Additional Support Documents. (a) Within fifteen (15) days after the end of each fiscal quarter, with respect to each Domestic Subsidiary acquired or created during such fiscal quarter cause to be delivered to the Agent for the benefit of the Lenders each of the following:
(i) a Guaranty executed by each such Domestic Subsidiary substantially in the form of Exhibit F hereto;
(ii) a Negative Pledge Agreement executed by each such Domestic Subsidiary substantially in the form of Exhibit I hereto;
(iii) a Pledge Agreement executed by each such Domestic Subsidiary's stockholders substantially in the form of Exhibit K-1 or K-2 hereto, as applicable, pledging 100% (or such lesser percentage as such Person shall own of any Partially-Owned Subsidiary) of the capital stock and related interests and rights of such Domestic Subsidiary, or other comparable instrument pledging or assigning to the Agent for the benefit of the Lenders all of the equity, membership or partnership interest of such Domestic Subsidiary;
(iv) stock certificates representing 100% of the capital stock and related interests and rights of each such Domestic Subsidiary, or other appropriate evidence of ownership of 100% of the equity, membership or partnership interest of each such Domestic Subsidiary, 65 in each case together with duly executed stock powers or powers of assignment in blank affixed thereto, or in the case that any such Domestic Subsidiary is a partnership or other entity that has not issued certificates evidencing ownership of such partnership or other entity, the Collateral Assignment of Interests and Certificate and Receipt of Registrar of such entity with respect to the registration of the Lien on Assigned Interests so long as such assignment is not prohibited by the Governing Documents of such entity;
(v) an opinion of counsel to each such Domestic Subsidiary dated as of the date of delivery of the Guaranty and other Loan Documents provided for in this Section 8.19(a) and addressed to the Agent and the Lenders, in form and substance substantially identical to the opinion of counsel delivered pursuant to Section 6.1(a)(ii) on the Closing Date, with respect to each Loan Party which is party to any Loan Document which such newly acquired or created Subsidiary is required to deliver or cause to be delivered pursuant to this Section 8.19(a);
(vi) current copies of the Organizational Documents and Operating Documents of each such Domestic Subsidiary, minutes of duly called and conducted meetings (or duly effecte...
Additional Support Documents. (a) Interim will, and will cause each Subsidiary that is an Active Subsidiary and not a Foreign Subsidiary other than Spectrum, Spectrum Financial Corporation, Interim Receivables (but only so long as Interim Receivables engages in no business other than as an intermediary in a Permitted Receivable Securitization), whether on the Effective Date or thereafter to execute and deliver as promptly as practical but in any event within 45 days after (A) the creation or Acquisition of any such Subsidiary or (B) such Subsidiary ceasing to be an Inactive Subsidiary, a Guaranty, together with such resolutions, stock certificates, opinions of counsel, incumbency certificates and other documentation as the Agent may reasonably require.
(b) Interim will, and will cause each Subsidiary, to take such actions as are necessary or as the Agent may from time to time request to ensure that the Obligations are secured by a perfected Lien on 65% of each class of the capital stock of each Direct Foreign Subsidiary which is an Active Subsidiary (other than an Excluded Subsidiary) it being understood that within 45 days of the creation or Acquisition of any Direct Foreign Subsidiary which is an Active Subsidiary or any Inactive Subsidiary which is a Direct Foreign Subsidiary becoming an Active Subsidiary, Interim will, or will cause its subsidiary, to execute and deliver a Pledge Agreement (in such form and substance satisfactory to the Agent) pledging such stock together with such resolutions, stock certificates, opinions of counsel, incumbency certificates and other documentation as the Agent may reasonably require.
(c) Interim shall deliver to the Agent and the Banks a revised Schedule 7.13 showing the addition of such Subsidiaries, and such revised Schedule shall replace the existing Schedule and shall be deemed to have become a part of this Agreement.
(d) Interim shall cause to be delivered to the Agent such other documents as may be reasonably requested by the Agent from time to time with respect to the Support Documents, including without limitation such documents as may be necessary to continue the liens in property pledged in favor of the Agent in connection with the transactions contemplated hereby.
Additional Support Documents. 64 ARTICLE IX Negative Covenants
Additional Support Documents. The Borrower will cause (i) every Material Subsidiary, whether on the Closing Date or thereafter, to execute and deliver, as promptly as practicable but in any event within 30 days after the creation or Acquisition of any such Subsidiary, or such Subsidiary becoming a Material Subsidiary, (a) in the case of a Material Subsidiary that is a Domestic Subsidiary a Guaranty of such Subsidiary and (b) in the case of a Material Subsidiary that is a Direct Foreign Subsidiary 65% of the issued and outstanding capital stock of such Subsidiary together with stock powers (to the extent certificates exist) executed in blank and a Pledge Agreement covering such stock duly executed by the owner of such stock, (ii) to be delivered to the Agent an opinion of counsel to the Material Subsidiary dated as of the date of delivery of the Facility Guaranty or Pledged Stock addressed to the Agent and the Lenders, in form and substance reasonably acceptable to the Agent (which opinion may include assumptions and qualifications of similar effect to those contained in the opinions of counsel delivered pursuant to Section 5.1(a) and such others that are appropriate at the time such opinion is to be given, to the effect) that:
(A) such Material Subsidiary is duly organized, validly existing and in good standing in the jurisdiction of its formation, has the requisite power and authority to own its properties and conduct its business as then owned and then conducted and proposed to be conducted, and is duly qualified to transact business and is in good standing as a foreign corporation or partnership in each other jurisdiction in which the character of the properties owned or leased, or the business carried on by it, requires such qualification and the failure to be so qualified would reasonably be likely to result in a Material Adverse Effect;
(B) the execution, delivery and performance of the Facility Guaranty or Pledge Agreement, as the case may be, described in this Section 7.19 to which such Material Subsidiary, Borrower or Domestic Subsidiary is a signatory have been duly authorized by all requisite corporate or partnership action (including any required shareholder or partner approval), such agreement has been duly executed and delivered and constitutes the valid and binding agreement of such Material Subsidiary, Borrower or Domestic Subsidiary, enforceable against such Material Subsidiary, Borrower or Domestic Subsidiary in accordance with its terms, subject to the effect of any ...
Additional Support Documents. Each Company will cause (i) every Included Country Operating Company and every Included Country Holding Company (excluding Dankalux Sarl, Danka Luxembourg Sarl and Restricted Subsidiaries) whether on the Effective Date or thereafter, to execute and deliver, (x) as promptly as practicable but in any event within 90 days after (A) the creation or Acquisition of any such Subsidiary operating in a country that is an Included Country at the time of its creation or Acquisition, or (B) such Subsidiary ceasing to be an Inactive Subsidiary, or (y) within 90 days after any country becomes an Included Country, a Guaranty, and (ii) each Person owning any equity interest (other than directors' qualifying shares) in each such Included Country Operating Company and each such Included Country Holding Company not owned by Dankalux Sarl or Restricted Subsidiaries to execute and deliver within the time period specified in clause (i) above a Pledge Agreement (or supplement to an existing Pledge Agreement of such Person) pledging such equity interest, together with such resolutions, stock certificates, opinions of counsel, incumbency certificates and other documentation as the Agent may reasonably require. Notwithstanding the foregoing provisions of this Section 7.8 and the definitions of "Included Country" and "Excluded Country" contained herein,
Additional Support Documents. 65 8.20. Subsidiary Support of Permitted Indebtedness. .......... 67 8.21. Opinions of Foreign Counsel. ........................... 67 8.22. Post-Closing Covenants. ................................ 67 8.23. Uniform Commercial Code Financing Statements. .......... 67 iii ARTICLE IX Negative Covenants
Additional Support Documents. 76 8.20. Operating Plan. ....................................................77 8.21. Allied Acquisition Audit. ..........................................77 8.22. Diligent Pursuit of Waiver. ........................................78 8.23. Swap Agreements. ...................................................78 8.24. Subsidiary Support of Permitted Indebtedness. ......................78 ARTICLE IX Negative Covenants
Additional Support Documents. 92 9.20. Diligent Pursuit of Waiver.............................................93 9.21. Swap Agreements........................................................94 9.22. Subsidiary Support of Permitted Indebtedness. So long as not prohibited by law,.....................................................94 9.24. Year 2000 Compliance...................................................94 ARTICLE X Negative Covenants
Additional Support Documents. (a) Spherion will, and will cause each Subsidiary that is an Active Subsidiary and not a Foreign Subsidiary other than Spectrum, Enthusian Corporation, JobOptions, Inc. and Spherion Receivables (but only so long as Spherion Receivables engages in no business other than as an intermediary in a Permitted Receivable Securitization), whether on the Effective Date or thereafter to execute and deliver as promptly as practical but in any event within 45 days after (A) the creation or Acquisition of any such Subsidiary or (B) such Subsidiary ceasing to be an Inactive Subsidiary, a Guaranty, together with such resolutions, stock certificates, opinions of counsel, incumbency certificates and other documentation as the Agent may reasonably require.
