Common use of Additional Domestic Subsidiaries Clause in Contracts

Additional Domestic Subsidiaries. Notify the Administrative Agent of the creation or acquisition of any Domestic Subsidiary (including, without limitation, upon the formation of any Domestic Subsidiary that is a Divided LLC) and promptly thereafter (and in any event within thirty (30) days after such creation or acquisition or such later time as may be determined by the Administrative Agent in its sole discretion), other than with respect to an Excluded Subsidiary or an Excluded Securitization Subsidiary, cause such Domestic Subsidiary, and cause each direct and indirect parent of such Domestic Subsidiary (if it has not already done so), to (i) become a Global Guarantor by delivering to the Administrative Agent a duly executed joinder agreement or such other document as the Administrative Agent shall deem appropriate for such purpose, (ii) grant a security interest in all Collateral (subject to the exceptions specified in the Collateral Agreement) owned by such Subsidiary by delivering to the Administrative Agent a duly executed supplement to each Collateral Document or such other document as the Administrative Agent shall deem appropriate for such purpose and comply with the terms of each Collateral Document, (iii) deliver to the Administrative Agent such documents and certificates referred to in Section 4.01 as may be reasonably requested by the Administrative Agent, (iv) deliver to the Administrative Agent such original certificates representing the Pledged Equity or other certificates of such Person accompanied by undated irrevocable stock powers executed in blank, (v) deliver to the Administrative Agent such updated Schedules to the Loan Documents as requested by the Administrative Agent with respect to such Person, and (vi) deliver to the Administrative Agent such other documents as may be reasonably requested by the Administrative Agent, all in form, content and scope reasonably satisfactory to the Administrative Agent.

Additional Domestic Subsidiaries. Notify Promptly (and, in any event, within thirty (30) days, as such time period may be extended by the Administrative Agent of in its sole discretion) after the creation or acquisition of any Domestic Subsidiary (including, without limitation, upon the formation of any Domestic Subsidiary that is a Divided LLC) and promptly thereafter (and in any event within thirty (30) days after such creation or acquisition or such later time as may be determined by the Administrative Agent in its sole discretion), other than with respect to an Excluded Subsidiary or an Excluded Securitization Subsidiary, ) cause such Domestic Subsidiary, and cause each direct and indirect parent of such Domestic Subsidiary (if it has not already done so), to (i) become a Global Subsidiary Guarantor by delivering to the Administrative Agent a duly executed joinder agreement supplement to the Subsidiary Guaranty Agreement or such other document as the Administrative Agent shall reasonably deem appropriate for such purpose, (ii) grant a security interest in all Collateral (subject to the exceptions specified in the Collateral Agreement) owned by such Subsidiary by delivering to the Administrative Agent a duly executed supplement to each Collateral applicable Security Document or such other document as the Administrative Agent shall reasonably deem appropriate for such purpose and comply with the terms of each Collateral applicable Security Document, (iii) deliver to the Administrative Agent such opinions, documents and certificates referred to in Section 4.01 6.1(b)(ii) through 6.1(b)(iv) and 6.1(c) as may be reasonably requested by the Administrative Agent, (iv) deliver to the Administrative Agent such original certificates representing the Pledged certificated Equity Interests or other certificates and stock or other transfer powers evidencing the Equity Interests of such Person accompanied by undated irrevocable stock powers executed in blankDomestic Subsidiary, (v) deliver to the Administrative Agent such updated Schedules to the Loan Documents as reasonably requested by the Administrative Agent with respect to such PersonDomestic Subsidiary, and (vi) deliver to the Administrative Agent such other documents as may be reasonably requested by the Administrative Agent, all in form, content and scope reasonably satisfactory to the Administrative Agent.

Additional Domestic Subsidiaries. Notify the Administrative Agent of the creation or acquisition of any Domestic Subsidiary (including, without limitation, upon the formation of any Domestic Subsidiary that is a Divided LLC) Borrower and promptly thereafter (and in any event within thirty (30) days after such creation or acquisition or such later time as may be determined by the Administrative Agent in its sole discretiondays), other than with respect to an Excluded Subsidiary or an Excluded Securitization Subsidiary, cause such Domestic Subsidiary, and cause each direct and indirect parent of such Domestic Subsidiary (if it has not already done so), to Person to: (i) become a Global Guarantor by delivering to the Administrative Agent a duly executed joinder agreement supplement to the Guaranty Agreement or such other document as the Administrative Agent shall deem appropriate for such purpose, , (ii) grant pledge a security interest in all Collateral (subject to the exceptions specified in the Collateral Agreement) owned by such Subsidiary by delivering to the Administrative Agent a duly executed supplement to each Collateral Security Document or such other document as the Administrative Agent shall deem appropriate for such purpose and comply with the terms of each Collateral Security Document, , (iii) deliver to the Administrative Agent such any applicable documents and certificates referred to in Section 4.01 5.1 relating to such Subsidiary, as may be reasonably requested by the Administrative Agent, , (iv) deliver to the Administrative Agent such original certificates representing the Pledged Equity Capital Stock or other certificates and stock or other transfer powers evidencing the Capital Stock of such Person accompanied by undated irrevocable stock powers executed in blank, Person, (v) deliver to the Administrative Agent such updated Schedules to the Loan Documents as requested by the Administrative Agent with respect to such Person, and and (vi) deliver to the Administrative Agent such other documents as may be reasonably requested by the Administrative AgentAgent in connection therewith, all in form, content and scope reasonably satisfactory to the Administrative Agent.

Additional Domestic Subsidiaries. Notify Subject to Section 8.11(d), notify the Administrative Agent of the creation or acquisition of any Material Domestic Subsidiary, the designation of any Subsidiary as a Material Domestic Subsidiary (including, without limitation, upon the formation of or any Material Domestic Subsidiary that is a Divided LLC) ceasing to be an Unrestricted Subsidiary and promptly thereafter (and in any event within thirty (30) days after such creation or acquisition or such later time date as may be determined approved by the Administrative Agent in its sole discretion), other than with respect to an Excluded Subsidiary or an Excluded Securitization Subsidiary, cause such Domestic Subsidiary, and cause each direct and indirect parent of such Material Domestic Subsidiary (if it has not already done so), to (i) become a Global Guarantor by delivering to the Administrative Agent Agent, if such Person is the initial Material Domestic Subsidiary, a duly executed joinder agreement or Guaranty Agreement and thereafter, for any other Material Domestic Subsidiary, a supplement to such other document as the Administrative Agent shall deem appropriate for such purposeGuaranty Agreement, (ii) grant pledge a security interest in all Collateral (Collateral, subject to the exceptions specified in the Collateral Agreement) Section 8.11(c), owned by such Material Domestic Subsidiary by delivering to the Administrative Agent a duly executed supplement to each Collateral Security Document or such other document as the Administrative Agent shall deem appropriate for such purpose and comply with the terms of each Collateral Security Document, (iii) deliver to the Administrative Agent such documents and certificates referred to in Section 4.01 Sections 5.1 (a), (b), (e), and (g)(ii) as may be reasonably requested by the Administrative AgentAgent (including, without limitation, charter documents and opinions of counsel), (iv) deliver to the Administrative Agent such original certificates representing the Pledged Equity Capital Stock or other certificates and stock or other transfer powers evidencing the Capital Stock of such Person accompanied by undated irrevocable stock powers executed in blankMaterial Domestic Subsidiary to the extent constituting Collateral, (v) deliver to the Administrative Agent such updated Schedules to the Loan Documents as requested by the Administrative Agent with respect to such PersonMaterial Domestic Subsidiary, and (vi) deliver to the Administrative Agent such other documents as may be reasonably requested by the Administrative Agent, all in form, content and scope reasonably satisfactory to the Administrative Agent.

Additional Domestic Subsidiaries. Notify the Administrative Agent of prior to the creation or acquisition of any Domestic Subsidiary (including, without limitation, upon the formation of any Domestic Subsidiary that is a Divided LLC) and promptly thereafter (and in any event within thirty (30) days after such creation or acquisition or acquisition, as such later time as period may be determined extended by the Administrative Agent in its sole discretion), other than with respect to an Excluded Subsidiary or an Excluded Securitization Subsidiary, ) cause such Domestic Subsidiary, and cause each direct and indirect parent of such Domestic Subsidiary (if it has not already done so), Person to (i) become a Global Subsidiary Guarantor by delivering to the Administrative Agent a duly executed joinder agreement supplement to the Subsidiary Guaranty Agreement or such other document as the Administrative Agent shall deem appropriate for such purpose, (ii) grant a security interest in all Collateral (subject to the exceptions specified in the Collateral Agreement) owned by such Subsidiary by delivering to the Administrative Agent a duly executed supplement to each Collateral Security Document or such other document as the Administrative Agent shall deem appropriate for such purpose and comply with the terms of each Collateral Security Document, (iii) deliver to the Administrative Agent such opinions, documents and certificates referred to in Section 4.01 6.1 as may be reasonably requested by the Administrative Agent, (iv) deliver to the Administrative Agent such original certificates representing the Pledged Equity Capital Stock or other certificates and stock or other transfer powers evidencing the Capital Stock of such Person accompanied by undated irrevocable stock powers executed in blankPerson, (v) deliver to the Administrative Agent such updated Schedules to the Loan Documents as requested by the Administrative Agent with respect to such Person, and (vi) deliver to the Administrative Agent such other documents as may be reasonably requested by the Administrative Agent, all in form, content and scope reasonably satisfactory to the Administrative Agent.

Additional Domestic Subsidiaries. Notify the Administrative Agent of Promptly after (i) the creation or acquisition of any Domestic Subsidiary (includingother than an Excluded Subsidiary) after the Fourth Amendment Date or (ii) any Excluded Subsidiary ceases to constitute an Excluded Subsidiary (and, without limitation, upon the formation of any Domestic Subsidiary that is a Divided LLC) and promptly thereafter (and in any event event, within thirty forty-five (3045) days after such creation or creation, acquisition or cessation, as such later time as period may be determined extended by the Administrative Agent in its sole discretion), other than with respect to an Excluded Subsidiary or an Excluded Securitization Subsidiary, ) cause such Domestic Subsidiary, and cause each direct and indirect parent of such Domestic Subsidiary (if it has not already done so), to (i) subject to Section 11.2, become a Global Borrower or Guarantor by delivering to the Administrative Agent a duly executed joinder agreement or such other document as the Administrative Agent shall deem appropriate for such purpose, (ii) and grant a security interest in all Collateral the personal property of such Domestic Subsidiary (subject to the exceptions specified in the Collateral AgreementDocuments) owned by such Subsidiary by delivering to the Administrative Agent a duly executed supplement to each Collateral Document joinder or such other document documents as the Administrative Agent shall deem reasonably appropriate for such purpose and comply with the terms of each Collateral Documentpurpose, (iiiii) deliver to the Administrative Agent such documents opinions, documents, and certificates referred to in Section 4.01 7.1 [First Loans] as may be reasonably requested by the Administrative AgentAgent or any Lender, (iviii) subject to the proviso below, deliver to the Administrative Agent such original certificates representing the Pledged certificated Equity Interests or other certificates and stock or other transfer powers evidencing the Equity Interests of such Person accompanied by undated irrevocable stock powers executed in blankDomestic Subsidiary, if any, (viv) deliver to the Administrative Agent such updated Schedules to the Loan Documents as requested by the Administrative Agent with respect to such PersonDomestic Subsidiary, (v) without limitation of the foregoing requirements, cause the Collateral and Guarantee Requirements to be satisfied (other than with respect to any Excluded Property) and (vi) deliver to the Administrative Agent such other documents as may be reasonably requested by the Administrative AgentAgent or any Lender, all in form, content and scope reasonably satisfactory to the Administrative AgentAgent or such Lender.

Additional Domestic Subsidiaries. Notify Such Borrower shall promptly notify the Administrative Agent of the creation or acquisition (including by division) of any Domestic Subsidiary (including, without limitation, upon the formation of or if any existing Domestic Subsidiary that is a Divided LLC) and promptly thereafter no longer constitutes an Inactive Subsidiary and, within sixty (and in any event within thirty (3060) days after such creation or acquisition (or the date any existing Domestic Subsidiary no longer constitutes an Inactive Subsidiary), as such later time as period may be determined extended by the Administrative Agent in its sole discretion), other than with respect to an Excluded Subsidiary or an Excluded Securitization Subsidiary, cause such Domestic Subsidiary, and cause each direct and indirect parent of such Domestic Subsidiary (if it has not already done so), other than an Inactive Subsidiary or a Foreign Holding Company) to (i) become a Global Guarantor or, with the written consent of each Lender, a Borrower, by delivering to the Administrative Agent a duly executed joinder agreement supplement to the Loan Party Guaranty or such other document as the Administrative Agent shall deem appropriate for such purpose, (ii) grant a security interest in all Collateral (subject to the exceptions specified in the Collateral Agreement) owned by such Domestic Subsidiary by delivering to the Administrative Agent a duly executed supplement to each applicable Collateral Document or such other document as the Administrative Agent shall deem appropriate for such purpose and comply with the terms of each applicable Collateral Document, (iii) deliver to the Administrative Agent such opinions, documents and certificates referred to in Section 4.01 as may be reasonably requested by the Administrative Agent, (iv) if such Equity Interests are certificated, deliver to the Administrative Agent such original certificates representing the Pledged certificated Equity Interests or other certificates and stock or other transfer powers evidencing the Equity Interests of such Person accompanied by undated irrevocable stock powers executed in blankPerson, (v) deliver to the Administrative Agent such updated Schedules to the Loan Documents as requested by the Administrative Agent with respect to such PersonDomestic Subsidiary, and (vi) deliver to the Administrative Agent such other documents as may be reasonably requested by the Administrative Agent, all in form, content and scope reasonably satisfactory to the Administrative Agent.

Additional Domestic Subsidiaries. Notify the Administrative Agent of the creation or acquisition of any Domestic Subsidiary Promptly (includingand, without limitation, upon the formation of any Domestic Subsidiary that is a Divided LLC) and promptly thereafter (and in any event event, within thirty (30) days after days, as such creation or acquisition or such later time as period may be determined extended by the Administrative Agent in its sole discretion), ) after (i) the creation or Acquisition of any Domestic Subsidiary (other than with respect to an Excluded Subsidiary or an Immaterial Subsidiary) or (ii) a Domestic Subsidiary (other than an Excluded Securitization Subsidiary) ceases to be an Immaterial Subsidiary, in each case, cause such Domestic Subsidiary, and cause each direct and indirect parent of such Domestic Subsidiary (if it has not already done so), Person to (iA) become a Global Subsidiary Guarantor by delivering to the Administrative Agent a duly executed joinder agreement supplement to the Guaranty Agreement or such other document as the Administrative Agent shall reasonably request and deem appropriate for such purpose, (iiB) grant a security interest in all Collateral (subject to the exceptions specified in the Collateral Agreement) owned by such Subsidiary by delivering to the Administrative Agent a duly executed supplement to each Collateral applicable Security Document or such other document as the Administrative Agent shall reasonably request and deem appropriate for such purpose and comply with the terms of each Collateral applicable Security Document, (iiiC) deliver to the Administrative Agent such opinions, documents and certificates referred to in Section 4.01 6.1 as may be reasonably requested by the Administrative Agent, (ivD) deliver to the Administrative Agent such original certificates representing the Pledged certificated Equity Interests or other certificates and stock or other transfer powers evidencing the Equity Interests of such Person accompanied by undated irrevocable stock powers executed in blankPerson, (vE) deliver to the Administrative Agent such updated Schedules to the Disclosure Letter and Loan Documents as requested by the Administrative Agent with respect to such PersonDomestic Subsidiary, and (viF) deliver to the Administrative Agent such other documents as may be reasonably requested by the Administrative Agent, all in form, content and scope reasonably satisfactory to the Administrative Agent.

Additional Domestic Subsidiaries. Notify the Administrative Agent of (i) the redesignation of an Unrestricted Subsidiary as a Restricted Subsidiary in accordance with Section 8.12 or (ii) the creation or acquisition of any Domestic Subsidiary (including, without limitation, upon the formation of any Domestic Subsidiary that is a Divided LLC) Restricted Subsidiary and promptly thereafter (and in any event within thirty (30) days after such creation or acquisition or such later time as may be determined by the Administrative Agent in its sole discretiondays), other than with respect to an Excluded Subsidiary or an Excluded Securitization Subsidiary, cause such Domestic Subsidiary, and cause each direct and indirect parent of such Domestic Subsidiary (if it has not already done so), Person to (iA) become a Global Subsidiary Guarantor by delivering to the Administrative Agent a duly executed joinder agreement supplement to the Subsidiary Guaranty Agreement or such other document as the Administrative Agent shall deem appropriate for such purpose, (iiB) grant except during a Collateral Release Period, pledge a security interest in all applicable Collateral (subject to covered under the exceptions specified in the Collateral Agreement) Security Documents owned by such Restricted Subsidiary by delivering to the Administrative Agent a duly executed supplement to each Collateral Security Document or such other document as the Administrative Agent reasonably shall deem appropriate for such purpose and to comply with the terms of each Collateral Security Document, (iiiC) deliver to the Administrative Agent such documents and certificates referred to in Section 4.01 5.1 as may be reasonably requested by the Administrative Agent, (ivD) except during a Collateral Release Period, deliver to the Administrative Agent such original certificates representing the Pledged Equity Capital Stock or other certificates and stock or other transfer powers evidencing the Capital Stock of such Person accompanied by undated irrevocable stock powers executed in blankPerson, (vE) deliver to the Administrative Agent such updated Schedules to the Loan Documents as may be reasonably requested by the Administrative Agent with respect to such Person, and (viF) deliver to the Administrative Agent such other documents as may be reasonably requested by the Administrative Agent, all in form, content and scope reasonably satisfactory to the Administrative Agent.

Additional Domestic Subsidiaries. Notify the Administrative Agent of the creation or acquisition of any Domestic Subsidiary (including, without limitation, upon the formation of any Domestic Subsidiary that is a Divided LLC) and promptly thereafter (and in any event within thirty (30) days after such creation or acquisition or such later time as may be determined by the Administrative Agent in its sole discretion), other than with respect to an Excluded Subsidiary or an Excluded Securitization Subsidiary, cause such Domestic Subsidiary, and cause each direct and indirect parent of such Domestic Subsidiary (if it has not already done so), to (i) become a Global Guarantor by delivering to the Administrative Agent a duly executed joinder agreement or such other document as the Administrative Agent shall deem appropriate for such purpose, (ii) grant a security interest in all Collateral (subject to the exceptions specified in the Collateral Agreement) owned by such Subsidiary by delivering to the Administrative Agent a duly executed supplement to each Collateral Document or such other document as the Administrative Agent shall deem appropriate for such purpose and comply with the terms of each Collateral Document, (iii) deliver to the Administrative Agent such documents and certificates referred to in Section 4.01 as may be reasonably requested by the Administrative Agent, (iv) deliver to the Administrative Agent such original certificates representing the Pledged Equity or other certificates of such Person accompanied by undated irrevocable stock powers executed in blank, (v) deliver to the Administrative Agent such updated Schedules to the Loan Documents as requested by the Administrative Agent with respect to such Person, and (vi) deliver to the Administrative Agent such other documents as may be reasonably requested by the Administrative Agent, all in form, content and scope reasonably satisfactory to the Administrative Agent.

Additional Domestic Subsidiaries. Notify Such Borrower shall promptly notify the Administrative Agent of the creation or acquisition of any Domestic Subsidiary (including, without limitation, upon the formation of or if any existing Domestic Subsidiary that is a Divided LLC) and promptly thereafter no longer constitutes an Inactive Subsidiary and, within sixty (and in any event within thirty (3060) days after such creation or acquisition (or the date any existing Domestic Subsidiary no longer constitutes an Inactive Subsidiary), as such later time as period may be determined extended by the Administrative Agent in its sole discretion), other than with respect to an Excluded Subsidiary or an Excluded Securitization Subsidiary, cause such Domestic Subsidiary, and cause each direct and indirect parent of such Domestic Subsidiary (if it has not already done so), other than an Inactive Subsidiary or a Foreign Holding Company) to (i) become a Global Guarantor by delivering to the Administrative Agent a duly executed joinder agreement supplement to the Loan Party Guaranty or such other document as the Administrative Agent shall deem appropriate for such purpose, (ii) grant a security interest in all Collateral (subject to the exceptions specified in the Collateral Agreement) owned by such Domestic Subsidiary by delivering to the Administrative Agent a duly executed supplement to each applicable Collateral Document or such other document as the Administrative Agent shall deem appropriate for such purpose and comply with the terms of each applicable Collateral Document, (iii) deliver to the Administrative Agent such opinions, documents and certificates referred to in Section 4.01 as may be reasonably requested by the Administrative Agent, (iv) if such Equity Interests are certificated, deliver to the Administrative Agent such original certificates representing the Pledged certificated Equity Interests or other certificates and stock or other transfer powers evidencing the Equity Interests of such Person accompanied by undated irrevocable stock powers executed in blankPerson, (v) deliver to the Administrative Agent such updated Schedules to the Loan Documents as requested by the Administrative Agent with respect to such PersonDomestic Subsidiary, and (vi) deliver to the Administrative Agent such other documents as may be reasonably requested by the Administrative Agent, all in form, content and scope reasonably satisfactory to the Administrative Agent.

Additional Domestic Subsidiaries. Notify Promptly, and in any event within ten (10) Business Days, notify the Administrative Agent of the creation or acquisition of any Domestic Subsidiary (includingwhich, without limitationfor purposes of this paragraph, upon shall include the formation designation of any Domestic Subsidiary an Unrestricted Entity (that but for its designation as an Unrestricted Entity is a Divided LLCDomestic Subsidiary) as a Subsidiary pursuant to Section 9.18), and promptly thereafter (and in any event within thirty (30) days after such creation or acquisition or such later acquisition, which time as period may be determined by extended at the sole discretion of the Administrative Agent in its sole discretionAgent), other than with respect to an Excluded Subsidiary or an Excluded Securitization Subsidiary, cause such Domestic Subsidiary, and cause each direct and indirect parent of such Domestic Subsidiary (if it has not already done so), Person to (i) become a Global Subsidiary Guarantor by delivering to the Administrative Agent a duly executed joinder agreement supplement to the Guaranty and Collateral Agreement or such other document as the Administrative Agent shall deem appropriate for such purpose, (ii) grant a security interest in all Collateral properties and assets (subject to the exceptions specified in the Guaranty and Collateral AgreementAgreement and herein) owned by such Subsidiary by delivering to the Administrative Agent a duly executed supplement to each Security Document with respect to Collateral Document or such other document as the Administrative Agent shall deem appropriate for such purpose and comply with the terms of each Collateral Security Document, (iii) deliver to the Administrative Agent such documents and certificates with respect to Collateral referred to in Section 4.01 6.2 as may be reasonably requested by the Administrative Agent, (iv) deliver to the Administrative Agent such original certificates representing the Pledged Equity Capital Stock or other certificates and stock or other transfer powers evidencing the Capital Stock of such Person accompanied by undated irrevocable stock powers executed in blankPerson, (v) deliver to the Administrative Agent such updated Schedules to the Loan Documents as reasonably requested by the Administrative Agent with respect to such Person, and (vi) deliver to the Administrative Agent such other documents as may be reasonably requested by the Administrative AgentAgent reasonably in advance of the relevant deadline, all in form, content and scope reasonably satisfactory to the Administrative Agent.

Additional Domestic Subsidiaries. Notify In the Administrative Agent of event that after the creation Effective Date (i) any Borrower acquires or acquisition of creates any Domestic Subsidiary (includingother than an Immaterial Subsidiary, without limitation, upon the formation of a Massachusetts Securities Corporation or a Subsidiary that is an Additional Borrower) or (ii) any Domestic Subsidiary that is ceases to be an Immaterial Subsidiary, a Divided LLC) and Massachusetts Securities Corporation or an Additional Borrower, the Borrowers shall promptly thereafter (and in any event within thirty (30) days after such creation or acquisition days, or such later longer time as may be determined by the Administrative Agent may agree) after the acquisition or creation of such Subsidiary, or the change in its sole discretion)such Subsidiary’s status as an Immaterial Subsidiary, other than with respect to an Excluded Subsidiary Massachusetts Securities Corporation or an Excluded Securitization SubsidiaryAdditional Borrower, cause such Domestic Subsidiary, and cause each direct and indirect parent of such Domestic Subsidiary (if it has not already done so), to (i) become a Global Subsidiary Guarantor by delivering to the Administrative Agent either (x) a Subsidiary Guarantee Agreement, if such Domestic Subsidiary is the first Domestic Subsidiary to become a Subsidiary Guarantor hereunder or (y) a joinder to the applicable Subsidiary Guarantee Agreement (in the form contemplated thereby), in either case duly executed joinder agreement by such Subsidiary, pursuant to which such Subsidiary agrees to be bound by the terms and provisions of such Subsidiary Guarantee Agreement, and such Subsidiary Guarantee Agreement or joinder, as applicable, shall be accompanied by such other document additional documents (including legal opinions) and certificates pertaining to such Subsidiary as the Administrative Agent shall deem appropriate for such purpose, (ii) grant a security interest in all Collateral (subject to or its counsel received on the exceptions specified in the Collateral Agreement) owned by such Subsidiary by delivering to the Administrative Agent a duly executed supplement to each Collateral Document or such other document as the Administrative Agent shall deem appropriate for such purpose and comply with the terms of each Collateral Document, (iii) deliver to the Administrative Agent such documents and certificates referred to in Section 4.01 as may be reasonably requested by the Administrative Agent, (iv) deliver to the Administrative Agent such original certificates representing the Pledged Equity or other certificates of such Person accompanied by undated irrevocable stock powers executed in blank, (v) deliver to the Administrative Agent such updated Schedules to the Loan Documents as requested by the Administrative Agent Effective Date with respect to such Person, and (vi) deliver to the Administrative Agent such other documents as may be reasonably requested by the Administrative AgentLMI, all in form, content form and scope substance reasonably satisfactory to the Administrative AgentAgent and its counsel.

Additional Domestic Subsidiaries. Notify the Administrative Agent of the creation or acquisition of any Domestic Subsidiary (including, without limitation, upon the formation of any Domestic Subsidiary that is a Divided LLC) and promptly thereafter (and in any event within thirty (30) days after such creation or acquisition acquisition, or such later time longer period as may be determined by acceptable to the Administrative Agent in its sole discretion), other than with respect to an Excluded Subsidiary or an Excluded Securitization Subsidiary, cause such Domestic Subsidiary, and cause each direct and indirect parent of such Domestic Subsidiary (if it has not already done so), Person to (i) become a Global Guarantor by delivering to the Administrative Agent a duly executed joinder agreement supplement to this Agreement or such other document documents as the Administrative Agent reasonably shall deem appropriate for such purpose, (ii) grant a security interest in all Collateral (subject to the exceptions specified in the Collateral Security Agreement) owned by such Subsidiary by delivering to the Administrative Agent a duly executed supplement to each Collateral Security Document or such other document documents as the Administrative Agent reasonably shall deem appropriate for such purpose and comply with the terms of each Collateral Security Document, (iii) deliver to the Administrative Agent such documents and certificates referred to in Section 4.01 6.1 as may be reasonably requested by the Administrative Agent, (iv) deliver to the Administrative Agent such original certificates representing the Pledged Equity or other certificates of such Person accompanied by undated irrevocable stock powers executed in blank, (v) deliver to the Administrative Agent such updated Schedules to the Loan Documents as reasonably requested by the Administrative Agent with respect to such Person, and (viv) deliver to the Administrative Agent such other documents as may be reasonably requested by the Administrative AgentAgent in connection therewith, all in form, content and scope reasonably satisfactory to the Administrative Agent.

Additional Domestic Subsidiaries. Notify the Administrative Agent of the creation or acquisition of any Domestic Subsidiary (including, without limitation, upon the formation of any other than a JV Subsidiary unless otherwise required by Section 9.17 and a Domestic Subsidiary that is a Divided LLCdirect or indirect Subsidiary of a Foreign Subsidiary (other than a Disregarded Foreign Entity)) and promptly thereafter (and in any event within thirty (30) days after such creation or acquisition or such later time as may be determined by the Administrative Agent in its sole discretionacquisition), other than with respect to an Excluded Subsidiary or an Excluded Securitization Subsidiary, cause such Domestic Subsidiary, and cause each direct and indirect parent of such Domestic Subsidiary (if it has not already done so), Person to (i) become a Global Subsidiary Guarantor by delivering to the Administrative Agent a duly executed joinder agreement supplement to the Subsidiary Guaranty Agreement or such other document as the Administrative Agent shall deem appropriate for such purpose, (ii) grant a security interest in all Collateral (subject to the exceptions specified in the Collateral Agreement) owned by such Subsidiary by delivering to the Administrative Agent a duly executed supplement to each Collateral Security Document or such other document as the Administrative Agent shall deem appropriate for such purpose and comply with the terms of each Collateral Security Document, (iii) deliver to the Administrative Agent such documents and certificates referred to in Section 4.01 6.2 as may be reasonably requested by the Administrative AgentAgent (provided, that it is hereby agreed and acknowledged that each reference to a “Credit Party” in Section 6.2 as used herein shall be deemed to include the Limited Subsidiary Guarantor, as applicable), (iv) deliver to the Administrative Agent such original certificates representing the Pledged Equity Capital Stock or other certificates and stock or other transfer powers evidencing the Capital Stock of such Person accompanied by undated irrevocable stock powers executed in blankPerson, (v) deliver to the Administrative Agent such updated Schedules to the Loan Documents as requested by the Administrative Agent with respect to such Person, and (vi) deliver to the Administrative Agent such other documents as may be reasonably requested by the Administrative Agent, all in form, content and scope reasonably satisfactory to the Administrative Agent.

Additional Domestic Subsidiaries. Notify the Administrative Agent of the creation or acquisition of any Domestic Subsidiary (including, without limitation, upon the formation of any Domestic Subsidiary that is a Divided LLC) and promptly thereafter (and in any event within thirty (30) days after such creation or acquisition acquisition, or such later time longer period as may be determined by acceptable to the Administrative Agent in its sole discretion), other than with respect to an Excluded Subsidiary or an Excluded Securitization Subsidiary, cause such Domestic Subsidiary, and cause each direct and indirect parent of such Domestic Subsidiary (if it has not already done so), Person to (i) become a Global Guarantor by delivering to the Administrative Agent a duly executed joinder agreement supplement to this Agreement or such other document as the Administrative Agent reasonably shall deem appropriate for such purpose, (ii) grant a security interest in all Collateral (subject to the exceptions specified in the Collateral Security Agreement) owned by such Subsidiary by delivering to the Administrative Agent a duly executed supplement to each Collateral Security Document or such other document as the Administrative Agent reasonably shall deem appropriate for such purpose and comply with the terms of each Collateral Security Document, (iii) deliver to the Administrative Agent such documents and certificates referred to in Section 4.01 6.1 as may be reasonably requested by the Administrative Agent, (iv) deliver to the Administrative Agent such original certificates representing the Pledged Equity or other certificates of such Person accompanied by undated irrevocable stock powers executed in blank, (v) deliver to the Administrative Agent such updated Schedules to the Loan Documents as reasonably requested by the Administrative Agent with respect to such Person, and (viiv) deliver to the Administrative Agent such other documents as may be reasonably requested by the Administrative AgentAgent in connection therewith, all in form, content and scope reasonably satisfactory to the Administrative Agent.

Additional Domestic Subsidiaries. Notify Promptly after the Administrative Agent of the creation creation, division, or acquisition of any Domestic Subsidiary (includingand, without limitation, upon the formation of any Domestic Subsidiary that is a Divided LLC) and promptly thereafter (and in any event event, within thirty ten (3010) days after such creation creation, division, or acquisition or acquisition, as such later time as period may be determined extended by the Administrative Agent in its sole discretion), other than with respect ) cause the applicable Obligor to an Excluded Subsidiary or an Excluded Securitization Subsidiary, cause deliver to the Administrative Agent Security Documents pledging 100 percent (100%) of the total outstanding voting Equity Interests (and one hundred percent (100%) of the non-voting Equity Interests) of any such new Domestic Subsidiary, and cause each direct and indirect parent of such Domestic Subsidiary (if it has not already done so), Person to (i) become a Global Subsidiary Guarantor by delivering to the Administrative Agent a duly executed joinder agreement Guarantee Assumption Agreement or such other document as the Administrative Agent shall deem appropriate for such purpose, (ii) grant a security interest in all Collateral (subject to the exceptions specified in the Collateral Agreement) owned by such Subsidiary by delivering to the Administrative Agent a duly executed supplement to each Collateral Document Guarantee Assumption Agreement or such other document as the Administrative Agent shall deem appropriate for such purpose and comply with the terms of each Collateral applicable Security Document, (iii) deliver to the Administrative Agent such opinions, documents and certificates referred to in Section 4.01 6.1 as may be reasonably requested by the Administrative Agent, (iv) deliver to the Administrative Agent such original certificates representing the Pledged certificated Equity Interests or other certificates and stock or other transfer powers evidencing the Equity Interests of such Person accompanied by undated irrevocable stock powers executed in blankPerson, (v) deliver to the Administrative Agent such updated Schedules to the Loan Documents as requested by the Administrative Agent with respect to such Person, and (vi) deliver to the Administrative Agent such other documents as may be reasonably requested by the Administrative Agent, all in form, content and scope reasonably satisfactory to the Administrative Agent.

Additional Domestic Subsidiaries. Notify the Administrative Agent of Promptly after the creation or acquisition of any Domestic Subsidiary (includingand, without limitation, upon the formation of any Domestic Subsidiary that is a Divided LLC) and promptly thereafter (and in any event event, within thirty (30) days after such creation or acquisition or acquisition, as such later time as period may be determined extended by the Administrative Agent in its sole discretion), other than with respect to an Excluded Subsidiary or an Excluded Securitization Subsidiary, ) cause such Domestic Subsidiary, and cause each direct and indirect parent of such Domestic Subsidiary (if it has not already done so), Person to (i) become a Global Subsidiary Guarantor by delivering to the Administrative Agent a duly executed joinder agreement supplement to the Subsidiary Guaranty Agreement or such other document as the Administrative Agent shall deem appropriate for such purpose, (ii) grant a security interest in all Collateral (subject to the exceptions specified in the Collateral Agreement) owned by such Subsidiary by delivering to the Administrative Agent a duly executed supplement to each Collateral applicable Security Document or such other document as the Administrative Agent shall deem appropriate for such purpose and comply with the terms of each Collateral applicable Security Document, (iii) deliver to the Administrative Agent such opinions, documents and certificates referred to in Section 4.01 6.1 as may be reasonably requested by the Administrative Agent, (iv) deliver to the Administrative Agent such original certificates representing the Pledged certificated Equity Interests or other certificates and stock or other transfer powers evidencing the Equity Interests of such Person accompanied by undated irrevocable stock powers executed in blankPerson, (v) deliver to the Administrative Agent such updated Schedules to the Loan Documents as requested by the Administrative Agent with respect to such Person, and (vi) deliver to the Administrative Agent such other documents as may be reasonably requested by the Administrative Agent, all in form, content and scope reasonably satisfactory to the Administrative Agent.

Additional Domestic Subsidiaries. Notify Such Borrower shall promptly notify the Administrative Agent of the creation or acquisition (including by division) of any Domestic Subsidiary (including, without limitation, upon the formation of or if any existing Domestic Subsidiary that is a Divided LLC) and promptly thereafter no longer constitutes an Inactive Subsidiary and, within sixty (and in any event within thirty (3060) days after such creation or acquisition (or the date any existing Domestic Subsidiary no longer constitutes an Inactive Subsidiary), as such later time as period may be determined extended by the Administrative Agent in its sole discretion), other than with respect to an Excluded Subsidiary or an Excluded Securitization Subsidiary, cause such Domestic Subsidiary, and cause each direct and indirect parent of such Domestic Subsidiary (if it has not already done so), other than an Inactive Subsidiary or a Foreign Holding Company) to (i) become a Global Guarantor by delivering to the Administrative Agent a duly executed joinder agreement supplement to the Loan Party Guaranty or such other document as the Administrative Agent shall deem appropriate for such purpose, (ii) grant a security interest in all Collateral (subject to the exceptions specified in the Collateral Agreement) owned by such Domestic Subsidiary by delivering to the Administrative Agent a duly executed supplement to each applicable Collateral Document or such other document as the Administrative Agent shall deem appropriate for such purpose and comply with the terms of each applicable Collateral Document, (iii) deliver to the Administrative Agent such opinions, documents and certificates referred to in Section 4.01 as may be reasonably requested by the Administrative Agent, (iv) if such Equity Interests are certificated, deliver to the Administrative Agent such original certificates representing the Pledged certificated Equity Interests or other certificates and stock or other transfer powers evidencing the Equity Interests of such Person accompanied by undated irrevocable stock powers executed in blankPerson, (v) deliver to the Administrative Agent such updated Schedules to the Loan Documents as requested by the Administrative Agent with respect to such PersonDomestic Subsidiary, and (vi) deliver to the Administrative Agent such other documents as may be reasonably requested by the Administrative Agent, all in form, content and scope reasonably satisfactory to the Administrative Agent.

Additional Domestic Subsidiaries. Notify the Administrative Agent of the creation or acquisition of any Domestic Subsidiary (including, without limitation, upon the formation of any Domestic Subsidiary that is a Divided LLC) and promptly thereafter (and in any event within thirty (30) days after such creation or acquisition or such later time as may be determined by the Administrative Agent in its sole discretionacquisition), other than with respect to an Excluded Subsidiary or an Excluded Securitization Subsidiary, cause such Domestic Subsidiary, and cause each direct and indirect parent of such Domestic Subsidiary (if it has not already done so), Person to (i) become a Global Guarantor by delivering to the Administrative Agent a duly executed joinder agreement or such other document as the Administrative Agent shall deem appropriate for such purposeJoinder Agreement, (ii) grant to the Administrative Agent a security interest in all Collateral assets owned by such Subsidiary (subject to other than assets of a type that are excluded from the exceptions specified in definition of "Collateral" under the Collateral Agreement) owned by such Subsidiary by delivering to the Administrative Agent a duly executed supplement to each Collateral Document Joinder Agreement or such other document as the Administrative Agent shall deem appropriate for such purpose and comply with the terms of each Collateral Security Document, (iii) deliver to the Administrative Agent such documents and certificates referred to in Section 4.01 5.2 as may be reasonably requested by the Administrative Agent, (iv) deliver to the Administrative Agent such original certificates representing the Pledged Equity Capital Stock or other certificates certificates, if any, and stock or other transfer powers, if any, evidencing the Capital Stock of such Person accompanied held by undated irrevocable stock powers executed in blankHoldings or any of its Subsidiaries, (v) deliver to the Administrative Agent such updated Schedules to the Loan Documents as requested by the Administrative Agent with respect to such Person, and (vi) deliver to the Administrative Agent such other documents as may be reasonably requested by the Administrative Agent, all in form, content and scope reasonably satisfactory to the Administrative Agent; provided that no Domestic Subsidiary shall be required to pledge the stock or assets of a "controlled foreign corporation" within the meaning of Section 957 of the Code (a "CFC") except such Domestic Subsidiary shall pledge sixty-five percent (65%) of the total outstanding voting Capital Stock and all outstanding non-voting Capital Stock of any first tier CFC.

Additional Domestic Subsidiaries. Notify the Administrative Agent of the creation or acquisition of any Domestic Subsidiary (including, without limitation, upon the formation of any Domestic Subsidiary that is a Divided LLC) and promptly thereafter (and in any event within thirty (30) days after such creation or acquisition or such later time as may be determined by the Administrative Agent in its sole discretionacquisition), other than with respect to an Excluded Subsidiary or an Excluded Securitization Subsidiary, cause such Domestic Subsidiary, and cause each direct and indirect parent of such Domestic Subsidiary (if it has not already done so)Person, to (i) become a Global Guarantor by delivering to the Administrative Agent a duly executed joinder agreement or such other document as the Administrative Agent shall deem appropriate for such purposeJoinder Agreement, (ii) grant to the Administrative Agent a security interest in all Collateral assets owned by such Subsidiary (subject to other than assets of a type that are excluded from the exceptions specified in definition of “Collateral” under the Collateral Agreement) owned by such Subsidiary by delivering to the Administrative Agent a duly executed supplement to each Collateral Document Joinder Agreement or such other document as the Administrative Agent shall deem appropriate for such purpose and comply with the terms of each Collateral Security Document, (iii) deliver to the Administrative Agent such documents and certificates referred to in Section 4.01 6.2 as may be reasonably requested by the Administrative Agent, (iv) deliver to the Administrative Agent such original certificates representing the Pledged Equity Capital Stock or other certificates certificates, if any, and stock or other transfer powers, if any, evidencing the Capital Stock of such Person accompanied held by undated irrevocable stock powers executed in blankHoldings or any of its Subsidiaries, (v) deliver to the Administrative Agent such updated Schedules to the Loan Documents as requested by the Administrative Agent with respect to such Person, and (vi) deliver to the Administrative Agent such other documents as may be reasonably requested by the Administrative Agent, all in form, content and scope reasonably satisfactory to the Administrative Agent; provided that no Domestic Subsidiary shall be required to pledge the stock or assets of a “controlled foreign corporation” within the meaning of Section 957 of the Code (a “CFC”) except such Domestic Subsidiary shall pledge sixty-six percent (66%) of the total outstanding voting Capital Stock and all outstanding non-voting Capital Stock of any first tier CFC.

Additional Domestic Subsidiaries. Notify the Administrative Agent of the creation or acquisition of any Domestic Subsidiary Promptly (includingand, without limitation, upon the formation of any Domestic Subsidiary that is a Divided LLC) and promptly thereafter (and in any event event, within thirty (30) days after such creation or acquisition or acquisition, as such later time as period may be determined extended by the Administrative Agent in its sole discretion), other than with respect to an Excluded Subsidiary ) after the creation or an Excluded Securitization Subsidiary, cause such Domestic Subsidiary, and cause each direct and indirect parent acquisition of such any Domestic Subsidiary (if it has not already done so), other than a Domestic Subsidiary all or substantially all of the assets of which consist of Equity Interests of one or more Foreign Subsidiaries that are “controlled foreign corporations” within the meaning of Section 957 of the Code) cause such Person to (i) become a Global Subsidiary Guarantor by delivering to the Administrative Agent a duly executed joinder agreement supplement to the Guaranty Agreement or such other document as the Administrative Agent shall deem appropriate for such purpose, (ii) grant a security interest in all Collateral (subject to the exceptions specified in the Collateral Agreement) owned by such Subsidiary by delivering to the Administrative Agent a duly executed supplement to each Collateral applicable Security Document or such other document as the Administrative Agent shall deem appropriate for such purpose and comply with the terms of each Collateral applicable Security Document, (iii) deliver to the Administrative Agent such opinions, documents and certificates referred to in Section 4.01 6.1 as may be reasonably requested by the Administrative Agent, (iv) deliver to the Administrative Agent such original certificates representing the Pledged certificated Equity Interests or other certificates and stock or other transfer powers evidencing the Equity Interests of such Person accompanied by undated irrevocable stock powers executed in blankPerson, (v) deliver to the Administrative Agent such updated Schedules to the Loan Documents as may be reasonably requested by the Administrative Agent with respect to such Person, and (vi) deliver to the Administrative Agent such other documents as may be reasonably requested by the Administrative Agent, all in form, content and scope reasonably satisfactory to the Administrative Agent.

Additional Domestic Subsidiaries. Notify the Administrative Agent of the creation or acquisition of any wholly-owned Domestic Subsidiary (including, without limitation, upon the formation of any Domestic Subsidiary that is a Divided LLC) and promptly thereafter (and in any event within thirty (30) days after such creation or acquisition (or such later time longer period as may be determined permitted by the Administrative Agent in its sole discretion)) after such creation or acquisition, other than with respect or after the date on which such wholly-owned Domestic Subsidiary ceases to be an Immaterial Subsidiary) cause each such wholly-owned Domestic Subsidiary that is not an Excluded Subsidiary or an Excluded Securitization Subsidiary, cause such Domestic Subsidiary, and cause each direct and indirect parent of such Domestic Subsidiary (if it has not already done so), to (i) become a Global Subsidiary Guarantor by delivering to the Administrative Agent a duly executed joinder agreement supplement to the Subsidiary Guaranty or such other document as the Administrative Agent shall deem appropriate for such purpose, (ii) grant a security interest in all Collateral (subject to the exceptions specified in the Collateral Agreement) owned by such Subsidiary by delivering to the Administrative Agent a duly executed supplement to each Collateral Document or such other document as the Administrative Agent shall deem appropriate for such purpose and comply with the terms of each Collateral Document, (iii) deliver to the Administrative Agent such documents and certificates referred to in Section 4.01 as may be reasonably requested by the Administrative Agent, (iv) deliver to the Administrative Agent such original certificates (if any) representing the Pledged Equity or other certificates of such Person that is held by a Loan Party accompanied by undated irrevocable stock powers executed in blank, (v) deliver to the Administrative Agent such updated Schedules to the Loan Documents as shall be reasonably requested by the Administrative Agent with respect to such Person, and (vi) deliver to the Administrative Agent such other documents in connection with the foregoing as may be reasonably requested by the Administrative Agent, all in form, content and scope reasonably satisfactory to the Administrative Agent.

Additional Domestic Subsidiaries. Notify In the Administrative Agent of event that after the creation Effective Date (i) any Borrower acquires or acquisition of creates any Domestic Subsidiary (including, without limitation, upon the formation of other than an Excluded Subsidiary) or (ii) any Domestic Subsidiary that is a Divided LLC) and ceases to be an Excluded Subsidiary, the Borrowers shall promptly thereafter (and in any event within thirty (30) days after such creation or acquisition days, or such later longer time as may be determined by the Administrative Agent may agree) after the acquisition or creation of such Subsidiary, or the change in its sole discretion), other than with respect to such Subsidiary’s status as an Excluded Subsidiary or an Excluded Securitization Subsidiary, cause such Domestic Subsidiary, and cause each direct and indirect parent of such Domestic Subsidiary (if it has not already done so), to (i) become a Global Subsidiary Guarantor by delivering to the Administrative Agent either (x) a Subsidiary Guarantee Agreement, if such Domestic Subsidiary is the first Domestic Subsidiary to become a Subsidiary Guarantor hereunder or (y) a joinder to the applicable Subsidiary Guarantee Agreement (in the form contemplated thereby), in either case duly executed joinder agreement by such Subsidiary, pursuant to which such Subsidiary agrees to be bound by the terms and provisions of such Subsidiary Guarantee Agreement, and such Subsidiary Guarantee Agreement or joinder, as applicable, shall be accompanied by such other document additional documents (including legal opinions) and certificates pertaining to such Subsidiary as the Administrative Agent shall deem appropriate for such purpose, (ii) grant a security interest in all Collateral (subject to or its counsel received on the exceptions specified in the Collateral Agreement) owned by such Subsidiary by delivering to the Administrative Agent a duly executed supplement to each Collateral Document or such other document as the Administrative Agent shall deem appropriate for such purpose and comply with the terms of each Collateral Document, (iii) deliver to the Administrative Agent such documents and certificates referred to in Section 4.01 as may be reasonably requested by the Administrative Agent, (iv) deliver to the Administrative Agent such original certificates representing the Pledged Equity or other certificates of such Person accompanied by undated irrevocable stock powers executed in blank, (v) deliver to the Administrative Agent such updated Schedules to the Loan Documents as requested by the Administrative Agent Effective Date with respect to such Person, and (vi) deliver to the Administrative Agent such other documents as may be reasonably requested by the Administrative AgentLMI, all in form, content form and scope substance reasonably satisfactory to the Administrative AgentAgent and its counsel.

Additional Domestic Subsidiaries. Notify the Administrative Agent of Promptly after the creation or acquisition of any Domestic Subsidiary (includingother than an Excluded Subsidiary) (and, without limitation, upon the formation of any Domestic Subsidiary that is a Divided LLC) and promptly thereafter (and in any event event, within thirty forty-five (3045) days after such creation or acquisition or acquisition, as such later time as period may be determined extended by the Administrative Agent in its sole discretion), other than with respect to an Excluded Subsidiary or an Excluded Securitization Subsidiary, ) the Loan Parties shall cause such Domestic Subsidiary, and cause each direct and indirect parent of such Domestic Subsidiary (if it has not already done so), to (i) become a Global Guarantor and grant a security interest in all personal and/or real property of such Domestic Subsidiary (other than any personal and/or real property of such Domestic Subsidiary that is Excluded Collateral and subject to the exceptions specified in the Collateral Documents) owned by such Subsidiary by delivering to the Administrative Agent a duly executed joinder agreement Guaranty Joinder or such other document documents as the Administrative Agent shall deem appropriate for such purpose, (ii) grant a security interest in all Collateral (subject to the exceptions specified in the Collateral Agreement) owned by such Subsidiary by delivering to the Administrative Agent a duly executed supplement to each Collateral Document or such other document as the Administrative Agent shall deem appropriate for such purpose and comply with the terms of each Collateral Document, (iii) deliver to the Administrative Agent such opinions, documents and certificates referred to in Section 4.01 7.1 [First Loans and Letters of Credit] as may be reasonably requested by the Administrative Agent, (iviii) deliver to the Administrative Agent such original certificates representing the Pledged certificated Equity Interests or other certificates and stock or other transfer powers evidencing the Equity Interests of such Person accompanied by undated irrevocable stock powers executed in blankDomestic Subsidiary, (viv) deliver to the Administrative Agent such updated Schedules to the Loan Documents as requested by the Administrative Agent with respect to such PersonDomestic Subsidiary, and (viv) deliver to the Administrative Agent such other documents as may be reasonably requested by the Administrative Agent, all in form, content form and scope substance reasonably satisfactory to the Administrative Agent.

Additional Domestic Subsidiaries. Notify the Administrative Agent of (i) the redesignation of an Unrestricted Subsidiary as a Restricted Subsidiary in accordance with Section 8.12 or (ii) the creation or acquisition of any Domestic Subsidiary (including, without limitation, upon the formation of any Domestic Subsidiary that is a Divided LLC) Restricted Subsidiary and promptly thereafter (and in any event within thirty (30) days after such creation or acquisition or such later time as may be determined by the Administrative Agent in its sole discretiondays), other than with respect to an Excluded Subsidiary or an Excluded Securitization Subsidiary, cause such Domestic Subsidiary, and cause each direct and indirect parent of such Domestic Subsidiary (if it has not already done so), Person to (i) become a Global Guarantor by delivering to the Administrative Agent a duly executed joinder agreement supplement to the Subsidiary Guaranty Agreement or such other document as the Administrative Agent shall deem appropriate for such purpose, (ii) grant pledge a security interest in all applicable Collateral (subject to covered under the exceptions specified in the Collateral Agreement) Security Documents owned by such Restricted Subsidiary by delivering to the Administrative Agent a duly executed supplement to each Collateral Security Document or such other document as the Administrative Agent reasonably shall deem appropriate for such purpose and to comply with the terms of each Collateral Security Document, (iii) deliver to the Administrative Agent such documents and certificates referred to in Section 4.01 5.2 as may be reasonably requested by the Administrative Agent, (iv) deliver to the Administrative Agent such original certificates representing the Pledged Equity Capital Stock or other certificates and stock or other transfer powers evidencing the Capital Stock of such Person accompanied by undated irrevocable stock powers executed in blankPerson, (v) deliver to the Administrative Agent such updated Schedules to the Loan Documents as may be reasonably requested by the Administrative Agent with respect to such Person, and (vi) deliver to the Administrative Agent such other documents as may be reasonably requested by the Administrative Agent, all in form, content and scope reasonably satisfactory to the Administrative Agent.

Additional Domestic Subsidiaries. Notify Promptly afternotify the Administrative Agent of the creation or acquisition of any Domestic Subsidiary (includingand, without limitation, upon the formation of any Domestic Subsidiary that is a Divided LLC) and promptly thereafter (and in any event event, within thirty (30) days after such creation or acquisition or acquisition, as such later time as period may be determined extended by the Administrative Agent in its sole discretion), other than with respect to an Excluded Subsidiary or an Excluded Securitization Subsidiary, cause such Domestic Subsidiary, and cause each direct and indirect parent of such Domestic Subsidiary (if it has not already done so), Person to (i) become a Global Subsidiary Guarantor by delivering to the Administrative Agent a duly executed joinder agreement supplement to the Subsidiary Guaranty Agreement or such other document as the Administrative Agent shall deem appropriate for such purpose, (ii) grant a security interest in all Collateral (subject to the exceptions specified in the Collateral Agreement) owned by such Subsidiary by delivering to the Administrative Agent a duly executed supplement to each Collateral applicable Security Document or such other document as the Administrative Agent shall deem appropriate for such purpose and comply with the terms of each Collateral applicable Security Document, (iii) deliver to the Administrative Agent such opinions, documents and certificates referred to in Section 4.01 6.1 as may be reasonably requested by the Administrative Agent, (iv) if such Equity Interests are certificated, deliver to the Administrative Agent such original certificates representing the Pledged certificated Equity Interests or other certificates and stock or other transfer powers evidencing the Equity Interests of such Person accompanied by undated irrevocable stock powers executed in blankPerson, (v) deliver to the Administrative Agent such updated Schedules to the Loan Documents as requested by the Administrative Agent with respect to such Person, and (vi) deliver to the Administrative Agent such other documents as may be reasonably requested by the Administrative Agent, all in form, content and scope reasonably satisfactory to the Administrative Agent.

Additional Domestic Subsidiaries. Notify the Administrative Agent of the creation or acquisition of any Material Domestic Subsidiary (including, without limitation, upon the formation of any Domestic Subsidiary that is a Divided LLC) and promptly thereafter (and in any event within thirty (30) days (or such greater number of days to which the Administrative Amount may agree) after such creation or acquisition or such later time as may be determined by the Administrative Agent in its sole discretionacquisition), other than with respect to an Excluded Subsidiary or an Excluded Securitization Subsidiary, cause such Person (other than an Excluded Domestic Subsidiary, and cause each direct and indirect parent of such Domestic Subsidiary (if it has not already done so), ) to (i) become a Global Subsidiary Guarantor by delivering to the Administrative Agent a duly executed joinder agreement supplement to the Subsidiary Guaranty Agreement or such other document as the Administrative Agent shall deem appropriate for such purpose, (ii) grant a security interest in all Collateral (subject to the exceptions specified in the Collateral Agreement) owned by such Subsidiary by delivering to the Administrative Agent a duly executed supplement to each Collateral Security Document or such other document as the Administrative Agent shall deem appropriate for such purpose and comply with the terms of each Collateral Security Document, (iii) deliver to the Administrative Agent such documents and certificates referred to in Section 4.01 6.1 as may be reasonably requested by the Administrative Agent, (iv) deliver to the Administrative Agent such original certificates representing the Pledged Equity Capital Stock or other certificates and stock or other transfer powers evidencing the Capital Stock of such Person accompanied by undated irrevocable stock powers executed in blankPerson, (v) deliver to the Administrative Agent such updated Schedules to the Loan Documents as requested by the Administrative Agent with respect to such Person, and (vi) deliver to the Administrative Agent such other documents as may be reasonably requested by the Administrative Agent, all in form, content and scope reasonably satisfactory to the Administrative Agent. Notwithstanding the foregoing, with respect to the Parago Acquisition, the reference above to “within thirty (30) days (or such greater number of days to which the Administrative Amount may agree)” shall be deemed to be a reference to “within five (5) Business Days (or such greater number of days to which the Administrative Amount may agree).”

Additional Domestic Subsidiaries. Notify the Administrative Agent of Promptly after the creation or acquisition of any Domestic Subsidiary (includingand, without limitation, upon the formation of any Domestic Subsidiary that is a Divided LLC) and promptly thereafter (and in any event event, within thirty (30) days after such creation or acquisition or acquisition, as such later time as period may be determined extended by the Administrative Agent in its sole discretion), other than with respect to an Excluded Subsidiary or an Excluded Securitization Subsidiary, ) cause such Domestic Subsidiary, and cause each direct and indirect parent of such Domestic Subsidiary (if it has not already done so), to (i) become a Global Guarantor by delivering to the Administrative Agent a duly executed joinder agreement supplement to the US Subsidiary Guaranty Agreement or such other document as the Administrative Agent shall deem appropriate for such purpose, (ii) grant a security interest in all Collateral (subject to the exceptions specified in the Collateral Agreementapplicable Security Document) owned by such Subsidiary by delivering to the Administrative Agent a duly executed supplement to each Collateral applicable Security Document or such other document as the Administrative Agent shall deem appropriate for such purpose and comply with the terms of each Collateral applicable Security Document, (iii) deliver to the Administrative Agent such opinions, documents and certificates referred to in Section 4.01 5.1 as may be reasonably requested by the Administrative Agent, (iv) deliver to the Administrative Agent such original certificates representing the Pledged certificated Equity Interests or other certificates and stock or other transfer powers evidencing the Equity Interests of such Person accompanied by undated irrevocable stock powers executed in blankSubsidiary, (v) deliver to the Administrative Agent such updated Schedules to the Loan Documents as requested by the Administrative Agent with respect to such PersonSubsidiary, and (vi) deliver to the Administrative Agent such other documents as may be reasonably requested by the Administrative Agent, all in form, content and scope reasonably satisfactory to the Administrative Agent; provided, however, that this Section 7.14(a) shall only apply to a Domestic Subsidiary that would qualify as a US Guarantor.

Additional Domestic Subsidiaries. Notify the Administrative Agent of the creation or acquisition of any Wholly-Owned Domestic Subsidiary (includingand, without limitation, upon the formation of any Domestic Subsidiary that is a Divided LLC) and promptly thereafter (and in any event within thirty (30) days after such creation or acquisition or such later time as may be determined by the Administrative Agent in its sole discretionacquisition), other than with respect to an Excluded Subsidiary or an Excluded Securitization Subsidiary, cause such Domestic Subsidiary, and cause each direct and indirect parent of such Domestic Subsidiary (if it has not already done so), Person to (i) become a Global Guarantor by delivering to the Administrative Agent a duly executed joinder agreement supplement to this Agreement or such other document as the Administrative Agent shall deem appropriate for such purpose, (ii) grant a security interest in all Collateral (subject to the exceptions specified in the Collateral Security Agreement) owned by such Subsidiary by delivering to the Administrative Agent a duly executed supplement to the Security Agreement and each Collateral other applicable Security Document or such other document as the Administrative Agent shall deem appropriate for such purpose and comply with the terms of each Collateral Security Document, (iii) deliver to the Administrative Agent such documents and certificates referred to in Section 4.01 6.1 as may be reasonably requested by the Administrative Agent, (iv) deliver to the Administrative Agent such original certificates representing the Pledged Equity or other certificates of such Person accompanied by undated irrevocable stock powers executed in blank, (v) deliver to the Administrative Agent such updated Schedules to the Loan Documents as requested by the Administrative Agent with respect to such Person, and (viv) deliver to the Administrative Agent such other documents as may be reasonably requested by the Administrative Agent, all in form, content and scope reasonably satisfactory to the Administrative Agent in order to more effectively carry out the terms of this paragraph (a), and cause the applicable Credit Party to deliver to the Administrative Agent, if applicable, original stock or other certificates evidencing the Capital Stock of such Person, together with an appropriate undated stock or other transfer power for each certificate duly executed in blank by the registered owner thereof.

Additional Domestic Subsidiaries. Notify the Administrative Agent of (i) the redesignation of an Unrestricted Subsidiary as a Restricted Subsidiary in accordance with Section 8.12 or (ii) the creation or acquisition of any Domestic Subsidiary (including, without limitation, upon the formation of any Domestic Subsidiary that is a Divided LLC) Restricted Subsidiary and promptly thereafter (and in any event within thirty (30) days after such creation or acquisition or such later time date as may be determined permitted by the Administrative Agent in its sole discretion), other than with respect to an Excluded Subsidiary or an Excluded Securitization Subsidiary, cause such Domestic Person (unless such Person is an Immaterial Subsidiary, and cause each direct and indirect parent of such Domestic Subsidiary (if it has not already done so), ) to (iA) become a Global Subsidiary Guarantor by delivering to the Administrative Agent a duly executed joinder agreement supplement to the Subsidiary Guaranty Agreement or such other document as the Administrative Agent shall deem appropriate for such purpose, (iiB) grant pledge a security interest in all applicable Collateral (subject to covered under the exceptions specified in the Collateral Agreement) Security Documents owned by such Restricted Subsidiary by delivering to the Administrative Agent a duly executed supplement to each Collateral Security Document or such other document as the Administrative Agent reasonably shall deem appropriate for such purpose and to comply with the terms of each Collateral Security Document, (iiiC) deliver to the Administrative Agent such documents and certificates referred to in Section 4.01 5.1 as may be reasonably requested by the Administrative Agent, (ivD) deliver to the Administrative Agent such original certificates representing the Pledged Equity Capital Stock or other certificates and stock or other transfer powers evidencing the Capital Stock of such Person accompanied by undated irrevocable stock powers executed in blankPerson, (vE) deliver to the Administrative Agent such updated Schedules to the Loan Documents as may be reasonably requested by the Administrative Agent with respect to such Person, and (viF) deliver to the Administrative Agent such other documents as may be reasonably requested by the Administrative Agent, all in form, content and scope reasonably satisfactory to the Administrative Agent.

Additional Domestic Subsidiaries. Notify the Administrative Agent of (i) the redesignation of an Unrestricted Subsidiary as a Restricted Subsidiary in accordance with Section 8.12 or (ii) the creation or acquisition of any Domestic Subsidiary (including, without limitation, upon the formation of any Domestic Subsidiary that is a Divided LLC) Restricted Subsidiary and promptly thereafter (and in any event within thirty (30) days after such creation or acquisition or such later time date as may be determined permitted by the Administrative Agent in its sole discretion), other than with respect to an Excluded Subsidiary or an Excluded Securitization Subsidiary, cause such Domestic Subsidiary, and cause each direct and indirect parent of such Domestic Subsidiary (if it has not already done so), Person to (iA) become a Global Subsidiary Guarantor by delivering to the Administrative Agent a duly executed joinder agreement supplement to the Subsidiary Guaranty Agreement or such other document as the Administrative Agent shall deem appropriate for such purpose, (iiB) grant except during a Collateral Release Period, pledge a security interest in all applicable Collateral (subject to covered under the exceptions specified in the Collateral Agreement) Security Documents owned by such Restricted Subsidiary by delivering to the Administrative Agent a duly executed supplement to each Collateral Security Document or such other document as the Administrative Agent reasonably shall deem appropriate for such purpose and to comply with the terms of each Collateral Security Document, (iiiC) deliver to the Administrative Agent such documents and certificates referred to in Section 4.01 5.1 as may be reasonably requested by the Administrative Agent, (ivD) except during a Collateral Release Period, deliver to the Administrative Agent such original certificates representing the Pledged Equity Capital Stock or other certificates and stock or other transfer powers evidencing the Capital Stock of such Person accompanied by undated irrevocable stock powers executed in blankPerson, (vE) deliver to the Administrative Agent such updated Schedules to the Loan Documents as may be reasonably requested by the Administrative Agent with respect to such Person, and (viF) deliver to the Administrative Agent such other documents as may be reasonably requested by the Administrative Agent, all in form, content and scope reasonably satisfactory to the Administrative Agent.

Additional Domestic Subsidiaries. Notify Subject to Section 8.11(d), notify the Administrative Agent of the creation or acquisition of any Material Domestic Subsidiary (including, without limitation, upon or the formation designation of any Subsidiary as a Material Domestic Subsidiary that is a Divided LLC) and promptly thereafter (and in any event within thirty (30) days after such creation or acquisition or such later time date as may be determined approved by the Administrative Agent in its sole discretion), other than with respect to an Excluded Subsidiary or an Excluded Securitization Subsidiary, cause such Domestic Subsidiary, and cause each direct and indirect parent of such Domestic Subsidiary (if it has not already done so), Person to (i) become a Global Guarantor by delivering to the Administrative Agent Agent, if such Person is the initial Material Domestic Subsidiary, a duly executed joinder agreement or Guaranty Agreement and thereafter, for any other Material Domestic Subsidiary, a supplement to such other document as the Administrative Agent shall deem appropriate for such purposeGuaranty Agreement, (ii) grant pledge a security interest in all Collateral (subject to the exceptions specified in the Collateral Agreement) owned by such Subsidiary by delivering to the Administrative Agent a duly executed supplement to each Collateral Security Document or such other document as the Administrative Agent shall deem appropriate for such purpose and comply with the terms of each Collateral Security Document, (iii) deliver to the Administrative Agent such documents and certificates referred to in Section 4.01 Sections 5.1 (a), (b), (e), and (f)(ii) as may be reasonably requested by the Administrative AgentAgent (including, without limitation, charter documents and opinions of counsel), (iv) deliver to the Administrative Agent such original certificates representing the Pledged Equity Capital Stock or other certificates and stock or other transfer powers evidencing the Capital Stock of such Person accompanied by undated irrevocable stock powers executed in blankPerson, (v) deliver to the Administrative Agent such updated Schedules to the Loan Documents as requested by the Administrative Agent with respect to such Person, and (vi) deliver to the Administrative Agent such other documents as may be reasonably requested by the Administrative Agent, all in form, content and scope reasonably satisfactory to the Administrative Agent.. CHAR2\1566724v8

Additional Domestic Subsidiaries. Notify Subject to Section 1.9 and Section 8.11(d), notify the Administrative Agent of the creation or acquisition of any Material Domestic Subsidiary (including, without limitation, upon or the formation designation of any Subsidiary as a Material Domestic Subsidiary that is a Divided LLC) and promptly thereafter (and in any event within thirty (30) days after such creation or acquisition or such later time date as may be determined approved by the Administrative Agent in its sole discretion), other than with respect to an Excluded Subsidiary or an Excluded Securitization Subsidiary, cause such Domestic Subsidiary, and cause each direct and indirect parent of such Domestic Subsidiary (if it has not already done so), Person to (i) become a Global Guarantor by delivering to the Administrative Agent Agent, if such Person is the initial Material Domestic Subsidiary, a duly executed joinder agreement or Guaranty Agreement and thereafter, for any other Material Domestic Subsidiary, a supplement to such other document as the Administrative Agent shall deem appropriate for such purposeGuaranty Agreement, (ii) grant pledge a security interest in all Collateral (subject to the exceptions specified in the Collateral Agreement) owned by such Subsidiary by delivering to the Administrative Agent a duly executed supplement to each Collateral Security Document or such other document as the Administrative Agent shall deem appropriate for such purpose and comply with the terms of each Collateral Security Document, (iii) deliver to the Administrative Agent such documents and certificates referred to in Section 4.01 Sections 5.1 (a), (b), (e), and (f)(ii) as may be reasonably requested by the Administrative AgentAgent (including, without limitation, charter documents and opinions of counsel), (iv) deliver to the Administrative Agent such original certificates representing the Pledged Equity Capital Stock or other certificates and stock or other transfer powers evidencing the Capital Stock of such Person accompanied by undated irrevocable stock powers executed in blankPerson, (v) deliver to the Administrative Agent such updated Schedules to the Loan Documents as requested by the Administrative Agent with respect to such Person, and (vi) deliver to the Administrative Agent such other documents as may be reasonably requested by the Administrative Agent, all in form, content and scope reasonably satisfactory to the Administrative Agent.

Additional Domestic Subsidiaries. Notify the Administrative Agent of the creation or acquisition of any Domestic Subsidiary (including, without limitation, upon the formation of any Domestic Subsidiary that is a Divided LLC) and promptly thereafter (and in any event within thirty (30) days after such creation or acquisition acquisition, or such later time longer period as may be determined by acceptable to the Administrative Agent in its sole discretion), other than with respect to an Excluded Subsidiary or an Excluded Securitization Subsidiary, cause such Domestic Subsidiary, and cause each direct and indirect parent of such Domestic Subsidiary (if it has not already done so), Person to (i) become a Global Guarantor by delivering to the Administrative Agent a duly executed joinder agreement supplement to this Agreement or such other document as the Administrative Agent reasonably shall deem appropriate for such purpose, (ii) grant a security interest in all Collateral (subject to the exceptions specified in the Collateral Security Agreement) owned by such Subsidiary by delivering to the Administrative Agent a duly executed supplement to each Collateral Security Document or such other document as the Administrative Agent reasonably shall deem appropriate for such purpose and comply with the terms of each Collateral Security Document, (iii) deliver to the Administrative Agent such documents and certificates referred to in Section 4.01 6.1 as may be reasonably requested by the Administrative Agent, (iv) deliver to the Administrative Agent such original certificates representing the Pledged Equity or other certificates of such Person accompanied by undated irrevocable stock powers executed in blank, (v) deliver to the Administrative Agent such updated Schedules to the Loan Documents as reasonably requested by the Administrative Agent with respect to such Person, and (viv) deliver to the Administrative Agent such other documents as may be reasonably requested by the Administrative AgentAgent in connection therewith, all in form, content and scope reasonably satisfactory to the Administrative Agent.

Additional Domestic Subsidiaries. Notify Subject to Section 8.11(d), notify the Administrative Agent of the creation or acquisition of any Material Domestic Subsidiary, the designation of any Subsidiary as a Material Domestic Subsidiary (including, without limitation, upon the formation of or any Material Domestic Subsidiary that is a Divided LLC) ceasing to be an Unrestricted Subsidiary and promptly thereafter (and in any event within thirty (30) days after such creation or acquisition or such later time date as may be determined approved by the Administrative Agent in its sole discretion), other than with respect to an Excluded Subsidiary or an Excluded Securitization Subsidiary, cause such Domestic Subsidiary, and cause each direct and indirect parent of such Material Domestic Subsidiary (if it has not already done so), to (i) become a Global Guarantor by delivering to the Administrative Agent Agent, if such Person is the initial Material Domestic Subsidiary, a duly executed joinder agreement or Guaranty Agreement and thereafter, for any other Material Domestic Subsidiary, a supplement to such other document as the Administrative Agent shall deem appropriate for such purposeGuaranty Agreement, (ii) grant pledge a security interest in all Collateral (Collateral, subject to the exceptions specified in the Collateral Agreement) Section 8.11(c), owned by such Material Domestic Subsidiary by delivering to the Administrative Agent a duly executed supplement to each Collateral Security Document or such other document as the Administrative Agent shall deem appropriate for such purpose and comply with the terms of each Collateral Security Document, (iii) deliver to the Administrative Agent such documents and certificates referred to in Section 4.01 Sections 5.1 (a), (b), (e), and (g)(ii) as may be reasonably requested by the Administrative AgentAgent (including, without limitation, charter documents and opinions of counsel), (iv) deliver to the Administrative Agent such original certificates representing the Pledged Equity Capital Stock or other certificates and stock or other transfer powers evidencing the Capital Stock of such Person accompanied by undated irrevocable stock powers executed in blankMaterial Domestic Subsidiary to the extent constituting Collateral, (v) deliver to the Administrative Agent such updated Schedules to the Loan Documents as requested by the Administrative Agent with respect to such PersonMaterial Domestic Subsidiary, and (vi) deliver to the Administrative Agent such other documents as may be CHAR1\1753066v5 reasonably requested by the Administrative Agent, all in form, content and scope reasonably satisfactory to the Administrative Agent.

Additional Domestic Subsidiaries. Notify the Administrative Agent of Promptly after the creation or acquisition of any Domestic Subsidiary after the Effective Date (includingand, without limitation, upon the formation of any Domestic Subsidiary that is a Divided LLC) and promptly thereafter (and in any event event, within thirty forty-five (3045) days after such creation or acquisition or acquisition, as such later time as period may be determined extended by the Administrative Agent in its sole discretion), other than with respect to an Excluded Subsidiary or an Excluded Securitization Subsidiary, ) cause such Domestic Subsidiary, and cause each direct and indirect parent of such Domestic Subsidiary (if it has not already done so), to (i) subject to Section 11.2, become a Global Borrower or Guarantor by delivering to the Administrative Agent a duly executed joinder agreement or such other document as the Administrative Agent shall deem appropriate for such purpose, (ii) and grant a security interest in all Collateral personal property of such Domestic Subsidiary (subject to the exceptions specified in the Collateral AgreementDocuments) owned by such Subsidiary by delivering to the Administrative Agent a duly executed supplement to each Collateral Document joinder or such other document documents as the Administrative Agent shall deem reasonably appropriate for such purpose purpose, (ii) deliver to the Administrative Agent such opinions, documents, and comply with certificates referred to in Section 7.1 [Initial Loans and Letters of Credit] as may be reasonably requested by the terms of each Collateral DocumentAdministrative Agent or any Lender, (iii) deliver to the Administrative Agent such documents original certificated Equity Interests or other certificates and certificates referred to in Section 4.01 as may be reasonably requested by stock or other transfer powers evidencing the Administrative AgentEquity Interests of such Domestic Subsidiary, if any, (iv) deliver to the Administrative Agent such original certificates representing the Pledged Equity or other certificates of such Person accompanied by undated irrevocable stock powers executed in blank, (v) deliver to the Administrative Agent such updated Schedules to the Loan Documents as requested by the Administrative Agent with respect to such PersonDomestic Subsidiary, and (viv) deliver to the Administrative Agent such other documents as may be reasonably requested by the Administrative AgentAgent or any Lender, all in form, content and scope reasonably satisfactory to the Administrative AgentAgent or such Lender.

Additional Domestic Subsidiaries. Notify the Administrative Agent of Promptly after the creation or acquisition of any Domestic Subsidiary (including, without limitation, upon other than an Excluded Subsidiary) or after the formation of any date when a Domestic Subsidiary that is a Divided LLC) and promptly thereafter ceases to be an Excluded Subsidiary (and and, in any event event, within thirty (30) days after such creation or creation, acquisition or cessation, as such later time as period may be determined extended by the Administrative Agent in its sole discretion), other than with respect to an Excluded Subsidiary or an Excluded Securitization Subsidiary, cause such Domestic Subsidiary, and cause each direct and indirect parent of such Domestic Subsidiary (if it has not already done so), Person to (i) become a Global Subsidiary Guarantor by delivering to the Administrative Agent a duly executed joinder agreement supplement to the Subsidiary Guaranty Agreement or such other document as the Administrative Agent shall deem appropriate for such purpose, (ii) grant a security interest in all Collateral (subject to the exceptions specified in the Collateral Agreement) owned by such Subsidiary by delivering to the Administrative Agent a duly executed supplement to each Collateral applicable Security Document or such other document as the Administrative Agent shall deem appropriate for such purpose and comply with the terms of each Collateral applicable Security Document, (iii) deliver to the Administrative Agent such opinions (if requested by the Administrative Agent), documents and certificates referred to in Section 4.01 5.1 as may be reasonably requested by the Administrative Agent, (iv) deliver to the Administrative Agent such original certificates representing the Pledged certificated Equity Interests or other certificates and stock or other transfer powers evidencing the Equity Interests of such Person accompanied by undated irrevocable stock powers executed in blank(to the extent such Equity Interests are certificated), (v) deliver to the Administrative Agent such updated Schedules to the Loan Documents and supplements to the Disclosure Letter as requested by the Administrative Agent with respect to such Person, and (vi) deliver to the Administrative Agent such other documents as may be reasonably requested by the Administrative Agent, all in form, content and scope reasonably satisfactory to the Administrative Agent.

Additional Domestic Subsidiaries. Notify Promptly notify the Administrative Agent of (i) the creation or acquisition (including by statutory division) of any Domestic Subsidiary (including, without limitation, upon the formation of any other than an Immaterial Subsidiary) or (ii) a Domestic Subsidiary that is a Divided LLC) and promptly thereafter (and ceasing to be an Immaterial Subsidiary, and, in any event event, within thirty forty-five (3045) days after such creation or creation, acquisition or change in status (as such later time as period may be determined extended by the Administrative Agent in its sole discretion), other than with respect to an Excluded Subsidiary or an Excluded Securitization Subsidiary, ) cause such Domestic Subsidiary, and cause each direct and indirect parent of such Domestic Subsidiary (if it has not already done so), to (iA) become a Global Subsidiary Guarantor by delivering to the Administrative Agent a duly executed joinder agreement supplement to the Guaranty Agreement or such other document as the Administrative Agent shall reasonably deem appropriate for such purpose, (iiB) grant a security interest in all Collateral (subject to the exceptions specified in the Collateral Agreement) owned by such Domestic Subsidiary by delivering to the Administrative Agent a duly executed supplement to each Collateral applicable Security Document or such other document as the Administrative Agent shall reasonably deem appropriate for such purpose and comply with the terms of each Collateral applicable Security Document, (iiiC) deliver to the Administrative Agent such opinions, documents and certificates referred to in Section 4.01 6.1 as may be reasonably requested by the Administrative Agent, (ivD) if such Equity Interests are certificated, deliver to the Administrative Agent such original certificates representing the Pledged certificated Equity Interests or other certificates and stock or other transfer powers evidencing the Equity Interests of such Person accompanied by undated irrevocable stock powers executed in blankDomestic Subsidiary, (vE) deliver to the Administrative Agent such updated Schedules to the Loan Documents as reasonably requested by the Administrative Agent with respect to such PersonDomestic Subsidiary, and (viF) deliver to the Administrative Agent such other documents as may be reasonably requested by the Administrative Agent, all in form, content and scope reasonably satisfactory to the Administrative Agent.

Additional Domestic Subsidiaries. Notify the Administrative Agent of (i) the redesignation of an Unrestricted Subsidiary as a Restricted Subsidiary in accordance with Section 8.12 or (ii) the creation or acquisition of any Domestic Subsidiary (including, without limitation, upon the formation of any Domestic Subsidiary that is a Divided LLC) Restricted Subsidiary and promptly thereafter (and in any event within thirty (30) days after such creation or acquisition or such later time as may be determined by the Administrative Agent in its sole discretiondays), other than with respect to an Excluded Subsidiary or an Excluded Securitization Subsidiary, cause such Domestic Subsidiary, and cause each direct and indirect parent of such Domestic Subsidiary (if it has not already done so), Person to (iA) become a Global Subsidiary Guarantor by delivering to the Administrative Agent a duly executed joinder agreement supplement to the Subsidiary Guaranty Agreement or such other document as the Administrative Agent shall deem appropriate for such purpose, (iiB) grant except during a Collateral Release Period, pledge a security interest in all applicable Collateral (subject to covered under the exceptions specified in the Collateral Agreement) Security Documents owned by such Restricted Subsidiary by delivering to the Administrative Agent a duly executed supplement to each Collateral Security Document or such other document as the Administrative Agent reasonably shall deem appropriate for such purpose and to comply with the terms of each Collateral Security Document, (iiiC) deliver to the Administrative Agent such documents and certificates referred to in Section 4.01 5.1 as may be reasonably requested by the Administrative AgentXxxxxxxxxxxxxx Xxxxx, (ivX) except during a Collateral Release Period, deliver to the Administrative Agent such original certificates representing the Pledged Equity Capital Stock or other certificates and stock or other transfer powers evidencing the Capital Stock of such Person accompanied by undated irrevocable stock powers executed in blankPerson, (vE) deliver to the Administrative Agent such updated Schedules to the Loan Documents as may be reasonably requested by the Administrative Agent with respect to such Person, and (viF) deliver to the Administrative Agent such other documents as may be reasonably requested by the Administrative Agent, all in form, content and scope reasonably satisfactory to the Administrative Agent.

Additional Domestic Subsidiaries. Notify the Administrative Agent of the creation or acquisition of any Domestic Subsidiary Promptly (includingand, without limitation, upon the formation of any Domestic Subsidiary that is a Divided LLC) and promptly thereafter (and in any event event, within thirty sixty (3060) days after days, as such creation or acquisition or such later time as period may be determined extended by the Administrative Agent in its sole discretion), ) after (i) the creation or Acquisition (including by statutory division) of any Domestic Subsidiary (other than with respect to an Excluded Subsidiary or an Immaterial Subsidiary) or (ii) a Domestic Subsidiary (other than an Excluded Securitization Subsidiary) ceases to be an Immaterial Subsidiary, in each case, cause such Domestic Subsidiary, and cause each direct and indirect parent of such Domestic Subsidiary (if it has not already done so), Person to (iA) become a Global Subsidiary Guarantor by delivering to the Administrative Agent a duly executed joinder agreement supplement to the Guaranty Agreement or such other document as the Administrative Agent shall reasonably request and deem appropriate for such purpose, (iiB) grant a security interest in all Collateral (subject to the exceptions specified in the Collateral Agreement) owned by such Subsidiary by delivering to the Administrative Agent a duly executed supplement to each Collateral applicable Security Document or such other document as the Administrative Agent shall reasonably request and deem appropriate for such purpose and comply with the terms of each Collateral applicable Security Document, (iiiC) deliver to the Administrative Agent such opinions, documents and certificates referred to in Section 4.01 6.1 as may be reasonably requested by the Administrative Agent, (ivD) deliver to the Administrative Agent such original certificates representing the Pledged certificated Equity Interests or other certificates and stock or other transfer powers evidencing the Equity Interests of such Person accompanied by undated irrevocable stock powers executed in blankPerson, (vE) deliver to the Administrative Agent such updated Schedules to the Disclosure Letter and Loan Documents as requested by the Administrative Agent with respect to such PersonDomestic Subsidiary, and (viF) deliver to the Administrative Agent such other documents as may be reasonably requested by the Administrative Agent, all in form, content and scope reasonably satisfactory to the Administrative Agent.

Additional Domestic Subsidiaries. Notify the Administrative Agent of (i) the redesignation of an Unrestricted Subsidiary as a Restricted Subsidiary in accordance with Section 8.12 or (ii) the creation or acquisition of any Domestic Subsidiary (including, without limitation, upon the formation of any Domestic Subsidiary that is a Divided LLC) Restricted Subsidiary and promptly thereafter (and in any event within thirty (30) days after such creation or acquisition or such later time date as may be determined permitted by the Administrative Agent in its sole discretion), cause such Person (unless such Person is an Immaterial Subsidiary (other than with respect to an Excluded any Immaterial Subsidiary or an Excluded Securitization Subsidiary, cause such Domestic Subsidiary, and cause each direct and indirect parent of such Domestic Subsidiary (if it has not already done sothat guarantees the Indebtedness under the Existing TLB Credit Agreement), ) to (iA) become a Global Subsidiary Guarantor by delivering to the Administrative Agent a duly executed joinder agreement supplement to the Subsidiary Guaranty Agreement or such other document as the Administrative Agent shall deem appropriate for such purpose, (iiB) grant pledge a security interest in all applicable Collateral (subject to covered under the exceptions specified in the Collateral Agreement) Security Documents owned by such Restricted Subsidiary by delivering to the Administrative Agent a duly executed supplement to each Collateral Security Document or such other document as the Administrative Agent reasonably shall deem appropriate for such purpose and to comply with the terms of each Collateral Security Document, (iiiC) deliver to the Administrative Agent such documents and certificates referred to in Section 4.01 5.1 as may be reasonably requested by the Administrative Agent, (ivD) deliver to the Administrative Agent such original certificates representing the Pledged Equity Capital Stock or other certificates and stock or other transfer powers evidencing the Capital Stock of such Person accompanied by undated irrevocable stock powers executed in blankPerson, (vE) deliver to the Administrative Agent such updated Schedules to the Loan Documents as may be reasonably requested by the Administrative Agent with respect to such Person, and (viF) deliver to the Administrative Agent such other documents as may be reasonably requested by the Administrative Agent, all in form, content and scope reasonably satisfactory to the Administrative Agent.

Additional Domestic Subsidiaries. Notify the Administrative Agent of Promptly after the creation or acquisition of any Domestic Subsidiary (including, without limitation, upon other than an Excluded Subsidiary) or after the formation division of any Subsidiary that is a Delaware limited liability company in accordance with the terms of this Agreement or after any Domestic Subsidiary that is a Divided LLC) and promptly thereafter an Excluded Subsidiary ceases to be an Excluded Subsidiary (and and, in any event event, within thirty (30) days after such creation or creation, acquisition or a Responsible Officer of any Credit Party obtaining knowledge of any such later cessation, as such time as period may be determined extended by the Administrative Agent in its sole discretion), other than with respect to an Excluded Subsidiary or an Excluded Securitization Subsidiary, ) cause such Domestic Subsidiary, and cause each direct and indirect parent of such Domestic Subsidiary (if it has not already done so), Person to (i) become a Global Subsidiary Guarantor by delivering to the Administrative Agent a duly executed joinder agreement supplement to the Guaranty Agreement or such other document as the Administrative Agent shall deem appropriate for such purpose, (ii) grant a security interest in all Collateral (subject to the exceptions specified in the Collateral Agreement) owned by such Subsidiary by delivering to the Administrative Agent a duly executed supplement to each Collateral applicable Security Document or such other document as the Administrative Agent shall deem appropriate for such purpose and comply with the terms of each Collateral applicable Security Document, (iii) upon reasonable request of the Administrative Agent, deliver to the Administrative Agent such documents and certificates referred to in Section 4.01 6.1 as may be reasonably requested by the Administrative Agent, (iv) deliver to the Administrative Agent such original certificates representing the Pledged certificated Equity Interests or other certificates and stock or other transfer powers evidencing the Equity Interests of such Person accompanied by undated irrevocable stock powers executed in blankPerson, and (v) deliver to the Administrative Agent such updated Schedules to the Loan Documents as requested by the Administrative Agent with respect to such Person, and (vi) deliver to the Administrative Agent such other documents as may be reasonably requested by the Administrative Agent, all in form, content and scope reasonably satisfactory to the Administrative Agent.