Common use of Subsidiary Guarantors; Pledges; Additional Collateral; Further Assurances Clause in Contracts

Subsidiary Guarantors; Pledges; Additional Collateral; Further Assurances. (a) As promptly as possible but in any event within thirty (30) days (or such later date as may be agreed upon by the Collateral Agent) after any Person becomes a Subsidiary or any Restricted Subsidiary qualifies independently as, or is designated by the Company or the Collateral Agent as, a Subsidiary Guarantor pursuant to the definition of “Material Subsidiary”, the Company shall provide the Collateral Agent with written notice thereof and shall cause each such Subsidiary which also qualifies as a Material Subsidiary to deliver to the Administrative Agent a joinder to the Subsidiary Guaranty and, during the Collateral Period, deliver to the Collateral Agent the U.S. Security Agreement or the Canadian Security Agreement, as applicable (in each case, in the form contemplated thereby) pursuant to which such Subsidiary agrees to be bound by the terms and provisions thereof, such Subsidiary Guaranty and the U.S. Security Agreement or the Canadian Security Agreement, as applicable, to be accompanied by appropriate corporate resolutions, other corporate documentation and legal opinions in form and substance reasonably satisfactory to the applicable Agent and its counsel; provided that this clause (a) shall not apply to any Subsidiary to the extent such Subsidiary is excluded from the definition of “U.S. Subsidiary Guarantor” or “Canadian Subsidiary Guarantor”.

Appears in 2 contracts

Samples: Credit Agreement (Watsco Inc), Credit Agreement (Watsco Inc)

AutoNDA by SimpleDocs

Subsidiary Guarantors; Pledges; Additional Collateral; Further Assurances. (a) As promptly as possible but in any event within thirty forty-five (3045) days (or such later date as may be agreed upon by the Collateral Administrative Agent) after any Person becomes a Material Subsidiary or any Restricted Subsidiary qualifies independently as, or is designated by the Company or the Collateral Agent as, Borrowers as a Subsidiary Guarantor pursuant to the definition of “Material Subsidiary, the Company Irish Holdco, the Irish Sub Holdco, the Lux Holdco and the Borrowers shall provide the Collateral Administrative Agent with written notice thereof setting forth information in reasonable detail describing the material assets of such Person and shall (subject to the Agreed Security Principles, in the case of any Foreign Subsidiary (other than any Foreign Subsidiary organized under the laws of Canada (or any province, territory or subdivision thereof)) cause each such Subsidiary which also qualifies as a Material Subsidiary to deliver to the Administrative Agent a joinder supplement to the Subsidiary Guaranty and, during and the Collateral Period, deliver to the Collateral Agent the U.S. US Security Agreement or the Canadian Security Agreement, as and/or each other applicable Collateral Document (in each case, case in the form contemplated therebythereby and modified as required in order to comply with local laws in accordance with the Agreed Security Principles, if applicable) pursuant to which such Subsidiary agrees to be bound by the terms and provisions thereof, such the Subsidiary Guaranty and Guaranty, the U.S. US Security Agreement or the Canadian Security Agreementand/or other applicable Collateral Document, as applicable, to be accompanied by appropriate corporate resolutions, other corporate documentation and legal opinions as may be reasonably requested by, and in form and substance reasonably satisfactory to to, the applicable Administrative Agent and its counsel; provided that this clause (a) shall not apply to any Subsidiary to the extent such Subsidiary is excluded from the definition of “U.S. Subsidiary Guarantor” or “Canadian Subsidiary Guarantor”.

Appears in 2 contracts

Samples: Credit Agreement (Endo International PLC), Credit Agreement (Endo International PLC)

AutoNDA by SimpleDocs
Time is Money Join Law Insider Premium to draft better contracts faster.