Common use of Conditions to Designation Clause in Contracts

Conditions to Designation. In addition to satisfaction with the other requirements set forth in this Section, the designation by the Company of any Subsidiary to become a Subsidiary Borrower shall be subject to the satisfaction of the following conditions (including delivery to the Administrative Agent of the following documents, each of which shall be reasonably satisfactory to the Administrative Agent in form and substance or may be waived by the Administrative Agent in its sole discretion) and such designation shall become effective on the date on which all such conditions are satisfied (or so waived): (i) immediately prior to and after giving effect to such designation, no Default shall have occurred and be continuing; (ii) the Administrative Agent shall have received a Subsidiary Borrower Joinder Agreement, duly completed and executed by the Company, such Subsidiary and the Administrative Agent; (iii) the Administrative Agent shall have received a certificate of a Responsible Officer of the Company to the effect that the conditions to such designation set forth in this Section shall be satisfied; (iv) the Administrative Agent shall have received such proof of corporate or other action, incumbency of officers, opinion and other documents as are consistent with those delivered by the Loan Parties pursuant to Section 4.01 on the Effective Date as the Administrative Agent shall reasonably request, all in form, content and scope reasonably satisfactory to the Administrative Agent; and (v) to the extent requested by the Administrative Agent or any Lender, the Administrative Agent or such Lender shall have received all documentation and other information with respect to such Subsidiary required by regulatory authorities under the Patriot Act and other applicable “know your customer” and anti-money laundering rules and regulations.

Appears in 1 contract

Samples: Credit Agreement (Newell Rubbermaid Inc)

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Conditions to Designation. In addition to satisfaction with the other requirements set forth in this Section, the The designation by the Company of any Subsidiary to become a Subsidiary as an Additional Revolving Borrower hereunder shall be subject to the satisfaction of the following conditions (including delivery to the Administrative Agent of the following documents, each of which shall be reasonably satisfactory to the Administrative Agent in form and substance or may be waived by the Administrative Agent in its sole discretion) and such designation shall become effective on the date on which all such conditions are satisfied (or so waived): (iA) immediately prior to and after giving effect to such designation, no Default shall have occurred and be continuing; (iiB) the Administrative Agent shall have received a Subsidiary an Additional Revolving Borrower Joinder Agreement, duly completed and executed by the Company, such Subsidiary Additional Revolving Borrower and the Administrative Agent; (iiiC) the Administrative Agent shall have received a certificate of a Responsible an Authorized Officer of the Company to the effect that the conditions to such designation set forth in this Section 2.21 shall be satisfied; (ivD) the Administrative Agent shall have received such proof of corporate or other action, incumbency of officers, legal opinion and other documents as are consistent with those delivered by the Loan Parties Borrowers pursuant to Section 4.01 on the Effective Closing Date as the Administrative Agent shall reasonably request, all in form, content and scope reasonably satisfactory to substantially consistent with those delivered by the Administrative AgentBorrowers on the Closing Date; and (vE) to the extent requested by the Administrative Agent or any LenderLender at least three (3) Business Days in advance of the effectiveness of such designation, the Administrative Agent or such Lender shall have received all documentation and other information with respect to such Subsidiary required by regulatory authorities under applicable Sanctions Laws and Regulations or the Patriot Act and other applicable “know your customer” and anti-money laundering rules and regulationsBeneficial Ownership Regulation.

Appears in 1 contract

Samples: Revolving Credit and Term Loan Agreement (Cooper Companies, Inc.)

Conditions to Designation. In addition to satisfaction with the other requirements set forth in this Section, the designation by the Company of any Subsidiary to become a Subsidiary Borrower shall be subject to the satisfaction of the following conditions (including delivery to the Administrative Agent of the following documents, each of which shall be reasonably satisfactory to the Administrative Agent in form and substance or may be waived by the Administrative Agent in its sole discretion) and such designation shall become effective on the date on which all such conditions are satisfied (or so waived): (i) immediately prior to and after giving effect to such designation, no Default shall have occurred and be continuing; (ii) the Administrative Agent shall have received a Subsidiary Borrower Joinder Agreement, duly completed and executed by the Company, such Subsidiary and the Administrative Agent; (iii) the Administrative Agent shall have received a certificate of a Responsible Officer of the Company to the effect that the conditions to such designation set forth in this Section shall be satisfied; (iv) the Administrative Agent shall have received such proof of corporate or other action, incumbency of officers, opinion and other documents as are consistent with those delivered by the Loan Parties pursuant to Section 4.01 on the Amendment and Restatement Effective Date as the Administrative Agent shall reasonably request, all in form, content and scope reasonably satisfactory to the Administrative Agent; and (v) to the extent requested by the Administrative Agent or any Lender, the Administrative Agent or such Lender shall have received all documentation and other information with respect to such Subsidiary required by regulatory authorities under the Patriot Act and other applicable “know your customer” and anti-money laundering rules and regulations.

Appears in 1 contract

Samples: Credit Agreement (Newell Rubbermaid Inc)

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Conditions to Designation. In addition to satisfaction with the other requirements set forth in this Section, the The designation by the Company of any Subsidiary to become a Subsidiary as an Additional Revolving Borrower hereunder shall be subject to the satisfaction of the following conditions (including delivery to the Administrative Agent of the following documents, each of which shall be reasonably satisfactory to the Administrative Agent in form and substance or may be waived by the Administrative Agent in its sole discretion) and such designation shall become effective on the date on which all such conditions are satisfied (or so waived): (i) ): immediately prior to and after giving effect to such designation, no Default shall have occurred and be continuing; (ii) ; the Administrative Agent shall have received a Subsidiary an Additional Revolving Borrower Joinder Agreement, duly completed and executed by the Company, such Subsidiary Additional Revolving Borrower and the Administrative Agent; (iii) ; the Administrative Agent shall have received a certificate of a Responsible an Authorized Officer of the Company to the effect that the conditions to such designation set forth in this Section 2.21 shall be satisfied; (iv) ; the Administrative Agent shall have received such proof of corporate or other action, incumbency of officers, legal opinion and other documents as are consistent with those delivered by the Loan Parties Borrowers pursuant to Section 4.01 on the Effective Closing Date as the Administrative Agent shall reasonably request, all in form, content and scope reasonably satisfactory to substantially consistent with those delivered by the Administrative AgentBorrowers on the Closing Date; and (v) and to the extent requested by the Administrative Agent or any LenderLender at least three (3) Business Days in advance of the effectiveness of such designation, the Administrative Agent or such Lender shall have received all documentation and other information with respect to such Subsidiary required by regulatory authorities under the Patriot Act and other applicable “know your customer” and anti-money laundering rules and regulations, Anti-Money Laundering Laws, Sanctions Laws and Regulations or the Beneficial Ownership Regulation.

Appears in 1 contract

Samples: Revolving Credit Agreement (Cooper Companies, Inc.)

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