Subsidiary Matters. If any Loan Party forms any direct or indirect Subsidiary or acquires any direct or indirect Subsidiary after the Closing Date, or at any time upon Lender’s request with respect to any Material Subsidiary: (a) promptly, and in any event within five days of such formation or acquisition, provide written notice to Lender together with certified copies of the Operating Documents for such Subsidiary, and (b) promptly, and in any event within 10 days of such formation or creation: take all such action as may be reasonably required by Lender to cause such new Subsidiary to (i) either, at the option of Lender in its discretion, (A) provide to Lender a joinder to this Agreement pursuant to which such Subsidiary becomes a Borrower or a Guarantor hereunder, or (B) guarantee the Obligations under the Loan Documents pursuant to a separate Guaranty and (ii) grant a security interest in and to the assets of such Subsidiary (substantially as described on Exhibit B), in each case together with such Account Control Agreements and other documents, instruments and agreements reasonably requested by Lender, all in form and substance satisfactory to Lender (including being sufficient to grant Lender a first priority Lien, subject to Permitted Liens) in and to the assets of such newly formed or acquired Subsidiary and to pledge all of the direct or beneficial Equity Interests in such new Subsidiary. Any document, agreement, or instrument executed or issued pursuant to this Section 6.11 shall be a Loan Document. Notwithstanding the foregoing, compliance with this Section 6.11 shall not be deemed a cure or waiver of any breach of Section 7.3.
Subsidiary Matters. (a) The Apple Blockers have never owned any assets, and will own no assets, prior to the Green Reorganization other than their direct ownership of Equity Interests of the Apple Intermediate Partnerships (through which the Apple Blockers hold an indirect ownership interest in the Green Entities), cash and tax attributes incidental to or arising out of their ownership of such interests. The Apple Intermediate Partnerships have never owned any assets, and will own no assets, prior to the Green Reorganization other than their direct ownership of Equity Interests of the Apple Aggregator, cash and tax attributes incidental to or arising out of their ownership of such interests. The Apple Aggregator has never owned any assets, and will own no assets, prior to the Green Reorganization other than its direct ownership of Equity Interests of Green Energy, cash and tax attributes incidental to or arising out of their ownership of such interests. Upon consummation of the Green Reorganization and at all times thereafter up to the Closing, the Apple Blockers’ sole assets will be Equity Interests of Green Production, cash and tax attributes incidental to or arising out of their ownership of such interests and previous ownership of interests in the Apple Intermediate Partnerships.
Subsidiary Matters. (i) Ensure that no payment is made or required to be made by the Borrower or a Restricted Subsidiary to a creditor of an Unrestricted Subsidiary in respect of any Indebtedness or other liability of such Unrestricted Subsidiary, and ensure that no action is taken by it, and that its affairs are not conducted in a manner, which is reasonably likely to result in the legal existence of any Unrestricted Subsidiary that is a direct Subsidiary of the Borrower or any Restricted Subsidiary being ignored in a material respect, or in the assets or liabilities of the Borrower or any Restricted Subsidiary being substantively consolidated with those of any Unrestricted Subsidiary in a bankruptcy, reorganization or other insolvency proceeding.
Subsidiary Matters. (a) To the extent permitted by applicable law and in the same manner as provided in the Voting Agreement (as defined in the Purchase Agreement), at the request of any Series A Director or Series B Director, the board of directors or board of managers, as applicable, of any direct or indirect subsidiary of the Company shall be comprised of the same members as those serving on the Board (to the extent such members of the Board are willing to serve on the board of directors or board of managers, as applicable, of such of subsidiary; if not, such board seats shall be vacant).
Subsidiary Matters. To the extent that the Company or any Series proposes to accept any equity or debt investment into any Subsidiary in exchange for equity or debt interests in such Subsidiary, such investment shall be subject to the applicable provisions of this Agreement as if and to the extent such investment was proposed to be made directly into the Company or any Series, including without limitation Sections 3.15, 3.16 and 9.9 hereof, and no such investment shall be made without compliance with all such provisions.
Subsidiary Matters. The Company agrees that it shall obtain the approval of the Board of Directors of the Company (including the approval of at least one of the then serving directors nominated by the holders of the Shares) with respect to the approval of any corporate signatories authorized to sign or enter into any material agreements, material transactions, or material corporate undertakings, on behalf of any of the Company’s subsidiaries.
Subsidiary Matters. The receipt by the Holders of:
Subsidiary Matters. Company shall take such action as may be reasonably necessary to effect the transfer, as of the Closing Date, or as soon as reasonably practicable thereafter, in accordance with applicable law, of the shares of capital stock of Company’s French Subsidiary held by parties other than Company to such parties as Parent shall designate in writing to Company no later than five Business Days prior to the Closing Date.
Subsidiary Matters. 55 ARTICLE VII CONDITIONS........................................................................ 55 Section 7.1 Conditions to Each Party's Obligation to Effect the Merger........................ 55 Section 7.2 Conditions to Parent and Merger Sub's Obligation to Effect the Merger............. 56 Section 7.3 Conditions to the Company's Obligation to Effect the Merger....................... 57 Section 7.4 Frustration of Closing Conditions................................................. 58
Subsidiary Matters. To the extent that Novasite would not be deemed a "Subsidiary" of the Company after the date of this Agreement based on the definition of "Subsidiary" in Article I, the Company shall use its reasonable efforts to cause Novasite to comply with all of the obligations under this Article VI applicable to (or with respect to) a Subsidiary of the Company.
