Acquisition Loan Documents. (a) If the proposed acquisition is an acquisition of the stock of a Domestic Person, then: (i) the Target shall, upon consummation of such acquisition, become a "Company" for all purposes under the Loan Documents and shall execute and deliver to Agent documentation reasonably required by the Agent in connection therewith, including, without limitation, documentation confirming that such Person is or will be a Company or a Restricted Subsidiary under the Loan Documents and an agreement in writing (in form and substance reasonably satisfactory to the Agent) providing for the subordination of inter-company indebtedness to the Obligations owed to the Agent and the Lenders; (ii) the Obligors shall execute and deliver to the Agent an amendment to the relevant Loan Documents describing as collateral thereunder the stock of the Person and other Collateral owned by such Person (together with documents incident thereto); and (iii) the acquiring Obligor shall deliver to the Agent the certificates representing the stock of such Person together with undated stock powers duly executed in blank. If the proposed acquisition is an acquisition of Domestic assets, UTI shall execute and deliver the Agent such documentation requested by Agent to cause the property acquired to be subject to a fully perfected lien and security interest in favor of Agent for the benefit of the Lenders and for such lien to have priority over all other liens other than Permitted Liens.
Acquisition Loan Documents. If the proposed Acquisition is to be a Domestic Acquisition or Canadian Acquisition (which does not also constitute a Foreign Acquisition) of the Capital Stock of the Target, then, unless the Target is a Designated Subsidiary: (i) the Target shall, upon consummation of such acquisition, become a "Company" or "Guarantor", as determined by Agent and the Required Lenders, for all purposes under the Loan Documents and shall execute and deliver to Agent documentation reasonably required by the Agent in connection therewith (including, 33 without limitation, (1) documentation confirming that such Person is or will be a Company or a Guarantor under the Loan Documents, (2) documentation granting to Agent for the benefit of Lenders a first, priority lien in all assets of the Person, other than Permitted Encumbrances, (3) an agreement in writing (in form and substance reasonably satisfactory to the Agent) providing for the subordination of inter-company indebtedness to the Obligations owed to the Agent and the Lenders, (4) documentation demonstrating such Person's authority from its Board of Directors or other appropriate governing body to execute all documentation with or for the Lenders as Agent and the other Lenders, and (5) certificates of insurance for and policy of insurance maintained by such Person which satisfy the requirements of Paragraph 7.5 of Section 7 hereof); (ii) the Obligors shall execute and deliver to the Agent an amendment to the relevant Loan Documents describing as collateral thereunder the Capital Stock of the acquired Person and other Collateral owned by such Person (together with documents incident thereto); and (iii) the acquiring Obligor shall deliver to the Agent the certificates representing 100% of the Capital Stock of such Person (or 65% of each new Canadian Subsidiary) together with undated stock powers duly executed in blank. If the proposed Acquisition is a Domestic Acquisition or a Canadian Acquisition (which does not also constitute a Foreign Acquisition) of assets, the acquiring Company shall execute and deliver the Agent such documentation requested by Agent to cause the property acquired to be subject to a fully perfected lien and security interest in favor of Agent for the benefit of the Lenders and for such lien to have priority over all other liens other than Permitted Encumbrances.
Acquisition Loan Documents. The parties hereby approve the Acquisition Loan Documents distributed by Xxxxxxx|Procter LLP on October 13, 2008 and attached hereto as Exhibit A and agree that such Acquisition Loan Documents are in final form. Each of Seller and Buyer agrees to execute, acknowledge and deliver, as applicable, the Acquisition Loan Documents to which it is a party at the Closing in accordance with the Purchase Agreement.
Acquisition Loan Documents. A certified copy of the Acquisition Loan documents for each Hotel Company, together with all schedules and exhibits thereto and all other documents and instruments delivered in connection with each such Acquisition Loan, including all certificates, filings, documents, consents, approvals, board of directors resolutions and opinions furnished pursuant to or in connection with each such Acquisition Loan and such items shall be satisfactory in all respects to the Agent.
Acquisition Loan Documents. The Administrative Agent shall have received, with a copy thereof for each Lender substantially concurrently therewith, one or more supplements to the Subsidiaries Guarantee, in substantially the form attached to the Subsidiaries Guarantee as Exhibit A thereto, executed and delivered by a duly authorized officer of each Subsidiary of the Borrower that may be created or acquired in connection with the Permitted Acquisition to be financed by such Tranche B Revolving Credit Loan (each such Subsidiary, a "New Acquisition Subsidiary").
Acquisition Loan Documents. This Credit Agreement and the Revolving Credit ----------- ---- --------- Notes.
