Additional Grantors and Guarantors. Each Subsidiary of each Borrower that is required to become a party to this Agreement pursuant to Section 6.8 of either Credit Agreement shall become a Grantor and Guarantor for all purposes of this Agreement upon execution and delivery by such Subsidiary of an Assumption Agreement in the form of Annex 1 hereto.
Additional Grantors and Guarantors. (a) Upon execution and delivery by the Collateral Agent and a Subsidiary of an instrument in a form agreed to by the Collateral Agent and the Company (an “Additional Subsidiary Agreement”), such Subsidiary shall become a party hereto and a Grantor and a Guarantor hereunder to the extent set forth in such Additional Subsidiary Agreement and shall, to the extent applicable, guarantee and create pledges of and security interests in its assets to secure the Obligations with the same force and effect as if originally named as a Grantor or Guarantor herein. At the time any Subsidiary shall become a party to this Agreement as provided in the preceding sentence, the Schedules hereto shall be supplemented as appropriate to reflect the guarantees, pledges and security interests, as applicable, given or created by such Subsidiary, and such supplemented Schedules shall replace the Schedules that shall theretofore have been attached to this Agreement. The execution and delivery of any Additional Subsidiary Agreement and the amendment of the Schedules hereto as above provided shall not require the consent of any other Credit Party. The rights and obligations of each Credit Party shall remain in full force and effect notwithstanding the addition of any new Credit Party as a party to this Agreement.
(b) Any Subsidiary that is a Guarantor may elect to become a Grantor at any time by delivering a certificate in substantially the form agreed to by the Collateral Agent and the Company or in such other form as may be reasonably required by the Collateral Agent. Any such election shall be effective immediately upon the delivery of such certificate. At the time any such election is made, the Schedules hereto shall be supplemented as appropriate to reflect the pledges and security interests given or created by such Subsidiary, and such supplemented Schedules shall replace the Schedules that shall theretofore have been attached to this Agreement. The execution and delivery of any certificate hereunder and the amendment of the Schedules hereto as above provided shall not require the consent of the Collateral Agent or any Credit Party. The rights and obligations of each Credit Party shall remain in full force and effect notwithstanding the addition of any new Grantor as a party to this Agreement.
Additional Grantors and Guarantors. Promptly inform the Agent of the creation or acquisition of any direct or indirect subsidiary (subject to the provisions of Section 7.06 hereof) and cause each direct or indirect subsidiary not in existence on the date hereof to enter into a Guarantee of the Obligations in form and substance satisfactory to the Agent, and to execute the Security Documents, as applicable, as a Grantor, and cause the direct parent of each such subsidiary to pledge all of the capital stock of such subsidiary pursuant to the Pledge Agreement and cause each such subsidiary to pledge its accounts receivable and all other assets pursuant to the Security Agreement.
Additional Grantors and Guarantors. The Borrowers will, and will cause their Subsidiaries to, promptly inform the Administrative Agent of the creation or acquisition of any direct or indirect Subsidiary (subject to the provisions of Section 6.04) and cause each direct or indirect domestic Subsidiary not in existence on the date hereof to enter into a Guarantee in substantially the form of the Guarantee executed on the Effective Date, and to execute the Security Agreement, as applicable, as a grantor, and cause the direct parent of each such Subsidiary to pledge all of the Equity Interests of such Subsidiary pursuant to the Security Agreement and cause each such Subsidiary to pledge its accounts receivable and all other assets pursuant to the Security Agreement. In connection therewith, the Borrowers or any applicable Subsidiary shall provide such resolutions, certificates and opinions of counsel as shall be reasonably requested by the Administrative Agent.
Additional Grantors and Guarantors. Each subsidiary of the Seller that is required to become a party to this Agreement pursuant to Section 5.10(b) of the Purchase Agreement shall become a Grantor and Guarantor for all purposes of this Agreement upon execution and delivery by such subsidiary of an Assumption Agreement in the form of Annex I hereto.
Additional Grantors and Guarantors. 68 SECTION 6.13. Environmental Laws .........................................................................69 SECTION 6.14. Pay Obligations to Lenders and Perform Other Covenants .....................................71 SECTION 6.15.
Additional Grantors and Guarantors. Promptly inform the Agent of the creation or acquisition of any direct or indirect subsidiary (subject to the provisions of Section 7.06 hereof) and cause each direct or indirect subsidiary not in existence on the date hereof (except any Foreign Subsidiary), to enter into a Guarantee in form and substance satisfactory to the Agent, and to execute the Security Documents, as applicable, as a Grantor, and cause the direct parent of each such subsidiary to pledge all of the capital stock of such subsidiary (or, in the case of a Foreign Subsidiary, 65%) pursuant to the Pledge Agreement and cause each such subsidiary to pledge its accounts receivable and all other assets pursuant to the Security Agreement (except any Foreign Subsidiary).
Additional Grantors and Guarantors. Prior to the occurrence thereof, inform the Agent of the creation or acquisition of any direct or indirect Subsidiary (subject to the provisions of Section 7.06 hereof) and cause each direct or indirect Subsidiary not in existence on the date hereof to enter into a Guarantee in form and substance satisfactory to the Agent, and to execute the Security Documents, as applicable, as a Grantor, and cause each such Subsidiary to pledge its accounts receivable and all other assets pursuant to the Security Agreement.
Additional Grantors and Guarantors. Promptly inform the Administrative Agent of the creation or acquisition of any direct or indirect subsidiary (subject to the provisions of Section 7.06 hereof) and cause each direct or indirect subsidiary not in existence on the date hereof to enter into a Guarantee in form and substance satisfactory to the Administrative Agent, and to execute the Security Documents, as applicable (PROVIDED, HOWEVER, the Succession Agreements listed on SCHEDULE IV annexed hereto and the Administrative Services Agreements between Serra Park and Xxxxxxx Xxxxxx D.D.S., Dental Corporation are not required to be assigned to the Administrative Agent until each is replaced in accordance with Section 6.19 hereof), as a Grantor, and cause the direct parent of each such subsidiary to pledge all of the capital stock of such subsidiary pursuant to the Pledge Agreement and cause each such subsidiary to pledge its accounts receivable and all other assets pursuant to the Security Agreement. In connection with the foregoing, to the extent that any such subsidiary is acquired or created in connection with a Permitted Acquisition, each of such subsidiary and its direct parent shall sign an Joinder Agreement. Promptly inform the Administrative Agent of the acquisition by any Loan Party of 51% or more of the equity interests of Celebration and cause Celebration, at such time, to enter into a Guarantee in form and substance satisfactory to the Administrative Agent, and to execute the Security Documents, as applicable, as a Grantor, and cause the direct parent of Celebration to pledge all of the equity interests in Celebration owned by such parent pursuant to the Pledge Agreement and cause Celebration to pledge its accounts receivable and all other assets pursuant to the Security Agreement.
Additional Grantors and Guarantors. Promptly inform the Agent of the creation or acquisition of any direct or indirect subsidiary (subject to the provisions of Section 7.06 hereof) and (i) cause each direct or indirect subsidiary not in existence on the date hereof as to which any Borrower or subsidiary thereof owns at least a 60% ownership interest therein to enter into a Guarantee in form and substance satisfactory to the Agent, and to execute the Security Documents, as applicable, as a Grantor and cause each such subsidiary to pledge its accounts receivable and all other assets pursuant to the Security Agreement and the Borrowers shall, or shall cause their appropriate subsidiaries to, pledge to the Agent pursuant to documentation in form and substance satisfactory to the Agent, any equity interests of the Borrowers or such subsidiaries in such subsidiary and (ii) with respect to each direct or indirect subsidiary not in existence on the date hereof as to which any Borrower or subsidiary thereof owns more than a 50% ownership interest but less than a 60% ownership interest therein, the Borrowers shall, or shall cause their appropriate subsidiaries to, pledge to the Agent pursuant to documentation in form and substance satisfactory to the Agent, any equity interests of the Borrowers or such subsidiaries in such subsidiary.
