Common use of Subsidiary Guarantors Clause in Contracts

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:

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:

Subsidiary Guarantors. (a) The Company will cause each of its Restricted 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 Debt under any Material Credit Facility to concurrently therewith:

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 for which the Company is a borrower or guarantor to concurrently therewith:

Subsidiary Guarantors. (a) The Company will cause each of its Subsidiaries that guarantees the obligations of the Company or otherwise becomes liable with the Company at any time, whether as a borrower or an additional or co-borrower or otherwise, for or in respect of any Indebtedness of the Company under any Material Credit Facility (but, in any case, other than an Excluded Foreign Subsidiary) to concurrently therewith:

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 the Primary Credit Facility to concurrently therewith:therewith become a Subsidiary Guarantor by executing and delivering to each holder of a Note a Guaranty Supplement.

Subsidiary Guarantors. (a) The Company Trust 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:

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 co‑borrower or otherwise, for or in respect of any Indebtedness under any Material Credit Facility to concurrently therewith:

Subsidiary Guarantors. (a) The Company will cause 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:

Subsidiary Guarantors. (a) The Company will cause each of its Subsidiaries that guarantees becomes a guarantor or otherwise becomes liable at any timean obligor, whether as a borrower or an additional or co-borrower or otherwise, for or in respect of any Indebtedness Debt under any Material Credit Facility to concurrently therewithor any Existing Note Purchase Agreement to:

Subsidiary Guarantors. (a) The Company will cause each of its Subsidiaries (other than Foreign 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 for which the Company is a borrower or guarantor to concurrently therewith:

Subsidiary Guarantors. (a) The Except for any existing Indebtedness of the Company under the Secured Credit Facility and any Replacement Facilities, 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 for which the Company is a borrower or guarantor to concurrently therewith:

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

Subsidiary Guarantors. (a) The Company will cause each of its Restricted 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:

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 or any PNC Loan Documents, to concurrently therewith:

Subsidiary Guarantors. (a) The Company will cause each of its Subsidiaries that guarantees 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 the Bank Credit Facility Agreement to concurrently therewith:

Subsidiary Guarantors. (a) The Company will cause each of its Subsidiaries (except for any Foreign Subsidiary or Foreign Holding Company) 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:

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 Debt under any Material Credit Facility to concurrently therewith:

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 co‑borrower or otherwise, for or in respect of any Indebtedness under any Material Credit Facility to concurrently therewith:

Subsidiary Guarantors. (a) The Except for any existing Indebtedness of the Company under the Secured Credit Facility and any Replacement Facilities, 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 for which the Company is a borrower or guarantor to concurrently therewith:

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 the Material Credit Facility to concurrently therewith:

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

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 therewiththerewith deliver the following to each holder of a Note:

Subsidiary Guarantors. (a) The Company Trust 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 co‑borrower or otherwise, for or in respect of any Indebtedness under any Material Credit Facility to concurrently therewith:

Subsidiary Guarantors. (a) The Company will cause each of its Subsidiaries (other than the Excluded Subsidiary solely with respect to Excluded Debt) 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 Principal Credit Facility to concurrently therewith:

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 the Material Credit Facility to concurrently therewith:

Subsidiary Guarantors. (a) The Company will cause each of its Subsidiaries that guarantees 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:

Subsidiary Guarantors. (a) The Company will cause each of its Subsidiaries that guarantees becomes a guarantor or otherwise becomes liable at any timean obligor, whether as a borrower or an additional or co-co- borrower or otherwise, for or in respect of any Indebtedness Debt under any Material Credit Facility to concurrently therewithor any Existing Note Purchase Agreement to:

Subsidiary Guarantors. (a) The Company will cause each of its Subsidiaries that guarantees or otherwise becomes liable for the repayment 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 Facility, to concurrently therewith:

Subsidiary Guarantors. (a) The Company will cause each of its Subsidiaries (other than Financing Subsidiaries and Foreign Subsidiaries) that (i) guarantees any Indebtedness under any Material Credit Facility for which the Company is a borrower or (ii) 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 for which the Company is a guarantor or borrower to concurrently therewith:

Subsidiary Guarantors. (a) The From and after the first Closing, 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 co‑borrower or otherwise, for or in respect of any Indebtedness under any Material Credit Facility to concurrently therewith:

Subsidiary Guarantors. (a) The Company will cause each of its Subsidiaries (other than the Excluded 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 Facility, to concurrently therewith:

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 of any Obligor under any Material Credit Facility to concurrently therewith:

Subsidiary Guarantors. (a) The Company will cause each of its Subsidiaries subsidiaries (other than Foreign 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 for which the Company is a borrower or guarantor to concurrently therewith:

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 Debt under any Material the Primary Credit Facility to concurrently therewith:

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 Debt under any Material Credit Facility (without, for purposes of this Section 9.7, giving effect to concurrently therewithclause (b) of the definition of Material Credit Facility) to, within 60 days following such Subsidiary becoming so liable:

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 Debt under any Material Credit Facility to concurrently therewith:therewith (or in the case of any such Subsidiary that would otherwise satisfy these requirements on the date of this Agreement, on such date):

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

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 the Primary Credit Facility to concurrently therewith:therewith become a Subsidiary Guarantor by executing and delivering to each holder of a Note a Guaranty Supplement. Terreno Realty LLC Note Purchase Agreement

Subsidiary Guarantors. (a) The Company will cause each of its Subsidiaries that (x) 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 the Bank Credit Facility Agreement or (y) owns a Qualifying Unencumbered Project and incurs Recourse Indebtedness to concurrently therewith:

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 co‑borrower or otherwise, for or in respect of any Indebtedness Debt under any Material Credit Facility to concurrently therewith:

Subsidiary Guarantors. (a) The Company will cause each of its Subsidiaries that guarantees Guarantees or otherwise becomes liable at any time, whether as a borrower borrower, issuer or an additional or co-borrower or co-issuer or otherwise, for or in respect of any Indebtedness under the Bank Credit Agreement, the Prudential Note Agreement, any Material Credit Facility Additional Note Agreement and/or any other document, instrument or agreement evidencing or governing any other Unsecured Debt, to concurrently therewith:

Subsidiary Guarantors. (a) The Without limiting the provisions of Section 9.7, 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:

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-co- borrower or otherwise, for or in respect of any Indebtedness under any Material Credit Facility to concurrently therewith:: (i) enter into an agreement in form and substance satisfactory to the Required Holders providing for the guaranty by such Subsidiary, on a joint and several basis with all other such Subsidiaries, of (x) the prompt payment in full when due of all amounts payable by the Company pursuant to the Notes (whether

Subsidiary Guarantors. (a) The Company will cause each of its Subsidiaries that (x) 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 the Bank Credit Facility Agreement or the Existing Private Placement or (y) owns a Qualifying Unencumbered Project and incurs Recourse Indebtedness to concurrently therewith:

Subsidiary Guarantors. (a) The Company will cause each of its Subsidiaries that (i) guarantees indebtedness for borrowed money incurred pursuant to a Material Credit Facility or (ii) 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 indebtedness for borrowed money incurred under any a Material Credit Facility (in each case, other than as a result of Standard Securitization Undertakings or a Permitted SBIC Guarantee) to concurrently therewith:

Subsidiary Guarantors. (a) The Company will cause each of its Subsidiaries 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:an

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 or CTWS Material Credit Facility to concurrently therewith:

Subsidiary Guarantors. (a) The Company will cause each of its Subsidiaries (other than Foreign 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 for which the Company is a borrower or guarantor to concurrently therewith:: BLACKSTONE PRIVATE CREDIT FUND NOTE PURCHASE AGREEMENT

Subsidiary Guarantors. (a) The Company will cause each of its Subsidiaries that guarantees Guarantees or otherwise becomes liable at any time, whether as a borrower borrower, issuer or an additional or co-borrower or co-issuer or otherwise, for or in respect of any Indebtedness under the Bank Credit Agreement, the Prudential Note Agreement, the MetLife Note Agreement, the Barings Note Agreement, any Material Credit Facility Additional Note Agreement and/or any other document, instrument or agreement evidencing or governing any other Unsecured Debt, to concurrently therewith:

Subsidiary Guarantors. (a) The Company will, and will cause the Parent to, 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 the Material Credit Facility to concurrently therewith:

Subsidiary Guarantors. (a) The Company It will cause each of its Subsidiaries (other than the Company and Care GP) that guarantees 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 either Credit Agreement or any Material Unsecured Credit Facility to concurrently therewiththerewith deliver the following to each holder of a Note:

Subsidiary Guarantors. (a) The Company will cause (i) 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 Facility, and (ii) Evercore East upon the earlier of (x) the refinancing of the FRB Loan Agreement and (y) June 30, 2016, to concurrently therewith:

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 or the PNC Loan Documents, to concurrently therewith:

Subsidiary Guarantors. (a) The Company will cause each of its Subsidiaries that guarantees Guarantees or otherwise becomes liable at any time, whether as a borrower borrower, issuer or an additional or co-borrower or co-issuer or otherwise, for or in respect of any Indebtedness under the Bank Credit Agreement, the Prudential Note Agreement, the MetLife Note Agreement, the AIG Note Agreement, any Material Credit Facility Additional Note Agreement and/or any other document, instrument or agreement evidencing or governing any other Unsecured Debt, to concurrently therewith:

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 co‑borrower or otherwise, for or in respect of any Indebtedness Debt under any Material the Primary Credit Facility to concurrently therewith:

Subsidiary Guarantors. (a) The Company will cause each of its Subsidiaries 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 for which the Company is a borrower or guarantor to concurrently therewith:

Subsidiary Guarantors. (a) The Company will cause each of its Subsidiaries that (i) guarantees any Indebtedness pursuant to the Guarantee and Security Agreement or (ii) 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 the Senior Secured Credit Facility Agreement to concurrently therewith:

Subsidiary Guarantors. (a) The Company will cause each of its Subsidiaries that (i) guarantees any Indebtedness under any Material Credit Facility for which the Company is a borrower or (ii) 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 for which the Company is a guarantor or borrower (in each case, other than as a result of Standard Securitization Undertakings or a Permitted SBIC Guarantee)) to concurrently therewith:

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 Debt under any Material the Primary Credit Facility to concurrently therewith:

Subsidiary Guarantors. (a) The Company will cause each of its Subsidiaries 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 for which the Company is a borrower or guarantor to concurrently therewith:: X. XXXX XXXXX OHA SELECT PRIVATE CREDIT FUND NOTE PURCHASE AGREEMENT

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 otherwiseotherwise (other than an Excluded Subsidiary), for or in respect of any Indebtedness under any Material Credit Facility to concurrently therewith:

Subsidiary Guarantors. (a) The Company will cause each of its Domestic Subsidiaries that guarantees guarantees, or otherwise becomes liable at any time, whether time as a borrower or an additional borrower or co-borrower or otherwise, for or in respect of of, any Indebtedness Debt under any Material Principal Credit Facility Facility, to deliver to each of the holders of Notes (concurrently therewith) the following items:

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 the Primary Credit Facility or other Indebtedness with a principal amount in excess of $250,000,000 to concurrently therewith:

Subsidiary Guarantors. (a) The Company will cause each of its Subsidiaries that guarantees Guarantees or otherwise becomes liable at any time, whether as a borrower borrower, issuer or an additional or co-borrower or co-issuer or otherwise, for or in respect of any Indebtedness under the Bank Credit Agreement, the Prudential Note Agreement, the MetLife Note Agreement, the Barings Note Agreement, the AIG Note Agreement, any Material Credit Facility Additional Note Agreement and/or any other document, instrument or agreement evidencing or governing any other Unsecured Debt, to concurrently therewith:

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

Subsidiary Guarantors. (a) The On and after the Closing, the Company will cause each of its wholly-owned Domestic 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 of the Company under any Material Credit Facility to concurrently therewith: