Common use of Additional Loan Parties; Additional Collateral; Further Assurances Clause in Contracts

Additional Loan Parties; Additional Collateral; Further Assurances. (a) Each Loan Party shall cause each of its Domestic Subsidiaries (other than any FSHSCO, Subsidiary of a CFC, or Immaterial Subsidiary (except as otherwise provided in paragraph (d) of this Section 6.12)) formed or acquired after the date of this Agreement in accordance with the terms of this Agreement, to become a Guarantor (an “Additional Loan Party”) within fifteen (15) days thereafter by executing a Joinder Agreement and simultaneously therewith grant Liens to the Collateral Agent, for the benefit of the Credit Parties in any property (subject to any limitations set forth in the Security Agreement) of such Additional Loan Party which would constitute Collateral if such Additional Loan Party were already a Loan Party party hereto, on such terms as may be required pursuant to the terms of the Security Documents; provided, that no joinder of any Additional Loan Party shall become effective until such Additional Borrower provides all documentation and other information that the Administrative Agent or any Lender reasonably requests in order to comply with its ongoing obligations under applicable “know your customer” and anti-money laundering rules and regulations, including the Patriot Act.

Additional Loan Parties; Additional Collateral; Further Assurances. (a) Each Loan Party shall cause each of its Domestic Subsidiaries (other than any FSHSCO, Subsidiary of a CFC, or Immaterial Subsidiary (except as otherwise provided in paragraph (d) of this Section 6.12)) formed or acquired after the date of this Agreement in accordance with the terms of this Agreement, to become a Guarantor Borrower (an “Additional Loan PartyBorrower”) within fifteen (15) days thereafter by executing a Joinder Agreement and simultaneously therewith grant Liens to the Collateral Agent, for the benefit of the Credit Parties in any property (subject to any limitations set forth in the Security Agreement) of such Additional Loan Party Borrower which would constitute Collateral if such Additional Loan Party Borrower were already a Loan Party Borrower party hereto, on such terms as may be required pursuant to the terms of the Security Documents; provided, that no joinder of any Additional Loan Party Borrower shall become effective until such Additional Borrower provides all documentation and other information that the Administrative Agent or any Lender reasonably requests in order to comply with its ongoing obligations under applicable “know your customer” and anti-money laundering rules and regulations, including the Patriot Act. No Collateral of any Additional Borrower shall be considered for inclusion in the Borrowing Base until completion of a field examination and appraisal with results reasonably satisfactory to the Administrative Agent.

Additional Loan Parties; Additional Collateral; Further Assurances. (a) Each Loan Party shall cause (i) each of its Domestic Subsidiaries (other than any FSHSCO, Subsidiary of a CFC, or Immaterial Subsidiary (except as otherwise provided in paragraph (de) of this Section 6.12)) formed or acquired after the date of this Agreement in accordance with the terms of this AgreementAgreement and (ii) any Domestic Subsidiary that was an Immaterial Subsidiary but, as of the end of the most recently ended fiscal quarter of the Lead Borrower has ceased to qualify as an Immaterial Subsidiary, to become a Guarantor Borrower (an “"Additional Loan Party”Borrower") within fifteen (15) 15 days thereafter by executing a Joinder Agreement and simultaneously therewith grant Liens to the Collateral Agent, for the benefit of the Credit Secured Parties in any property (subject to the limitations with respect to Real Estate set forth in paragraph (e) of this Section 6.12 and any other limitations set forth in the Security Agreement) of such Additional Loan Party Borrower which would constitute Collateral if such Additional Loan Party Borrower were already a Loan Party Borrower party hereto, on such terms as may be required pursuant to the terms of the Security Collateral Documents; provided, that no joinder . No Collateral of any Additional Loan Party Borrower shall become effective be considered for inclusion in the Borrowing Base until such Additional Borrower provides all documentation completion of a field examination and other information that appraisal with results reasonably satisfactory to the Administrative Agent or any Lender reasonably requests in order to comply with its ongoing obligations under applicable “know your customer” and anti-money laundering rules and regulations, including the Patriot Act.Agent

Additional Loan Parties; Additional Collateral; Further Assurances. (a) Each Loan Party shall cause each of its Domestic Subsidiaries (other than any FSHSCO, or Subsidiary of a CFC, or Immaterial Subsidiary (except as otherwise provided in paragraph (d) of this Section 6.12)) formed or acquired after the date of this Agreement Restatement Effective Date in accordance with the terms of this Agreement, to either become a Guarantor or, subject to the terms hereof, a Borrower (an “Additional Loan PartyBorrower”) within fifteen thirty (1530) days thereafter (or such longer period as shall be consented to in writing by the Administrative Agent) by executing a Joinder Agreement and simultaneously therewith grant Liens to the Collateral Agent, for the benefit of the Credit Parties in any property (subject to any limitations set forth in the Security Agreement) of such new Guarantor or Additional Loan Party Borrower which would constitute Collateral if such new Guarantor or Additional Loan Party Borrower were already a Loan Party Borrower party hereto, on such terms as may be required pursuant to the terms of the Security Documents; provided, that no joinder of any new Guarantor or Additional Loan Party Borrower shall become effective until such Additional Borrower provides all documentation and other information that the Administrative Agent or any Lender reasonably requests in order to comply with its ongoing obligations under applicable “know your customer” and anti-money laundering rules and regulations, including the Patriot Act. No Collateral of any Additional Borrower shall be considered for inclusion in the Borrowing Base until completion of a field examination and appraisal with results reasonably satisfactory to the Administrative Agent.

Additional Loan Parties; Additional Collateral; Further Assurances. (a) Each Loan Party shall cause (i) each of its Domestic Subsidiaries (other than any FSHSCO, Subsidiary of a CFC, or Immaterial Subsidiary (except as otherwise provided in paragraph (de) of this Section 6.12)) formed or acquired after the date of this Agreement in accordance with the terms of this AgreementAgreement and (ii) any Domestic Subsidiary that was an Immaterial Subsidiary but, as of the end of the most recently ended fiscal quarter of the Lead Borrower has ceased to qualify as an Immaterial Subsidiary, to become a Guarantor Borrower (an “Additional Loan PartyBorrower”) within fifteen (15) 15 days thereafter by executing a Joinder Agreement and simultaneously therewith grant Liens to the Collateral Agent, for the benefit of the Credit Secured Parties in any property (subject to the limitations with respect to Real Estate set forth in paragraph (e) of this Section 6.12 and any other limitations set forth in the Security Agreement) of such Additional Loan Party Borrower which would constitute Collateral if such Additional Loan Party Borrower were already a Loan Party Borrower party hereto, on such terms as may be required pursuant to the terms of the Security Collateral Documents; provided, that no joinder . No Collateral of any Additional Loan Party Borrower shall become effective be considered for inclusion in the Borrowing Base until such Additional Borrower provides all documentation completion of a field examination and other information that appraisal with results reasonably satisfactory to the Administrative Agent or any Lender reasonably requests in order to comply with its ongoing obligations under applicable “know your customer” and anti-money laundering rules and regulations, including the Patriot Act.Agent

Additional Loan Parties; Additional Collateral; Further Assurances. (a) (a) Each Loan Party shall cause each of its Domestic Subsidiaries (other than any FSHSCO, Subsidiary of a CFC, or Immaterial Subsidiary (except as otherwise provided in paragraph (d) of this Section 6.12)) formed or acquired after the date of this Agreement in accordance with the terms of this Agreement, to become a Guarantor Borrower (an “Additional Loan PartyBorrower”) within fifteen (15) days thereafter by executing a Joinder Agreement and simultaneously therewith grant Liens to the Collateral Agent, for the benefit of the Credit Parties in any property (subject to any limitations set forth in the Security Agreement) of such Additional Loan Party Borrower which would constitute Collateral if such Additional Loan Party Borrower were already a Loan Party Borrower party hereto, on such terms as may be required pursuant to the terms of the Security Documents; provided, that no joinder of any Additional Loan Party Borrower shall become effective until such Additional Borrower provides all documentation and other information that the Administrative Agent or any Lender reasonably requests in order to comply with its ongoing obligations under applicable “know your customer” and anti-money laundering rules and regulations, including the Patriot Act. No Collateral of any Additional Borrower shall be considered for inclusion in the Borrowing Base until completion of a field examination and appraisal with results reasonably satisfactory to the Administrative Agent.