Addition of Originators. Additional Persons may be added as Originators Hereunder, with the consent of the Company and the Funding Agents; provided that the following conditions are satisfied on or before the date of such addition:
Addition of Originators. Any Subsidiary of Xxxxxxxx may become an Originator hereunder with the prior written consent of the Purchaser (and the Administrative Agent and Facility Agents, as assignees of the Purchaser); provided, that such consent shall not be required if the Outstanding Balance of Receivables of such Subsidiary at the time it becomes an Originator hereunder, together with the Outstanding Balance of Receivables at such time of any other Subsidiary of Xxxxxxxx that became an Originator hereunder without such consent over the 12 calendar month period ending immediately prior to such date is less than 5.0% of the average Outstanding Balance of all Receivables (other than Excluded Receivables) on the last day of each calendar month during such 12-calendar month period . Each Subsidiary of Xxxxxxxx that is proposed to be added as an Originator shall give to the Purchaser (and the Administrative Agent and Facility Agents, as assignees of the Purchaser) prior written notice of its desire to be added as an Originator hereunder. Once the notice has been given, any addition of a Subsidiary of Xxxxxxxx as an Originator pursuant to this section shall become effective on the first Business Day following the date on which (i) such Subsidiary and the parties hereto shall have executed a Joinder Agreement and such other agreements, instruments and other documents (including, without limitation, opinions of counsel, lien searches, financing statements, Blocked Account Agreements and a Subordinated Note in favor of the new Originator) and the amendments or other modifications to the Transaction Documents, in form and substance satisfactory to the Purchaser (and the Administrative Agent and Facility Agents, as assignees of the Purchaser), that the Purchaser (and the Administrative Agent and Facility Agents, as assignees of the Purchaser) determines necessary or appropriate to effect the addition; and (ii) the Parent confirms in writing that the obligations of such new Originator are guaranteed by the Parent under the Parent Undertaking. Upon such effectiveness, Schedule I to this Agreement shall be deemed amended to include such added Originator and any reference to “Originator” in this Agreement or any other Transaction Document shall refer to each existing Originator and each Subsidiary of Xxxxxxxx added as an Originator pursuant to this Section 3.02.
Addition of Originators. Additional Persons may be added as Originators hereunder, with the prior written consent of the Company and the Administrative Agent, in their sole discretion, provided that the following conditions are satisfied on or before the date of such addition (an “Originator Addition Date”);
Addition of Originators. Any Subsidiary of the Parent ----------------------- may become an Originator hereunder with the prior written consent of Buyer (and the Collateral Agent and each Managing Agent, as Buyer's assignees). Each Subsidiary of the Parent that is proposed to be added as an Originator shall give to Buyer (and the Collateral Agent and each Managing Agent, as Buyer's assignees) prior written notice of its desire to be added as an Originator. Once the notice has been given, any addition of a Subsidiary of the Parent as an Originator pursuant to this section shall become effective on the first Business Day following the date on which (i) such Subsidiary and the parties hereto shall have executed and delivered the agreements, instruments and other documents (including, without limitation, opinions of counsel, financing statements and collection account agreements) and the amendments or other modifications to the Transaction Documents, in form and substance satisfactory to Buyer (and to the Collateral Agent and each Managing Agent, as Buyer's assignees), that Buyer (or the Collateral Agent or any Managing Agent, as Buyer's assignee) determines are necessary or appropriate to effect the addition, (ii) the Parent confirms in writing that the guaranty under Article XIV of the Purchase Agreement covers the obligations of such new Originator as an Originator and (iii) Buyer (and the Collateral Agent and each Managing Agent, as Buyer's assignees) shall have consented, in writing, to the addition of such new Originator. Upon such effectiveness, any reference to "Originator" in this Agreement shall refer to each existing Originator and each Subsidiary of the Parent added as an Originator pursuant to this Section.
Addition of Originators. Additional Persons that are Wholly Owned Subsidiaries of Parent may be added as Originators hereunder, with the prior written consent of Transferee and the Collateral Agent (such consent not to be unreasonably withheld); provided that the following conditions are satisfied on or before the date of such addition:
Addition of Originators. Additional Subsidiaries of the Parent may be added as Originators hereunder upon satisfaction of all of the following conditions:
Addition of Originators. Additional direct or ----------------------- indirect subsidiaries of Mail-Well, Inc. may be added as Originators hereunder with the consent of the Purchaser and the Administrator (which consent shall not be unreasonably withheld), provided that the following conditions are satisfied on or before the date of such addition:
Addition of Originators. Any Subsidiary of Mattel, Inc. ----------------------- (other than one of the Originators party to this Agreement as of the Initial Closing Date (the "Initial Originators")) may become an Originator hereunder and ------------------- sell its accounts receivable to the Buyer if the Buyer gives its prior written consent to the addition of such Subsidiary as an Originator hereunder in their sole discretion (which consent may be conditioned upon, inter alia, receipt and ----- ---- satisfactory review of historical information about such Subsidiary's accounts receivable). Mattel, Inc. and its Subsidiary that is proposed to be added as an Originator shall give to the Buyer not less than 30 days' prior written notice of the proposed effective date of the addition of such Subsidiary as an Originator. Once such notice has been given, any addition of a Subsidiary of Mattel, Inc. as an Originator pursuant to this Section shall become effective on the Business Day immediately following the Business Day on which (i) the requirements described above shall have been satisfied, and (ii) such Subsidiary and the parties hereto shall have executed and delivered such agreements, instruments and other documents, each in form and substance reasonably satisfactory to the Buyer, that the Buyer determines are necessary or appropriate to effect such addition.
Addition of Originators. Any majority-owned Subsidiary of TCEH that satisfies the criteria set forth in the definition of “Eligible Originator” may become an additional Originator (an “Additional Originator”) hereunder and sell Additional Originator Receivable Assets to the Buyer hereunder, upon satisfaction of the following conditions precedent:
Addition of Originators. From time to time, the Seller may request that the Purchaser approve an Affiliate of the Seller as an Originator hereunder. Any such approval by the Purchaser shall be in writing. The granting of such approval is subject to the conditions precedent that the Purchaser shall have completed a satisfactory due diligence review with results satisfactory to the Purchaser, acting reasonably, of the Credit and Collection Policy and the Purchaser shall have received on or before the date designated for the addition of such Affiliate as an Originator hereunder, the following, each (where applicable and unless otherwise indicated) dated such date and in form and substance satisfactory to the Purchaser, acting reasonably:
