Common use of Additional Subsidiary Guarantors Clause in Contracts

Additional Subsidiary Guarantors. Pursuant to Section 6.11 of the Credit Agreement (and the requirement thereunder that all actions be taken in order to cause the Collateral and Guarantee Requirement to be satisfied at all times), certain Subsidiaries are required to enter into this Agreement as a Subsidiary Guarantor upon the occurrence of certain events. Upon execution and delivery, after the date hereof, by the Collateral Agent and such Subsidiary of an instrument in the form of Annex I, such Subsidiary shall become a Subsidiary Guarantor hereunder with the same force and effect as if originally named as a Subsidiary Guarantor hereunder. The execution and delivery of any such instrument shall not require the consent of any Subsidiary Guarantor hereunder. The rights and obligations of each Subsidiary Guarantor hereunder shall remain in full force and effect notwithstanding the addition of any new Subsidiary Guarantor as a party to this Agreement.

Appears in 3 contracts

Samples: Indemnification & Liability, Indemnification & Liability (GrafTech Holdings Inc.), Indemnification & Liability (Graftech International LTD)

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Additional Subsidiary Guarantors. Pursuant Subject to the provisions of Section 6.11 5.11(b) of the Credit Agreement, each Domestic Subsidiary that was not in existence on the date of the Credit Agreement (and the requirement thereunder that all actions be taken in order to cause the Collateral and Guarantee Requirement to be satisfied at all times), certain Subsidiaries are is required to enter into this Agreement as a Subsidiary Guarantor upon the occurrence of certain eventsbecoming such a Subsidiary. Upon execution and delivery, after the date hereof, by the Collateral Agent and such a Subsidiary of an instrument in the form of Annex I1 hereto, such Subsidiary shall become a Subsidiary Guarantor hereunder with the same force and effect as if originally named as a Subsidiary Guarantor hereunder. The execution and delivery of any such instrument adding an additional Subsidiary Guarantor as a party to this Agreement shall not require the consent of any Subsidiary Guarantor hereunder. The rights and obligations of each Subsidiary Guarantor hereunder shall remain in full force and effect notwithstanding the addition of any new Subsidiary Guarantor as a party to this Agreement.

Appears in 2 contracts

Samples: Indemnification & Liability (Applied Power Inc), Indemnity, Subrogation and Contribution Agreement (Actuant Corp)

Additional Subsidiary Guarantors. Pursuant to Section 6.11 5.12 of the Credit Agreement, certain Subsidiary Loan Parties that were not in existence or not Subsidiary Loan Parties on the date of the Credit Agreement (and the requirement thereunder that all actions be taken in order to cause the Collateral and Guarantee Requirement to be satisfied at all times), certain Subsidiaries are required to enter into this Agreement as a Subsidiary Guarantor upon the occurrence of certain eventsbecoming a Subsidiary Loan Party. Upon execution and delivery, delivery after the date hereof, hereof by the Collateral Agent and such a Subsidiary of an instrument in the form of Annex I1, such Subsidiary Loan Party shall become a Subsidiary Guarantor hereunder with the same force and effect as if originally named as a Subsidiary Guarantor hereunderherein. The execution and delivery of any such instrument adding an additional Subsidiary Guarantor as a party to this Agreement shall not require the consent of any Subsidiary other Guarantor hereunder. The rights and obligations of each Subsidiary Guarantor hereunder shall remain in full force and effect notwithstanding the addition of any new Subsidiary Guarantor as a party to this Agreement.

Appears in 2 contracts

Samples: Credit Agreement (Alamosa Holdings Inc), Credit Agreement (Alamosa Properties Lp)

Additional Subsidiary Guarantors. Pursuant to Section 6.11 5.09 of the Five Year Credit Agreement, each applicable Subsidiary of the Company that was not in existence or not such a Subsidiary on the date of the Five Year Credit Agreement (and the requirement thereunder that all actions be taken in order to cause the Collateral and Guarantee Requirement to be satisfied at all times), certain Subsidiaries are is required to enter into this Agreement as a Subsidiary Guarantor upon the occurrence of certain eventsbecoming such a Subsidiary. Upon execution and delivery, after the date hereof, by the Collateral Administrative Agent and such a Subsidiary of an instrument in the form of Annex I1 hereto, such Subsidiary shall become a Subsidiary Guarantor hereunder with the same force and effect as if originally named as a Subsidiary Guarantor hereunder. The execution and delivery of any such instrument adding an additional Subsidiary Guarantor as a party to this Agreement shall not require the consent of any Subsidiary Guarantor hereunder. The rights and obligations of each Subsidiary Guarantor hereunder shall remain in full force and effect notwithstanding the addition of any new Subsidiary Guarantor as a party to this Agreement.

Appears in 2 contracts

Samples: Credit Agreement (Edwards Lifesciences Corp), Five Year Credit Agreement (Edwards Lifesciences Corp)

Additional Subsidiary Guarantors. Pursuant to Section 6.11 5.12 of --------------------------------- the Credit Agreement, each Subsidiary of Holdings which is also a Subsidiary Loan Party that was not in existence or not a Subsidiary on the date of the Credit Agreement (and the requirement thereunder that all actions be taken in order to cause the Collateral and Guarantee Requirement to be satisfied at all times), certain Subsidiaries are is required to enter into this Agreement as a Subsidiary Guarantor upon the occurrence of certain eventsbecoming a Subsidiary. Upon execution and delivery, delivery after the date hereof, hereof by the Collateral Agent and such a Subsidiary of an instrument in the form of Annex I1, such Subsidiary shall become a Subsidiary Guarantor hereunder with the same force and effect as if originally named as a Subsidiary Guarantor hereunderherein. The execution and delivery of any such instrument adding an additional Subsidiary Guarantor as a party to this Agreement shall not require the consent of any Subsidiary other Guarantor hereunder. The rights and obligations of each Subsidiary Guarantor hereunder shall remain in full force and effect notwithstanding the addition of any new Subsidiary Guarantor as a party to this Agreement.

Appears in 2 contracts

Samples: Guarantee Agreement (Advance Stores Co Inc), Guarantee Agreement (Laralev Inc)

Additional Subsidiary Guarantors. Pursuant to Section 6.11 5.12 of the Credit Agreement, each Subsidiary that was not in existence on the date of the Credit Agreement (and the requirement thereunder that all actions be taken in order to cause the Collateral and Guarantee Requirement to be satisfied at all times), certain Subsidiaries are is required to enter into this Agreement as a Subsidiary Guarantor upon the occurrence of certain eventsbecoming a Subsidiary. Upon execution and delivery, delivery after the date hereof, hereof by the Collateral Agent and such a Subsidiary of an instrument in the form of Annex I1, such Subsidiary shall become a Subsidiary Guarantor hereunder with the same force and effect as if originally named as a Subsidiary Guarantor hereunderherein. The execution and delivery of any such instrument adding an additional Subsidiary Guarantor as a party to this Agreement shall not require the consent of any other Subsidiary Guarantor hereunder. The rights and obligations of each Subsidiary Guarantor hereunder shall remain in full force and effect notwithstanding the addition of any new Subsidiary Guarantor as a party to this Agreement.

Appears in 2 contracts

Samples: Credit Agreement (Hechinger Co), Credit Agreement (Hechinger Co)

Additional Subsidiary Guarantors. Pursuant to Section 6.11 5.11 of the Credit Agreement, each Domestic Subsidiary that was not in existence on the date of the Credit Agreement (and the requirement thereunder that all actions be taken in order to cause the Collateral and Guarantee Requirement to be satisfied at all times), certain Subsidiaries are is required to enter into this Agreement as a Subsidiary Guarantor upon the occurrence of certain eventsbecoming a Domestic Subsidiary. Upon execution and delivery, delivery after the date hereof, hereof by the Collateral Agent and such a Subsidiary of an instrument a Supplement in the form of Annex I1, such Subsidiary shall become a Subsidiary Guarantor hereunder with the same force and effect as if originally named as a Subsidiary Guarantor hereunderherein. The execution and delivery of any such instrument Supplement adding an additional Subsidiary Guarantor as a party to this Agreement shall not require the consent of any other Subsidiary Guarantor hereunder. The rights and obligations of each Subsidiary Guarantor hereunder shall remain in full force and effect notwithstanding the addition of any new Subsidiary Guarantor as a party to this Agreement.

Appears in 2 contracts

Samples: Subsidiary Guarantee Agreement (Actuant Corp), Subsidiary Guarantee Agreement (Applied Power Inc)

Additional Subsidiary Guarantors. Pursuant to Section 6.11 5.14 of the Credit Agreement Agreement, each Subsidiary (and an "ADDITIONAL SUBSIDIARY") that was not in existence or not a subsidiary on the requirement thereunder that all actions be taken in order to cause the Collateral and Guarantee Requirement to be satisfied at all times), certain Subsidiaries are date thereof is required to enter into this Agreement as a Subsidiary Guarantor upon the occurrence of certain eventsbecoming a subsidiary. Upon execution and delivery, after the date hereof, by the Collateral Agent and such an Additional Subsidiary of an instrument in the form of Annex I1, such Additional Subsidiary shall become a Subsidiary Guarantor hereunder with the same force and effect as if originally named as a Subsidiary Guarantor hereunder. The execution and delivery of any such instrument shall not require the consent of any Subsidiary Guarantor hereunder. The rights and obligations of each Subsidiary Guarantor hereunder shall remain in full force and effect notwithstanding the addition of any new Additional Subsidiary Guarantor as a party to this Agreement.

Appears in 2 contracts

Samples: Credit Agreement (Jato Communications Corp), Credit Agreement (Jato Communications Corp)

Additional Subsidiary Guarantors. Pursuant to Section 6.11 5.12 of -------------------------------- the Credit Agreement, each Subsidiary of Holdings which is also a Subsidiary Loan Party that was not in existence or not a Subsidiary on the date of the Credit Agreement (and the requirement thereunder that all actions be taken in order to cause the Collateral and Guarantee Requirement to be satisfied at all times), certain Subsidiaries are is required to enter into this Agreement as a Subsidiary Guarantor upon the occurrence of certain eventsbecoming a Subsidiary. Upon execution and delivery, delivery after the date hereof, hereof by the Collateral Agent and such a Subsidiary of an instrument in the form of Annex I1, such Subsidiary shall become a Subsidiary Guarantor hereunder with the same force and effect as if originally named as a Subsidiary Guarantor hereunderherein. The execution and delivery of any such instrument adding an additional Subsidiary Guarantor as a party to this Agreement shall not require the consent of any Subsidiary other Guarantor hereunder. The rights and obligations of each Subsidiary Guarantor hereunder shall remain in full force and effect notwithstanding the addition of any new Subsidiary Guarantor as a party to this Agreement.

Appears in 2 contracts

Samples: Credit Agreement (Western Auto Supply Co/), Guarantee Agreement (Western Auto Supply Co/)

Additional Subsidiary Guarantors. Pursuant to Section 6.11 5.12 of the Credit Agreement, each Subsidiary Loan Party that was not in existence on the date of the Credit Agreement (and the requirement thereunder that all actions be taken in order to cause the Collateral and Guarantee Requirement to be satisfied at all times), certain Subsidiaries are is required to enter into this Agreement as a Subsidiary Guarantor upon the occurrence of certain eventsbecoming a Subsidiary Loan party. Upon execution and delivery, delivery after the date hereof, hereof by the Collateral Administrative Agent and such a Subsidiary of an instrument in the form of Annex I1, such Subsidiary shall become a Subsidiary Guarantor hereunder with the same force and effect as if originally named as a Subsidiary Guarantor hereunderherein. The execution and delivery of any such instrument adding an additional Subsidiary Guarantor as a party to this Agreement shall not require the consent of any other Subsidiary Guarantor hereunder. The rights and obligations of each Subsidiary Guarantor hereunder shall remain in full force and effect notwithstanding the addition of any new Subsidiary Guarantor as a party to this Agreement.

Appears in 1 contract

Samples: Guarantee Agreement (Huntsman Packaging Corp)

Additional Subsidiary Guarantors. Pursuant to Section 6.11 the Second Priority Debt Documents, each Domestic Subsidiary of the Credit Agreement (and Borrower that was not in existence on the requirement thereunder that all actions be taken in order to cause the Collateral and Guarantee Requirement to be satisfied at all times), certain Subsidiaries are date hereof is required to enter into this Agreement as a Subsidiary Guarantor upon the occurrence of certain eventsbecoming a Subsidiary. Upon execution and delivery, delivery after the date hereof, hereof by the Second Priority Collateral Agent Trustee and such a Subsidiary of an instrument in the form of Annex I1, such Subsidiary shall become a Subsidiary Guarantor hereunder with the same force and effect as if originally named as a Subsidiary Guarantor hereunderherein. The execution and delivery of any such instrument adding an additional Subsidiary Guarantor as a party to this Agreement shall not require the consent of any other Subsidiary Guarantor hereunder. The rights and obligations of each Subsidiary Guarantor hereunder shall remain in full force and effect notwithstanding the addition of any new Subsidiary Guarantor as a party to this Agreement.

Appears in 1 contract

Samples: Second Priority Subsidiary Guarantee Agreement (Rite Aid Corp)

Additional Subsidiary Guarantors. Pursuant to Section 6.11 5.12 of the Credit Agreement, the Borrower is required to cause each Subsidiary that was not in existence or not a Subsidiary on the date of the Credit Agreement (and the requirement thereunder that all actions be taken in order to cause the Collateral and Guarantee Requirement to be satisfied at all times), certain Subsidiaries are required to enter into this Agreement as a Subsidiary Guarantor upon the occurrence of certain eventsbecoming a Subsidiary that is a Subsidiary Loan Party. Upon execution and delivery, delivery after the date hereof, hereof by the Collateral Agent 9 9 and such a Subsidiary of an instrument in the form of Annex I1, such Subsidiary shall become a Subsidiary Guarantor hereunder with the same force and effect as if originally named as a Subsidiary Guarantor hereunderherein. The execution and delivery of any such instrument adding an additional Subsidiary Guarantor as a party to this Agreement shall not require the consent of any other Subsidiary Guarantor hereunder. The rights and obligations of each Subsidiary Guarantor hereunder shall remain in full force and effect notwithstanding the addition of any new Subsidiary Guarantor as a party to this Agreement.

Appears in 1 contract

Samples: Subsidiary Guarantee Agreement (Donjoy LLC)

Additional Subsidiary Guarantors. Pursuant to Section 6.11 the Second Priority Debt Documents, certain Domestic Subsidiaries of the Credit Agreement (and Borrower that were not in existence on the requirement thereunder that all actions be taken in order to cause the Collateral and Guarantee Requirement to be satisfied at all times), certain Subsidiaries Restatement Effective Date are required to enter into this Agreement as a Subsidiary Guarantor upon the occurrence of certain eventsbecoming a wholly owned Domestic Subsidiary. Upon execution and delivery, delivery after the date hereof, Restatement Effective Date by the Second Priority Collateral Agent Trustee and such a Subsidiary of an instrument in the form of Annex I1, such Subsidiary shall become a Subsidiary Guarantor hereunder with the same force and effect as if originally named as a Subsidiary Guarantor hereunderherein. The execution and delivery of any such instrument adding an additional Subsidiary Guarantor as a party to this Agreement shall not require the consent of any other Subsidiary Guarantor hereunder. The rights and obligations of each Subsidiary Guarantor hereunder shall remain in full force and effect notwithstanding the addition of any new Subsidiary Guarantor as a party to this Agreement.

Appears in 1 contract

Samples: Second Priority Subsidiary Guarantee Agreement (Rite Aid Corp)

Additional Subsidiary Guarantors. Pursuant to Section 6.11 5.10 of the Credit Agreement (and Agreement, each Domestic Subsidiary that was not in existence on the requirement thereunder that all actions be taken in order to cause the Collateral and Guarantee Requirement to be satisfied at all times), certain Subsidiaries are Second Restatement Closing Date is required to enter into this Agreement as a Subsidiary Guarantor upon the occurrence of certain eventsbecoming such a Subsidiary. Upon execution and delivery, after the date hereof, by the Collateral Agent and such a Subsidiary of an instrument in the form of Annex I1 hereto, such Subsidiary shall become a Subsidiary Guarantor hereunder with the same force and effect as if originally named as a Subsidiary Guarantor hereunder. The execution and delivery of any such instrument adding an additional Subsidiary Guarantor as a party to this Agreement shall not require the consent of any Subsidiary Guarantor hereunder. The rights and obligations of each Subsidiary Guarantor hereunder shall remain in full force and effect notwithstanding the addition of any new Subsidiary Guarantor as a party to this Agreement.

Appears in 1 contract

Samples: Indemnification & Liability (Cross Country Inc)

Additional Subsidiary Guarantors. Pursuant to Section 6.11 5.11 of the Credit Agreement (and the requirement thereunder that all actions be taken in order to cause the Collateral and Guarantee Requirement to be satisfied at all times), certain Subsidiaries are required to enter into this Agreement as a Subsidiary Guarantor upon the occurrence of certain events. Upon execution and delivery, after the date hereof, by the Collateral Agent and such Subsidiary of an instrument in the form of Annex I, such Subsidiary shall become a Subsidiary Guarantor hereunder with the same force and effect as if originally named as a Subsidiary Guarantor hereunder. The execution and delivery of any such instrument shall not require the consent of any Subsidiary Guarantor hereunder. The rights and obligations of each Subsidiary Guarantor hereunder shall remain in full force and effect notwithstanding the addition of any new Subsidiary Guarantor as a party to this Agreement.

Appears in 1 contract

Samples: Indemnification & Liability (Graftech International LTD)

Additional Subsidiary Guarantors. Pursuant to Section 6.11 subsection 5.10 of Credit Agreement, Borrower is required to cause each Subsidiary that was not in existence or not such a Subsidiary on the date of the Credit Agreement (and the requirement thereunder that all actions be taken in order to cause the Collateral and Guarantee Requirement to be satisfied at all times), certain Subsidiaries are required to enter into this the Guarantee Agreement as a Subsidiary Guarantor upon the occurrence of certain eventsbecoming a Subsidiary that is a Subsidiary Loan Party. Upon execution and delivery, after the date hereof, by the Collateral Agent and such a Subsidiary of an instrument in the form of Annex I1 hereto, such Subsidiary shall become a Subsidiary Guarantor hereunder with the same force and effect as if originally named as a Subsidiary Guarantor hereunder. The execution and delivery of any such instrument adding an additional Subsidiary Guarantor as a party to this Agreement shall not require the consent of any other Subsidiary Guarantor hereunder. The rights and obligations of each Subsidiary Guarantor hereunder shall remain in full force and effect notwithstanding the addition of any new Subsidiary Guarantor as a party to this Agreement.

Appears in 1 contract

Samples: Credit Agreement (Burlington Industries Inc /De/)

Additional Subsidiary Guarantors. Pursuant to Section 6.11 5.11 of the Credit Agreement, each Domestic Subsidiary of the Borrower that was not in existence on the date of the Credit Agreement (and the requirement thereunder that all actions be taken in order to cause the Collateral and Guarantee Requirement to be satisfied at all times), certain Subsidiaries are is required to enter into this Agreement as a Subsidiary Guarantor upon the occurrence of certain eventsbecoming a Subsidiary. Upon execution and delivery, delivery after the date hereof, hereof by the Collateral Agent and such a Subsidiary of an instrument in the form of Annex I1, such Subsidiary shall become a Subsidiary Guarantor hereunder with the same force and effect as if originally named as a Subsidiary Guarantor hereunderherein. The execution and delivery of any such instrument adding an additional Subsidiary Guarantor as a party to this Agreement shall not require the consent of any other Subsidiary Guarantor hereunder. The rights and obligations of each Subsidiary Guarantor hereunder shall remain in full force and effect notwithstanding the addition of any new Subsidiary Guarantor as a party to this Agreement.

Appears in 1 contract

Samples: Credit Agreement (Intersil Holding Co)

Additional Subsidiary Guarantors. Pursuant to Section 6.11 5.11 of the Credit Agreement, each Domestic Subsidiary of the Borrower that was not in existence or not such a Subsidiary on the date of the Credit Agreement (and the requirement thereunder that all actions be taken in order to cause the Collateral and Guarantee Requirement to be satisfied at all times), certain Subsidiaries are is required to enter into this the Subsidiary Guarantee Agreement as a Subsidiary Guarantor upon the occurrence of certain eventsbecoming such a Subsidiary. Upon execution and delivery, after the date hereof, by the Collateral Agent and such a Subsidiary of an instrument in the form of Annex I1 hereto, such Subsidiary shall become a Subsidiary Guarantor hereunder with the same force and effect as if originally named as a Subsidiary Guarantor hereunder. The execution and delivery of any such instrument adding an additional Subsidiary Guarantor as a party to this Agreement shall not require the consent of any Subsidiary Guarantor hereunder. The rights and obligations of each Subsidiary Guarantor hereunder shall remain in full force and effect notwithstanding the addition of any new Subsidiary Guarantor as a party to this Agreement.

Appears in 1 contract

Samples: Indemnification & Liability (Century Maintenance Supply Inc)

Additional Subsidiary Guarantors. Pursuant to Section 6.11 the Second Priority Debt Documents, certain Domestic Subsidiaries of the Credit Agreement (and Borrower that were not in existence on the requirement thereunder that all actions be taken in order to cause date of the Collateral and Guarantee Requirement to be satisfied at all times), certain Subsidiaries Second Priority Debt Documents are required to enter into this Agreement as a Subsidiary Guarantor upon the occurrence of certain eventsbecoming a Subsidiary. Upon execution and delivery, delivery after the date hereof, hereof by the Second Priority Collateral Agent Trustee and such a Subsidiary of an instrument in the form of Annex I1, such Subsidiary shall become a Subsidiary Guarantor hereunder with the same force and effect as if originally named as a Subsidiary Guarantor hereunderherein. The execution and delivery of any such instrument adding an additional Subsidiary Guarantor as a party to this Agreement shall not require the consent of any other Subsidiary Guarantor hereunder. The rights and obligations of each Subsidiary Guarantor hereunder shall remain in full force and effect notwithstanding the addition of any new Subsidiary Guarantor as a party to this Agreement.

Appears in 1 contract

Samples: Second Priority Subsidiary Guarantee (Rite Aid Corp)

Additional Subsidiary Guarantors. Pursuant to Section 6.11 of the Amended and Restated Credit Agreement (and Agreement, any additional Subsidiary Loan Party that is formed or acquired after the requirement thereunder that all actions be taken in order to cause the Collateral and Guarantee Requirement to be satisfied at all times), certain Subsidiaries are date hereof is required to enter into this Agreement as a Subsidiary Guarantor and Pledgor upon the occurrence of certain eventsbecoming a Subsidiary Loan Party. Upon execution and delivery, delivery after the date hereof, hereof by the Collateral Administrative Agent and such a Subsidiary Loan Party of an instrument in the form of Annex I1, such Subsidiary Loan Party shall become a Subsidiary Guarantor and Pledgor hereunder with the same force and effect as if originally named as a Subsidiary Guarantor hereunderand Pledgor herein. The execution and delivery of any such instrument adding an additional Subsidiary Guarantor and Pledgor as a party to this Agreement shall not require the consent of any Subsidiary Guarantor other Pledgor hereunder. The rights and obligations of each Subsidiary Guarantor Pledgor hereunder shall remain in full force and effect notwithstanding the addition of any new Subsidiary Guarantor and Pledgor as a party to this Agreement.

Appears in 1 contract

Samples: Effectiveness Agreement (Alliant Techsystems Inc)

Additional Subsidiary Guarantors. Pursuant to Section 6.11 5.11 of the Credit Agreement, each Domestic Subsidiary that was not in existence or was not a Domestic Subsidiary on the date of the Credit Agreement (and the requirement thereunder that all actions be taken in order to cause the Collateral and Guarantee Requirement to be satisfied at all times), certain Subsidiaries are is required to enter into this Agreement as a Subsidiary Guarantor upon the occurrence of certain eventsbecoming a Domestic Subsidiary. Upon execution and delivery, delivery after the date hereof, hereof by the Collateral Agent and such a Subsidiary of an instrument in the form of Annex I1, such Subsidiary shall become a Subsidiary Guarantor hereunder with the same force and effect as if originally named as a Subsidiary Guarantor hereunderherein. The execution and delivery of any such instrument adding an additional Subsidiary Guarantor as a party to this Agreement shall not require the consent of any other Subsidiary Guarantor hereunder. The rights and obligations of each Subsidiary Guarantor hereunder shall remain in full force and effect notwithstanding the addition of any new Subsidiary Guarantor as a party to this Agreement.

Appears in 1 contract

Samples: Guarantee Agreement (Terex Corp)

Additional Subsidiary Guarantors. Pursuant to Section 6.11 --------------------------------- 5.10 of the Credit Agreement, each U.S. Material Subsidiary of the Company that was not in existence on the date of the Credit Agreement (and the requirement thereunder that all actions be taken in order to cause the Collateral and Guarantee Requirement to be satisfied at all times), certain Subsidiaries are is required to enter into this Agreement as a Subsidiary Guarantor upon the occurrence of certain eventsbecoming a Material Subsidiary. Upon execution and delivery, delivery after the date hereof, hereof by the Collateral Administrative Agent and such a Material Subsidiary of an instrument in the form of Annex I1, such Material Subsidiary shall become a Subsidiary Guarantor hereunder with the same force and effect as if originally named as a Subsidiary Guarantor hereunderherein. The execution and delivery of any such instrument adding an additional Subsidiary Guarantor as a party to this Agreement shall not require the consent of any other Subsidiary Guarantor hereunder. The rights and obligations of each Subsidiary Guarantor hereunder shall remain in full force and effect notwithstanding the addition of any new Subsidiary Guarantor as a party to this Agreement.

Appears in 1 contract

Samples: Credit Agreement (Unisource Worldwide Inc)

Additional Subsidiary Guarantors. Pursuant to Section 6.11 5.12 of the Credit Agreement, each Subsidiary Loan Party that was not in existence on the date of the Credit Agreement (and the requirement thereunder that all actions be taken in order to cause the Collateral and Guarantee Requirement to be satisfied at all times), certain Subsidiaries are is required to enter into this Agreement as a Subsidiary Guarantor upon the occurrence of certain eventsbecoming a Subsidiary Loan Party. Upon execution and delivery, delivery after the date hereof, hereof by the Collateral Administrative Agent and such a Subsidiary of an instrument in the form of Annex I1, such Subsidiary shall become a Subsidiary Guarantor hereunder with the same force and effect as if originally named as a Subsidiary Guarantor hereunderherein. The execution and delivery of any such instrument adding an additional Subsidiary Guarantor as a party to this Agreement shall not require the consent of any other Subsidiary Guarantor hereunder. The rights and obligations of each Subsidiary Guarantor hereunder shall remain in full force and effect notwithstanding the addition of any new Subsidiary Guarantor as a party to this Agreement.

Appears in 1 contract

Samples: Guarantee Agreement (Huntsman Packaging of Canada LLC)

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Additional Subsidiary Guarantors. Pursuant to Section 6.11 5.12 of the Credit Agreement, each Subsidiary that was not in existence or not a Subsidiary on the date of the Credit Agreement (and the requirement thereunder that all actions be taken in order to cause the Collateral and Guarantee Requirement to be satisfied at all times), certain Subsidiaries are is required to enter into this Agreement as a Subsidiary Guarantor upon the occurrence of certain eventsbecoming a Subsidiary that is a Subsidiary Loan Party. Upon execution and delivery, delivery after the date hereof, hereof by the Collateral Agent and such a Subsidiary of an instrument in the form of Annex I1, such Subsidiary shall become a Subsidiary Guarantor hereunder with the same force and effect as if originally named as a Subsidiary Guarantor hereunderherein. The execution and delivery of any such instrument adding an additional Subsidiary Guarantor as a party to this Agreement shall not require the consent of any other Subsidiary Guarantor hereunder. The rights and obligations of each Subsidiary Guarantor hereunder shall remain in full force and effect notwithstanding the addition of any new Subsidiary Guarantor as a party to this Agreement.

Appears in 1 contract

Samples: Subsidiary Guarantee Agreement (Lpa Services Inc)

Additional Subsidiary Guarantors. Pursuant to Section 6.11 of the Amended and Restated Credit Agreement (and Agreement, any additional Subsidiary Loan Party that is formed or acquired after the requirement thereunder that all actions be taken in order to cause the Collateral and Guarantee Requirement to be satisfied at all times), certain Subsidiaries are date hereof is required to enter into this Agreement as a Subsidiary Guarantor and Grantor upon the occurrence of certain eventsbecoming a Subsidiary Loan Party. Upon execution and delivery, delivery after the date hereof, hereof by the Collateral Administrative Agent and such a Subsidiary Loan Party of an instrument in the form of Annex I1, such Subsidiary Loan Party shall become a Subsidiary Guarantor and Grantor hereunder with the same force and effect as if originally named as a Subsidiary Guarantor hereunderand Grantor herein. The execution and delivery of any such instrument adding an additional Subsidiary Guarantor and Grantor as a party to this Agreement shall not require the consent of any Subsidiary Guarantor other Grantor hereunder. The rights and obligations of each Subsidiary Guarantor Grantor hereunder shall remain in full force and effect notwithstanding the addition of any new Subsidiary Guarantor and Grantor as a party to this Agreement.

Appears in 1 contract

Samples: Effectiveness Agreement (Alliant Techsystems Inc)

Additional Subsidiary Guarantors. Pursuant to Section 6.11 5.08 of the Senior Credit Agreement (and Facility, each Domestic Subsidiary of the requirement thereunder Borrower that all actions be taken was not in order to cause existence on the Collateral and Guarantee Requirement to be satisfied at all times), certain Subsidiaries are date of the Senior Credit Facility is required to enter into this the Senior Subsidiary Guarantee Agreement as a Subsidiary Guarantor upon the occurrence of certain eventsbecoming a Domestic Subsidiary. Upon execution and delivery, after the date hereof, by the Senior Collateral Agent and such a Subsidiary of an instrument in the form of Annex I1 hereto, such Subsidiary shall become a Subsidiary Guarantor hereunder with the same force and effect as if originally named as a Subsidiary Guarantor hereunder. The execution and delivery of any such instrument adding an additional Subsidiary Guarantor as a party to this Agreement shall not require the consent of any Subsidiary Guarantor hereunder. The rights and obligations of each Subsidiary Guarantor hereunder shall remain in full force and effect notwithstanding the addition of any new Subsidiary Guarantor as a party to this Agreement.

Appears in 1 contract

Samples: Senior Indemnity, Subrogation and Contribution Agreement (Rite Aid Corp)

Additional Subsidiary Guarantors. Pursuant to Section 6.11 5.09 of the Credit Agreement, each Restricted Subsidiary (other than any Foreign Subsidiary) that was not in existence on the date of the Credit Agreement (and the requirement thereunder that all actions be taken in order to cause the Collateral and Guarantee Requirement to be satisfied at all times), certain Subsidiaries are is required to enter into this Agreement as a Subsidiary Guarantor upon the occurrence of certain eventsbecoming a Subsidiary. Upon execution and delivery, delivery after the date hereof, hereof by the Collateral Agent and such a Subsidiary of an instrument a Supplement in the form of Annex I1, such Subsidiary shall become a Subsidiary Guarantor hereunder with the same force and effect as if originally named as a Subsidiary Guarantor hereunderherein. The execution and delivery of any such instrument Supplement adding an additional Subsidiary Guarantor as a party to this Agreement shall not require the consent of any other Subsidiary Guarantor hereunder. The rights and obligations of each Subsidiary Guarantor hereunder shall remain in full force and effect notwithstanding the addition of any new Subsidiary Guarantor as a party to this Agreement.

Appears in 1 contract

Samples: Subsidiary Guarantee Agreement (Playboy Enterprises Inc)

Additional Subsidiary Guarantors. Pursuant to Section 6.11 of the Amended and Restated Credit Agreement (and Agreement, any additional Subsidiary Loan Party that is formed or acquired after the requirement thereunder that all actions be taken in order to cause the Collateral and Guarantee Requirement to be satisfied at all times), certain Subsidiaries are date hereof is required to enter into this Agreement as a Subsidiary Guarantor upon the occurrence of certain eventsbecoming a Subsidiary Loan Party. Upon execution and delivery, delivery after the date hereof, hereof by the Collateral Administrative Agent and such a Subsidiary Loan Party of an instrument in the form of Annex I1, such Subsidiary Loan Party shall become a Subsidiary Guarantor hereunder with the same force and effect as if originally named as a Subsidiary Guarantor hereunderherein. The execution and delivery of any such instrument adding an additional Subsidiary Guarantor as a party to this Agreement shall not require the consent of any other Subsidiary Guarantor hereunder. The rights and obligations of each Subsidiary Guarantor hereunder shall remain in full force and effect notwithstanding the addition of any new Subsidiary Guarantor as a party to this Agreement.

Appears in 1 contract

Samples: Effectiveness Agreement (Alliant Techsystems Inc)

Additional Subsidiary Guarantors. Pursuant to Section 6.11 5.08 of the Senior Credit Agreement (and Facility, each Subsidiary of the requirement thereunder Borrower that all actions be taken was not in order to cause existence on the Collateral and Guarantee Requirement to be satisfied at all times), certain Subsidiaries are date of the Senior Credit Facility is required to enter into this Agreement as a Subsidiary Guarantor upon the occurrence of certain eventsbecoming a Subsidiary. Upon execution and delivery, delivery after the date hereof, hereof by the Senior Collateral Agent and such a Subsidiary of an instrument in the form of Annex I1, such Subsidiary shall become a Subsidiary Guarantor hereunder with the same force and effect as if originally named as a Subsidiary Guarantor hereunderherein. The execution and delivery of any such instrument adding an additional Subsidiary Guarantor as a party to this Agreement shall not require the consent of any other Subsidiary Guarantor hereunder. The rights and obligations of each Subsidiary Guarantor hereunder shall remain in full force and effect notwithstanding the addition of any new Subsidiary Guarantor as a party to this Agreement.

Appears in 1 contract

Samples: Senior Subsidiary Guarantee Agreement (Rite Aid Corp)

Additional Subsidiary Guarantors. Pursuant to Section 6.11 5.08 of the Senior Credit Agreement (and the requirement thereunder that all actions be taken in order to cause the Collateral and Guarantee Requirement to be satisfied at all times)Facility, certain Domestic Subsidiaries of the Borrower that were not in existence on the date of the execution of Senior Credit Facility are required to enter into this Agreement as a Subsidiary Guarantor upon the occurrence of certain eventsbecoming a Subsidiary. Upon execution and delivery, delivery after the date hereof, hereof by the Senior Collateral Agent and such a Subsidiary of an instrument in the form of Annex I1, such Subsidiary shall become a Subsidiary Guarantor hereunder with the same force and effect as if originally named as a Subsidiary Guarantor hereunderherein. The execution and delivery of any such instrument adding an additional Subsidiary Guarantor as a party to this Agreement shall not require the consent of any other Subsidiary Guarantor hereunder. The rights and obligations of each Subsidiary Guarantor hereunder shall remain in full force and effect notwithstanding the addition of any new Subsidiary Guarantor as a party to this Agreement.

Appears in 1 contract

Samples: Senior Subsidiary Guarantee Agreement (Rite Aid Corp)

Additional Subsidiary Guarantors. Pursuant to Section 6.11 5.09 of the Credit Agreement, each Domestic Restricted Subsidiary that was not in existence on the date of the Credit Agreement (and the requirement thereunder that all actions be taken in order to cause the Collateral and Guarantee Requirement to be satisfied at all times), certain Subsidiaries are is required to enter into this Agreement as a Subsidiary Guarantor upon the occurrence of certain eventsbecoming such a Subsidiary. Upon execution and delivery, after the date hereof, by the Collateral Agent and such a Subsidiary of an instrument in the form of Annex I1 hereto, such Subsidiary shall become a Subsidiary Guarantor hereunder with the same force and effect as if originally named as a Subsidiary Guarantor hereunder. The execution and delivery of any such instrument adding an additional Subsidiary Guarantor as a party to this Agreement shall not require the consent of any Subsidiary Guarantor hereunder. The rights and obligations of each Subsidiary Guarantor hereunder shall remain in full force and effect notwithstanding the addition of any new Subsidiary Guarantor as a party to this Agreement.

Appears in 1 contract

Samples: Indemnification & Liability (Playboy Enterprises Inc)

Additional Subsidiary Guarantors. Pursuant to Section 6.11 5.12 of the Existing Credit Agreement (and Section 5.12 of the requirement thereunder New Credit Agreement, each Subsidiary Loan Party that all actions be taken was not in order to cause existence or not a Subsidiary Loan Party on the Collateral and Guarantee Requirement to be satisfied at all times), certain Subsidiaries are date of such Credit Agreement is required to enter into this Agreement as a Subsidiary Guarantor upon the occurrence of certain eventsbecoming a Subsidiary Loan Party. Upon execution and delivery, delivery after the date hereof, hereof by the Collateral Agent and such a Subsidiary of an instrument in the form of Annex I1 hereto, such Subsidiary Loan Party shall become a Subsidiary Guarantor hereunder with the same force and effect as if originally named as a Subsidiary Guarantor hereunderherein. The execution and delivery of any such instrument adding an additional Subsidiary Guarantor as a party to this Agreement shall not require the consent of any other Subsidiary Guarantor hereunder. The rights and obligations of each Subsidiary Guarantor hereunder shall remain in full force and effect notwithstanding the addition of any new Subsidiary Guarantor as a party to this Agreement.

Appears in 1 contract

Samples: Subsidiary Guarantee Agreement (McLeodusa Inc)

Additional Subsidiary Guarantors. Pursuant to Section 6.11 5.09 of the Credit Agreement, each Domestic Subsidiary that is a Material Subsidiary of the U.S. Borrower that was not a Material Subsidiary on the date of the Credit Agreement (and the requirement thereunder that all actions be taken in order to cause the Collateral and Guarantee Requirement to be satisfied at all times), certain Subsidiaries are is required to enter into this Agreement as a Subsidiary Guarantor upon the occurrence of certain eventsGuarantor. Upon execution and delivery, delivery after the date hereof, hereof by the U.S. Collateral Agent and such Domestic Subsidiary of an instrument in the form of Annex I1, such Domestic Subsidiary shall become a Subsidiary Guarantor hereunder with the same force and effect as if originally named as a Subsidiary Guarantor hereunderherein. The execution and delivery of any such instrument adding an additional Subsidiary Guarantor as a party to this Agreement shall not require the consent of any other Subsidiary Guarantor hereunder. The rights and obligations of each Subsidiary Guarantor hereunder shall remain in full force and effect notwithstanding the addition of any new Subsidiary Guarantor as a party to this Agreement.

Appears in 1 contract

Samples: Credit Agreement (Oil States International, Inc)

Additional Subsidiary Guarantors. Pursuant to Section 6.11 5.10 of the Credit Agreement Agreement, each Subsidiary (and other than any Foreign Subsidiary) that was not in existence on the requirement thereunder that all actions be taken in order to cause the Collateral and Guarantee Requirement to be satisfied at all times), certain Subsidiaries are Second Restatement Closing Date is required to enter into this Agreement as a Subsidiary Guarantor upon the occurrence of certain eventsbecoming a Subsidiary. Upon execution and delivery, delivery after the date hereof, hereof by the Collateral Agent and such a Subsidiary of an instrument a Supplement in the form of Annex I1, such Subsidiary shall become a Subsidiary Guarantor hereunder with the same force and effect as if originally named as a Subsidiary Guarantor hereunderherein. The execution and delivery of any such instrument Supplement adding an additional Subsidiary Guarantor as a party to this Agreement shall not require the consent of any Subsidiary other Guarantor hereunder. The rights and obligations of each Subsidiary Guarantor hereunder shall remain in full force and effect notwithstanding the addition of any new Subsidiary Guarantor as a party to this Agreement.

Appears in 1 contract

Samples: Subsidiary Guarantee Agreement (Cross Country Inc)

Additional Subsidiary Guarantors. Pursuant to Section 6.11 5.12 of the Credit Agreement, each Subsidiary of the Borrower which is also a Subsidiary Loan Party that was not in existence on the date of the Credit Agreement (and the requirement thereunder that all actions be taken in order to cause the Collateral and Guarantee Requirement to be satisfied at all times), certain Subsidiaries are or was an Inactive Subsidiary is required to enter into this Agreement as a Subsidiary Guarantor (or upon the occurrence of certain eventsceasing to be an Inactive Subsidiary) upon becoming such a Subsidiary. Upon execution and delivery, delivery after the date hereof, hereof by the Collateral Agent and such a Subsidiary of an instrument in the form of Annex I1 hereto, such Subsidiary shall become a Subsidiary Guarantor hereunder with effect from and after the same force date of such execution and effect as if originally named as a Subsidiary Guarantor hereunderdelivery. The execution and delivery of any such instrument shall not require the consent of any Subsidiary other Guarantor hereunder. The rights and obligations of each Subsidiary Guarantor hereunder shall remain in full force and effect notwithstanding the addition of any new Subsidiary Guarantor as a party to this Agreement.

Appears in 1 contract

Samples: Guarantee Agreement (Crew J Operating Corp)

Additional Subsidiary Guarantors. Pursuant to Section 6.11 5.11 of the Credit Agreement, each Subsidiary Loan Party that was not in existence or not a Subsidiary Loan Party on the date of the Credit Agreement (and the requirement thereunder that all actions be taken in order to cause the Collateral and Guarantee Requirement to be satisfied at all times), certain Subsidiaries are is required to enter into this Agreement as a Subsidiary Guarantor upon the occurrence of certain eventsbecoming a Subsidiary Loan Party. Upon execution and delivery, delivery after the date hereof, hereof by the Collateral Agent and such a Subsidiary Loan Party of an instrument in the form of Annex I1, such Subsidiary Loan Party shall become a Subsidiary Guarantor hereunder with the same force and effect as if originally named as a Subsidiary Guarantor hereunderherein. The execution and delivery of any such instrument adding an additional Subsidiary Guarantor as a party to this Agreement shall not require the consent of any other Subsidiary Guarantor hereunder. The rights and obligations of each Subsidiary Guarantor hereunder shall remain in full force and effect notwithstanding the addition of any new Subsidiary Guarantor as a party to this Agreement.

Appears in 1 contract

Samples: Credit Agreement (Phillips Van Heusen Corp /De/)

Additional Subsidiary Guarantors. Pursuant to Section 6.11 5.09 of the Credit Agreement, each Subsidiary that is a Material Subsidiary of the Canadian Parent that was not a Material Subsidiary on the date of the Credit Agreement (and the requirement thereunder that all actions be taken in order to cause the Collateral and Guarantee Requirement to be satisfied at all times), certain Subsidiaries are is required to enter into this Agreement as a Subsidiary Guarantor upon the occurrence of certain eventsGuarantor. Upon execution and delivery, delivery after the date hereof, hereof by the Canadian Collateral Agent and such Subsidiary of an instrument in the form of Annex I1, such Subsidiary shall become a Subsidiary Guarantor hereunder with the same force and effect as if originally named as a Subsidiary Guarantor hereunderherein. The execution and delivery of any such instrument adding an additional Subsidiary Guarantor as a party to this Agreement shall not require the consent of any other Subsidiary Guarantor hereunder. The rights and obligations of each Subsidiary Guarantor hereunder shall remain in full force and effect notwithstanding the addition of any new Subsidiary Guarantor as a party to this Agreement.

Appears in 1 contract

Samples: Credit Agreement (Oil States International, Inc)

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