Acceding Borrowers. (a) Subject to paragraph (b) below, the Company may, upon not less than 5 Business Days prior written notice to the Facility Agent, request that any member of the Bank Group becomes an Acceding Borrower under this Agreement.
(b) Such member of the Bank Group may become an Acceding Borrower to a Facility if:
(i) it is incorporated in the United Kingdom or in the same jurisdiction as an existing Borrower for that Facility or (if it is not incorporated in the United Kingdom) an Instructing Group has approved the addition of that member of the Bank Group as an Acceding Borrower;
(ii) the Company delivers to the Facility Agent a duly completed and executed Accession Notice pursuant to which it agrees to become a party to this Agreement as an Acceding Borrower and (subject to any provision of law prohibiting the same) an Acceding Guarantor;
(iii) the Company confirms that no Event of Default is continuing or would occur as a result of that member of the Bank Group becoming an Acceding Borrower and (if applicable) an Acceding Guarantor; and
(iv) the Facility Agent has received all of the documents and other evidence listed in Part 4 of Schedule 5 (Accession Documents) in relation to that member of the Bank Group, each in form and substance satisfactory to the Facility Agent, acting reasonably.
(c) The Facility Agent shall notify the Company and the Lenders promptly upon being satisfied that the conditions specified in paragraph (b) above have been satisfied.
Acceding Borrowers. Subject to the prior or concurrent satisfaction of the conditions precedent set forth in this Section 6.3, any Subsidiary of Micro may become a party hereto and a Borrower and an Obligor hereunder subsequent to the Effective Date (each such Subsidiary of Micro, an “Acceding Borrower”), entitled to all the rights and subject to all the obligations incident thereto.
Acceding Borrowers. Subject to the prior or concurrent satisfaction of the conditions precedent set forth in this Section 6.3, any Subsidiary of Micro may become a party hereto and a Borrower and an Obligor hereunder subsequent to the Effective Date (each such Subsidiary of Micro, an “Acceding Borrower”), entitled to all the rights and subject to all the obligations incident thereto; provided that, if (x) any law, regulation or existing internal “know-your-customer” policy of any Lender would prohibit such Lender (a “Specified Lender”) from making Credit Extensions to any Acceding Borrower (or (y) committing or extending credit to such Acceding Borrower could reasonably be expected to result in any materially adverse regulatory or legal consequence for any Lender (any Lender described in clause (x) or (y), a “Specified Lender”, and any Acceding Borrower described in clause (x) or (y), a “Specified Acceding Borrower”), the other Lenders shall be required to provide Credit Extensions to such Specified Acceding Borrower through a carve-out sub-facility (an “Acceding Borrower Sub-Facility”) under this Agreement. The Administrative Agent shall give notice to all Lenders of the creation of an Acceding Borrower Sub-Facility. Credit Extensions under the Acceding Borrower Sub-Facility shall be on identical terms and conditions as all other Credit Extensions under this Agreement except that (i) such Specified Lender shall not be a Lender thereunder, (ii) such Specified Acceding Borrower shall be the sole Borrower thereunder and (iii) the Available Credit Commitments of each Lender (other than each Specified Lender) shall be reduced on a dollar for dollar basis by the aggregate amount of the Revolving Credit Exposure of such Lender under such Acceding Borrower Sub-Facility; provided that upon the occurrence of any Event of Default, the Administrative Agent shall re-allocate the outstanding Credit Extensions of all Lenders to ensure that each Lender holds its Percentage of the aggregate Credit Extensions (“Acceding Borrower Sub-Facility Reallocation”). Upon the creation of any Acceding Borrower Sub-Facility, the Administrative Agent and Micro shall enter into any amendments to this Agreement that the Administrative Agent and Micro believe are necessary or appropriate to effectuate such Acceding Borrower Sub-Facility and Acceding Borrower Sub-Facility Reallocation. For the avoidance of doubt, it is acknowledged that each Specified Acceding Borrower shall be an Acceding Borrower for purpos...
Acceding Borrowers. 3.5.1 The Original Borrower may request that any of its direct wholly owned Material Subsidiaries who is a member of the Restricted Group becomes an Acceding Borrower, by delivering to the Agent a Deed of Borrower Accession duly executed by the Original Borrower and such Subsidiary, together with the documents and evidence listed in part B of schedule 3 applicable to such Subsidiary and the Original Borrower.
Acceding Borrowers. (a) Subject to compliance with Clause 19.10 (“Know your customer” checks), Bidco or Newco Furnaces Germany may nominate any of its Subsidiaries as an Acceding Borrower (subject to the Facility Agent’s consent (acting on the instructions of all the Lenders) in the case of an Acceding Borrower not incorporated in Germany, England and Wales, the Netherlands or the US). In respect of any such nominated borrower, Bidco shall procure that there is delivered to the Facility Agent an Accession Notice duly executed by itself and the relevant Subsidiary together with the documents set out in Part B of Schedule 7 (Accession Documents) and such other documents (including any new Security Documents) as the Facility Agent may reasonably require in relation to such Subsidiary. Execution of such Accession Notice shall, save if and to the extent otherwise specified on the relevant Accession Notice, also constitute each such Acceding Borrower as an Acceding Guarantor under this Agreement.
(b) Upon the Facility Agent’s confirmation to Bidco that it has received all documents referred to in paragraph (a) of this Clause 22.1 in respect of a nominated Subsidiary and that each in a form and substance satisfactory to it, such Subsidiary, the other Obligors and the Senior Finance Parties shall each assume such obligations towards one another and/or acquire such rights against each other party as they would have assumed or acquired had such Subsidiary been an original party to this Agreement and the Intercreditor Deed as a Borrower and save if and to the extent otherwise specified in the relevant Accession Notice, as a Guarantor and such Subsidiary shall become a party to this Agreement and thereto as an Acceding Borrower and as an Acceding Guarantor.
Acceding Borrowers. 59 6.3.1 Resolutions, etc..................................................................59 EUROPEAN CREDIT AGREEMENT
Acceding Borrowers. The Company may request that any of its wholly-owned Subsidiaries becomes an Acceding Borrower. Such Subsidiary shall become an Acceding Borrower if:
a) it is approved by all the Lenders under the relevant Facility in respect of which such Subsidiary is becoming a Borrower;
b) the Company delivers to the Agent a duly completed and executed Accession Certificate together with the documents and other evidence listed in Schedule 8 (Conditions Precedent for Acceding Borrowers) in form and substance satisfactory to the Agent; and
c) no Event of Default or Potential Event of Default is continuing.
Acceding Borrowers. Avis Europe may request that on or following the date of this Agreement an Eligible SPV becomes an Acceding Borrower under the Facility by delivering to the Facility Agent a Borrower Accession Notice subject to the terms and the provisions of paragraph (b) below, together with the documents listed in Part 1 of Schedule 6 (Conditions Precedent) in relation to such Acceding Borrower.
Acceding Borrowers from the Acceding Borrower, dated on or after the date of the relevant Accession Agreement, substantially in the form set out in Schedule 3, signed by a Director or duly authorised officer of the Acceding Borrower, together with the documents stated by the certificate as being delivered with it.
Acceding Borrowers. 36.1 Subject to compliance with the provisions of sub-clauses 19.5.3 and 19.5.4 of Clause 19.5 of Clause 19 (Financial Information) the CRH Agent may request that any member of the Group become an Acceding Borrower for the purposes of utilising the Facilities by delivering, or procuring the delivery to, the Agent of a Borrower Accession Memorandum duly executed by the Guarantor, the CRH Agent and such member of the Group.
36.2 Upon delivery of a Borrower Accession Memorandum, the Acceding Borrower shall, subject to the terms and conditions of this Agreement, acquire all the rights and assume all the obligations of a Borrower hereunder provided that:
36.2.1 the Agent has notified the CRH Agent that all the Banks agree to the choice of such Borrower; and
36.2.2 the Agent has confirmed to the CRH Agent (which it undertakes to do as soon as is reasonably practical) that it has received, in a form satisfactory to it, all the documents set out in Schedule 9 (Conditions Precedent to Borrower Accession).
