Common use of Additional Subsidiaries; Additional Liens Clause in Contracts

Additional Subsidiaries; Additional Liens. If any additional Subsidiary is formed or acquired after the Effective Date (each such Subsidiary, an "Additional Subsidiary"), the Parent and the Borrower will, within three Business Days after such Subsidiary is formed or acquired, notify the Administrative Agent thereof and promptly cause the Collateral and Guarantee Requirement to be satisfied with respect to such Subsidiary and with respect to any Equity Securities in or Indebtedness of such Subsidiary owned by or on behalf of any Credit Party; provided that (i) any action otherwise necessary to satisfy the Collateral and Guarantee Requirement that is prohibited by applicable Law and not legally capable of being taken without the appropriate consents of Governmental Authorities need not be taken and (ii) in the event any consent or approval of a Governmental Authority necessary to satisfy the Collateral and Guarantee Requirement cannot reasonably be obtained within 90 days after such Additional Subsidiary is acquired or formed, the Parent and the Borrower shall, so long as they exercise commercially reasonable efforts to obtain such consent or approval from the time such Additional Subsidiary is acquired or formed, have an additional period of time, not to exceed 30 days after such acquisition or formation, to obtain such consent or approval.

Additional Subsidiaries; Additional Liens. If any additional Subsidiary subsidiary is formed or acquired after the Effective Date (each such Subsidiarysubsidiary, an "“Additional Subsidiary"”), the Parent and the Borrower will, within three Business Days after such Subsidiary subsidiary is formed or acquired, notify the Administrative Agent thereof and promptly cause the Collateral and Guarantee Requirement to be satisfied with respect to such Subsidiary subsidiary and with respect to any Equity Securities in or Indebtedness of such Subsidiary subsidiary owned by or on behalf of any Credit Party; provided that (i) any action otherwise necessary to satisfy the Collateral and Guarantee Requirement that is prohibited by applicable Law and not legally capable of being taken without the appropriate consents of Governmental Authorities need not be taken and (ii) in the event any consent or approval of a Governmental Authority necessary to satisfy the Collateral and Guarantee Requirement cannot reasonably be obtained within 90 days after such Additional Subsidiary is acquired or formed, the Parent and the Borrower shall, so long as they exercise commercially reasonable efforts to obtain such consent or approval from the time such Additional Subsidiary is acquired or formed, have an additional period of time, not to exceed 30 days after such acquisition or formation, to obtain such consent or approval.

Additional Subsidiaries; Additional Liens. If any additional Subsidiary subsidiary is formed or acquired after the Effective Date (each such Subsidiarysubsidiary, an "“Additional Subsidiary"”), the Parent and the Borrower will, within three Business Days after such Subsidiary subsidiary is formed or acquired, notify the Administrative Agent thereof and promptly cause the Collateral and Guarantee Requirement to be satisfied with respect to such Subsidiary subsidiary and with respect to any Equity Securities in or Indebtedness of such Subsidiary subsidiary owned by or on behalf of any Credit Party; provided that (i) any action otherwise necessary to satisfy the Collateral and Guarantee Requirement that is prohibited by applicable Law and not legally capable of being taken without the appropriate consents of Governmental Authorities need not be taken and (ii) in the event any consent or approval of a Governmental Authority necessary to satisfy the Collateral and Guarantee Requirement cannot reasonably be obtained within 90 days after such Additional Subsidiary is acquired or formedprior to the expiration of the period referred to in clause (vi) of the definition thereof, the Parent and the Borrower shall, so long as they exercise commercially reasonable efforts to obtain such consent or approval from the time such Additional Subsidiary is acquired or formed, have an additional period of time, not to exceed 30 days after such acquisition or formation, to obtain such consent or approval.