Common use of Subsidiary Guaranty Clause in Contracts

Subsidiary Guaranty. As promptly as possible but in any event within thirty (30) days (or such later date as may agreed upon by the Administrative Agent) after any Person becomes a Subsidiary, other than an “Excluded Subsidiary,” or a Subsidiary ceases to be an “Excluded Subsidiary” (in each case under definition of that term), the Borrower shall provide the Administrative Agent with written notice thereof setting forth information in reasonable detail describing the material assets of such Person and shall cause each such Subsidiary to deliver to the Administrative Agent the Subsidiary Guaranty pursuant to which such Subsidiary agrees to be bound by the terms and provisions of thereof, such Subsidiary Guaranty to be accompanied by appropriate authorizing resolutions, other Organic Documents and legal opinions in form and substance reasonably satisfactory to the Administrative Agent and its counsel.

Subsidiary Guaranty. As promptly as possible but in any event within thirty (30) days (or such later date as may be agreed upon by the Administrative Agent) after any Person becomes a Subsidiary, other than an “Excluded Subsidiary,” Subsidiary or merges into a Subsidiary ceases pursuant to be an “Excluded Subsidiary” (in each case under definition of that term)Section 6.03, the Borrower shall provide the Administrative Agent with written notice thereof setting forth information in reasonable detail describing the material assets of such Person and shall cause each such Subsidiary which also qualifies as a Subsidiary Guarantor to deliver to the Administrative Agent the Subsidiary Guaranty pursuant to which such Subsidiary agrees to be bound by the terms and provisions of thereof, such Subsidiary Guaranty to be accompanied by appropriate authorizing corporate resolutions, other Organic Documents corporate documentation and legal opinions in form and substance reasonably satisfactory to the Administrative Agent and its counsel.

Subsidiary Guaranty. As promptly as possible but in any event within thirty (30) days (or such later date as may be agreed upon by the Administrative Agent) after any Person becomes qualifies as a Subsidiary, other than an “Excluded Subsidiary,” Material Domestic Subsidiary or the Borrower designates a Subsidiary ceases to be an “Excluded as a Material Domestic Subsidiary” (in each case under definition of that term), the Borrower shall provide the Administrative Agent with written notice thereof setting forth information in reasonable detail describing the material assets of such Person Person, and shall cause each such Subsidiary to deliver to the Administrative Agent a joinder to the Subsidiary Guaranty (in the form contemplated thereby) pursuant to which such Subsidiary agrees shall become a Subsidiary Guarantor and shall agree to be bound by the terms and provisions of thereof, such Subsidiary Guaranty to be accompanied by appropriate authorizing corporate resolutions, other Organic Documents corporate documentation and legal opinions in form and substance reasonably satisfactory to the Administrative Agent and its counsel.

Subsidiary Guaranty. As promptly as possible but in any event within thirty (30) 30 days (or such later date as may be agreed upon by the Administrative Agent) after any Person becomes a SubsidiarySubsidiary or any Subsidiary qualifies independently as, other than an “Excluded Subsidiary,” or is designated by the Borrower or the Administrative Agent as, a Subsidiary ceases Guarantor pursuant to be an “Excluded Subsidiary” (in each case under the definition of that term)“Material Domestic Subsidiary”, the Borrower shall provide the Administrative Agent with written notice thereof setting forth information in reasonable detail describing the material assets of such Person and shall cause each such Subsidiary which also qualifies as a Material Domestic Subsidiary to deliver to the Administrative Agent a joinder to the Subsidiary Guaranty (in the form contemplated thereby) pursuant to which such Subsidiary agrees to be bound by the terms and provisions of thereof, such Subsidiary Guaranty to be accompanied by appropriate authorizing corporate resolutions, other Organic Documents corporate documentation and legal opinions in form and substance reasonably satisfactory to the Administrative Agent and its counsel.

Subsidiary Guaranty. As promptly as possible but in any event within thirty (30) days (or such later date as may be agreed upon by the Administrative Agent) after any Person becomes a Subsidiaryqualifies independently as, other than an “Excluded Subsidiary,” or is designated by the Borrower or the Administrative Agent as, a Subsidiary ceases Guarantor pursuant to be an “Excluded Subsidiary” (in each case under the definition of that term)“Material Domestic Subsidiary”, the Borrower shall provide the Administrative Agent with written notice thereof setting forth information in reasonable detail describing the material assets of such Person and shall cause each such Subsidiary to deliver to the Administrative Agent a joinder to the Subsidiary Guaranty (in the form contemplated thereby) pursuant to which such Subsidiary agrees to be bound by the terms and provisions of thereof, such Subsidiary Guaranty to be accompanied by appropriate authorizing corporate resolutions, other Organic Documents corporate documentation and legal opinions in form and substance reasonably satisfactory to the Administrative Agent and its counsel.

Subsidiary Guaranty. As promptly as possible but in any event within thirty (30) days (or such later date as may agreed upon by the Administrative Agent) after any Person becomes a Subsidiary, other than an “Excluded Subsidiary,” Subsidiary or a Subsidiary ceases to be an “Excluded Subsidiary” (in each case under the definition of that term), the Borrower shall provide the Administrative Agent with written notice thereof setting forth information in reasonable detail describing the material assets of such Person and shall cause each such Subsidiary to deliver to the Administrative Agent the Subsidiary Guaranty pursuant to which such Subsidiary agrees to be bound by the terms and provisions of thereof, such Subsidiary Guaranty to be accompanied by appropriate authorizing resolutions, other Organic Documents and legal opinions in form and substance reasonably satisfactory to the Administrative Agent and its counsel.

Subsidiary Guaranty. As promptly as possible Promptly but in any event within thirty (30) days (or such later date as may be agreed upon by the Administrative Agent) after any Person becomes a Required Subsidiary, other than an “Excluded Subsidiary,” or a Subsidiary ceases to be an “Excluded Subsidiary” (in each case under definition of that term), the Borrower Company shall provide the Administrative Agent with written notice thereof setting forth information in reasonable detail describing the material assets of such Person and shall cause each such Required Subsidiary to deliver to the Administrative Agent the a Subsidiary Guaranty (or a joinder to an existing Subsidiary Guaranty (in the form contemplated thereby)) pursuant to which such Required Subsidiary agrees to be bound by the terms and provisions of thereof, such Subsidiary Guaranty to be accompanied by appropriate authorizing corporate resolutions, other Organic Documents corporate documentation and legal opinions in form and substance reasonably satisfactory to the Administrative Agent and its counsel.

Subsidiary Guaranty. As promptly as possible but in any event within thirty (30) days (or such later date as may be agreed upon by the Administrative Agent) after any Person becomes a Subsidiaryqualifies independently as, other than an “Excluded Subsidiary,” or is designated by the Borrower or the Administrative Agent as, a Subsidiary ceases Guarantor pursuant to be an “Excluded Subsidiary” (in each case under the definition of that term)“Material Domestic Subsidiary”, the Borrower shall provide the Administrative Agent with written notice thereof setting forth information in reasonable detail describing the material assets of such Person and shall cause each such Subsidiary to deliver to the Administrative Agent a joinder to the Subsidiary Guaranty (in the form contemplated thereby) pursuant to which such Subsidiary agrees to be bound by the terms and provisions of thereof, such Subsidiary Guaranty to be accompanied by appropriate authorizing corporate resolutions, other Organic Documents corporate documentation and legal opinions (to be similar to the legal opinions delivered on the Effective Date) in form and substance reasonably satisfactory to the Administrative Agent and its counsel.

Subsidiary Guaranty. As promptly as possible but in any event within thirty (30) days (or such later date as may be agreed upon by the Administrative Agent) after any Person becomes a Subsidiary, other than an “Excluded Subsidiary,” Subsidiary or a any Subsidiary ceases to be an “Excluded Subsidiary” (in each case under definition of that term), the Borrower shall provide the Administrative Agent with written notice thereof setting forth information in reasonable detail describing the material assets of such Person and shall cause each such Subsidiary (other than an Excluded Subsidiary) to deliver to the Administrative Agent a joinder to the Subsidiary Guaranty (in the form contemplated thereby) pursuant to which such Subsidiary agrees to be bound by the terms and provisions of thereof, such Subsidiary Guaranty to be accompanied by appropriate authorizing corporate resolutions, other Organic Documents corporate documentation and legal opinions as may be reasonably requested and in form and substance reasonably satisfactory to the Administrative Agent and its counsel.

Subsidiary Guaranty. As promptly as possible but in any event within thirty (30) days (or such later date as may be agreed upon by the Administrative Agent) after any Person becomes (or is designated as) a Subsidiary, Material Domestic Subsidiary or a Required Domestic Subsidiary (other than an “Excluded Subsidiary,” a Restricted Subsidiary or a Subsidiary ceases to be an “Excluded Subsidiary” (in each case under definition of that termReceivables Entity), the Borrower shall provide the Administrative Agent with written notice thereof setting forth information in reasonable detail describing the material assets of such Person and shall cause each such Subsidiary to deliver to the Administrative Agent the a Subsidiary Guaranty in the form of Exhibit F pursuant to which such Subsidiary agrees to be bound by the terms and provisions of thereof, and such Subsidiary Guaranty to be accompanied by appropriate authorizing corporate resolutions, other Organic Documents corporate documentation and legal opinions in form and substance reasonably satisfactory to the Administrative Agent and its counsel.

Subsidiary Guaranty. As promptly as possible but in any event within thirty (30) days (or such later date as may be agreed upon by the Administrative Agent) after any Person becomes qualifies independently as, or is designated by the Borrower or the Administrative Agent as, a Subsidiary Guarantor pursuant to the definition of “Material Domestic Subsidiary”, other than an “but excluding any Excluded Subsidiary,” or a Subsidiary ceases to be an “Excluded Subsidiary” (in each case under definition of that term), the Borrower shall provide the Administrative Agent with written notice thereof setting forth information in reasonable detail describing the material assets of such Person and shall cause each such Subsidiary to deliver to the Administrative Agent a joinder to the Subsidiary Guaranty (in the form contemplated thereby) pursuant to which such Subsidiary agrees to be bound by the terms and provisions of thereof, such Subsidiary Guaranty to be accompanied by appropriate authorizing corporate resolutions, other Organic Documents corporate documentation and legal opinions in form and substance reasonably satisfactory to the Administrative Agent and its counsel.

Subsidiary Guaranty. As promptly as possible but in any event within thirty (30) days (or such later date as may be agreed upon by the Administrative Agent) after any Person becomes a SubsidiarySubsidiary or any Subsidiary qualifies independently as, other than an “Excluded Subsidiary,” or is designated by the Company or the Administrative Agent as, a Subsidiary ceases Guarantor pursuant to be an “Excluded Subsidiary” (in each case under the definition of that term)“Material Subsidiary”, the Borrower Company shall provide the Administrative Agent with written notice thereof setting forth information in reasonable detail describing the material assets of such Person and shall cause each such Subsidiary which also qualifies as a Material Subsidiary to deliver to the Administrative Agent the Subsidiary Guaranty pursuant to which such Subsidiary agrees to be bound by the terms and provisions of thereof, such Subsidiary Guaranty to be accompanied by appropriate authorizing corporate resolutions, other Organic Documents corporate documentation and legal opinions in form and substance reasonably satisfactory to the Administrative Agent and its counsel.

Subsidiary Guaranty. As promptly as possible but in any event within thirty (30) days (or such later date as may be agreed upon by the Administrative Agent) after any Person becomes a Subsidiaryqualifies independently as, other than an “Excluded Subsidiary,” or is designated by the Borrower or the Administrative Agent as, a Subsidiary ceases Guarantor pursuant to be an “Excluded Subsidiary” (in each case under the definition of that term)“Material Subsidiary”, the Borrower shall provide the Administrative Agent with written notice thereof setting forth information in reasonable detail describing the material assets of such Person and shall cause each such Subsidiary to deliver to the Administrative Agent the Subsidiary Guaranty (or, a joinder to the Subsidiary Guaranty in the form contemplated thereby, as applicable) pursuant to which such Subsidiary agrees to be bound by the terms and provisions of thereof, such Subsidiary Guaranty to be accompanied by appropriate authorizing corporate resolutions, other Organic Documents corporate documentation and legal opinions (to be similar to the legal opinions delivered on the Effective Date) in form and substance reasonably satisfactory to the Administrative Agent and its counsel.

Subsidiary Guaranty. 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 Administrative Agent) after any Person becomes qualifies as a Subsidiary, Material Domestic Subsidiary (other than an “Excluded Subsidiary,” or a Subsidiary ceases to be an “Excluded Subsidiary” (in each case under definition of that termSubsidiaries), the Borrower shall provide the Administrative Agent with written notice thereof setting forth information in reasonable detail describing the material assets of such Person and shall cause each such Subsidiary to deliver to the Administrative Agent a joinder to the Subsidiary Guaranty (in the form contemplated thereby) pursuant to which such Subsidiary agrees to be bound by the terms and provisions of thereof, such Subsidiary Guaranty to be accompanied by appropriate authorizing corporate resolutions, other Organic Documents customary corporate documentation and legal opinions opinions, to the extent reasonably requested by the Administrative Agent, in form and substance reasonably satisfactory to the Administrative Agent and its counsel.

Subsidiary Guaranty. As promptly as possible but in any event within thirty (30) days (or such later date as may be agreed upon by the Administrative Agent) after any Person becomes a Subsidiaryqualifies independently as, other than an “Excluded Subsidiary,” or is designated by the Borrower or the Administrative Agent as, a Subsidiary ceases Guarantor pursuant to be an “Excluded Subsidiary” (in each case under the definition of that term)“Material Domestic Subsidiary”, the Borrower shall provide the Administrative Agent with written notice thereof setting forth information in reasonable detail describing the material assets of such Person and shall cause each such Subsidiary to deliver to the Administrative Agent a joinder to the Subsidiary Guaranty (in the form contemplated thereby) pursuant to which such Subsidiary agrees to be bound by the terms and provisions of thereof, such Subsidiary Guaranty to be accompanied by appropriate authorizing corporate resolutions, other Organic Documents corporate documentation and legal opinions (to be similar to the legal opinions delivered on the Effective Date) in form and substance reasonably satisfactory to the Administrative Agent and its counsel.. 57

Subsidiary Guaranty. As promptly as possible but in any event within thirty (30) days (or such later date as may be agreed upon by the Administrative Agent) after any Person becomes a Material Domestic Subsidiary, other than an “Excluded Subsidiary,” or is designated by the Borrower or the Administrative Agent as, a Subsidiary ceases Guarantor pursuant to be an “Excluded Subsidiary” (in each case under the definition of that term)“Material Domestic Subsidiary”, the Borrower shall provide the Administrative Agent with written notice thereof setting forth information in reasonable detail describing the material assets of such Person and shall cause each such Subsidiary to deliver to the Administrative Agent a joinder to the Subsidiary Guaranty (in the form contemplated thereby) pursuant to which such Subsidiary agrees to be bound by the terms and provisions of thereof, such Subsidiary Guaranty to be accompanied by appropriate authorizing corporate resolutions, other Organic Documents corporate documentation and legal opinions in form and substance reasonably satisfactory to the Administrative Agent and its counsel.

Subsidiary Guaranty. As promptly as possible but in any event within thirty (30) days (or such later date as may be agreed upon by the Administrative Agent) after any Person becomes a Subsidiary, other than an “Excluded Subsidiary,” Subsidiary or a any Subsidiary ceases to be an “Excluded Affected Foreign Subsidiary” (in each case under definition of that term), the Borrower shall provide the Administrative Agent with written notice thereof setting forth information in reasonable detail describing the material assets of such Person and shall cause each such Subsidiary (other than an Affected Foreign Subsidiary) to deliver to the Administrative Agent a joinder to the Subsidiary Guaranty (in the form contemplated thereby) pursuant to which such Subsidiary agrees to be bound by the terms and provisions of thereof, such Subsidiary Guaranty to be accompanied by appropriate authorizing corporate resolutions, other Organic Documents corporate documentation and legal opinions as may be reasonably requested and in form and substance reasonably satisfactory to the Administrative Agent and its counsel.

Subsidiary Guaranty. 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 Administrative Agent) after delivery of the applicable annual Compliance Certificate showing that any Person becomes qualifies as a Subsidiary, Material Domestic Subsidiary (other than an “Excluded Subsidiary,” or a Subsidiary ceases to be an “Excluded Subsidiary” (in each case under definition of that termSubsidiaries), the Borrower shall provide the Administrative Agent with written notice thereof setting forth information in reasonable detail describing the material assets of such Person and Company shall cause each such Material Domestic Subsidiary to deliver to the Administrative Agent a joinder to the Subsidiary Guaranty (in substantially the form contemplated thereby) pursuant to which such Subsidiary agrees to be bound by the terms and provisions of thereof, such Subsidiary Guaranty to be accompanied by appropriate authorizing corporate resolutions, other Organic Documents customary corporate documentation and legal opinions opinions, to the extent reasonably requested by the Administrative Agent, in form and substance reasonably satisfactory to the Administrative Agent and its counsel.

Subsidiary Guaranty. As promptly as possible but in any event within thirty (30) days (or such later date as may be agreed upon by the Administrative Agent) after any Person becomes a SubsidiarySubsidiary or any Subsidiary qualifies independently as, other than an “Excluded Subsidiary,” or is designated by the Company or the Administrative Agent as, a Subsidiary ceases Guarantor pursuant to be an “Excluded Subsidiary” (in each case under the definition of that term)“Material Subsidiary”, the Borrower Company shall provide the Administrative Agent with written notice thereof setting forth information in reasonable detail describing the material assets of such Person and shall cause each such Subsidiary which also qualifies as a Material Subsidiary to deliver to the Administrative Agent the Subsidiary Guaranty pursuant to which such Subsidiary agrees to be bound by the terms and provisions of thereof, such Subsidiary Guaranty to be accompanied by appropriate authorizing resolutions, other Organic Documents documentation and legal opinions in form and substance reasonably satisfactory to the Administrative Agent and its counsel.

Subsidiary Guaranty. As promptly as possible but in any event within thirty (30) days (or such later date as may be agreed upon by the Administrative Agent) after any Person becomes (or is designated as) a Subsidiary, Material Domestic Subsidiary or a Required Domestic Subsidiary (other than an “Excluded Subsidiary,” a Restricted Subsidiary or a Subsidiary ceases to be an “Excluded Subsidiary” (in each case under definition of that termReceivables Entity), the Borrower Company shall provide the Administrative Agent with written notice thereof setting forth information in reasonable detail describing the material assets of such Person and shall cause each such Subsidiary to deliver to the Administrative Agent the a Subsidiary Guaranty in the form of Exhibit F pursuant to which such Subsidiary agrees to be bound by the terms and provisions of thereof, and such Subsidiary Guaranty to be accompanied by appropriate authorizing corporate resolutions, other Organic Documents corporate documentation and legal opinions in form and substance reasonably satisfactory to the Administrative Agent and its counsel.