Common use of Additional Grantor Clause in Contracts

Additional Grantor. Each Grantor (and any additional Grantor party hereto) acknowledges that (i) pursuant to Section 5.14 of the Credit Agreement, the Borrower is required to cause each Person which becomes a direct or indirect domestic subsidiary of the Borrower (other than Immaterial Subsidiaries, Excluded Subsidiaries and Restricted Captive Insurance Company Subsidiaries) to become a party hereto as an additional Grantor by executing an Instrument of Assumption and Joinder (a “Joinder”) substantially in the form of Exhibit H to the Credit Agreement and (ii) pursuant to Section 5.16(b) of the Credit Agreement, any Guarantor acquiring any right, title or interest in any Slots, Foreign Slots, Routes, Supporting Route Facilities or Gate Interests will promptly become a party hereto as an additional Grantor by executing a Joinder (each such Person or Guarantor referred to in clauses (i) and (ii), an “Additional Grantor”). Upon delivery of any such Joinder to the Collateral Agent, notice of which is hereby waived by the Grantors, each such Additional Grantor shall be deemed a Grantor hereunder and shall be as fully a party hereto as if such Additional Grantor were an original signatory hereto. Each Grantor expressly agrees that its obligations arising hereunder shall not be discharged, diminished or otherwise affected (a) by the addition or release of any other Grantor hereunder, (b) any failure by the Borrower or any Grantor to cause any Subsidiary of the Borrower to become an Additional Grantor or a Grantor hereunder or (c) by reason of the Collateral Agent’s or any of the Second Priority Secured Parties’ actions in effecting, or failure to effect, any such Joinder, or in releasing any Grantor hereunder, in each case without the necessity of giving notice to or obtaining the consent of any other Grantor. This Agreement shall be fully effective as to any Grantor that is or becomes a party hereto regardless of whether any other Person becomes or fails to become or ceases to be a Grantor hereunder.

Appears in 2 contracts

Samples: Loan and Guaranty Agreement, Intercreditor Agreement (Delta Air Lines Inc /De/)

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Additional Grantor. Each The initial Grantor (and any hereunder shall ------------------ be the Issuer under the Note Purchase Agreement. From time to time after the date hereof, additional Grantor party hereto) acknowledges that (i) pursuant to Section 5.14 Subsidiaries of the Credit Agreement, Obligors may become Guarantors under the Borrower is required to cause each Person which becomes a direct or indirect domestic subsidiary Note Purchase Agreement in accordance with Section 6.17 of the Borrower Note Purchase Agreement. Such additional Subsidiaries (other than Immaterial Subsidiarieseach, Excluded Subsidiaries and Restricted Captive Insurance Company Subsidiariesan "ADDITIONAL GRANTOR") to shall become a party hereto as an additional Grantor by executing an Instrument of Assumption and Joinder (a “Joinder”) substantially in the form of Exhibit H to the Credit Guarantor Security and Pledge Agreement and (ii) pursuant to Section 5.16(b) of the Credit Agreement, any Guarantor acquiring any right, title or interest in any Slots, Foreign Slots, Routes, Supporting Route Facilities or Gate Interests will promptly become a party hereto as an additional Grantor by executing a Joinder (each counterpart of such Person or Guarantor referred to in clauses (i) and (ii), an “Additional Grantor”)Agreement. Upon delivery of any such Joinder counterpart to the Collateral Agent, notice of which is hereby waived by the other Grantors, each such Additional Grantor shall be deemed a Grantor hereunder and shall be as fully a party hereto thereto as if such Additional Grantor were an original signatory heretothereof. Each Additional Grantor shall deliver at the time of delivery of such counterpart additional schedules thereto, and deliver or cause to be delivered such Pledged Collateral, Acknowledgments and Powers, which are necessary to make its representations and warranties made therein true and correct, together with any other documents which the Agent may reasonably request. The Grantor expressly agrees that its obligations arising hereunder shall not be discharged, affected or diminished or otherwise affected (a) by the addition or release of any other Grantor hereunderthereunder, (b) nor by any failure by election of the Borrower Agent or any Grantor the Holders not to cause any Subsidiary of the Borrower any Obligor to become an Additional Grantor or a Grantor hereunder or (c) by reason of the Collateral Agent’s or any of the Second Priority Secured Parties’ actions in effecting, or failure to effect, any such Joinder, or in releasing any Grantor hereunder, in each case without the necessity of giving notice to or obtaining the consent of any other Grantorthereunder. This Agreement shall be fully effective as to any Grantor that is or becomes a party hereto or thereto regardless of whether any other Person becomes or fails to become or ceases to be a Grantor hereunderhereunder or thereunder.

Appears in 1 contract

Samples: Issuer Security and Pledge Agreement (Western Micro Technology Inc /De)

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Additional Grantor. Each Grantor (and any additional Grantor party hereto) acknowledges that (i) pursuant to Section 5.14 of the Credit Agreement, the Borrower is required to cause each Person which becomes a direct or indirect domestic subsidiary of the Borrower (other than Immaterial Subsidiaries, Excluded Subsidiaries and Restricted Captive Insurance Company Subsidiaries) to become a party hereto as an additional Grantor by executing an Instrument of Assumption and Joinder (a “Joinder”) substantially in the form of Exhibit H to the Credit Agreement and (ii) pursuant to Section 5.16(b) of the Credit Agreement, any Guarantor acquiring any right, title or interest in any Slots, Foreign Slots, Routes, Supporting Route Facilities or Gate Interests will promptly become a party hereto as an additional Grantor by executing a Joinder (each such Person or Guarantor referred to in clauses (i) and (ii), an “Additional Grantor”). Upon delivery of any such Joinder to the Collateral Agent, notice of which is hereby waived by the Grantors, each such Additional Grantor shall be deemed a Grantor hereunder and shall be as fully a party hereto as if such Additional Grantor were an original signatory hereto. Each Grantor expressly agrees that its obligations arising hereunder shall not be discharged, diminished or otherwise affected (a) by the addition or release of any other Grantor hereunder, (b) any failure by the Borrower or any Grantor to cause any Subsidiary of the Borrower to become an Additional Grantor or a Grantor hereunder or (c) by reason of the Collateral Agent’s or any of the Second First Priority Secured Parties’ actions in effecting, or failure to effect, any such Joinder, or in releasing any Grantor hereunder, in each case without the necessity of giving notice to or obtaining the consent of any other Grantor. This Agreement shall be fully effective as to any Grantor that is or becomes a party hereto regardless of whether any other Person becomes or fails to become or ceases to be a Grantor hereunder.

Appears in 1 contract

Samples: First Lien Security Agreement (Delta Air Lines Inc /De/)

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