Borrowing Subsidiaries. The Company may designate any Wholly Owned Subsidiary of the Company as a Borrowing Subsidiary. Upon the receipt by Citibank of a Borrowing Subsidiary Agreement executed by such a Wholly Owned Subsidiary and the Company, such Wholly Owned Subsidiary shall be a Borrowing Subsidiary and a party to this Agreement. A Subsidiary shall cease to be a Borrowing Subsidiary hereunder at such time as no Loans, fees or any other amounts due in connection therewith pursuant to the terms hereof shall be outstanding to such Subsidiary and such Subsidiary and the Company shall have executed and delivered to Citibank a Borrowing Subsidiary Termination; provided that, notwithstanding anything herein to the contrary, no Borrowing Subsidiary shall cease to be a Borrowing Subsidiary solely because it no longer is a Wholly Owned Subsidiary of the Company so long as such Borrowing Subsidiary and the Company shall not have executed and delivered to Citibank a Borrowing Subsidiary Termination and the Company's guarantee of the Borrowing Subsidiary Obligations of such Borrowing Subsidiary pursuant to Section 8.16 has not been released.
Appears in 2 contracts
Samples: 364 Day Competitive Advance and Revolving Credit Facility Agreement (Bristol Myers Squibb Co), Credit Facility Agreement (Bristol Myers Squibb Co)
Borrowing Subsidiaries. The Company may designate any Wholly Owned Subsidiary of the Company as a Borrowing Subsidiary. Upon the receipt by Citibank of a Borrowing Subsidiary Agreement executed by such a Wholly Owned Subsidiary and the Company, such Wholly Owned Subsidiary shall be a Borrowing Subsidiary and a party to this Agreement. A Subsidiary shall cease to be a Borrowing Subsidiary hereunder at such time as no Loans, fees or any other amounts due in connection therewith pursuant to the terms hereof shall be outstanding to such Subsidiary and such Subsidiary and the Company shall have executed and delivered to Citibank a Borrowing Subsidiary Termination; provided that, notwithstanding anything herein to the contrary, no Borrowing Subsidiary shall cease to be a Borrowing Subsidiary solely because it no longer is a Wholly Owned Subsidiary of the Company so long as such Borrowing Subsidiary and the Company shall not have executed and delivered to Citibank a Borrowing Subsidiary Termination and the Company's ’s guarantee of the Borrowing Subsidiary Obligations of such Borrowing Subsidiary pursuant to Section 8.16 has not been released.
Appears in 1 contract
Samples: Credit Facility Agreement (Bristol Myers Squibb Co)
Borrowing Subsidiaries. The Company may designate any Domestic Wholly Owned Subsidiary of the Company as a Borrowing SubsidiarySubsidiary under the Commitments. Upon the receipt by Citibank the Administrative Agent of a Borrowing Subsidiary Agreement executed by such a Domestic Wholly Owned Subsidiary and the Company, such Domestic Wholly Owned Subsidiary shall be a Borrowing Subsidiary and a party to this Agreement. A Subsidiary shall cease to be a Borrowing Subsidiary hereunder at such time as no Loans, fees or any other amounts due in connection therewith pursuant to the terms hereof shall be outstanding to such Subsidiary and such Subsidiary and the Company shall have executed and delivered to Citibank the Administrative Agent a Borrowing Subsidiary Termination; provided that, notwithstanding anything herein to the contrary, no Borrowing Subsidiary shall cease to be a Borrowing Subsidiary solely because it no longer is a Wholly Owned Subsidiary of the Company so long as such Borrowing Subsidiary and the Company shall not have executed and delivered to Citibank the Administrative Agent a Borrowing Subsidiary Termination and the Company's Guarantors' guarantee of the Borrowing Subsidiary Borrower Obligations of such Borrowing Subsidiary pursuant to Section 8.16 11.16 has not been released.
Appears in 1 contract
Borrowing Subsidiaries. The Company may designate any Domestic Wholly Owned Subsidiary of the Company as a Borrowing SubsidiarySubsidiary under the U.S. Commitments and may designate a Wholly Owned Subsidiary organized under the laws of Switzerland as a Borrowing Subsidiary under the Multicurrency Commitments. Upon the receipt by Citibank the General Administrative Agent of a Borrowing Subsidiary Agreement executed by such a Domestic Wholly Owned Subsidiary and the Company, such Domestic Wholly Owned Subsidiary shall be a Borrowing Subsidiary and a party to this Agreement. A Subsidiary shall cease to be a Borrowing Subsidiary hereunder at such time as no Loans, fees or any other amounts due in connection therewith pursuant to the terms hereof shall be outstanding to such Subsidiary and such Subsidiary and the Company shall have executed and delivered to Citibank the General Administrative Agent a Borrowing Subsidiary Termination; provided that, notwithstanding anything herein to the contrary, no Borrowing Subsidiary shall cease to be a Borrowing Subsidiary solely because it no longer is a Wholly Owned Subsidiary of the Company so long as such Borrowing Subsidiary and the Company shall not have executed and delivered to Citibank the General Administrative Agent a Borrowing Subsidiary Termination and the Company's Guarantors' guarantee of the Borrowing Subsidiary Borrower Obligations of such Borrowing Subsidiary pursuant to Section 8.16 13.16 has not been released.
Appears in 1 contract
Samples: Revolving Credit and Term Loan Agreement (Zimmer Holdings Inc)
Borrowing Subsidiaries. (a) The Company may designate any Wholly Owned Foreign Subsidiary as an additional Borrowing Subsidiary with the ability to borrow under Section 2.04 in one or more specified Applicable Currencies within the limits of a specified Borrowing Subsidiary Sublimit; provided that the Company as a Borrowing SubsidiaryAdministrative Agent shall consent to any such designation (which consent shall not be unreasonably withheld or delayed). Upon the receipt and execution by Citibank the Administrative Agent of a Borrowing Subsidiary Agreement executed by such a Wholly Owned Subsidiary and the CompanyCompany and establishment of the related Borrowing Subsidiary Sublimit and Borrowing Subsidiary Commitment(s), such Wholly Owned Subsidiary shall be a Borrowing Subsidiary and a party to this Agreement. A .
(b) Any Subsidiary shall cease to be a Borrowing Subsidiary hereunder at such time as no Loans, fees or any other amounts due in connection therewith pursuant to the terms hereof Credit Extensions shall be outstanding to such Subsidiary and such Subsidiary and the Company shall have executed and delivered to Citibank the Administrative Agent a Borrowing Subsidiary Termination; provided that. If a Borrowing Subsidiary liquidates, notwithstanding anything herein dissolves or ceases to the contrarybe a Subsidiary, no all Credit Extensions outstanding to such any Borrowing Subsidiary shall cease to be a Borrowing due and payable and such Subsidiary solely because it shall no longer is a Wholly Owned Subsidiary of the Company so long as such Borrowing Subsidiary and the Company shall not have executed and delivered be entitled to Citibank a Borrowing Subsidiary Termination and the Company's guarantee of the Borrowing Subsidiary Obligations of such Borrowing Subsidiary pursuant to Section 8.16 has not been releasedobtain any Credit Extensions hereunder.
Appears in 1 contract
Samples: Credit Agreement (Pentair Inc)
Borrowing Subsidiaries. The Company may designate any Wholly Owned Subsidiary of the Company as a Borrowing Subsidiary. Upon the receipt by Citibank CNAI of a Borrowing Subsidiary Agreement executed by such a Wholly Owned Subsidiary and the Company, such Wholly Owned Subsidiary shall be a Borrowing Subsidiary and a party to this Agreement. A Subsidiary shall cease to be a Borrowing Subsidiary hereunder at such time as no Loans, fees or any other amounts due in connection therewith pursuant to the terms hereof shall be outstanding to such Subsidiary and such Subsidiary and the Company shall have executed and delivered to Citibank CNAI a Borrowing Subsidiary Termination; provided that, notwithstanding anything herein to the contrary, no Borrowing Subsidiary shall cease to be a Borrowing Subsidiary solely because it no longer is a Wholly Owned Subsidiary of the Company so long as such Borrowing Subsidiary and the Company shall not have executed and delivered to Citibank CNAI a Borrowing Subsidiary Termination and the Company's ’s guarantee of the Borrowing Subsidiary Obligations of such Borrowing Subsidiary pursuant to Section 8.16 has not been released.
Appears in 1 contract
Samples: Credit Facility Agreement (Bristol Myers Squibb Co)