Additional Subsidiary Guarantees. If, after the Issue Date, the Company or any of its Restricted Subsidiaries acquires or creates another Domestic Subsidiary (other than an Excluded Subsidiary), then that newly acquired or created Domestic Subsidiary will become a Guarantor and, within 20 Business Days of the date on which it was acquired or created, the Company shall cause such Restricted Subsidiary to: (1) execute and deliver to the Trustee (a) a supplemental indenture substantially in the form attached as Exhibit F hereto pursuant to which such Restricted Subsidiary shall unconditionally Guarantee all of it the Company’s obligations under the Notes and this Indenture and (b) a notation of Guarantee in respect of its Subsidiary Guarantee; and (2) deliver to the Trustee one or more Opinions of Counsel (subject to customary assumptions and exceptions) that such supplemental indenture (a) has been duly authorized, executed and delivered by such Restricted Subsidiary and (b) constitutes a valid and legally binding obligation of such Restricted Subsidiary in accordance with its terms.
Appears in 8 contracts
Samples: Indenture (Post Holdings, Inc.), Indenture (Post Holdings, Inc.), Indenture (Post Holdings, Inc.)
Additional Subsidiary Guarantees. If, after the Issue Date, the Company or any of its Restricted Subsidiaries acquires or creates another Domestic Subsidiary (other than an Excluded Subsidiary), then that newly acquired or created Domestic Subsidiary will become a Guarantor and, within 20 Business Days of the date on which it was acquired or created, the Company shall cause such Restricted Subsidiary to:
(1) execute and deliver to the Trustee (a) a supplemental indenture substantially in the form attached as Exhibit F hereto pursuant to which such Restricted Subsidiary shall unconditionally Guarantee all of it the Company’s obligations under the Notes and this Indenture and (b) a notation of Guarantee in respect of its Subsidiary Guarantee; and
(2) deliver to the Trustee one or more Opinions of Counsel (subject to customary assumptions and exceptions) that such supplemental indenture (a) has been duly authorized, executed and delivered by such Restricted Subsidiary and (b) constitutes a valid and legally binding obligation of such Restricted Subsidiary in accordance with its terms.
Appears in 3 contracts
Samples: Indenture (Post Holdings, Inc.), Indenture (Post Holdings, Inc.), Indenture (Post Holdings, Inc.)
Additional Subsidiary Guarantees. If, after In the Issue Date, event that any Domestic Subsidiary (i) guarantees or becomes a borrower under the Credit Agreement or (ii) guarantees any other Indebtedness of the Company or any of its Restricted Subsidiaries acquires or creates another Domestic Subsidiary (other than an Excluded Subsidiary), then that newly acquired or created Domestic Subsidiary will become with a Guarantor and, within 20 Business Days principal amount in excess of the date on which it was acquired or created$20.0 million, the Company shall cause such Restricted Domestic Subsidiary to simultaneously become a Guarantor of the Notes and to:
(1i) execute and deliver to the Trustee (a) a supplemental indenture substantially in form and substance satisfactory to the form attached as Exhibit F hereto Trustee pursuant to which such Restricted Subsidiary shall unconditionally Guarantee all of it the Company’s obligations under the Notes and this Indenture and (b) a notation of Subsidiary Guarantee in respect of its Subsidiary GuaranteeGuarantee substantially in the form of Exhibit B; and
(2ii) deliver to the Trustee one or more Opinions of Counsel (subject to customary assumptions and exceptions) that such supplemental indenture and Subsidiary Guarantee (a) has been duly authorized, executed and delivered by such Restricted Subsidiary and (b) constitutes a constitute valid and legally binding obligation obligations of such Restricted Subsidiary in accordance with its their terms.
Appears in 1 contract
Samples: Fourth Supplemental Indenture (TreeHouse Foods, Inc.)
Additional Subsidiary Guarantees. If, after the Issue Date, If the Company or any of its Restricted Subsidiaries acquires shall acquire or creates create another Domestic domestic Subsidiary (other than an Excluded Subsidiary)after the date of this Indenture, then that such newly acquired or created Domestic Subsidiary will become a Guarantor and, within 20 Business Days of the date on which it was acquired or created, the Company shall cause such Restricted Subsidiary to:
(1A) execute and deliver to the Trustee (a) a Guarantee of the Notes in the form of Exhibit D hereto and a supplemental indenture substantially in the form attached as of Exhibit F E hereto pursuant to which such Restricted Subsidiary shall unconditionally Guarantee guarantee all of it the Company’s obligations under the Notes and this Notes, the Indenture and the Security Documents on the terms set forth in such supplemental indenture and (b) a notation of Guarantee in respect of its Subsidiary Guarantee; and
(2B) deliver to the Trustee one or more Opinions an Opinion of Counsel (subject to customary assumptions and exceptions) that such supplemental indenture (a) has been duly authorizedCounsel, executed and delivered by such Restricted Subsidiary and (b) constitutes a valid and legally binding obligation of such Restricted Subsidiary in accordance with its termsthe terms of Section 13.04 or 13.05 of this Indenture; provided that the foregoing provision shall not apply to any Subsidiary to the extent that (i) in the opinion of counsel to the Company, such Subsidiary is unable to execute a Guarantee by reason of any legal or regulatory prohibition or restriction and (ii) such Subsidiary is not, directly or indirectly, an obligor under the Replacement Credit Facility or any other bank facility.
Appears in 1 contract
Additional Subsidiary Guarantees. If, after the Issue Datedate of this Indenture, the Company or any of its Restricted Subsidiaries acquires or creates another Domestic Subsidiary (other than an Excluded Subsidiary), then that newly acquired or created Domestic Subsidiary will become a Guarantor and, within 20 Business Days of the date on which it was acquired or created, the Company shall cause such Restricted Subsidiary to:
(1) execute and deliver to the Trustee (a) a supplemental indenture substantially in the form attached as Exhibit F hereto pursuant to which such Restricted Subsidiary shall unconditionally Guarantee all of it the Company’s obligations under the Notes and this Indenture and Indenture, (b) a notation of Guarantee in respect of its Subsidiary GuaranteeGuarantee and (c) a joinder to the Registration Rights Agreement, if applicable; and
(2) deliver to the Trustee one or more Opinions of Counsel (subject to customary assumptions and exceptions) that such supplemental indenture (a) has been duly authorized, executed and delivered by such Restricted Subsidiary and (b) constitutes a valid and legally binding obligation of such Restricted Subsidiary in accordance with its terms.
Appears in 1 contract
Samples: Indenture (Post Holdings, Inc.)