Addition of New Originators. Additional Persons may be added as Originators hereunder, with the prior written consent of Buyer, Servicer, the Required Lenders and the Administrative Agent, provided, that the following conditions are satisfied on or before the date of such addition:
Addition of New Originators. From time to time upon not less than 60 days’ (or such shorter period of time as Buyer and its assigns may agree upon) prior written notice to Buyer and Administrator as its assignee (who will promptly advise the Rating Agencies), Buyer may agree that one or more of Jarden’s existing or hereafter acquired wholly-owned U.S. domestic Subsidiaries become an Originator hereunder. No such addition shall become effective (a) without the written consent of Buyer and Borrower and, if the proposed New Originator is a Material Originator and the Loan Agreement remains in effect, without the written prior consent of the Administrator (which consent may be conditioned, in Administrator’s sole discretion, by a requirement that the Loan Agreement be amended in a manner acceptable to the Administrator in its sole discretion) and (b) unless all conditions precedent to such addition required by Section 7.2 below are satisfied prior to such date.
Addition of New Originators. From time to time upon not less than 10 days’ prior written notice to Buyer and each Buyer Funding Party (or such shorter period of time as Buyer may agree upon), Seller may propose that one or more of the direct or indirect, existing or hereafter acquired, wholly-owned subsidiaries of Flowers become an Originator hereunder and a “Seller” under the Receivables Distribution Agreement. No such addition shall become effective (a) without the written consent of the Buyer and each Buyer Funding Party but may become effective prior to such 10th day if such written consent is given more promptly, and (b) unless all the following conditions precedent to such addition are satisfied prior to such date:
Addition of New Originators. From time to time upon not less than 10 days’ prior written notice to Rabobank and Flowers (or such shorter period of time as Rabobank may agree upon), the Originators may propose that one or more of the direct or indirect, existing or hereafter acquired, wholly-owned subsidiaries of Flowers become an Originator under the Master Framework Agreement and an Originator under this Agreement. No such addition shall become effective (a) without the written consent of Flowers and Rabobank but may become effective prior to such 10th day if such written consent is given more promptly, and (b) unless all the conditions precedent to such addition set forth in Section 7.18 of the Master Framework Agreement are satisfied prior to such date.
Addition of New Originators. From time to time upon not less than 14 days’ (or such shorter period of time as Buyer and its assigns may agree upon) prior written notice to Buyer and the Administrative Agent as its assignee, Buyer may agree that one or more of Xxxxxx’x existing or hereafter acquired wholly-owned U.S. domestic Subsidiaries become an Originator hereunder. No such addition shall become effective (a) without the written consent of Buyer and the Administrative Agent (which consent may be conditioned, in the Administrative Agent’s sole discretion, by a requirement that the Receivables Purchase Agreement be amended in a manner reasonably acceptable to the Administrative Agent in its sole discretion) and (b) unless all conditions precedent to such addition required by Section 7.2 below are satisfied prior to such date.
Addition of New Originators. From time to time, the Buyer may agree that one or more existing or hereafter acquired wholly-owned Subsidiaries of an Originator may become an Originator hereunder. No such addition shall become effective without the written consent of the Buyer and the Administrative Agent, which consent shall not be unreasonably withheld, conditioned or delayed. Prior to the effectiveness of any new Originator’s becoming an Originator hereunder, such Originator shall execute a Joinder Agreement and deliver such updated Exhibits hereto as may be necessary to ensure that after giving effect to the addition of such new Originator, each of the representations and warranties of such new Originator under Section 4 hereof will be true and correct.
Addition of New Originators. Additional Persons may be added as Originators hereunder, with the prior written consent of Buyer, Servicer, the Majority Group Agents and the Administrative Agent, provided that the following conditions are satisfied on or before the date of such addition: (a) Servicer shall have given Administrative Agent and Buyer at least thirty (30) days’ prior written notice of such proposed addition and the identity of each such proposed additional Originator and shall have provided such other information with respect to such proposed additional Originator as Administrative Agent may reasonably request; (b) Performance Guarantor shall have executed and delivered to Administrative Agent a Performance Guaranty in form and substance acceptable to Administrative Agent (in its sole discretion) guaranteeing the timely payment and performance of all of each such proposed additional Originator’s obligations hereunder and under each other Transaction Document, if any, to which such proposed Originator is a party in any capacity; (c) each such proposed additional Originator has executed and delivered to the Buyer and Administrative Agent an agreement substantially in the form attached hereto as Exhibit 9 (a “Joinder Agreement”); (d) each such proposed additional Originator has delivered to Buyer and Administrative Agent each of the applicable documents with respect to such Originator described in Section 6.01 of the Loan and Security Agreement; (e) the Purchase and Sale Termination Date shall not have occurred; (f) no Event of Default or Unmatured Event of Default shall have occurred and be continuing; and (g) each such proposed additional Originator is organized under the laws of the United States, any State thereof or the District of Columbia. [SIGNATURE PAGES FOLLOW] 30 ANNEX 1 UCC DETAILS SCHEDULE (1) Hill-Rom Company, Inc.: (a) Chief Executive Office Two Prudential Plaza 180 X. Xxxxxxx Avenue130 X. Xxxxxxxx Street, Suite 41001000 Xxxxxxx, XX 00000 (b) Locations Where Records Are Kept See section (a) 0000 Xxxxx Xxxxx 00 Xxxx Xxxxxxxxxx, Xxxxxxx 00000 (c) Doing Business As Names; Changes in Location or Name None. (d) Federal Taxpayer ID Number 00-0000000 (e) Jurisdiction of Organization Indiana (f) True Legal Name Hill-Rom Company, Inc. (g) Organizational Identification Number 000000-000 Annex 1, Page 1 (2) Hill-Rom Manufacturing, Inc.: (a) Chief Executive Office Two Prudential Plaza 180 X. Xxxxxxx Avenue130 X. Xxxxxxxx Street, Suite 41001000 Xxxxxxx, XX 00000 (b) Location...
Addition of New Originators. From time to time upon not less than sixty (60) days’ (or such shorter period of time as the Buyer and its assigns may agree upon) prior written notice to the Buyer and Administrative Agent as its assignee, the Buyer may agree that one or more existing or hereafter acquired wholly-owned Subsidiaries of an Originator may become an Originator hereunder. No such addition shall become effective without the written consent of the Buyer and the Administrative Agent, which consent shall not be unreasonably withheld, conditioned or delayed. Prior to the effectiveness of any new Originator’s becoming an Originator hereunder, such Originator shall execute a Joinder Agreement and deliver such updated Exhibits hereto as may be necessary to ensure that after giving effect to the addition of such new Originator, each of the representations and warranties of such new Originator under Section 4 hereof will be true and correct.
