Common use of Certain Subsidiaries to Join in Guaranty Clause in Contracts

Certain Subsidiaries to Join in Guaranty. In the event that at any time after the Closing Date, any Credit Party acquires, creates (including by virtue of any statutory division of any such Credit Party) or has any Subsidiary (other than an Excluded Subsidiary, it being understood that any Immaterial Subsidiary ceasing to be an Immaterial Subsidiary shall be deemed to be an acquisition of a Subsidiary for all purposes of this Section 6.09) or Resulting Company that is not already a party to the Guaranty or the Security Agreement, such Credit Party will promptly, but in any event within 20 days (or such later date as the Administrative Agent agrees to in its reasonable discretion), cause such Subsidiary or Resulting Company to deliver to the Administrative Agent, (a) a Guaranty Supplement (as defined in the Guaranty), (b) a joinder to the Security Agreement duly executed by such Subsidiary or Resulting Company, pursuant to which such Subsidiary or Resulting Company joins in the Guaranty and the Security Agreement, as applicable, as a guarantor and grantor thereunder, (c) resolutions of the Board of Directors or equivalent governing body of such Subsidiary or Resulting Company, certified by the Secretary or an Assistant Secretary of such Subsidiary or Resulting Company, as duly adopted and in full force and effect, authorizing the execution and delivery of such joinder supplement and the other Loan Documents to which such Subsidiary or Resulting Company is or will be a party, together with such other corporate documentation and an opinion of counsel as the Administrative Agent shall reasonably request, in each case, in form and substance reasonably satisfactory to the Administrative Agent and (d) all such documents, instruments, agreements, and certificates as are similar to those described in Section 6.10.

Certain Subsidiaries to Join in Guaranty. In the event that at any time after the Closing Date, any Credit Party acquires, creates (including by virtue of any statutory division of any such Credit Party) or has any Domestic Subsidiary (other than an Excluded Subsidiary, it being understood that any Immaterial Subsidiary ceasing to be an Immaterial Subsidiary shall be deemed to be an acquisition of a Subsidiary for all purposes of this Section 6.09) or Resulting Company that is not already a party to the Guaranty or the Security AgreementGuaranty, such Credit Party will promptly, but in any event within 20 days (or such later date as the Administrative Agent agrees to in its reasonable discretion)10 Business Days, cause such Subsidiary or Resulting Company to deliver to the Administrative Agent, in sufficient quantities for the Lenders, (a) a Guaranty Supplement (as defined in the Guaranty), (b) a joinder to the Security Agreement duly executed by such Subsidiary or Resulting CompanySubsidiary, pursuant to which such Subsidiary or Resulting Company joins in the Guaranty and the Security Agreement, as applicable, as a guarantor and grantor thereunder, (cb) resolutions of the Board of Directors or equivalent governing body of such Subsidiary or Resulting CompanySubsidiary, certified by the Secretary or an Assistant Secretary of such Subsidiary or Resulting CompanySubsidiary, as duly adopted and in full force and effect, authorizing the execution and delivery of such joinder supplement and the other Loan Documents to which such Subsidiary or Resulting Company is or will be a party, together with such other corporate documentation and an opinion of counsel as the Administrative Agent shall reasonably request, in each case, in form and substance reasonably satisfactory to the Administrative Agent and (dc) all such documents, instruments, agreements, and certificates as are similar to those described in Section 6.10. In the event that any Person becomes a Foreign Subsidiary of the Borrower, and the ownership interests of such Foreign Subsidiary are owned by the Borrower or by any Domestic Subsidiary thereof, the Borrower shall, or shall cause such Domestic Subsidiary to, deliver, all such documents, instruments, agreements, and certificates as are similar to those described in Section 6.10, and the Borrower shall take, or shall cause such Domestic Subsidiary to take, all of the actions referred to in Section 6.10.