Common use of Additional First Tier Foreign Subsidiaries and CFC Holding Companies Clause in Contracts

Additional First Tier Foreign Subsidiaries and CFC Holding Companies. Notify the Administrative Agent promptly after the acquisition or creation of any First Tier Foreign Subsidiary or CFC Holding Company, and, to the extent required pursuant to the terms of the Collateral Agreement, promptly thereafter (and, in any event, within forty five (45) days after such notification, as such time period may be extended by the Administrative Agent in its sole discretion), cause (i) the applicable Credit Party to deliver to the Administrative Agent Security Documents pledging sixty-five percent (65%) of the total outstanding voting Equity Interests (and one hundred percent (100%) of the non-voting Equity Interests) of any such First Tier Foreign Subsidiary or CFC Holding Company and a consent thereto executed by such First Tier Foreign Subsidiary or CFC Holding Company (including, without limitation, if applicable, original certificated Equity Interests (or the equivalent thereof pursuant to the Applicable Laws and practices of any relevant foreign jurisdiction) evidencing the Equity Interests of such new First Tier Foreign Subsidiary or CFC Holding Company, together with an appropriate undated stock or other transfer power for each certificate duly executed in blank by the registered owner thereof), (ii) the applicable Credit Party to deliver to the Administrative Agent such opinions, documents and certificates referred to in Section 6.1(b)(ii) through 6.1(b)(iv) as may be reasonably requested by the Administrative Agent and (iii) the applicable Credit Party to deliver to the Administrative Agent such updated Schedules to the Loan Documents as reasonably requested by the Administrative Agent with regard to such First Tier Foreign Subsidiary or CFC Holding Company. Notwithstanding the foregoing or anything else in this Agreement or any other Loan Document to the contrary, the Credit Parties shall not be required to take any actions outside of the United States to grant, create or perfect any security interest in the Equity Interest of a First Tier Foreign Subsidiary (including the execution of any agreement, document or other instrument governed by the law of any jurisdiction other than the laws of the United States).

Additional First Tier Foreign Subsidiaries and CFC Holding Companies. Notify the Administrative Agent promptly after the acquisition or creation of any First Tier Foreign Subsidiary or CFC Holding Company, and, to the extent required pursuant to the terms of the Collateral Agreement, promptly thereafter (and, in any event, within forty five (45) days after such notification, as such time period may be extended by the Administrative Agent in its sole discretion), cause (i) the applicable Credit Party to deliver to the Administrative Agent Security Documents pledging sixty-five sixtyfive percent (65%) of the total outstanding voting Equity Interests (and one hundred percent (100%) of the non-voting Equity Interests) of any such First Tier Foreign Subsidiary or CFC Holding Company and a consent thereto executed by such First Tier Foreign Subsidiary or CFC Holding Company (including, without limitation, if applicable, original certificated Equity Interests (or the equivalent thereof pursuant to the Applicable Laws and practices of any relevant foreign jurisdiction) evidencing the Equity Interests of such new First Tier Foreign Subsidiary or CFC Holding Company, together with an appropriate undated stock or other transfer power for each certificate duly executed in blank by the registered owner thereof), (ii) the applicable Credit Party to deliver to the Administrative Agent such opinions, documents and certificates referred to in Section 6.1(b)(ii) through 6.1(b)(iv) as may be reasonably requested by the Administrative Agent and (iii) the applicable Credit Party to deliver to the Administrative Agent such updated Schedules to the Loan Documents as reasonably requested by the Administrative Agent with regard to such First Tier Foreign Subsidiary or CFC Holding Company. Notwithstanding the foregoing or anything else in this Agreement or any other Loan Document to the contrary, the Credit Parties shall not be required to take any actions outside of the United States to grant, create or perfect any security interest in the Equity Interest of a First Tier Foreign Subsidiary (including the execution of any agreement, document or other instrument governed by the law of any jurisdiction other than the laws of the United States).