SUBSIDIARY GRANTORS Sample Clauses

SUBSIDIARY GRANTORS. El Paso EPNG Investments, L.L.C. El Paso Tennessee Pipeline Co. El Paso TGPC Investments, L.L.C. El Paso Pipeline Holding Company, L.L.C. Schedule I SCHEDULE II INITIAL PLEDGED EQUITY Name of Grantor Name of Issuer Jurisdiction of Organization of Issuer Class of Equity Interest Par Value Certificate No. Number of Shares Percentage of Outstanding Equity Interests of Issuer El Paso EPNG Investments, L.L.C. El Paso Natural Gas Company Delaware Common Stock 1.00 2 1,000 100 % El Paso Tennessee Pipeline Co. El Paso TGPC Investments, L.L.C. Delaware Membership Interests n/a 1 n/a 100 % El Paso TGPC Investments, L.L.C. Tennessee Gas Pipeline Company Delaware Common Stock 5.00 4 208 100 % El Paso Pipeline Holding Company, L.L.C. El Paso Pipeline GPCompany, L.L.C. Delaware Membership Interests n/a n/a n/a 100 % Schedule II SCHEDULE III NAME, LOCATION, CHIEF EXECUTIVE OFFICE, TYPE OF ORGANIZATION, JURISDICTION OF ORGANIZATION, AND ORGANIZATIONAL IDENTIFICATION NUMBER Company Name Location Chief Executive Office Type of Organization Jurisdiction of Organization El Paso Corporation Delaware El Paso Building 1000 Xxxxxxxxx Xx. Xxxxxxx, Xxxxx 00000 Corporation Delaware El Paso EPNG Investments, L.L.C. Delaware El Paso Building 1000 Xxxxxxxxx Xx. Xxxxxxx, Xxxxx 00000 Limited Liability Company Delaware El Paso Tennessee Pipeline Co. Delaware El Paso Building 1000 Xxxxxxxxx Xx. Xxxxxxx, Xxxxx 00000 Corporation Delaware El Paso TGPC Investments, L.L.C. Delaware El Paso Building 1000 Xxxxxxxxx Xx. Xxxxxxx, Xxxxx 00000 Limited Liability Company Delaware El Paso Pipeline Holding Company, L.L.C. Delaware El Paso Building 1000 Xxxxxxxxx Xx. Xxxxxxx, Xxxxx 00000 Limited Liability Company Delaware SCHEDULE IV CHANGES Scope: Within Last 5 Years Prior to Effective Date Company Changes in the Company Name Changes in Location Changes in the Chief Executive Office Changes in the Type of Organization Changes in the Jurisdiction of Organization El Paso Corporation None None None None None
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SUBSIDIARY GRANTORS. Each of the undersigned hereby (i) acknowledges receipt of a copy of the Restated Subordination Agreement dated as of May 24, 2013 made by and among Xxxxxxx X. Xxxxxxxx, Xxxxx Xxxx Xxxxxxxxxx, Xxxxxx Xxx Xxxxxxxxxx, Xxxxxx Xxxxxxx and Xxxxxxxx Xxxxxxx as trustees for The Xxxxxxxx Xxxxxxx Xxxxxxx Revocable Trust UA June 13, 2006, Xxxxxxxxx Partners, W. Xxxx Xxxxx and Xxxxx X. Xxxxxx, Xxxxxx XxXxxxxx as trustee for The Revocable Trust of Xxxxxx X. XxXxxxxx Revocable Trust U/D/T dated February 17, 1999, Zanesville Partners Fund, LLC, Xxxx Xxxxx, Xxxxxxx Xxxxxxxxx, and Pensco Trust Co., FBO Xxxxxx Xxxxxxx XXX (collectively the “Subordinated Creditors”), TCA Global Credit Master Fund, LP, a limited partnership organized and existing under the laws of the Cayman Islands (“TCA”) and Hillair Capital Investments, L.P., a Delaware limited partnership(“Hillair”) (with its participants, successors and assigns, TCA and Hillair are sometimes referred to herein as the “Preferred Lenders”) (the “Agreement”), (ii) agrees to all of the terms and provisions of the Agreement, (iii) agrees to and with the Preferred Lenders that it shall make no payment on the Subordinated Indebtedness that the Subordinated Creditors would not be entitled to receive under the provisions of the Agreement, (iv) agrees that any such payment will constitute a default under the Preferred Lenders Debt, and (v) agrees to xxxx its books conspicuously to evidence the subordination of the Subordinated Indebtedness effected hereby. NUTRACEA, LLC, SRB-IP, LLC, SRB-MERM, LLC, SRB-LC, LLC, SRB-MT, LLC, SRB-WS, LLC, RICEX COMPANY, RICEX NUTRIENTS, INC., RICE SCIENCE, LLC, RICE RX, LLC, Each by: Name: X. Xxxx Belt Title: Secretary EXHIBIT A Legend “THIS INSTRUMENT IS SUBJECT TO THE TERMS OF A RESTATED SUBORDINATION AGREEMENT BY _____________ IN FAVOR OF TCA GLOBAL CREDIT MASTER FUND, LP AND THE HILLAIR CAPITAL INVESTMENTS, L.P., DATED ____________________.” Exhibit G Form of Validity Guarantee VALIDITY GUARANTY This Validity Guaranty, dated as April 30, 2013 (as amended, restated or modified from time to time, the “Validity Guaranty”), is made by [W. XXXX XXXXX/XXXXX XXXX BELT] (the “Guarantor”), for the benefit of TCA GLOBAL CREDIT MASTER FUND, LP, a limited partnership organized and existing under the laws of the Cayman Islands (the “Lender”).
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SUBSIDIARY GRANTORS. HD SUPPLY CONSTRUCTION SUPPLY, LTD. By: HD Supply GP & Management, Inc., its general partner By: /s/ Xxxxxxx Xxxxx Name: Xxxxxxx Xxxxx Title: Vice President and Secretary HD SUPPLY POWER SOLUTIONS, LTD. By: HD Supply GP & Management, Inc., its general partner By: /s/ Xxxxxxx Xxxxx Name: Xxxxxxx Xxxxx Title: Vice President and Secretary HD SUPPLY FACILITIES MAINTENANCE, LTD. By: HD Supply GP & Management, Inc., its general partner By: /s/ Xxxxxxx Xxxxx Name: Xxxxxxx Xxxxx Title: Vice President and Secretary HD SUPPLY WATERWORKS, LTD. By: HD Supply GP & Management, Inc., its general partner By: /s/ Xxxxxxx Xxxxx Name: Xxxxxxx Xxxxx Title: Vice President and Secretary Acknowledged and Agreed to as of the date hereof by: WILMINGTON TRUST, NATIONAL ASSOCIATION, as Note Collateral Agent By: /s/ Xxxx X. Xxxxxxx Name: Xxxx X. Xxxxxxx Title: Vice President EXECUTION VERSION SCHEDULES to COLLATERAL AGREEMENT made by HD SUPPLY, INC., and certain of its Subsidiaries, in favor of WILMINGTON TRUST, NATIONAL ASSOCIATION, as Note Collateral Agent, Dated as of December 4, 2014 Schedule 1 NOTICE ADDRESSES OF GRANTORS Notices, requests or demands to or upon any Grantor under the Collateral Agreement shall be made to such Grantor as follows: Any of: Brafasco Holdings, Inc. Brafasco Holdings II, Inc. HD Supply Construction Supply Group, Inc. HD Supply Facilities Maintenance Group, Inc. HD Supply GP & Management, Inc. HD Supply, Inc. HD Supply Support Services, Inc. HD Supply Power Solutions Group, Inc. HD Supply Waterworks Group, Inc. HSI IP, Inc. HD Supply Distribution Services, LLC HD Supply Repair & Remodel, LLC LBM Holdings, LLC ProValue, LLC White Cap Construction Supply, Inc. HD Supply FM Services, LLC HD Supply Management, Inc. HD Supply Holdings, LLC HD Supply Construction Supply, Ltd. HD Supply Facilities Maintenance, Ltd. HD Supply Power Solutions, Ltd. HD Supply Waterworks, Ltd. Creative Touch Interiors, Inc. HDS Power Solutions, Inc. 0000 Xxxxxxxxxx Xxxxxxxxx, Xxxxx 0000 Xxxxxxx, XX, 00000 Attention: Xxxxxxx Xxxxx Telephone: (000) 000-0000 HDS IP Holding, LLC 000 Xxxxxxxxxx Xxxxxx Xxxxx, Xxxxx 000 Xxx Xxxxx, XX 00000 Attention: Xxxxxxx Xxxxx Telephone: (000) 000-0000 with copies to Debevoise & Xxxxxxxx LLP 000 Xxxxx Xxxxxx Xxx Xxxx, Xxx Xxxx 00000 Attention: Xxxxxx X. Xxxxxxx, Esq. and Xxxx X. Xxxxxxxxx, Esq. Facsimile: (000) 000-0000 Telephone: (000) 000-0000 PLEDGED SECURITIES Pledged Stock: Pledgor Issuer Class of Stock or Interests Par Value Certificate No(s). ...
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SUBSIDIARY GRANTORS 
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Related to SUBSIDIARY GRANTORS

  • Additional Subsidiary Guarantors Unless otherwise specified pursuant to Section 301 with respect to a series of Securities, the Company will cause any domestic Wholly Owned Subsidiary of the Company that becomes a Subsidiary after the date the Securities of a series are first issued hereunder to become a Subsidiary Guarantor as soon as practicable after such Subsidiary becomes a Subsidiary. The Company shall cause any such Wholly Owned Subsidiary to become a Subsidiary Guarantor with respect to the Securities by executing and delivering to the Trustee (a) a supplemental indenture, in form and substance satisfactory to the Trustee, which subjects such Person to the provisions (including the representations and warranties) of this Indenture as a Subsidiary Guarantor and (b) an Opinion of Counsel to the effect that such supplemental indenture has been duly authorized and executed by such Person and such supplemental indenture and such Person’s obligations under its Subsidiary Guarantee and this Indenture constitute the legal, valid, binding and enforceable obligations of such Person (subject to such customary exceptions concerning creditors’ rights and equitable principles as may be acceptable to the Trustee in its discretion).

  • Releases of Subsidiary Guarantors (a) A Subsidiary Guarantor shall automatically be released from its obligations under the Subsidiary Guaranty upon the consummation of any transaction permitted by this Agreement as a result of which such Subsidiary Guarantor ceases to be a Subsidiary; provided that, if so required by this Agreement, the Required Lenders shall have consented to such transaction and the terms of such consent shall not have provided otherwise. In connection with any termination or release pursuant to this Section, the Administrative Agent shall (and is hereby irrevocably authorized by each Lender to) execute and deliver to any Loan Party, at such Loan Party’s expense, all documents that such Loan Party shall reasonably request to evidence such termination or release. Any execution and delivery of documents pursuant to this Section shall be without recourse to or warranty by the Administrative Agent.

  • Additional Guarantors and Grantors Subject to any applicable limitations set forth in the Security Documents, the Borrower will cause each direct or indirect Domestic Subsidiary (excluding any Excluded Subsidiary) formed or otherwise purchased or acquired after the Original Closing Date (including pursuant to a Permitted Acquisition) and each other Domestic Subsidiary that ceases to constitute an Excluded Subsidiary to, within 30 days from the date of such formation, acquisition or cessation, as applicable (or such longer period as the Administrative Agent may agree in its reasonable discretion), and Borrower may at its option cause any Subsidiary to, execute a supplement to each of the Guarantee, the Pledge Agreement and the Security Agreement in order to become a Guarantor under the Guarantee and a grantor under such Security Documents or, to the extent reasonably requested by the Collateral Agent, enter into a new Security Document substantially consistent with the analogous existing Security Documents and otherwise in form and substance reasonably satisfactory to such Collateral Agent and take all other action reasonably requested by the Collateral Agent to grant a perfected security interest in its assets to substantially the same extent as created by the Credit Parties on the Original Closing Date (including, without limitation, in the case of a Foreign Subsidiary causing such Foreign Subsidiary to execute guarantees and security agreements compatible with the laws of such Foreign Subsidiary’s jurisdiction in form and substance reasonably satisfactory to the Collateral Agent). Notwithstanding anything in any Credit Document to the contrary, as of the 2014 July Repricing Effective Date: (i) FDR Limited, Money Network Financial, LLC and TeleCheck Services, Inc. are each released as Guarantors under the Credit Documents, (ii) FDR Limited shall be deemed a Foreign Subsidiary for purposes of any requirement relating to the pledge of Equity Interests in FDR Limited and (iii) unless the Borrower notifies the Administrative Agent otherwise prior to the time such release would apply, any Guarantor shall be automatically cease to be a Guarantor under the Credit Documents and in such capacity will be automatically released from the Guarantees (and for the avoidance of doubt each other Security Document) to the extent such Guarantor ceases to be a wholly-owned Domestic Subsidiary of the Borrower and the value of such Guarantor at such time (when aggregated with the value (at the time of release) of all prior Guarantors that have ceased to be Guarantors pursuant to this clause (iii)), does not exceed (a) 10% of Consolidated EBITDA as of the most recently ended Test Period plus (b) the amount of Investments that would be permitted to be made pursuant to Section 10.5 (other than clause (g)(i)(c) thereto) with respect to such Subsidiary (as such Subsidiary exists after ceasing to be a Guarantor), it being understood such usage shall reduce the amounts that would otherwise available for such Investments. It is understood and agreed that this paragraph does not authorize the release of all or substantially all of the Guarantors under the Guarantees or the release of all or substantially all of the Collateral under the Security Documents.

  • Limitation on Subsidiary Guarantor Liability Each Subsidiary Guarantor, and by its acceptance of Notes, each Holder, hereby confirms that it is the intention of all such parties that the Subsidiary Guarantee of such Subsidiary Guarantor not constitute a fraudulent transfer or conveyance for purposes of Bankruptcy Law, the Uniform Fraudulent Conveyance Act, the Uniform Fraudulent Transfer Act or any similar federal or state law to the extent applicable to any Subsidiary Guarantee. To effectuate the foregoing intention, the Trustee, the Holders and the Subsidiary Guarantors hereby irrevocably agree that the obligations of such Subsidiary Guarantor will, after giving effect to such maximum amount and all other contingent and fixed liabilities of such Subsidiary Guarantor that are relevant under such laws, and after giving effect to any collections from, rights to receive contribution from or payments made by or on behalf of any other Subsidiary Guarantor in respect of the obligations of such other Subsidiary Guarantor under this Article Ten, result in the obligations of such Subsidiary Guarantor under its Subsidiary Guarantee not constituting a fraudulent transfer or conveyance. Each Subsidiary Guarantor that makes a payment for distribution under its Subsidiary Guarantee is entitled to a contribution from each other Subsidiary Guarantor in a pro rata amount based on the adjusted net assets of each Subsidiary Guarantor.

  • Future Subsidiary Guarantors The Company will not permit any Restricted Subsidiary to Guarantee the payment of any Indebtedness of the Company or any Indebtedness of any other Restricted Subsidiary (other than a Guarantee by a Foreign Subsidiary of Indebtedness of a Foreign Subsidiary or a Guarantee by a Receivables Subsidiary), unless such Restricted Subsidiary simultaneously executes and delivers a supplemental indenture pursuant to which such Restricted Subsidiary will unconditionally Guarantee, on a joint and several basis, the full and prompt payment of the principal of, premium, if any, and interest on the Notes and all other obligations under this Indenture on a senior basis; provided that if such Indebtedness is by its express terms subordinated in right of payment to the Notes or a Note Guarantee, any Guarantee of such Restricted Subsidiary with respect to such Indebtedness shall be subordinated in right of payment to such Restricted Subsidiary’s Note Guarantee substantially to the same extent as such Indebtedness is subordinated to the Notes or the Note Guarantees, as the case may be. The obligations of a Subsidiary Guarantor under its Note Guarantee will be limited as necessary to prevent its Note Guarantee from constituting a fraudulent conveyance or fraudulent transfer under applicable law. Thereafter, such Restricted Subsidiary shall be a Guarantor for all purposes of this Indenture. Notwithstanding the preceding paragraph, any Note Guarantee of a Subsidiary Guarantor will provide by its terms that it will be automatically and unconditionally released and discharged under the circumstances set forth in Section 11.05. The form of the Note Guarantee is attached hereto as Exhibit C. ARTICLE FIVE

  • Guarantors So long as any Registrable Notes remain outstanding, the Issuers shall cause each Person that becomes a guarantor of the Notes under the Indenture to execute and deliver a counterpart to this Agreement which subjects such Person to the provisions of this Agreement as a Guarantor. Each of the Guarantors agrees to join the Company in all of its undertakings hereunder to effect the Exchange Offer for the Exchange Notes and the filing of any Shelf Registration Statement required hereunder.

  • Release of Subsidiary Guarantors Unless otherwise specified pursuant to Section 301 with respect to a series of Securities, each Subsidiary Guarantee will remain in effect with respect to the respective Subsidiary Guarantor until the entire principal of, premium, if any, and interest on the Securities to which such Subsidiary Guarantee relates shall have been paid in full or otherwise satisfied and discharged in accordance with the provisions of such Securities and this Indenture and all amounts owing to the Trustee hereunder have been paid; provided, however, that if (i) such Subsidiary Guarantor ceases to be a Subsidiary in compliance with the applicable provisions of this Indenture, (ii) either Defeasance or Covenant Defeasance occurs with respect to such Securities pursuant to Article Fifteen or (iii) all or substantially all of the assets of such Subsidiary Guarantor or all of the Capital Stock of such Subsidiary Guarantor is sold (including by sale, merger, consolidation or otherwise) by the Company or any Subsidiary in a transaction complying with the requirements of this Indenture, then, in each case of (i), (ii) or (iii), upon delivery by the Company of an Officers’ Certificate and an Opinion of Counsel stating that all conditions precedent herein provided for relating to the release of such Subsidiary Guarantor from its obligations under its Subsidiary Guarantee and this Article Thirteen have been complied with, such Subsidiary Guarantor shall be released and discharged of its obligations under its Subsidiary Guarantee and under this Article Thirteen without any action on the part of the Trustee or any Holder, and the Trustee shall execute any documents reasonably required in order to acknowledge the release of such Subsidiary Guarantor from its obligations under its Subsidiary Guarantee endorsed on the Securities of such series and under this Article Thirteen.

  • Subsidiary Guarantors (a) The Company will cause each of its Subsidiaries that guarantees or otherwise becomes liable at any time, whether as a borrower or an additional or co-borrower or otherwise, for or in respect of any Indebtedness under any Material Credit Facility to concurrently therewith:

  • Limitation of Subsidiary Guarantor's Liability Each Subsidiary Guarantor, and by its acceptance hereof each Holder, hereby confirms that it is the intention of all such parties that the guarantee by such Subsidiary Guarantor pursuant to its Guarantee not constitute a fraudulent transfer or conveyance for purposes of any federal, state or foreign law. To effectuate the foregoing intention, the Holders and each Subsidiary Guarantor hereby irrevocably agree that the obligations of each Subsidiary Guarantor under the Guarantee shall be limited to the maximum amount as will, after giving effect to all other contingent and fixed liabilities of such Subsidiary Guarantor and after giving effect to any collections from or payments made by or on behalf of any other Subsidiary Guarantor in respect of the obligations of such other Subsidiary Guarantor under its Guarantee or pursuant to Section 10.06, result in the obligations of such Subsidiary Guarantor under the Guarantee not constituting a fraudulent conveyance or fraudulent transfer under federal, state or foreign law. This Section 10.05 is for the benefit of the creditors of each Subsidiary Guarantor, and, for purposes of applicable fraudulent transfer and fraudulent conveyance law, any Indebtedness of a Subsidiary Guarantor pursuant to Credit Facilities shall be deemed to have been incurred prior to the incurrence by such Subsidiary Guarantor of its liability under the Guarantee.

  • Communications with Obligors; Grantors Remain Liable (a) The Administrative Agent in its own name or in the name of others may at any time after the occurrence and during the continuance of an Event of Default communicate with obligors under the Receivables to verify with them to the Administrative Agent’s satisfaction the existence, amount and terms of any Receivables.

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