Covenant to Guarantee Obligations. The Loan Parties will cause each of their Subsidiaries (other than any Nonmaterial Subsidiary or CFC or a Subsidiary that is held directly or indirectly by a CFC) whether newly formed, after acquired or otherwise existing to promptly (and in any event within thirty (30) days after such Subsidiary is formed or acquired or ceases to be a Nonmaterial Subsidiary) become a Guarantor hereunder by way of execution of a Joinder Agreement; provided, however, no Foreign Subsidiary shall be required to become a Guarantor to the extent such Guaranty would result in a material adverse tax consequence for the Borrower. In connection with the foregoing, the Loan Parties shall deliver to the Lender, with respect to each new Guarantor to the extent applicable, substantially the same documentation required pursuant to Sections 4.01(b) – (e) and (j) and 6.16, and such other documents or agreements as the Lender may reasonably request.
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Samples: Credit Agreement (Hackett Group, Inc.), Credit Agreement (Hackett Group, Inc.), Credit Agreement (Hackett Group, Inc.)
Covenant to Guarantee Obligations. The Loan Parties will cause each of their Material Subsidiaries (other than any Nonmaterial Subsidiary CFC, FSHCO or CFC or a Subsidiary that is held directly or indirectly by a CFC) whether newly formed, after acquired or otherwise existing to promptly (and in any event within thirty (30) days after such Material Subsidiary is formed or acquired (or ceases such longer period of time as agreed to be a Nonmaterial Subsidiaryby the Administrative Agent in its reasonable discretion)) become a Guarantor hereunder by way of execution of a Joinder Agreement; provided, however, no Foreign Subsidiary shall be required to become a Guarantor to the extent such Guaranty would result in a material adverse tax consequence for the Borrowerany Loan Party. In connection with the foregoing, the Loan Parties shall deliver to the LenderAdministrative Agent, with respect to each new Guarantor to the extent applicable, substantially the same documentation required pursuant to Sections 4.01(b) – (e) 4.01 and (j) and 6.16, 6.14 and such other documents or agreements as the Lender Administrative Agent may reasonably request, including without limitation, updated Schedules 1.01(c), 5.10, 5.12, 5.20(a) and 5.20(b).
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Samples: Credit Agreement (Raven Industries Inc), Credit Agreement (Raven Industries Inc)
Covenant to Guarantee Obligations. The Loan Parties will cause each of their Material Domestic Subsidiaries (other than any Nonmaterial Subsidiary or CFC or a Subsidiary that is held directly or indirectly by a CFC) whether newly formed, after acquired or otherwise existing to promptly (and in any event within thirty (30) days (or such later date as the Administrative Agent may agree in its sole discretion)) after such Subsidiary is formed or acquired or ceases to be a Nonmaterial Subsidiary) become a Guarantor hereunder by way of execution of a Guarantor Joinder Agreement; provided, however, no neither (x) any Domestic Subsidiary of a Foreign Subsidiary nor (y) any Foreign Subsidiary Holding Company shall be required to become a Guarantor to the extent such Guaranty would result in a material adverse tax consequence for the Borrower. In connection with the foregoing, the Loan Parties shall deliver to the LenderAdministrative Agent, with respect to each new Guarantor to the extent applicable, substantially the same documentation required pursuant to Sections 4.01(b) – (eg) and (j) and 6.16, 6.13 and such other documents or agreements as the Lender Administrative Agent may reasonably request.
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