Additional Guaranties and Stock Pledges. The Company --------------------------------------- will provide to the Administrative Agent for the benefit of the Lenders hereunder a Joinder Agreement providing a guaranty of the obligations under this Credit Agreement in the same form and from the same Subsidiaries and Affiliates and a pledge of stock relating thereto as provided under the Existing Credit Agreement in Section 7.11
Additional Guaranties and Stock Pledges. If a Subsidiary of the Borrower becomes a Material Subsidiary, then the Borrower will promptly notify the Bank thereof and cause such Material Subsidiary to:
(a) execute a guaranty agreement in a form reasonably satisfactory to the Bank (or in lieu thereof with respect to any Foreign Subsidiary which is a Material Subsidiary, the Borrower shall deliver stock certificates and a related pledge agreement evidencing the pledge of 66% of the Voting Stock of such Foreign Subsidiary, together, with undated stock transfer powers executed in blank, such pledge agreement to secure on a pari passu basis the obligations of the Credit Parties under the Credit Documents and the Indebtedness under the Syndicated Credit Agreement) (each such Subsidiary that executes a guaranty agreement pursuant to this Section 4.02(a) is referred to herein as a "Subsidiary Guarantor" and each such Foreign Subsidiary that has had 66% of its Voting Stock pledged to (or for the benefit of) the Bank is referred to herein as a "Covered Foreign Subsidiary"); and
(b) deliver such supporting resolutions, incumbency certificates, corporate formation and organizational documentation and opinions of counsel as the Bank may reasonably request. In addition, if all Subsidiaries of the Borrower that are not Subsidiary Guarantors or Covered Foreign Subsidiaries (collectively, the "Non-Covered Subsidiaries") shall, as of any date of determination and determined on a consolidated basis, collectively account for (or have attributed to them) during the most recently ended four fiscal quarter period 20% or more of the Consolidated EBITDA or assets of the Consolidated Group (the "Threshold Requirement"), then the Borrower will promptly notify the Bank thereof and cause one or more of such Non-Covered Subsidiaries to satisfy clauses (a) and (b) above such that immediately after such Subsidiaries have become Guarantors hereunder (or, in the case of Foreign Subsidiaries, have had 66% of their Voting Stock pledged to (or for the benefit of) the Bank), the remaining Non-Covered Subsidiaries shall not exceed the Threshold Requirement. SUBPART 2.5 New Sections 6.12 and 6.13. New Sections 6.12 and 6.13 are hereby added to the Existing Credit Agreement as follows:
6.12 The Bank hereby waives any Default or Event of Default that may have existed under this Credit Agreement from the Closing Date to the date of Amendment No. 3 solely as a result of the Credit Parties' non-compliance with Section 8.1(e)
Additional Guaranties and Stock Pledges. If a Subsidiary of the Borrower becomes a Material Subsidiary, then the Borrower will promptly notify the Bank thereof and cause such Material Subsidiary to:
(a) execute a guaranty agreement in a form reasonably satisfactory to the Bank (or in lieu thereof with respect to any Foreign Subsidiary which is a Material Subsidiary, the Borrower may deliver stock certificates and related pledge agreement evidencing the pledge of 66% of the Voting Stock of such Foreign Subsidiary, together, with undated stock transfer powers executed in blank, such pledge agreement to secure on a pari passu basis the obligations of the Credit Parties under the Credit Documents and the Indebtedness under the Syndicated Credit Agreement); and
(b) deliver such supporting resolutions, incumbency certificates, corporate formation and organizational documentation and opinions of counsel as the Bank may reasonably request.
Additional Guaranties and Stock Pledges. (a) At any time any Person becomes a Domestic Subsidiary, shall within 30 days thereof, (i) cause such Domestic Subsidiary to become a Guarantor by execution of a Joinder Agreement, (ii) deliver with the Joinder Agreement such supporting resolutions, incumbency certificates, corporate formation and organizational documentation and opinions of counsel as the Administrative Agent may reasonably request, and (iii) deliver stock certificates and related pledge agreements or pledge joinder agreements evidencing the pledge of all of the Capital Stock of such Domestic Subsidiary, together with undated stock transfer powers executed in blank.
(b) If a Qualifying IPO has not occurred on or before the Shareholder Pledge Date, then the Borrower shall cause each of the shareholders of the Borrower to do the following on or before the Shareholder Pledge Date (or such later date as the Administrative Agent may agree to in its sole discretion): (i) execute a pledge agreement in substantially the form of Schedule 7.11(b) and deliver the same to the Administrative Agent, (ii) deliver to the Administrative Agent all stock certificates evidencing the Capital Stock of the Borrower to the Administrative Agent, together with undated stock transfer powers executed in blank, (iii) deliver to the Administrative Agent such opinions of counsel as the Administrative Agent may reasonably request and (iv) deliver to the Administrative Agent such other documents, agreements and instruments as the Administrative Agent may reasonably request in connection with the Shareholder Pledge Agreement.
Additional Guaranties and Stock Pledges. At any time any Person becomes a Domestic Subsidiary, the Borrower will promptly notify the Agent thereof and within 30 days of such event, (a) cause such Domestic Subsidiary to become a Guarantor hereunder by (i) execution of a Joinder Agreement, (ii) delivery of supporting resolutions, incumbency certificates, corporation formation and organizational documentation and opinions of counsel as the Agent may reasonably request, and (iii) delivery of security agreements, mortgages and other related documents (in a form acceptable to the Agent) necessary to perfect a lien on or security interest in the assets of such Domestic Subsidiary in accordance with the Credit Documents and (b) cause the 100% of the Capital Stock of such Domestic Subsidiary and of 100% of the Capital Stock of each of its Domestic Subsidiaries and 65% of the Capital Stock of each of its direct Foreign Subsidiaries having assets with a book value of $1,000,000 or more, together in each case with appropriate pledge agreements, undated transfer powers executed in blank and such opinions of counsel as the Agent may reasonably request.
Additional Guaranties and Stock Pledges. 53 7.12 Subsidiaries.....................................................54 7.12
Additional Guaranties and Stock Pledges. At any time any Person becomes a Domestic Subsidiary, the Borrower will promptly notify the Administrative Agent thereof and within 30 days of such event, cause such Domestic Subsidiary to become a Guarantor hereunder by (i) execution of a Joinder Agreement and (ii) delivery of supporting resolutions, incumbency certificates, corporation formation and organizational documentation and opinions of counsel as the Administrative Agent may reasonably request.
Additional Guaranties and Stock Pledges. If a Subsidiary of the Borrower becomes a Material Subsidiary, then the Borrower will promptly notify the Agent thereof and cause such Material Subsidiary to:
(a) execute a Guarantor Joinder Agreement (or in lieu thereof with respect to any Foreign Subsidiary which is a Material Subsidiary, the Borrower shall deliver stock certificates and related pledge agreement evidencing the pledge of 66% of the Voting Stock of such Foreign Subsidiary, together, with undated stock transfer powers executed in blank, such pledge agreement to secure on a pari passu basis the obligations of the Credit Parties under the Credit Documents and the Indebtedness permitted by Section 8.1(g) (each such Foreign Subsidiary that has had 66% of its Voting Stock pledged to the Agent is referred to herein as a "Covered Foreign Subsidiary"); and
(b) deliver such supporting resolutions, incumbency certificates, corporate formation and organizational documentation and opinions of counsel as the Agent may reasonably request.
Additional Guaranties and Stock Pledges. Audits/Inspections.
Additional Guaranties and Stock Pledges
