Additional Guaranty. Micro (a) may cause any of its Subsidiaries to execute and deliver from time to time in favor of the Lender Parties additional guaranties (each an "Additional Guaranty") for the repayment of the Obligations and (b) shall, concurrently or promptly after any of its Subsidiaries (i) guarantees any Indebtedness of Micro or any other Obligor or (ii) satisfies (at any time) the requirements hereunder which describe a Material Subsidiary, cause such Subsidiary to execute and deliver in favor of the Lender Parties an Additional Guaranty for the repayment of the Obligations. Each Additional Guaranty (including, without limitation, any Additional Guaranty executed and delivered by an Acceding Borrower pursuant to Section 6.3.3) shall be in substantially the form of Exhibit J attached hereto, shall be governed by the laws of a State of the United States and shall contain such other terms and provisions as the Administrative Agent determines to be necessary or appropriate (after consulting with legal counsel) in order that such Additional Guaranty complies with local laws, rules and regulations and is fully enforceable (at least to the extent of such Additional Guaranty) against such Additional Guarantor; provided, that, in the event it shall be illegal under any local law, rule or regulation for any Additional Guaranty to be governed by the law of any State of the United States, and the Administrative Agent shall have received evidence of such illegality (including, if the Administrative Agent shall so request, an opinion of local counsel as to such matters, which counsel and the form and substance of such opinion shall be reasonably satisfactory to the Administrative Agent) reasonably satisfactory to it, the Administrative Agent shall consent to such Additional Guaranty being governed by the laws of a jurisdiction outside of the United States, which jurisdiction shall be subject to the prior approval of the Administrative Agent. In connection with the delivery of any such Additional Guaranty by an Additional Guarantor there shall be delivered an opinion of counsel (which counsel and the form and substance of such opinion shall be reasonably satisfactory to the Administrative Agent and the Required Lenders, it being agreed that if the Additional Guaranty is governed by the laws of any State of the United States, the General Counsel of Micro shall be satisfactory counsel for purposes hereof) addressed to the Documentation Agent, the Administrative Agent and the Lenders addressing the matters set forth in Exhibit M, as it relates to such Additional Guarantor and Additional Guaranty.
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Samples: Credit Agreement (Ingram Micro Inc), Credit Agreement (Ingram Micro Inc)
Additional Guaranty. Micro (a) Micro may cause any of its Subsidiaries to execute and deliver from time to time in favor of the Lender Parties additional guaranties (each an "Additional Guaranty") Guaranty for the repayment of the Obligations and Obligations.
(b) shallBy no later than November 30, concurrently or promptly after any 1997, Micro shall cause Ingrxx Xxxro Holdings Limited and Ingrxx Xxxro (UK) Limited, both corporations organized and existing under the laws of its Subsidiaries England, to (i) guarantees any Indebtedness of Micro or any other Obligor or (ii) satisfies (at any time) the requirements hereunder which describe a Material Subsidiary, cause such Subsidiary to execute and deliver in favor of the Lender Parties an Additional Guaranty for the repayment of the Obligations. Each , each of which Additional Guaranty (including, without limitation, any Additional Guaranty executed and delivered by an Acceding Borrower pursuant to Section 6.3.3) Guaranties shall be in substantially the form of Exhibit the attached EXHIBIT J attached hereto, shall be governed by the laws of a State of the United States and shall contain with such other terms and provisions as the Administrative Agent determines to be necessary or appropriate (after consulting with legal counsel) in order that such Additional Guaranty complies with local laws, rules and regulations and is fully enforceable (at least to the extent of the form of Additional Guaranty attached as EXHIBIT J) against Ingrxx Xxxro Holdings Limited and Ingrxx Xxxro (UK) Limited under English law, and (ii) furnish to the Administrative Agent one or more opinions of English counsel (which counsel and the form and substance of such opinions shall be reasonably satisfactory to the Administrative Agent and the Required Lenders) addressed to the Agents and the Lenders addressing the matters set forth in EXHIBIT M, as it relates to such Additional Guarantor and Additional Guaranty.
(c) Concurrently when or promptly after any of its Subsidiaries either guarantees any Indebtedness of Micro or any other Obligor or satisfies (at any time) the requirements hereunder which describe a Material Subsidiary, Micro shall cause that Subsidiary to (i) execute and deliver in favor of the Lender Parties an Additional Guaranty for the repayment of the Obligations which Additional Guaranty (including, without limitation, any Additional Guaranty executed and delivered by an Acceding Borrower pursuant to SECTION 6.3.3) shall be in EUROPEAN CREDIT AGREEMENT 76 substantially the form of the attached EXHIBIT J, shall be governed by the laws of a State of the United States, and shall contain such other terms and provisions as the Administrative Agent determines to be necessary or appropriate (after consulting with legal counsel) in order that such Additional Guaranty complies with local laws, rules, and regulations and is fully enforceable (at least to the extent of the form of Additional Guaranty attached as EXHIBIT J) against such Additional Guarantor; provided, provided that, in the event if it shall be illegal under any local law, rule rule, or regulation for any Additional Guaranty to be governed by the law of any State of the United States, States and the Administrative Agent shall have received evidence of such illegality (including, if the Administrative Agent shall so request, an opinion of local counsel as to such matters, which counsel and the form and substance of such opinion shall be reasonably satisfactory to the Administrative Agent) reasonably satisfactory to it, then the Administrative Agent shall consent to such Additional Guaranty being governed by the laws of a jurisdiction outside of the United States, which jurisdiction shall be subject to the prior approval of the Administrative Agent. In connection with , and (ii) furnish to the delivery of any such Additional Guaranty by an Additional Guarantor there shall be delivered Administrative Agent an opinion of counsel (which counsel and the form and substance of such opinion shall be reasonably satisfactory to the Administrative Agent and the Required Lenders, it being agreed that if the Additional Guaranty is governed by the laws of any State state of the United States, the General Counsel of Micro shall be satisfactory counsel for purposes hereof) addressed to the Documentation Agent, the Administrative Agent Agents and the Lenders addressing the matters set forth in Exhibit EXHIBIT M, as it relates to such Additional Guarantor and Additional Guaranty.
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Additional Guaranty. Micro (a) may cause any of its Subsidiaries to execute and deliver from time to time in favor of the Lender Parties additional guaranties (each an "Additional Guaranty") for the repayment of the Obligations and (b) shall, concurrently Concurrently when or promptly after any of its Subsidiaries (i) either guarantees any Indebtedness of Micro or any other Obligor or (ii) satisfies (at any time) the requirements hereunder which describe a Material Subsidiary, Micro shall cause such that Subsidiary to (i) execute and deliver in favor of the Lender Parties an Additional Guaranty for the repayment of the Obligations. Each Obligations which Additional Guaranty (including, without limitation, any Additional Guaranty executed and delivered by an Acceding Borrower pursuant to Section SECTION 6.3.3) shall be in substantially the form of Exhibit J the attached heretoEXHIBIT J, shall be governed by the laws of a State of the United States States, and shall contain such other terms and provisions as the Administrative Agent determines to be necessary or appropriate (after consulting with legal counsel) in order that such Additional Guaranty complies with local laws, rules rules, and regulations and is fully enforceable (at least to the extent of such the form of Additional GuarantyGuaranty attached as EXHIBIT J) against such Additional Guarantor; provided, provided that, in the event if it shall be illegal under any local law, rule rule, or regulation for any Additional Guaranty to be governed by the law of any State of the United States, States and the Administrative Agent shall have received evidence of such illegality (including, if the Administrative Agent shall so request, an opinion of local counsel as to such matters, which counsel and the form and substance of such opinion shall be reasonably satisfactory to the Administrative Agent) reasonably satisfactory to it, then the Administrative Agent shall consent to such Additional Guaranty being governed by the laws of a jurisdiction outside of the United States, which jurisdiction shall be subject to the prior approval of the Administrative Agent. In connection with , and (ii) furnish to the delivery of any such Additional Guaranty by an Additional Guarantor there shall be delivered Administrative Agent an opinion of counsel (which counsel and the form and substance of such opinion shall be reasonably satisfactory to the Administrative Agent and the Required Lenders, it being agreed that if the Additional Guaranty is governed by the laws of any State state of the United States, the General Counsel of Micro shall be satisfactory counsel for purposes hereof) addressed to the Documentation Agent, the Administrative Agent Agents and the Lenders addressing the matters set forth in Exhibit EXHIBIT M, as it relates to such Additional Guarantor and Additional Guaranty.
Appears in 1 contract
Samples: Credit Agreement (Ingram Micro Inc)