Additional Collateral and Guarantees Sample Clauses
Additional Collateral and Guarantees. (a) Subject to subsection 7.9(d), with respect to any assets acquired after the Closing Date by Borrower or any of its Qualified Subsidiaries that are intended to be subject to the Lien created by any of the Security Documents but which are not so subject (but, in any event, excluding any assets described in paragraph (b) of this subsection), promptly (and in any event within 30 days after the acquisition thereof): (x) execute and deliver to the Administrative Agent such amendments or supplements to the relevant Security Documents or such other documents as the Administrative Agent shall deem necessary or advisable to grant to the Administrative Agent, for its benefit and for the benefit of the other Secured Parties, a Lien on such properties or assets subject to no Liens other than Permitted Liens, and (y) take all actions reasonably necessary to cause such Lien to be duly perfected to the extent required by such Security Document in accordance with all applicable Requirements of Law, including, without limitation, the filing of financing statements in such jurisdictions as may be reasonably requested by the Administrative Agent. Each Credit Party shall otherwise take such actions and execute and/or deliver to the Administrative Agent such documents (including, without limitation, customary legal opinions) as the Administrative Agent shall require to confirm the validity, perfection and priority of the Lien of Security Documents against such after-acquired properties or assets.
(b) With respect to any Person that is or becomes a wholly owned Subsidiary that has assets having either book value or fair market value in excess of $2,000,000, promptly (and in any event within 30 days after such Person becomes a Subsidiary or has such assets) (i) deliver to the Administrative Agent the certificates representing the Capital Stock of such Subsidiary, together with undated stock powers executed and delivered in blank by a duly authorized officer of Borrower or such Subsidiary, as the case may be, and all intercompany notes owing from such Subsidiary to any Credit Party, and (ii) cause such Subsidiary (x) to become a party to the Subsidiary Guarantee and the Security Agreement or such comparable documentation which is in form and substance reasonably satisfactory to the Administrative Agent, and (y) to take all actions reasonably necessary or advisable to cause the Lien created by the Security Agreement to be duly perfected to the extent required by such agreement ...
Additional Collateral and Guarantees. (a) The Company shall cause each Subsidiary that Guarantees the Secured Notes and any other newly created or acquired direct or indirect Subsidiary organized in a jurisdiction in the United States that (i) owns or operates a hospital or (ii) has a direct or indirect equity interest in a Subsidiary that owns or operates a hospital, other than, in each of the cases (i) and (ii), any such Subsidiary that is a non-wholly-owned Subsidiary if the Constituent Documents thereof or related joint venture or similar agreements, or applicable law, would (A) prohibit the Guarantee of the Obligations without the consent of the equity holders thereof (other than the Company or its wholly owned Subsidiaries) or (B) upon the entry into the Guaranty, trigger in favor of the equity holders thereof (other than the Company or its wholly owned Subsidiaries) rights in respect of the Capital Stock of such Subsidiary, to execute and deliver to the Administrative Agent a joinder to the Guaranty in form reasonably satisfactory to the Administrative Agent.
(b) The Company shall, and shall cause the Guarantors that are Pledgors, to comply with all obligations under the Stock Pledge Agreement (as it relates to the Obligations).
Additional Collateral and Guarantees. (a) Should Borrower or any of its Subsidiaries purchase, otherwise acquire or own any Oil and Gas Property that (i) either (A) is acquired for purchase price consideration in excess of $250,000, or (B) includes Proved Reserves, and (ii) is not already subject to a Mortgage, Borrower will grant or cause to be granted to Administrative Agent for the benefit of the Lender Group as security for the Obligations a first-priority Lien (subject only to Permitted Liens) on all of Borrower’s or such Subsidiary’s interest therein simultaneously with Borrower’s or such Subsidiary’s purchase, acquisition or ownership of such Oil and Gas Property under a Mortgage and such other security instruments, satisfactory to Administrative Agent in its discretion;
(b) Borrower shall cause all of its present and future Subsidiaries (other than MCAC, CDC, and Great Plains) that are 50% or more owned directly or indirectly by Borrower to execute a Guaranty Agreement and Security Agreements.
Additional Collateral and Guarantees. In the event that any Person becomes (I) a Domestic Subsidiary (other than an Immaterial Subsidiary), the Lead Borrower shall promptly cause such Domestic Subsidiary (a) to become a US Guarantor hereunder (and, at the request of the Lead Borrower and with the consent of the Administrative Agent, a US Borrower hereunder), (b) to become a Grantor under the US Pledge and Security Agreement by executing and delivering to the Administrative Agent and the Collateral Agent a Counterpart Agreement and (c) to take all such actions and execute and deliver, or cause to be executed and delivered, all such documents, instruments, agreements, opinions and certificates necessary or advisable to grant to the Collateral Agent for the benefit of the Secured Parties a perfected security interest in the US Collateral described in the applicable US Collateral Documents with respect to such new Domestic Subsidiary, including the filing of UCC financing statements in such jurisdictions within any applicable time limit as may be required by the US Collateral Documents or by any Requirement of Law or as may reasonably be requested by the Collateral Agent, and (II) a Canadian Subsidiary (other than an Immaterial Subsidiary), the Lead Borrower shall promptly cause such Canadian Subsidiary (a) to become a Canadian Guarantor hereunder (and, at the request of the Lead Borrower and with the consent of the Administrative Agent, a Canadian Borrower hereunder), (b) to become a Grantor under the Canadian Pledge and Security Agreement by executing and delivering to the Administrative Agent and the Collateral Agent a Counterpart Agreement and (c) to take all such actions and execute and deliver, or cause to be executed and delivered, all such documents, instruments, agreements, opinions and certificates necessary or advisable to grant to the Collateral Agent for the benefit of the Secured Parties a perfected security interest in the Canadian Collateral described in the applicable Canadian Collateral Documents with respect to such new Canadian Subsidiary, including the filing of PPSA financing statements in such jurisdictions within any applicable time limit as may be required by the Canadian Collateral Documents or by any Requirement of Law or as may reasonably be requested by the Collateral Agent. With respect to each Person that becomes a Subsidiary, the Lead Borrower shall promptly send to the Administrative Agent written notice setting forth with respect to such Person (i) the date on whi...
Additional Collateral and Guarantees. To the extent not delivered to the Administrative Agent on or before the Closing Date (including in respect of after-acquired property and Persons that become Subsidiaries of any Loan Party after the Closing Date), each Group Member shall, promptly, do each of the following, unless otherwise agreed by the Administrative Agent:
15.10.1 deliver to the Administrative Agent such modifications to the terms of the Loan Documents (or, to the extent applicable as determined by the Administrative Agent, such other documents), in each case in form and substance reasonably satisfactory to the Administrative Agent and as the Administrative Agent deems necessary or advisable in order to ensure the following:
Additional Collateral and Guarantees. Upon the acquisition after the Closing Date by Borrower and its Subsidiaries of any real property or tangible
Additional Collateral and Guarantees. In the event that any Subsidiary of the Borrower created or acquired after the Closing Date becomes a Significant Subsidiary of the 61 56 Borrower, the Borrower will cause the Capital Stock of such Significant Subsidiary to be pledged under the Pledge and Guarantee Agreement and will cause such Significant Subsidiary to become a guarantor thereunder, in each case in accordance with its terms, provided that the Borrower shall not be required to so pledge any Capital Stock (i) of any Hybrid Preferred Securities Subsidiary or (ii) to the extent that such Capital Stock is subject to any Lien permitted hereunder in respect thereof that prevents such Capital Stock from being so pledged.
Additional Collateral and Guarantees. (a) With respect to any Properties acquired after the Closing Date by Borrower or any of its Subsidiaries or MCL (other than any Foreign Subsidiary of Borrower) that are intended to be subject to the Lien created by any of the Security Documents but which are not so subject (but, in any event, excluding any assets described in paragraph (b) of this subsection promptly (and in any event within 60 days after the acquisition thereof)): (x) execute and deliver to the Administrative Agent such amendments or supplements to the relevant Security Documents or such other documents as the Administrative Agent shall deem necessary or advisable to grant to the Administrative Agent, for its benefit and for the benefit of the other Secured Parties, a Lien on such Properties subject to no Liens other than Permitted Liens, and (y) take all actions necessary to cause such Lien to be duly perfected to the extent required by such Security Document in accordance with all applicable Requirements of Law, including, without limitation, the filing of financing statements in such jurisdictions as may be reasonably requested by the Administrative Agent. Each Credit Party shall otherwise take such actions and execute and/or deliver to the Administrative Agent such documents as the Administrative Agent shall require to confirm the validity, perfection and priority of the Lien of the Security Documents against such after-acquired Properties.
(b) With respect to any Person that is or becomes (1) a direct Subsidiary of MCL; (2) a Subsidiary of Moore Holdings U.S.A. Inc. which holds directly or indirectly 100% ▇▇ ▇he Capital Stock of Borrower; or
Additional Collateral and Guarantees. Within 60 days after the Seventh Amendment Effective Date, the Parent Borrower shall provide to the Administrative Agent (i) an assumption agreement, in substantially the form attached as Annex 1 to the Guarantee and Collateral Agreement (an “Assumption Agreement”), duly executed by each of RS Acquisition Holding, LLC, a wholly owned Subsidiary of Holding (“RS Acquisition”), and CMS Holding LLC, a wholly owned Subsidiary of Holding (“CMS Holding”), pursuant to which RS Acquisition and CMS Holding each becomes a party to the Guarantee and Collateral Agreement as a Guarantor and Grantor thereunder, (ii) an Assumption Agreement, duly executed by Holding, pursuant to which it pledges the Capital Stock of RS Acquisition, CMS Holding and any other direct Subsidiary of Holding, whether now owned or hereafter acquired or formed (it being understood that no pledge of the Capital Stock of CMS Holding shall be required if the regulatory approvals necessary to be obtained to pledge such Capital Stock are unable to be obtained after the exercise of commercially reasonable efforts), and (iii) such other documents and instruments (including stock certificates and undated stock powers executed in blank) as the Administrative Agent may reasonably request in connection with the foregoing Assumption Agreements.
Additional Collateral and Guarantees. As a condition to the effectiveness of this Agreement, there shall be delivered to Lender, fully completed and duly executed (when applicable), the following, satisfactory to Lender and its counsel:
A. A pledge and security agreement from Madison River Capital, LLC pledging its Madison River Holdings Corp. stock as additional security for the Loan with related stock powers;
B. A pledge and security agreement from Madison River Holdings, Corp. pledging its Madison River Long Distance Solutions, Inc. stock and its MEBTEL Long Distance Solutions, Inc. stock as additional security for the Loan with related stock powers;
C. A mortgage and security agreement from Madison River Holdings Corp. and any other documentation necessary to provide Lender with a first lien security interest in the assets of Madison River Holdings Corp. including all Bonds owned or hereafter acquired by Madison River Holdings, Corp., as additional collateral for the Loan;
D. A secured guaranty of the Loan from Madison River Long Distance Solutions, Inc.;
E. A mortgage and security agreement from Madison River Long Distance Solutions, Inc. providing Lender with a first lien security interest in the assets of Madison River Long Distance Solutions, Inc. to secure its guaranty of the Loan;
F. A secured guaranty of the Loan from MEBTEL Long Distance Solutions, Inc.;
G. A mortgage and security agreement from MEBTEL Long Distance Solutions, Inc. providing Lender with a first lien security interest in the assets of MEBTEL Long Distance Solutions, Inc. to secure its guaranty of the Loan;
H. Certified copies, satisfactory to the Lender, of all such corporate documents and proceedings authorizing the transactions described above, as well as the execution of this Agreement;
I. Written opinions from Borrower's, Madison River Capital, LLC's, Madison River Holdings Corp.'s, Madison River Long Distance Solutions, Inc.'s, and MEBTEL Long Distance Solutions, Inc.'s counsel addressing such legal matters as the Lender or its counsel shall reasonably require;
J. An undertaking letter from Madison River Communications, LLC agreeing that, when all of the Bonds have been repaid, it will provide Lender with a mortgage and security agreement providing Lender with a first lien security interest in the assets of Madison River Communications, LLC. as additional security for the Loan; and
K. Documentation necessary to provide Lender with a first lien security interest in all Bonds owned or hereafter acquired by Borrow...