Additional Subsidiaries; Additional Collateral. In the event that any Person becomes a Subsidiary of Borrower after the date hereof (other than a Special Purpose Subsidiary), Borrower will promptly notify Administrative Agent of that fact and cause such Subsidiary to execute and deliver to Administrative Agent a counterpart of the Subsidiary Guarantee Agreement and Security Agreement and to take all such further actions and execute all such further documents and instruments (including similar documents applicable to such Subsidiary required under Section 3.1) as may be necessary or, in the opinion of Administrative Agent, desirable to create in favor of Administrative Agent, for the benefit of Lenders, a valid and perfected first priority lien on all of the personal property assets of such Subsidiary described in the applicable forms of Security Documents. In addition, Borrower shall, or shall cause the Subsidiary that owns the Capital Stock of such Person, to execute and deliver to Administrative Agent a pledge agreement pledging the Capital Stock of such Person to the Administrative Agent and to deliver to Administrative Agent all certificates representing such Capital Stock of such Person (accompanied by irrevocable undated stock powers, duly endorsed in blank), all in form and substance satisfactory to the Administrative Agent in its sole discretion.
Additional Subsidiaries; Additional Collateral. (a) With respect to any Domestic Subsidiary created or acquired after the Closing Date by the Borrower, promptly cause such Subsidiary to become a party to the Guarantee and Collateral Agreement, deliver to the Administrative Agent the certificates representing the Capital Stock of such Subsidiary, together with undated stock powers, executed in blank, securing the Obligations as described in the Guarantee and Collateral Agreement and covering the types of assets covered by the Guarantee and Collateral Agreement, take all required actions to perfect the security interests created by the Guarantee and Collateral Agreement in the assets of such Subsidiary and if requested by the Administrative Agent, deliver to the Administrative Agent legal opinions relating to the preceding matters, which opinions shall be in form and substance, and from counsel, reasonably satisfactory to the Administrative Agent.
Additional Subsidiaries; Additional Collateral. (a) The Borrowers shall upon the creation, acquisition or designation after the Restatement Effective Date of a new Restricted Subsidiary, cause each such Restricted Subsidiary to promptly (and in any event within 45 days of such creation, acquisition or designation (as may be extended in the sole discretion of the Administrative Agent)) execute and deliver to the Administrative Agent for the benefit of the Lenders and Agents an Instrument of Adherence (Guaranty), in substantially the form of Exhibit E (an “Instrument of Adherence (Guaranty)”), whereby such Restricted Subsidiary becomes a party to the applicable Loan Documents, provided that Foreign Subsidiaries will not execute a Guaranty of U.S. Obligations; provided further that Restricted Subsidiaries will not execute a Guaranty of U.S. Obligations if such Subsidiary is a CFC, a CFC Holdco or a Subsidiary of a CFC; provided further that Restricted Subsidiaries will not execute a Guaranty of U.S. Obligations or Foreign Obligations if (A) the Guaranty of the U.S. Obligations or the Foreign Obligations, as applicable, (i) would result in a legal impediment or a material adverse tax impact to GWI and its Subsidiaries with respect to any such Guaranty as reasonably determined by GWI or (ii) would result in a violation of a contractual obligation existing on the Restatement Effective Date or (B) GWI and the Administrative Agent reasonably agree in writing that the cost of providing such a Guaranty is excessive in relation to the value afforded thereby. If reasonably requested by any Agent, the Borrowers shall deliver to the Agents and the Lenders legal opinions in form and substance satisfactory to the Agents opining as to the authorization, validity and enforceability of such Instrument of Adherence (Guaranty) and the other documentation delivered in connection therewith and as to such other matters as any Agent may reasonably request. In addition, the Borrowers shall upon the acquisition or creation of any new Subsidiary, promptly (and in any event within 45 days (as may be extended in the sole discretion of the Administrative Agent)) notify the Lenders thereof and provide the Agents and the Lenders with an updated Schedule I and Schedule 8.16(a) to reflect the formation or acquisition of each new Subsidiary. The Borrowers shall indicate on Schedule 8.16(a) whether the newly formed or acquired Subsidiary is a Restricted Subsidiary or an Unrestricted Subsidiary under this Credit Agreement. Notwithstanding t...
Additional Subsidiaries; Additional Collateral. (a) With respect to any Domestic Subsidiary created or acquired after the Closing Date by the Borrower, promptly cause such Subsidiary to execute a Guaranty Agreement and Security Agreement, securing the Obligations as described in the Guaranty Agreement and Security Agreement and covering the types of assets covered by the Guaranty Agreement and Security Agreement, take all required actions to perfect the security interests created by the Guaranty Agreement and Security Agreement in the assets of such Subsidiary and if requested by the Administrative Agent, deliver to the Administrative Agent legal opinions relating to the preceding matters, which opinions shall be in form and substance, and from counsel, reasonably satisfactory to the Administrative Agent.
Additional Subsidiaries; Additional Collateral. (a) With respect to any Domestic Subsidiary created after the Closing Date by the Borrower or if Napco Gulf Security Group, LLC ceases to be an Inactive Subsidiary, promptly cause such Subsidiary to (i) execute a Guarantee Agreement substantially in the form of Exhibit B-1 and a Security Agreement substantially in the form of Exhibit B-2 (in each case with such charges acceptable to Administrative Agent in its sole discretion), (ii) deliver to the Administrative Agent the certificates representing the Capital Stock of such Subsidiary, together with undated stock powers, executed in blank, (iii) take all required actions to perfect the security interests created by such Security Agreement in the assets of such Subsidiary and (iv) if requested by the Administrative Agent, deliver to the Administrative Agent legal opinions relating to the preceding matters, which opinions shall be in form and substance, and from counsel, reasonably satisfactory to the Administrative Agent.
Additional Subsidiaries; Additional Collateral. (a)With respect to any Domestic Subsidiary created after the Closing Date by the Borrower, promptly cause such Subsidiary to (i) execute a Guarantee Agreement, a Security Agreement and a Pledge Agreement, in each case, in form and substance satisfactory to the Administrative Agent, (ii) deliver to the Administrative Agent the certificates representing the Capital Stock of such Subsidiary, together with undated stock powers, executed in blank, (iii) take all required actions to perfect the security interests created by such Security Documents in the assets of such Subsidiary and (iv) if requested by the Administrative Agent, deliver to the Administrative Agent legal opinions relating to the preceding matters, which opinions shall be in form and substance, and from counsel, reasonably satisfactory to the Administrative Agent.
Additional Subsidiaries; Additional Collateral. In the event that any Person becomes a Subsidiary of Borrower after the date hereof (other than a Special Purpose Subsidiary), Borrower will promptly notify Administrative Agent of that fact and cause such Subsidiary to execute and deliver to Administrative Agent a counterpart of the Subsidiary Guarantee Agreement and deliver with respect to such Subsidiary documents of the type delivered on the Closing Date under Section 3.1(c)(vii) and Section 3.1(c)(viii) with respect to the Subsidiaries on the Closing Date.
Additional Subsidiaries; Additional Collateral. (a) The Borrowers shall upon the creation, acquisition or designation after the Restatement Effective Date of a new Restricted Subsidiary, cause each such Restricted Subsidiary to(other than the Aus JV and its Subsidiaries) to promptly (and in any event within 45 days of such creation, acquisition or designation (as may be extended in the sole discretion of the Administrative Agent)) execute and deliver to the Administrative Agent for the benefit of the Lenders and Agents an Instrument of Adherence (Guaranty), in substantially the form of Exhibit E or such other form as may be reasonably acceptable to the Administrative Agent (and including, with respect to any Foreign Guarantors, any applicable customary limitations as may be reasonably acceptable to the Administrative Agent on the guarantee of such Foreign Guarantors) (an “Instrument of Adherence (Guaranty)”), whereby such Restricted Subsidiary becomes a party to the applicable Loan Documents, provided that Foreign Subsidiaries will not execute a Guaranty of U.S. Obligations; provided further that Restricted Subsidiaries will not execute a Guaranty of U.S. Obligations if such Subsidiary is a CFC, a CFC Holdco or a Subsidiary of a CFC; provided further that Restricted Subsidiaries will not execute a Guaranty of U.S. Obligations or Foreign Obligations if (A) the Guaranty of the U.S. Obligations or the Foreign Obligations, as applicable, (i) would result in a legal impediment or a material adverse tax impact to GWI and its Subsidiaries with respect to any such Guaranty as reasonably determined by GWI, (ii) would result in a violation of a contractual obligation existing on the Restatement Effective Date or (iii) would, in the case of any Foreign Guarantor, violate any applicable laws to which such Foreign Guarantor is subject (other than, except with respect to any Immaterial Foreign Subsidiary, in connection with a Permitted Acquisition or a Minor Permitted Acquisition) (provided that, if the execution of a Guaranty by a Restricted Subsidiary incorporated under the laws of the Commonwealth of Australia would constitute financial assistance for the purposes of section 260A of the Corporations Xxx 0000 (Cwlth), the Borrowers shall cause that Restricted Subsidiary to comply with the requirements of section 260B of the Corporations Xxx 0000 (Cwlth) in order to ensure that execution of a Guaranty will not violate section 260A of the Corporations Xxx 0000 (Cwlth)) or (B) GWI and the Administrative Agent reasonab...
Additional Subsidiaries; Additional Collateral. (a) With respect to any Subsidiary created or acquired after the Closing Date by any Loan Party, Borrower shall promptly cause such Subsidiary to execute the Guaranty Documents and Security Documents, securing the Obligations as described in the Guaranty Documents and Security Documents and covering the types of assets covered by the Guaranty Documents and Security Documents, take all required actions to perfect the security interests created by the Guaranty Documents and Security Documents in the assets of such Subsidiary and if requested by the Bank, deliver to the Bank legal opinions relating to the preceding matters, which opinions shall be in form and substance, and from counsel, reasonably satisfactory to the Bank.
Additional Subsidiaries; Additional Collateral. (a) Pursuant to and in accordance with Sections 4.17 and 10.06 of the Indenture, each Subsidiary (other than an Excluded Subsidiary) of the Issuer that was not in existence or not a Subsidiary on the date of the Indenture or that ceases to be an Excluded Subsidiary is required to enter in this Security Agreement as a Subsidiary Party upon becoming a Subsidiary or ceasing to be an Excluded Subsidiary, in each case, within the time periods specified in Section 11.09
