue and the aggregate combined consolidated assets (measured according to book value basis) ), of all remaining Non-GuarantorsForeign Subsidiaries that have not executed a Guaranty, are is less than twenty percent (20%) of the total consolidated revenue and total assets, respectively, assets of the Borrower and all of the its Subsidiaries.

Appears in 1 contract

Sources: Revolving Credit and Term Loan Agreement (Service Corporation International)