Addition of Borrowers. In the case of a Wholly-Owned Domestic Subsidiary of Holdings formed or acquired pursuant to the consummation of a Permitted Acquisition, by execution of (a) a Borrower Joinder Agreement by a signatory thereof and (b) a joinder to the Guarantee and Collateral Agreement in substantially the form of Annex I thereto by a signatory thereof, and such signatory’s satisfaction of all conditions and completion of all deliveries specified in the Joinder Amendment (if any), the Borrower Joinder Agreement and the joinder to the Guarantee and Collateral Agreement, this Agreement shall be amended so that such signatory shall become for all purposes a party to this Agreement as if an original signatory hereto and shall be admitted as a Borrower hereunder. This Agreement (as amended by each Joinder Amendment) shall be binding for all purposes upon such signatory Borrower as if such signatory was an original signatory hereto. The Borrower Joinder Agreement shall require, among other things, (x) a supplement to the Schedules provided by the Loan Parties in connection with this Agreement to reflect the new Borrower and (y) the delivery of new Notes, as applicable, reflecting all Borrowers.
Appears in 4 contracts
Samples: Credit Agreement (Performance Health Holdings Corp.), Second Lien Credit Agreement (Performance Health Holdings Corp.), Credit Agreement (Performance Health Holdings Corp.)
Addition of Borrowers. In the case of a Wholly-Owned Domestic Subsidiary of Holdings formed or acquired pursuant to the consummation of a Permitted Acquisition, by By execution of (a) a Borrower Joinder Agreement by (including a signatory thereof and (bBorrower Joinder Agreement executed in connection with a Permitted Acquisition) a joinder to the Guarantee and Collateral Agreement in substantially the form of Annex I thereto by a signatory thereof, and upon acceptance of such Borrower Joinder Agreement by the Agent, in its sole discretion, and such signatory’s satisfaction of all conditions and completion of all deliveries specified in the Joinder Amendment (if any), ) and the Borrower Joinder Agreement and the joinder to the Guarantee and Collateral Agreement, this Agreement shall be amended so that such signatory shall become for all purposes a party to this Agreement as if an original signatory hereto and shall be admitted as a Borrower hereunder. This Agreement (as amended by each Joinder Amendment) shall be binding for all purposes upon such signatory Borrower as if such signatory was an original signatory hereto, and, if applicable, accommodate the consummation of the Permitted Acquisition. The Borrower Joinder Agreement shall require, among other things, (x) a supplement to the Schedules provided by the Loan Parties in connection with this Agreement to reflect the new Borrower and Borrower, (y) to the extent acceptable to the Agent in its sole discretion, an update of certain previously delivered Schedules to the date of the Joinder Amendment to reflect any change in the disclosures therein made, (z) the delivery of new Notes, as applicable, Notes reflecting all Borrowers.
Appears in 2 contracts
Samples: Credit and Security Agreement (Stoneridge Inc), Credit and Security Agreement (Stoneridge Inc)
Addition of Borrowers. In the case of a Wholly-Owned Domestic Subsidiary of Holdings formed or acquired pursuant to the consummation of a Permitted Acquisition, by By execution of (a) a an Additional Borrower Joinder Agreement Addendum by a signatory thereof thereto, and (b) a joinder to upon acceptance of such Additional Borrower Addendum by the Guarantee Administrative Agent and Collateral Agreement each of the Loan Parties, in substantially the form of Annex I thereto by a signatory thereoftheir sole discretion, and such signatory’s 's satisfaction of all conditions and completion of all deliveries specified in the Joinder Amendment (if any), the such Additional Borrower Joinder Agreement and the joinder to the Guarantee and Collateral AgreementAddendum, this Agreement shall be deemed amended so that such signatory shall become for all purposes a party to this Agreement as if an original signatory hereto and shall be admitted as a Borrower hereunder. This Except to the extent this Agreement (as is expressly amended by each Joinder Amendment) the Additional Borrower Addendum in respect to such signatory Borrower, this Agreement shall be binding for all purposes upon such signatory Borrower as if such signatory was an original signatory heretothereto. The Unless otherwise agreed to in the Additional Borrower Joinder Agreement Addendum, the Obligations of such signatory Borrower shall require, among be cross-defaulted with each other things, (x) a supplement to the Schedules provided by the Loan Parties in connection with this Agreement to reflect the new Borrower and (y) if such signatory Borrower shall become a Pledging Borrower, such Pledging Borrower's Obligations shall be cross-collateralized with the delivery Obligations of new Notes, as applicable, reflecting all Borrowerseach other Pledging Borrower.
Appears in 1 contract
Samples: Multicurrency Credit and Security Agreement (Erico Products Inc)