Certain Obligations Respecting Subsidiaries. (a) The Borrower will take such action, and will cause each of its Subsidiaries to take such action, from time to time as shall be necessary to ensure that Parent, and all U. S. Subsidiaries of the Borrower are guarantors of the Secured Obligations and that all of the equity and material assets (other than Excluded Assets) of the Borrower and all Guarantors are subject to a first priority Lien securing the Secured Obligations, subject to no other Lien except Permitted Liens and subject to Permitted Perfection Limitations. Without limiting the generality of the foregoing, in the event that the Borrower or any of its Subsidiaries shall form or acquire any new Subsidiary (which it shall only do in conformity with the provisions of this Agreement), the Borrower, contemporaneously with the formation or acquisition of such new Subsidiary: (i) will execute and deliver, such documents as shall be necessary to cause (without duplication) all of the Capital Stock of any new Venture owned by GB Ventures or QIG, any new U.S. Subsidiary and up to a maximum of sixty-six percent (66%) of the Capital Stock of any new First-Tier Foreign Subsidiary of the Borrower or of a Guarantor to be duly pledged (on a first-priority perfected basis) to secure the Secured Obligations; (ii) will cause each new U.S. Subsidiary to execute and deliver a Subsidiary Suretyship Agreement (or a joinder thereto), joinders to the Security Agreements and Pledge Agreements, UCC-1 financing statements, and such other documents as may be necessary to cause such new U.S. Subsidiary to be a guarantor of the Secured Obligations and its material assets (other than Excluded Assets) to be pledged to secure such guaranty; and (iii) will cause such new U.S. Subsidiary to deliver such proof of corporate action, incumbency of officers, opinions of counsel and other documents as is consistent with those delivered by the Borrower pursuant to Section 4.1 (Conditions to Initial Funding) upon the Closing Date or as the Administrative Agent shall have requested, and to take such other action as the Administrative Agent shall request to perfect the security interest in the Capital Stock and material assets (other than Excluded Assets) of such new U.S. Subsidiary created pursuant to the Loan Documents.
Certain Obligations Respecting Subsidiaries. The Borrower will take such action, and will cause each of its Significant Subsidiaries and any Significant Subsidiary formed with the intent of merging with or into a Person that will be a Significant Subsidiary subject to this provision to take such action, from time to time as shall be necessary to ensure that all Significant Subsidiaries of the Borrower are party to, as Loan Parties, the Guaranty provided in Article VII hereof. Without limiting the generality of the foregoing, in the event that the Borrower or any of its Significant Subsidiaries shall form or acquire any new Significant Subsidiary, the Borrower or the respective Significant Subsidiary will cause such new Significant Subsidiary to (i) become a party hereto and to the Guaranty pursuant to a written instrument in form and substance satisfactory to the Agent, and (ii) deliver such proof of corporate action, incumbency of officers, opinions of counsel and other documents relating to the foregoing as is consistent with those delivered by each Loan Party pursuant to Section 3.01 hereof, or as any Lender or the Agent shall have reasonably requested.
Certain Obligations Respecting Subsidiaries. The Company will, and will cause each of its Subsidiaries to, take such action from time to time as shall be necessary to ensure that the Company and each of its Subsidiaries at all times owns (subject only to the Lien of the Security Documents) at least the same percentage of the issued and outstanding shares of each class of stock of each of its Subsidiaries as is owned on the date of this Agreement. Without limiting the generality of the foregoing, none of the Company nor any of its Subsidiaries shall sell, transfer or otherwise dispose of any shares of stock in any Subsidiary owned by them, nor permit any Subsidiary to issue any shares of stock of any class whatsoever to any Person (other than to the Company or another of its Subsidiaries). In the event that any such additional shares of stock shall be issued by any Subsidiary, the Company agrees forthwith that it shall cause such Obligor to deliver to Agent pursuant to any Security Document the certificates evidencing such shares of stock, accompanied by undated stock powers executed in blank and shall take such other action as Agent shall request to perfect the security interest created therein pursuant to any Security Document.
Certain Obligations Respecting Subsidiaries. Each Credit Party will, and will cause each of its Subsidiaries to, take such action from time to time as shall be necessary to ensure that the percentage of the issued and outstanding shares of Capital Stock of any class or character owned by it in any of its Subsidiaries on the Closing Date is not at any time decreased, other than by reason of transfers to another Credit Party.
Certain Obligations Respecting Subsidiaries. (a) Wholly Owned Subsidiaries. Subject to paragraph (b) below, the ------------------------- Borrower will, and will cause each of its Subsidiaries to, take such action from time to time as shall be necessary to ensure that each of its Consolidated Subsidiaries is a Wholly Owned Subsidiary.
Certain Obligations Respecting Subsidiaries. Further Assurances 56 Section 8.12. Termination of Non-Permitted Liens 57 Section 8.13. Non-Consolidation 58 Section 8.14. Anti-Terrorism and Anti-Corruption Laws 58 Section 8.15. Milestone 58 Section 8.16. Minimum Liquidity 58 Section 8.17. Accounts 58 ARTICLE 9. NEGATIVE COVENANTS 59 Section 9.01. Indebtedness 59 Section 9.02. Liens 60 Section 9.03. Fundamental Changes and Acquisitions 61 Section 9.04. Lines of Business 62 Section 9.05. Investments 62 Section 9.06. Restricted Payments 63 Section 9.07. Payments of Indebtedness 64 Section 9.08. Change in Fiscal Year 64 Section 9.09. Sales of Assets, Etc. 64 Section 9.10. Transactions with Affiliates 65 Section 9.11. Restrictive Agreements 66 Section 9.12. Organizational Documents, Material Agreements 66 Section 9.13. [Reserved] 66 Section 9.14. Sales and Leasebacks 66 Section 9.15. Hazardous Material 67 Section 9.16. Accounting Changes 67 Section 9.17. Compliance with ERISA 67 ARTICLE 10. EVENTS OF DEFAULT 67 Section 10.01. Events of Default 67 Section 10.02. Remedies 70 Section 10.03. Exit Fee, Prepayment Premium and Redemption Price 71 ARTICLE 11. GUARANTEE 71 Section 11.01. The Guarantee 71 Section 11.02. Obligations Unconditional 72 Section 11.03. Reinstatement 73 Section 11.04. Subrogation 73 Section 11.05. Remedies 73 Section 11.06. Instrument for the Payment of Money 73 Section 11.07. Continuing Guarantee 73 Section 11.08. Rights of Contribution 74 Section 11.09. General Limitation on Guarantee Obligations 74 ARTICLE 12. RESERVED 75 ARTICLE 13. MISCELLANEOUS 75 Section 13.01. No Waiver 75 Section 13.02. Notices 75
Certain Obligations Respecting Subsidiaries. 61 SECTION 6.11.
Certain Obligations Respecting Subsidiaries. (a) The Company will, and will cause each of its Subsidiaries to, take such action from time to time as shall be necessary to ensure that each of its Subsidiaries is a Wholly Owned Subsidiary.
Certain Obligations Respecting Subsidiaries. (a) The Obligors will take such action from time to time as shall be necessary to ensure that each Obligor maintains its percentage ownership interest in each of the Subsidiary Guarantors as set forth on Schedule III hereto.
Certain Obligations Respecting Subsidiaries. The Guarantor will not, and will not permit any of its Subsidiaries to, directly or indirectly, create or otherwise cause or suffer to exist or become effective any encumbrance or restriction on the ability of any such Subsidiary to (a) pay dividends or make any other distributions on its capital stock or any other interest or participation in its profits owned by the Guarantor or any Subsidiary of the Guarantor, or pay any Indebtedness owed to the Guarantor or a Subsidiary of the Guarantor, (b) make loans or advances to the Guarantor or (c) transfer any of its properties or assets to the Guarantor, except for (x) such encumbrances or restrictions existing under or by reason of (i) applicable law, (ii) this Guaranty or any other Credit Document and (iii) customary provisions restricting subletting or assignment of any lease governing a leasehold interest of the Guarantor or a Subsidiary of the Guarantor and (y) issuances by Subsidiaries of preferred stock.
