Additional Guarantors; Collateral Matters Clause Samples

Additional Guarantors; Collateral Matters. (a) Borrower shall notify Administrative Agent promptly (but in any event within ten (10) Business Days following (or such longer period as the Administrative Agent may agree in writing)) the time that any Person becomes a Restricted Subsidiary of a Loan Party (whether by formation, acquisition, merger or otherwise but, in any event, excluding any Immaterial Subsidiary) or that any Immaterial Subsidiary ceases to be an Immaterial Subsidiary, and promptly thereafter (and in any event within fifteen (15) Business Days, or such longer period as the Administrative Agent may agree in writing) (a) execute and deliver or cause to be executed and delivered to Administrative Agent all Security Documents, stock certificates, stock powers and other agreements and instruments as may be requested by Administrative Agent to ensure that Administrative Agent has a perfected Lien on all Equity Interests held by any Loan Party in such Subsidiary, and (b) cause such Subsidiary to (i) become a Guarantor by executing and delivering to Administrative Agent a Guaranty or a Guarantor Joinder Agreement, (ii) execute and deliver all Security Documents requested by Administrative Agent pledging to Administrative Agent for the benefit of the Secured Parties all of its Property constituting Collateral (subject to such exceptions as Administrative Agent may permit in its sole discretion) and take all actions required by Administrative Agent to grant to Administrative Agent for the benefit of Secured Parties a perfected first priority security interest in such Property, subject to Permitted Liens, including the execution and delivery of Account Control Agreements to the extent required pursuant to Section 6.12 and the filing of UCC financing statements in such jurisdictions as may be requested by Administrative Agent, (iii) within sixty (60) days of such Person becoming a Restricted Subsidiary or ceasing to constitute an Immaterial Subsidiary (or such longer period as the Administrative Agent may agree in writing), if requested by Administrative Agent with respect to real Property owned in fee simple by such Subsidiary: (A) execute, acknowledge and deliver to Administrative Agent a Mortgage and (B) such Owned Real Estate Support Documents, if any, with respect to such real Property requested by the Administrative Agent; provided that no Mortgages shall encumber any Excluded Assets; and (iv) deliver to Administrative Agent such other documents and instruments as Administrative Agent may ...