Common use of Affiliates of Borrowers Clause in Contracts

Affiliates of Borrowers. (a) Subject to the terms of this Agreement, an Affiliate of a Borrower may with the approval of the relevant Lender become a borrower with respect to an Ancillary Facility. (b) The Company shall specify any relevant Affiliate of a Borrower in any notice delivered by the Company to the Agent pursuant to paragraph (b)(i) of Clause 7.3 (Availability). (c) If a Borrower ceases to be a Borrower under this Agreement in accordance with Clause 27.3 (Resignation of a Borrower), its Affiliate shall cease to have any rights under this Agreement or any Ancillary Document. (d) Where this Agreement or any other Finance Document imposes an obligation on a Borrower under an Ancillary Facility and the relevant Borrower is an Affiliate of a Borrower which is not a party to that document, the relevant Borrower shall ensure that the obligation is performed by its Affiliate. (e) Any reference in this Agreement or any other Finance Document to a Borrower being under no obligations (whether actual or contingent) as a Borrower under such Finance Document shall be construed to include a reference to any Affiliate of a Borrower being under no obligations under any Finance Document or Ancillary Document.

Appears in 6 contracts

Samples: Senior Revolving Facility Agreement (Nord Anglia Education, Inc.), Amendment and Restatement Agreement (Nord Anglia Education, Inc.), Revolving Facility Agreement (Nord Anglia Education, Inc.)

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Affiliates of Borrowers. (a) Subject to the terms of this Agreement, an Affiliate of a Borrower that is a member of the Group may with the approval of the relevant Ancillary Facility Lender become a borrower Borrower with respect to an Ancillary Facility. (b) The Company shall specify any relevant Affiliate of a the Borrower in any notice Conversion Notice delivered by the Company to the Facility Agent pursuant to paragraph Clause 6.1 (b)(i) Utilisation of Clause 7.3 (AvailabilityAncillary Facilities). (c) If a any Borrower ceases to be a Borrower under this Agreement in accordance with Clause 27.3 28.3 (Resignation of a Borrower), any of its Affiliate Affiliates that are not Affiliates of another Borrower shall cease to have any rights under this Agreement or any Ancillary Facility Document. (d) Where this Agreement or any other Finance Document imposes an obligation on a Borrower under an Ancillary Facility and the relevant Borrower is an Affiliate of a Borrower which is not a party to that document, the relevant Borrower shall ensure that the obligation is performed by its Affiliate. (e) Any reference in this Agreement or any other Finance Document to a Borrower being under no obligations (whether actual or contingent) as a Borrower under such Finance Document shall be construed to include a reference to any Affiliate of a Borrower being under no obligations under any Finance Document or Ancillary Facility Document.

Appears in 5 contracts

Samples: Senior Facilities Agreement (Liberty Global PLC), Super Senior Facilities Agreement (Liberty Global PLC), Additional Facility Accession Agreement (Liberty Global PLC)

Affiliates of Borrowers. (a) Subject to the terms of this Agreement, an Affiliate of a Borrower may with the approval of the relevant Lender become a borrower with respect to an Ancillary Facility. (b) The Company Parent shall specify any relevant Affiliate of a Borrower in any notice delivered by the Company Parent to the Agent pursuant to paragraph (b)(i) of Clause 7.3 6.2 (Availability). (c) If a Borrower ceases to be a Borrower under this Agreement in accordance with Clause 27.3 28.3 (Resignation of a Borrower), its Affiliate shall cease to have any rights under this Agreement or any Ancillary Document. (d) Where this Agreement or any other Finance Document imposes an obligation on a Borrower under an Ancillary Facility and the relevant Borrower is an Affiliate of a Borrower which is not a party to that document, the relevant Borrower shall ensure that the obligation is performed by its Affiliate. (e) Any reference in this Agreement or any other Finance Document to a Borrower being under no obligations (whether actual or contingent) as a Borrower under such Finance Document shall be construed to include a reference to any Affiliate of a Borrower being under no obligations under any Finance Document or Ancillary Document.

Appears in 2 contracts

Samples: Facility Agreement, Senior Facilities Agreement

Affiliates of Borrowers. (a) Subject to the terms of this Agreement, an Affiliate a Subsidiary of a Borrower that is also a Subsidiary of the Target may with the approval of the relevant Ancillary Lender or Fronting Ancillary Lender and all the Fronted Ancillary Lenders become a borrower with respect to an Ancillary FacilityFacility or a Fronted Ancillary Facility (as the case may be), provided that the relevant Borrower shall remain liable for any amounts borrowed under an Ancillary Facility or a Fronted Ancillary Facility by that Affiliate which becomes a borrower in accordance with this Clause 9.10. (b) The Company shall specify any relevant Affiliate of a Borrower that may become a borrower in any notice delivered by the Company to the Facility Agent pursuant to paragraph (b)(ia) of Clause 7.3 9.4 (AvailabilityAncillary Facility Request). (c) If a Borrower ceases to be a Borrower under this Agreement in accordance with Clause 27.3 28.3 (Resignation of a Borroweran Obligor), its Affiliate shall cease to have any rights under this Agreement Agreement, any Ancillary Document or any Fronted Ancillary Document. Document (d) Where this Agreement or any other Finance Document imposes an obligation on a Borrower under an Ancillary Facility and unless that Affiliate is also the relevant Borrower is an Affiliate of a Borrower which is not a party to that document, the relevant Borrower shall ensure that the obligation is performed by its Affiliateanother Borrower). (e) Any reference in this Agreement or any other Finance Document to a Borrower being under no obligations (whether actual or contingent) as a Borrower under such Finance Document shall be construed to include a reference to any Affiliate of a Borrower being under no obligations under any Finance Document or Ancillary Document.

Appears in 2 contracts

Samples: Senior Facilities Agreement (Nordic Telephone CO ApS), Senior Facilities Agreement (Nordic Telephone CO ApS)

Affiliates of Borrowers. (a) Subject to the terms of this Agreement, an Affiliate of incorporated in the same jurisdiction as a Borrower may with the approval of the relevant Lender become a borrower with respect to an Ancillary Facility. (b) The Company shall specify any relevant Affiliate of a Borrower in any notice delivered by the Company to the Agent pursuant to paragraph (b)(i) of Clause 7.3 6.2 (Availability). (c) If a Borrower ceases to be a Borrower under this Agreement in accordance with Clause 27.3 25.3 (Resignation of a Borrower), its Affiliate shall cease to have any rights under this Agreement or any Ancillary Document. (d) Where this Agreement or any other Finance Document imposes an obligation on a Borrower under an Ancillary Facility and the relevant Borrower is an Affiliate of a Borrower which is not a party to that document, the relevant Borrower shall ensure that the obligation is performed by its Affiliate. (e) Any reference in this Agreement or any other Finance Document to a Borrower being under no obligations (whether actual or contingent) as a Borrower under such Finance Document shall be construed to include a reference to any Affiliate of a Borrower being under no obligations under any Finance Document or Ancillary Document.

Appears in 2 contracts

Samples: Amendment and Restatement Agreement (Alliance Data Systems Corp), Senior Facilities Agreement (Alliance Data Systems Corp)

Affiliates of Borrowers. (ai) Subject to the terms of this Agreement, an Affiliate of a Revolving Borrower may with the approval of the relevant Ancillary Lender become a borrower with respect to an Ancillary Facility. (bii) The Company Parent shall specify any relevant Affiliate of a Revolving Facility Borrower in any notice delivered by the Company Parent to the Administrative Agent pursuant to paragraph (b)(iii) of Clause 7.3 (AvailabilitySection 2.19(b). (ciii) If a Borrower ceases to be a Revolving Facility Borrower under this Agreement in accordance with Clause 27.3 (Resignation of a Borrower)Agreement, its Affiliate shall cease to have any rights under this Agreement or any Ancillary Document. (div) Where this Agreement or any other Finance Loan Document imposes an obligation on a Borrower under an Ancillary Facility and the relevant Borrower is an Affiliate of a Borrower which is not a party to that document, the relevant Borrower shall ensure that the obligation is performed by its Affiliate. (ev) Any reference in this Agreement or any other Finance Document to a Borrower being under no obligations (whether actual or contingent) as a Borrower under such Finance Document shall be construed to include a reference to any Affiliate of a Borrower being under no obligations under any Finance Loan Document or Ancillary Document.

Appears in 1 contract

Samples: Credit Agreement (Orion Engineered Carbons S.A.)

Affiliates of Borrowers. (a) Subject to the terms of this Agreement, an Affiliate of a Borrower may with the approval of the relevant Lender become a borrower with respect to an Ancillary FacilityFacility if that Affiliate is (or becomes) a Guarantor under this Agreement. (b) The Company Parent shall specify any relevant Affiliate of a Borrower in any notice delivered by the Company Parent to the Agent pursuant to paragraph (b)(i) of Clause 7.3 9.2 (Availability). (c) If a Borrower ceases to be a Borrower under this Agreement in accordance with Clause 27.3 31.3 (Resignation of a Borrower), its Affiliate shall cease to have any rights under this Agreement or any Ancillary Document. (d) Where this Agreement or any other Finance Document imposes an obligation on a Borrower under an Ancillary Facility and the relevant Borrower is an Affiliate of a Borrower which is not a party to that document, the relevant Borrower shall ensure that the obligation is performed by its Affiliate. (e) Any reference in this Agreement or any other Finance Document to a Borrower being under no obligations (whether actual or contingent) as a Borrower under such Finance Document shall be construed to include a reference to any Affiliate of a Borrower being under no obligations under any Finance Document or Ancillary Document.

Appears in 1 contract

Samples: Super Senior Revolving Facility Agreement (Orion Engineered Carbons S.a r.l.)

Affiliates of Borrowers. (ai) Subject to the terms of this Agreement, an Affiliate of a Revolving Borrower may with the approval of the relevant Ancillary Lender become a borrower with respect to an Ancillary Facility. (bii) The Company Borrower Representative shall specify any relevant Affiliate of a Revolving Borrower in any notice delivered by the Company Borrower Representative to the Administrative Agent pursuant to paragraph (b)(i) of Clause 7.3 (AvailabilitySection 2.19(b)(ii). (ciii) If a Borrower ceases to be a Revolving Borrower under this Agreement in accordance with Clause 27.3 (Resignation of a Borrower)Agreement, its Affiliate shall cease to have any rights under this Agreement or any Ancillary Document. (div) Where this Agreement or any other Finance Loan Document imposes an obligation on a Borrower under an Ancillary Facility and the relevant Borrower is an Affiliate of a Borrower which and is not a party to that document, the relevant Borrower shall ensure that the obligation is performed by its Affiliate. (ev) Any reference in this Agreement or any other Finance Loan Document to a Borrower being under no obligations (whether actual or contingent) as a Borrower under such Finance Loan Document shall be construed to include a reference to any Affiliate of a Borrower being under no obligations under any Finance Loan Document or Ancillary Document.

Appears in 1 contract

Samples: Credit Agreement (Kleopatra Holdings 2 S.C.A.)

Affiliates of Borrowers. (aA) Subject to the terms of this Agreement, an Affiliate of a Borrower may with the approval of the relevant Lender become a borrower with respect to an Ancillary Facility. (bB) The Company shall specify any relevant Affiliate of a Borrower in any notice delivered by the Company to the Agent pursuant to paragraph (b)(iB)(1) of Clause 7.3 7.2 (Availability). (cC) If a Borrower ceases to be a Borrower under this Agreement in accordance with Clause 27.3 30.3 (Resignation of a Borrower), its Affiliate shall cease to have any rights under this Agreement or any Ancillary Document. (dD) Where this Agreement or any other Finance Document imposes an obligation on a Borrower under an Ancillary Facility and the relevant Borrower is an Affiliate of a Borrower which is not a party to that document, the relevant Borrower shall ensure that the obligation is performed by its Affiliate. (eE) Any reference in this Agreement or any other Finance Document to a Borrower being under no obligations (whether actual or contingent) as a Borrower under such Finance Document shall be construed to include a reference to any Affiliate of a Borrower being under no obligations under any Finance Document or Ancillary Document.

Appears in 1 contract

Samples: Multicurrency Revolving Facility Agreement (Endava PLC)

Affiliates of Borrowers. (a) Subject to the terms of this Agreement, an Affiliate of a Borrower may with the approval of the relevant Lender become a borrower with respect to an Ancillary Facility. (b) The Company shall specify any relevant Affiliate of a Borrower in any notice delivered by the Company to the Agent pursuant to paragraph (b)(i) of Clause 7.3 6.2 (Availability). (c) If a Borrower ceases to be a Borrower under this Agreement in accordance with Clause 27.3 (Resignation of a Borrower), its Affiliate shall cease to have any rights under this Agreement or any Ancillary Document. (d) Where this Agreement or any other Finance Document imposes an obligation on a Borrower under an Ancillary Facility and the relevant Borrower is an Affiliate of a Borrower which is not a party to that document, the relevant Borrower shall ensure that the obligation is performed by its Affiliate. (e) Any reference in this Agreement or any other Finance Document Documents to a Borrower being under no obligations (whether actual or contingent) as a Borrower under such Finance Document shall be construed to include a reference to any Affiliate of a Borrower being under no obligations under any Finance Document or Ancillary Document.

Appears in 1 contract

Samples: Senior Facilities Agreement

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Affiliates of Borrowers. (a) Subject to the terms of this Agreementagreement, an Affiliate of a Borrower may with the approval of the relevant Lender become a borrower with respect to an Ancillary Facility. (b) The Company shall specify any relevant Affiliate of a Borrower in any notice delivered by the Company to the Agent pursuant to paragraph (b)(iclause 6.2(b)(i) of Clause 7.3 (Availability). (c) If a Borrower ceases to be a Borrower under this Agreement agreement in accordance with Clause 27.3 clause 25.3 (Resignation of a Borrower), its Affiliate shall cease to have any rights under this Agreement agreement or any Ancillary Document. (d) Where this Agreement agreement or any other Finance Document imposes an obligation on a Borrower under an Ancillary Facility and the relevant Borrower is an Affiliate of a Borrower which is not a party to that document, the relevant Borrower shall ensure that the obligation is performed by its Affiliate. (e) Any reference in this Agreement agreement or any other Finance Document to a Borrower being under no obligations (whether actual or contingent) as a Borrower under such Finance Document shall be construed to include a reference to any Affiliate of a Borrower being under no obligations under any Finance Document or Ancillary Document.

Appears in 1 contract

Samples: Multicurrency Revolving Facility Agreement (Reuters Group PLC /Adr/)

Affiliates of Borrowers. (a) Subject to the terms of this Agreement, an Affiliate of a Borrower that is a member of the Group may with the approval of the relevant Ancillary Facility Lender become a borrower Borrower with respect to an Ancillary Facility. (b) The Company shall specify any relevant Affiliate of a the Borrower in any notice Conversion Notice delivered by the Company to the Facility Agent pursuant to paragraph Clause 6.1 (b)(i) Utilisation of Clause 7.3 (AvailabilityAncillary Facilities). (c) If a any Borrower ceases to be a Borrower under this Agreement in accordance with Clause 27.3 28.3 (Resignation of a Borrower), any of its Affiliate Affiliates that are not Affiliates of another Borrower shall cease to have any rights under this Agreement or any Ancillary Facility Document. (d) Where this Agreement or any other Finance Document imposes an obligation on a Borrower under an Ancillary Facility and the relevant Borrower is an Affiliate of a Borrower which is not a party to that document, the relevant Borrower shall ensure that the obligation is performed by its Affiliate. (e) Any reference in this Agreement or any other Finance Document to a Borrower being under no obligations (whether actual or contingent) as a Borrower under 63140965_9 such Finance Document shall be construed to include a reference to any Affiliate of a Borrower being under no obligations under any Finance Document or Ancillary Facility Document.

Appears in 1 contract

Samples: Senior Facilities Agreement (Liberty Global PLC)

Affiliates of Borrowers. (a) Subject to the terms of this Agreement, an Affiliate of a Borrower that is a member of the Bank Group may with the approval of the relevant Ancillary Facility Lender become a borrower Borrower with respect to an Ancillary Facility. (b) The Company Parent shall specify any relevant Affiliate of a the Borrower in any notice Conversion Notice delivered by the Company Parent to the Facility Agent pursuant to paragraph Clause 8.1 (b)(i) Utilisation of Clause 7.3 (AvailabilityAncillary Facilities). (c) If a any Borrower ceases to be a Borrower under this Agreement in accordance with Clause 27.3 26.19 (Resignation of a Borrower), any of its Affiliate Affiliates that are not Affiliates of another Borrower shall cease to have any rights under this Agreement or any Ancillary Facility Document. (d) Where this Agreement or any other Finance Document imposes an obligation on a Borrower under an Ancillary Facility and the relevant Borrower is an Affiliate of a Borrower which is not a party to that document, the relevant Borrower shall ensure that the obligation is performed by its Affiliate. (e) Any reference in this Agreement or any other Finance Document to a Borrower being under no obligations (whether actual or contingent) as a Borrower under such Finance Document shall be construed to include a reference to any Affiliate of a Borrower being under no obligations under any Finance Document or Ancillary Facility Document.

Appears in 1 contract

Samples: Senior Facilities Agreement (Liberty Global PLC)

Affiliates of Borrowers. (a) Subject to the terms of this Agreement, an Affiliate a member of a Borrower the Group may with the approval of the relevant Lender become a borrower with respect to an Ancillary Facility. (b) The Company shall specify any relevant Affiliate member of a Borrower the Group in any notice delivered by the Company to the Agent pursuant to paragraph (b)(ic)(i) of Clause 7.3 7.2 (Availability). (c) If a Borrower borrower with respect to an Ancillary Facility ceases to be a Borrower under this Agreement in accordance with Clause 27.3 (Resignation member of a Borrower)the Group, its Affiliate it shall cease to have any rights under this Agreement or any Ancillary Document. (d) Where this Agreement or any other Finance Document imposes an obligation on a Borrower borrower under an Ancillary Facility and the relevant Borrower borrower is an Affiliate a member of a Borrower the Group which is not a party to that document, the relevant Borrower shall ensure that the obligation is performed by its Affiliatesuch member of the Group. (e) Any reference in this Agreement or any other Finance Document to a Borrower an Obligor being under no obligations (whether actual or contingent) as a Borrower under such Finance Document shall be construed to include a reference to any Affiliate member of a Borrower the Group being under no obligations under any Finance Document or Ancillary Document. (f) References in Clause 19 (Guarantee and Indemnity) to a Borrower or an Obligor include any member of the Group referred to in paragraph (a) above.

Appears in 1 contract

Samples: Senior Term and Revolving Facilities Agreement (Melrose PLC)

Affiliates of Borrowers. (a) Subject to the terms of this Agreement, an Affiliate of a Borrower (which is a member of the Group) may with the approval of the relevant Ancillary Lender become a borrower with respect to an Ancillary Facility. (b) The Company Parent shall specify any relevant Affiliate of a Borrower (which is a member of the Group) in any notice delivered by the Company Parent to the Agent pursuant to paragraph (b)(i) of Clause 7.3 9.2 (Availability). (c) If a Borrower ceases to be a Borrower under this Agreement in accordance with paragraph (b) of Clause 27.3 29.3 (Resignation of a Borroweran Obligor), its Affiliate shall cease to have any rights under this Agreement Agreement, or any Ancillary Document. (d) Where this Agreement or any other Finance Document imposes an obligation on a Borrower under an Ancillary Facility and the relevant Borrower is an Affiliate of a Borrower which is not a party to that document, the relevant Borrower shall ensure that the obligation is performed by its Affiliate. (e) Any reference in this Agreement or any other Finance Document to imposes an obligation on a Borrower being under no obligations (whether actual or contingent) as a Borrower under such Finance Document shall be construed to include a reference to any Affiliate of a Borrower being under no obligations under any Finance Document or Ancillary Document.

Appears in 1 contract

Samples: Super Senior Revolving Credit Facilities Agreement (Atento S.A.)

Affiliates of Borrowers. (a) Subject to the terms of this Agreement, an Affiliate of a Borrower may with the approval of the relevant Lender become a borrower with respect to an Ancillary Facility. (b) The Company shall specify any relevant Affiliate of a Borrower in any notice delivered by the Company to the Agent pursuant to paragraph (b)(i) of Clause 7.3 β€Ž12.2 (Availability). (c) If a Borrower ceases to be a Borrower under this Agreement in accordance with Clause 27.3 β€Ž30.3 (Resignation of a Borrower), its Affiliate shall cease to have any rights under this Agreement or any Ancillary Document. (d) Where this Agreement or any other Finance Document imposes an obligation on a Borrower under an Ancillary Facility and the relevant Borrower is an Affiliate of a Borrower which is not a party to that document, the relevant Borrower shall ensure that the obligation is performed by its Affiliate. (e) Any reference in this Agreement or any other Finance Document to a Borrower being under no obligations (whether actual or contingent) as a Borrower under such Finance Document shall be construed to include a reference to any Affiliate of a Borrower being under no obligations under any Finance Document or Ancillary Document.

Appears in 1 contract

Samples: Facility Agreement (Linde PLC)

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