Common use of Borrowing Subsidiaries Clause in Contracts

Borrowing Subsidiaries. On or after the Effective Date, the Company may designate any Wholly Owned Foreign Subsidiary as a Borrowing Subsidiary by delivery to the Administrative Agent of a Borrowing Subsidiary Agreement executed by such Subsidiary and the Company, and upon such delivery such Subsidiary shall for all purposes of this Agreement be a Borrowing Subsidiary and a party to this Agreement. The Company may cause any Borrowing Subsidiary to cease to be a party to this Agreement by executing and delivering to the Administrative Agent a Borrowing Subsidiary Termination with respect to such Subsidiary, whereupon such Subsidiary shall cease to be a Borrowing Subsidiary and a party to this Agreement. Notwithstanding the foregoing, no Borrowing Subsidiary Termination will become effective as to any Borrowing Subsidiary at a time when any principal of or interest on any Loan made directly to such Borrowing Subsidiary shall be outstanding hereunder; provided that such Borrowing Subsidiary Termination shall be effective to terminate such Borrowing Subsidiary's right to make further Borrowings under this Agreement. As soon as practicable upon receipt of a Borrowing Subsidiary Agreement, the Administrative Agent shall send a copy thereof to each Lender.

Borrowing Subsidiaries. On or after the Effective Date, the Company may designate any Wholly Owned Foreign Subsidiary of the Company as a US Borrowing Subsidiary, a UK Borrowing Subsidiary, a Euro Borrowing Subsidiary, a Canadian Borrowing Subsidiary or an Australian Borrowing Subsidiary, as applicable, by delivery to the Administrative Agent of a Borrowing Subsidiary Agreement executed by such Subsidiary and the Company, and upon such delivery such Subsidiary shall for all purposes of this Agreement be a Borrowing Subsidiary and a party to this Agreement. The Upon the execution by the Company may cause any Borrowing Subsidiary to cease to be a party to this Agreement by executing and delivering delivery to the Administrative Agent of a Borrowing Subsidiary Termination with respect to such any Borrowing Subsidiary, whereupon such Subsidiary shall cease to be a Borrowing Subsidiary and a party to this Agreement. Notwithstanding the foregoing, ; provided that no Borrowing Subsidiary Termination will become effective as to any Borrowing Subsidiary at a time when any principal of or interest on any Loan made directly to such Borrowing Subsidiary shall be outstanding hereunder; provided that such Borrowing Subsidiary Termination shall be effective (other than to terminate such Borrowing Subsidiary's right to make further Borrowings under this Agreement) at a time when any principal of or interest on any Loan to such Borrowing Subsidiary shall be outstanding hereunder. As soon as practicable upon Promptly following receipt of a any Borrowing Subsidiary AgreementAgreement or Borrowing Subsidiary Termination, the Administrative Agent shall send a copy thereof to each Lender.

Borrowing Subsidiaries. On or after the Effective Date, the Company may designate any Wholly Owned Foreign wholly owned Subsidiary of the Company as a Borrowing Subsidiary by delivery to the Administrative Agent of a Borrowing Subsidiary Agreement executed by such Subsidiary and the Company, and upon such delivery such Subsidiary shall for all purposes of this Agreement be a Borrowing Subsidiary and a party to this Agreement. The Upon the execution by the Company may cause any Borrowing Subsidiary to cease to be a party to this Agreement by executing and delivering delivery to the Administrative Agent of a Borrowing Subsidiary Termination with respect to such any Borrowing Subsidiary, whereupon such Subsidiary shall cease to be a Borrowing Subsidiary and a party to this Agreement. Notwithstanding the foregoing, ; provided that no Borrowing Subsidiary Termination will become effective as to any Borrowing Subsidiary (other than to terminate such Borrowing Subsidiary’s right to make further Borrowings under this Agreement) at a time when any principal of or interest on any Loan made directly to such Borrowing Subsidiary shall be outstanding hereunder; provided that such . Promptly following receipt of any Borrowing Subsidiary Termination shall be effective to terminate such Borrowing Subsidiary's right to make further Borrowings under this Agreement. As soon as practicable upon receipt of a Agreement or Borrowing Subsidiary AgreementTermination, the Administrative Agent shall send a copy thereof to each Lender, together, if it shall so determine, with a revised Schedule 2.19, adjusted to reflect the addition or deletion of the applicable Borrowing Subsidiary.

Borrowing Subsidiaries. On or after the Effective Date, the Company may designate any Wholly Owned Foreign Subsidiary of the Company as a Borrowing Subsidiary by delivery to the Administrative Agent of a Borrowing Subsidiary Agreement executed by such Subsidiary and the Company, and upon such delivery such Subsidiary shall for all purposes of this Agreement be a Borrowing Subsidiary and a party to this Agreement. The Agreement until the Company may cause any Borrowing Subsidiary to cease to be a party to this Agreement by executing shall have executed and delivering delivered to the Administrative Agent a Borrowing Subsidiary Termination with respect to such Subsidiary, whereupon such Subsidiary shall cease to be a Borrowing Subsidiary and a party to this Agreement. Notwithstanding the foregoingpreceding sentence, no Borrowing Subsidiary Termination will become effective as to any Borrowing Subsidiary at a time when any principal of or interest on any Loan made directly to such Borrowing Subsidiary shall be outstanding hereunder; provided that Subsidiary, or any Letter of Credit issued for the account of such Borrowing Subsidiary Termination or reimbursement obligation related thereto, shall be effective to terminate such Borrowing Subsidiary's right to make further Borrowings under this Agreementoutstanding. As soon as practicable upon receipt of a Borrowing Subsidiary Agreement, the Administrative Agent shall send a copy thereof to each Lender. Each party to this Agreement hereby accepts and approves the accession to this Agreement by any Wholly Owned Subsidiary which has signed a Borrowing Subsidiary Agreement and the termination thereof by any Wholly Owned Subsidiary which has signed a Borrower Subsidiary Termination.

Borrowing Subsidiaries. On or after the Effective Date, the Company may designate any Wholly Owned Foreign Subsidiary of the Company as a Borrowing Subsidiary by delivery to the Administrative Agent of a Borrowing Subsidiary Agreement executed by such Subsidiary and the Company, and upon such delivery such Subsidiary shall for all purposes of this Agreement be a Borrowing Subsidiary and a party to this Agreement. The Upon the execution by the Company may cause any Borrowing Subsidiary to cease to be a party to this Agreement by executing and delivering delivery to the Administrative Agent of a Borrowing Subsidiary Termination with respect to such any Borrowing Subsidiary, whereupon such Subsidiary shall cease to be a Borrowing Subsidiary and a party to this Agreement. Notwithstanding the foregoing, ; provided that no Borrowing Subsidiary Termination will become effective as to any Borrowing Subsidiary (other than to terminate such Borrowing Subsidiary’s right to make further Borrowings under this Agreement) at a time when any principal of or interest on any Loan made directly to such Borrowing Subsidiary or any Letter of Credit issued for the account of such Borrowing Subsidiary shall be outstanding hereunder; provided that such . Promptly following receipt of any Borrowing Subsidiary Termination shall be effective to terminate such Borrowing Subsidiary's right to make further Borrowings under this Agreement. As soon as practicable upon receipt of a Agreement or Borrowing Subsidiary AgreementTermination, the Administrative Agent shall send a copy thereof to each Lender.

Borrowing Subsidiaries. On or after the Effective Date, the Company may designate any Wholly Owned Foreign Subsidiary of the Company (of which the Company owns or Controls at least 95% of the ordinary voting power) as a Borrowing Subsidiary by delivery to the Administrative Agent of a Borrowing Subsidiary Agreement executed by such Subsidiary and the Company, and upon such delivery such Subsidiary shall for all purposes of this Agreement be a Borrowing Subsidiary and a party to this Agreement. The Agreement until the Company may cause any Borrowing Subsidiary to cease to be a party to this Agreement by executing shall have executed and delivering delivered to the Administrative Agent a Borrowing Subsidiary Termination with respect to such Subsidiary, whereupon such Subsidiary shall cease to be a Borrowing Subsidiary and a party to this Agreement. Notwithstanding the foregoingpreceding sentence, no Borrowing Subsidiary Termination will become effective as to any Borrowing Subsidiary at a time when any principal of or interest on any Loan made directly to such Borrowing Subsidiary shall be outstanding hereunder; , provided that such Borrowing Subsidiary Termination shall be effective to terminate such Borrowing Subsidiary's right to make further Borrowings under this Agreement. As soon as practicable upon receipt of a Borrowing Subsidiary Agreement, the Administrative Agent shall send a copy thereof to each Lender.

Borrowing Subsidiaries. On or after the Effective Date, the Company may designate any Wholly Owned Foreign Subsidiary of the Company as a US Borrowing Subsidiary, a UK Borrowing Subsidiary, a Euro Borrowing Subsidiary, a Canadian Borrowing Subsidiary or an Australian Borrowing Subsidiary, as applicable, by delivery to the Administrative Agent of a Borrowing Subsidiary Agreement executed by such Subsidiary and the Company, and upon such delivery such Subsidiary shall for all purposes of this Agreement be a Borrowing Subsidiary and a party to this Agreement. The Upon the execution by the Company may cause any Borrowing Subsidiary to cease to be a party to this Agreement by executing and delivering delivery to the Administrative Agent of a Borrowing Subsidiary Termination with respect to such any Borrowing Subsidiary, whereupon such Subsidiary shall cease to be a Borrowing Subsidiary and a party to this Agreement. Notwithstanding the foregoing, ; provided that no Borrowing Subsidiary Termination will become effective as to any Borrowing Subsidiary (other than to terminate such Borrowing Subsidiary’s right to make further Borrowings under this Agreement) at a time when any principal of or interest on any Loan made directly to such Borrowing Subsidiary shall be outstanding hereunder; provided that such . Promptly following receipt of any Borrowing Subsidiary Termination shall be effective to terminate such Borrowing Subsidiary's right to make further Borrowings under this Agreement. As soon as practicable upon receipt of a Agreement or Borrowing Subsidiary AgreementTermination, the Administrative Agent shall send a copy thereof to each Lender.

Borrowing Subsidiaries. On or after the Effective Date, the Company may designate any Wholly Owned Foreign Subsidiary of the Company as a Borrowing Subsidiary by delivery to the Administrative Agent of a Borrowing Subsidiary Agreement executed by such Subsidiary and the Company, and upon such delivery such Subsidiary shall for all purposes of this Agreement be a Borrowing Subsidiary and a party to this Agreement. The Upon the execution by the Company may cause any Borrowing Subsidiary to cease to be a party to this Agreement by executing and delivering delivery to the Administrative Agent of a Borrowing Subsidiary Termination with respect to such any Borrowing Subsidiary, whereupon such Subsidiary shall cease to be a Borrowing Subsidiary and a party to this Agreement. Notwithstanding the foregoing, ; PROVIDED that no Borrowing Subsidiary Termination will become effective as to any Borrowing Subsidiary at a time when any principal of or interest on any Loan made directly to such Borrowing Subsidiary shall be outstanding hereunder; provided that such Borrowing Subsidiary Termination shall be effective (other than to terminate such Borrowing Subsidiary's right to make further Borrowings under this Agreement) at a time when any principal of or interest on any Loan to such Borrowing Subsidiary or any Letter of Credit issued for the account of such Borrowing Subsidiary shall be outstanding hereunder. As soon as practicable upon Promptly following receipt of a any Borrowing Subsidiary AgreementAgreement or Borrowing Subsidiary Termination, the Administrative Agent shall send a copy thereof to each Lender.

Borrowing Subsidiaries. On or after the Effective Date, the Company may designate any Wholly Owned Foreign Subsidiary of the Company as a Borrowing Subsidiary by delivery to the Administrative Agent of a Borrowing Subsidiary Agreement executed by such Subsidiary and the Company, and upon such delivery such Subsidiary shall for all purposes of this Agreement be a Borrowing Subsidiary and a party to this Agreement. The Upon the execution by the Company may cause any Borrowing Subsidiary to cease to be a party to this Agreement by executing and delivering delivery to the Administrative Agent of a Borrowing Subsidiary Termination with respect to such any Borrowing Subsidiary, whereupon such Subsidiary shall cease to be a Borrowing Subsidiary hereunder and a party to this Agreement. Notwithstanding the foregoing, ; provided that no Borrowing Subsidiary Termination will become effective as to any Borrowing Subsidiary (other than to terminate such Borrowing Subsidiary’s right to make further Borrowings under this Agreement) at a time when any principal of or interest on any Loan made directly to such Borrowing Subsidiary or any Letter of Credit issued for the account of such Borrowing Subsidiary shall be outstanding hereunder; provided that such . Promptly following receipt of any Borrowing Subsidiary Termination shall be effective to terminate such Borrowing Subsidiary's right to make further Borrowings under this Agreement. As soon as practicable upon receipt of a Agreement or Borrowing Subsidiary AgreementTermination, the Administrative Agent shall send a copy thereof to each Lender.