Common use of Additional Borrowing Subsidiaries Clause in Contracts

Additional Borrowing Subsidiaries. A. The Borrower may designate any of its wholly-owned Restricted Subsidiaries organized under the laws of the United States or any state thereof as a Borrower, on a joint and several basis with each other Borrower hereunder, under the Commitments; provided that the Administrative Agent and the Lenders shall have received, at least five Business Days prior to the date on which such Person is proposed to become a Borrower hereunder, all documentation and other information required by regulatory authorities under applicable “know your customer” and anti-money laundering rules and regulations, including to the extent applicable, the USA PATRIOT Act and the Beneficial Ownership Regulation. Upon the receipt by the Administrative Agent of a Borrowing Subsidiary Agreement in substantially the form of Exhibit IX annexed hereto executed by such Subsidiary of the Borrower such Subsidiary shall become a Borrower and a party to this Agreement. A Person shall cease to be a Borrower hereunder at such time as no Loans, fees or any other amounts due in connection therewith pursuant to the terms hereof shall be outstanding by such Person, no Letters of Credit issued for the account of such Person shall be outstanding and such Person and its parent Borrower shall have executed and delivered to the Administrative Agent a Borrowing Subsidiary Termination in substantially the form of Exhibit X annexed hereto.

Additional Borrowing Subsidiaries. A. The Each Co-Borrower may designate any of its wholly-owned Restricted Subsidiaries organized under the laws of the United States States, Canada or any state or province thereof as a Borrower, on a joint and several basis with each other Borrower hereunder, under the Commitments; provided that the Administrative Agent and the Lenders shall have received, at least five Business Days prior to the date on which such Person is proposed to become a Borrower hereunder, all documentation and other information required by regulatory authorities under applicable “know your customer” and anti-money laundering rules and regulations, including to the extent applicable, the USA PATRIOT Act and the Beneficial Ownership RegulationProceeds of Crime (Money Laundering) and Terrorist Financing Act (Canada). Upon the receipt by the Administrative Agent of a Borrowing Subsidiary Agreement in substantially the form of Exhibit IX annexed hereto executed by such Subsidiary of the a Co-Borrower such Subsidiary shall become a Borrower and a party to this Agreement. A Person shall cease to be a Borrower hereunder at such time as no Loans, fees or any other amounts due in connection therewith pursuant to the terms hereof shall be outstanding by such Person, no Letters of Credit issued for the account of such Person shall be outstanding and such Person and its parent Borrower shall have executed and delivered to the Administrative Agent a Borrowing Subsidiary Termination in substantially the form of Exhibit X annexed hereto.

Additional Borrowing Subsidiaries. A. The Each Co-Borrower may designate any of its wholly-owned Restricted Subsidiaries organized under the laws of the United States States, Canada or any state or province thereof as a Borrower, on a joint and several basis with each other Borrower hereunder, under the Commitments; provided that the Administrative Agent and the Lenders shall have received, at least five Business Days prior to the date on which such Person is proposed to become a Borrower hereunder, all documentation and other information required by regulatory authorities under applicable “know your customer” and anti-money laundering rules and regulations, including to the extent applicable, the USA PATRIOT Act and the Beneficial Ownership RegulationProceeds of Crime (Money Laundering) and Terrorist Financing Act (Canada). Upon the receipt by the Administrative Agent of a Borrowing Subsidiary Agreement in substantially the form of Exhibit IX XII annexed hereto executed by such Subsidiary of the a Co-Borrower such Subsidiary shall become a Borrower and a party to this Agreement. A Person shall cease to be a Borrower hereunder at such time as no Loans, fees or any other amounts due in connection therewith pursuant to the terms hereof shall be outstanding by such Person, no Letters of Credit issued for the account of such Person shall be outstanding and such Person and its parent Borrower shall have executed and delivered to the Administrative Agent a Borrowing Subsidiary Termination in substantially the form of Exhibit X XIII annexed hereto.

Additional Borrowing Subsidiaries. A. The Each Co-Borrower may designate any of its wholly-owned Restricted Subsidiaries organized under the laws of the United States States, Canada or any state or province thereof as a Borrower, on a joint and several basis with each other Borrower hereunder, under the Commitments; provided that the Administrative Agent and the Lenders shall have received, at least five Business Days prior to the date on which such Person is proposed to become a Borrower hereunder, all documentation and other information required by regulatory authorities under applicable “know your customer” and anti-money laundering rules and regulations, including to the extent applicable, the USA PATRIOT Act and the Beneficial Ownership RegulationProceeds of Crime (Money Laundering) and Terrorist Financing Act (Canada). Upon the receipt by the Administrative Agent of a Borrowing Subsidiary Agreement in substantially the form of Exhibit IX XII annexed hereto executed by such Subsidiary of the a Co-Borrower such Subsidiary shall become a Borrower and a party to this Agreement. A Person shall cease to be a Borrower hereunder at such time as no Loans, fees or any other amounts due in connection therewith pursuant to the terms hereof shall be outstanding by such Person, no Letters of Credit issued for the 155 CREDIT AGREEMENT account of such Person shall be outstanding and such Person and its parent Borrower shall have executed and delivered to the Administrative Agent a Borrowing Subsidiary Termination in substantially the form of Exhibit X XIII annexed hereto.