After-Acquired Subsidiaries. (a) [Reserved].
(b) With respect to any Domestic Subsidiary that is a Wholly Owned Subsidiary (other than an Excluded Subsidiary) (i) created or acquired subsequent to the Closing Date by the Parent Borrower or any of its Domestic Subsidiaries that are Wholly Owned Subsidiaries (other than an Excluded Subsidiary), (ii) being designated as a Restricted Subsidiary, (iii) ceasing to be an Immaterial Subsidiary or other Excluded Subsidiary as provided in the applicable definition thereof after the expiry of any applicable period referred to in such definition or (iv) that becomes a Domestic Subsidiary as a result of a Permitted Investment or a transaction pursuant to, and permitted by, Subsection 8.2 or 8.4 (other than an Excluded Subsidiary), promptly notify the Administrative Agent of such occurrence and, if the Administrative Agent or the Required Lenders so request, promptly (i) cause the Loan Party that is required to grant to the Collateral Agent, for the benefit of the Secured Parties, a perfected second priority(in accordance with the ABL/Term Loan Intercreditor Agreement, any Junior Lien Intercreditor Agreement or any Other Intercreditor Agreement, as applicable) security interest (as and to the extent provided in the Guarantee and Collateral Agreement) in the Capital Stock of such new Domestic Subsidiary owned directly by the Parent Borrower or any of its Domestic Subsidiaries that are Wholly Owned Subsidiaries (other than Excluded Subsidiaries) to execute and deliver a Supplemental Agreement (as defined in the Guarantee and Collateral Agreement) pursuant to SectionSubsection 9.15 of the Guarantee and Collateral Agreement, (ii) deliver to the Collateral Agent, the applicable Collateral Representative or any Additional Agent, in accordance with the applicable ABL/Term Loan Intercreditor Agreement, Junior Lien Intercreditor Agreement or Other Intercreditor Agreement, the certificates (if any) representing such Capital Stock, together with undated stock powers, executed and delivered in blank by a duly authorized officer of the parent of such new Domestic Subsidiary, and (iii) cause such new Domestic Subsidiary (A) to become a party to the Guarantee and Collateral Agreement and (B) to take all actions reasonably deemed by the Collateral Agent to be necessary or advisable to cause the Lien created by the Guarantee and Collateral Agreement in such new Domestic Subsidiary’s Collateral to be duly perfected in accordance with all applicable Requirements of L...
After-Acquired Subsidiaries. Concurrently upon the formation or Acquisition by Borrower or any Guarantor of any Wholly-Owned Subsidiary after the date hereof (pursuant to a Permitted Acquisition or otherwise) (an "After-Acquired Subsidiary"), Borrower shall cause the After-Acquired Subsidiary to deliver articles of incorporation, bylaws, and resolutions (or other corresponding constituent documents) and such opinions as the Administrative Agent shall require and to execute a Guaranty, Guarantor Security Agreement, and Pledge Agreement (if applicable), as shall be required by the Administrative Agent to create first priority Liens in favor of the Administrative Agent, for the benefit of the Lenders, in such After-Acquired Subsidiary's assets, to secure the Obligations.
After-Acquired Subsidiaries. Concurrently upon the formation or acquisition by the Borrower or any Subsidiary of any domestic Subsidiary after the date hereof (an “After-Acquired Subsidiary”), the Borrower shall cause the After-Acquired Subsidiary to deliver articles of incorporation, bylaws, other organizational documents, and resolutions and such opinions as the Agent shall reasonably require and to execute a Subsidiary Guaranty in favor of the Agent for the benefit of the Lenders.
After-Acquired Subsidiaries. Borrower shall, and shall cause each other Company to, cause each Material Subsidiary acquired or formed after the Closing Date (an "AFTER-ACQUIRED SUBSIDIARY") to execute and deliver to Administrative Agent, within thirty (30) days following the acquisition or formation thereof, counterpart signature pages to the Subsidiary Guaranty and to provide to Administrative Agent (a) certified copies of such After-Acquired Subsidiary's Constituent Documents, together with a good standing certificate, from the Secretary of State of the state of its incorporation, and (b) an officer's certificate of such After-Acquired Subsidiary certifying (i) its Constituent Documents, (ii) resolutions of its Board of Directors approving and authorizing the execution, delivery, and performance of the Loan Documents to be executed by such After-Acquired Subsidiary, and (iii) signatures and incumbency of its officers executing the Loan Documents to be executed by such After-Acquired Subsidiary.
After-Acquired Subsidiaries. Concurrently upon the formation or acquisition by any Company of any Subsidiary after the date hereof (an "AFTER-ACQUIRED SUBSIDIARY"), Borrowers shall, and shall cause each of the other Companies to, deliver Constituent Documents for such After-Acquired Subsidiary and such opinions as Lender shall require and shall cause the After-Acquired Subsidiary to execute a guaranty in favor of Lender and such Collateral Documents as shall be required by Lender to create first priority Liens (subject to Permitted Liens) in favor of Lender in such After-Acquired Subsidiary's assets.
After-Acquired Subsidiaries. To the extent required to comply with SECTIONS 5.1(a) OR (b), the Borrower shall, and shall cause each other Company to:
(a) cause each After-Acquired Subsidiary that is a Domestic Subsidiary (or a Subsidiary Guarantor that has converted from one organizational type to another), to become a Subsidiary Guarantor pursuant to SECTION 15.10 promptly after the date of its Acquisition, formation or conversion; and
(b) with respect to each After-Acquired Subsidiary that is a Foreign Subsidiary, deliver the Foreign Stock Pledge (together with the Security Documents and other documents, 41 49 legal opinions, filings and notifications required by the Agents in their sole discretion under SECTION 5.2) within sixty (60) days after the date of its Acquisition. Thirty (30) days after the Acquisition (or conversion) of such Domestic Subsidiary, or concurrent with the delivery of any Foreign Stock Pledge, the Administrative Agent shall be provided with: (x) a formation, existence and good standing certificate from the applicable Tribunal (customarily issuing such certificates) of the jurisdiction of organization of such After-Acquired Subsidiary; and (y) an Officer's Certificate of such After-Acquired Subsidiary certifying (i) its Constituent Documents, (ii) resolutions of its board of directors (or similar governing body) approving and authorizing the execution, delivery, and performance of the Loan Documents to be executed by such After-Acquired Subsidiary, and (iii) signatures and incumbency of its officers executing the Loan Documents to be executed by such After-Acquired Subsidiary.
After-Acquired Subsidiaries is amended by deleting the words "and Security Agreement" following the words "Subsidiary Guaranty" on line 5 of such Section.
After-Acquired Subsidiaries. 35 6.16 ERISA . . . . . . . . . . . . . . . . . . . . . . . . . . . . 35
After-Acquired Subsidiaries. Concurrently upon the formation or Acquisition by Borrower or any other Company of any Subsidiary after the date hereof (pursuant to a Permitted Acquisition or otherwise) (an "AFTER-ACQUIRED SUBSIDIARY"), Borrower shall cause the After-Acquired Subsidiary to deliver copies of the articles of incorporation, bylaws, and resolutions (or other corresponding constituent documents) and shall cause the appropriate Company to execute a Pledge Agreement, as shall be required by Agent to create first priority Liens in favor of Agent, for the benefit of Lenders, in such After- Acquired Subsidiary's capital stock, to secure the Obligation.
