Additional Subsidiaries; Additional Security Sample Clauses
The "Additional Subsidiaries; Additional Security" clause requires a borrower to ensure that any new subsidiaries formed or acquired after the agreement's execution become parties to the loan agreement and provide collateral or guarantees as required. In practice, this means that if the borrower expands its corporate structure by creating or acquiring new companies, those entities must also pledge their assets or otherwise secure the lender's interests. This clause ensures that the lender's security and recourse are not diluted by the borrower's future growth, maintaining comprehensive coverage and reducing the risk of unsecured assets within the borrower's group.
Additional Subsidiaries; Additional Security. (a) Upon the formation or acquisition of any new direct or indirect Restricted Subsidiary by any Relevant Party, then the Borrower shall, at the Borrower’s expense:
(i) within thirty (30) days (or such longer period as permitted by the Administrative Agent in its sole discretion) after such formation or acquisition of such Restricted Subsidiary (other than an Excluded Subsidiary), cause such Restricted Subsidiary to duly execute and deliver to the Administrative Agent a Joinder Agreement and other Collateral Documents, as reasonably specified by and in form and substance reasonably satisfactory to the Administrative Agent, guaranteeing the Borrower’s obligations under the Loan Documents and securing payment of all the Obligations of such Restricted Subsidiary under the Loan Documents with a lien on such Restricted Subsidiary’s personal property of the types covered by the Security Agreement;
(ii) within thirty (30) days (or such longer period as permitted by the Administrative Agent in its sole discretion) after such formation or acquisition of such Restricted Subsidiary, take such actions, or cause the applicable Loan Party to take such actions, as may be necessary to ensure a valid first priority perfected Lien over 100% of the Equity Interests of such Restricted Subsidiary (unless such Equity Interests are Excluded Assets) held by the Borrower or the applicable Loan Party; and
(iii) within thirty (30) days (or such longer period as permitted by the Administrative Agent in its sole discretion) after such formation or acquisition, deliver to the Administrative Agent, upon the request of the Administrative Agent in its reasonable discretion, a signed copy of an opinion of counsel for the Loan Parties reasonably acceptable to the Administrative Agent relating to such Joinder Agreement and Collateral Documents as the Administrative Agent may reasonably request.
(b) At any time upon the request of the Administrative Agent, promptly execute and deliver any and all further instruments and documents and take all such other action as the Administrative Agent may reasonably deem necessary or desirable in order to perfect, protect, and preserve the Liens of the Collateral Documents; provided that, anything in this Agreement or any other Loan Document to the contrary notwithstanding, neither the Borrower nor any Restricted Subsidiary shall be required to (i) enter into control agreements with respect to any securities accounts, commodity accounts or uncertificated s...
Additional Subsidiaries; Additional Security. 62 6.13. Anti-Corruption Laws, Anti-Money Laundering Laws and Sanctions. 63 6.14. Environmental Compliance. 63 6.15. Pledged Assets 63 6.16. [Reserved] 64 6.17. Further Assurances 64 6.18. Controlled Account 64 6.19. Intellectual Property 64 6.20. Commercial Tort Claims 65 6.21. Landlord Waivers or Subordination Agreements. 65 6.22. [Reserved] 65 6.23. Cash Sweep 65 ARTICLE VII NEGATIVE COVENANTS 65 7.01. Financial Covenants 66 7.02. Reserved 66 7.03. Liens 66 7.04. Investments 68 7.05. Indebtedness 72 7.06. Fundamental Changes 74 7.07. Dispositions 74 7.08. Restricted Payments 74 7.09. Lines of Business. 75 7.10. Transactions with Affiliates 75 7.11. Burdensome Agreements 75 7.12. Use of Proceeds 75
Additional Subsidiaries; Additional Security. Within thirty (30) days (or with respect to any Subsidiary organized outside the United States, seventy-five (75) days) after the acquisition or formation of any Subsidiary or any Subsidiary ceases to be a Non-Guarantor Restricted Subsidiary or Excluded Subsidiary, or in each case such later date as reasonably agreed by the Required Lenders, (i) cause such Person (other than any Non-Guarantor Restricted Subsidiary or Excluded Subsidiary) to become a Guarantor by executing and delivering to the Administrative Agent a supplement and joinder to the Guaranty and Collateral Agreement (as set forth therein) and (ii) deliver or cause such Person to deliver to the Administrative Agent documents of the types referred to in Sections 4.01(d) and (g), and if reasonably requested by the Required Lenders, favorable opinions of counsel to such Subsidiary.
Additional Subsidiaries; Additional Security. Within thirty (30) days after the acquisition or formation of any Subsidiary (i) cause such Person (other than any Non-Guarantor Restricted Subsidiary or Excluded Subsidiary) to become a Guarantor by executing and delivering to the Administrative Agent a supplement and joinder to the Guaranty and Collateral Agreement (as set forth therein) and (ii) deliver or cause such Person to deliver to the Administrative Agent documents of the types referred to in Sections 4.01(d) and (g), and if reasonably requested by the Required Lenders, favorable opinions of counsel to such Subsidiary.
Additional Subsidiaries; Additional Security. Within thirty (30) days (or with respect to any Subsidiary organized outside the United States, seventy-five (75) days) after the acquisition or formation of any Subsidiary or any Subsidiary ceases to be a Non-Guarantor Restricted Subsidiary or Excluded Subsidiary, or in each case such later date as reasonably agreed by the Required Lenders, (i) cause such Person (other than any Non-Guarantor Restricted Subsidiary or Excluded Subsidiary) to become a Guarantor by executing and delivering to the Administrative Agent a supplement and joinder to the Guaranty and Collateral Agreement (as set forth therein) and (ii) deliver or cause such Person to deliver to the Administrative Agent documents of the types referred to in Sections 4162-5889-97814159-1327-7006
Additional Subsidiaries; Additional Security. Within (x) thirty (30) days (or with respect to any Subsidiary organized outside the United States, seventy-five (75) days) after the acquisition or formation of any Subsidiary or any Subsidiary ceases to be a Non-Guarantor Restricted Subsidiary or Excluded Subsidiary or (y) or with respect to the Residual Financing Facility Obligor, ninety (90) days after the Closing Date, or in each case such later date as reasonably agreed by the Required Lenders, (i) cause such Person (other than any Non-Guarantor Restricted Subsidiary or Excluded Subsidiary) to become a Guarantor by executing and delivering to the Administrative Agent a supplement and joinder to the Guaranty and Collateral Agreement (as set forth therein) and (ii) deliver or cause such Person to deliver to the Administrative Agent documents of the types referred to in Sections 4.02(c) and (e), and if reasonably requested by the Required Lenders, favorable opinions of counsel to such Subsidiary. 4159-7696-0850