Covenants Regarding Formation of Subsidiaries the Making of Investments and Acquisitions. At the time of any Acquisition by any of the Borrower Parties, or the formation of any new Subsidiary of any of the Borrower Parties, the Borrower will, and will cause each of the other Borrower Parties, as applicable, to (a) (other than in the case of the Foreign Subsidiaries) provide to the Administrative Agent a duly executed supplement to the Subsidiary Security Agreement for any new Subsidiary, together with appropriate UCC-1 financing statements, (b) (other than in the case of the Foreign Subsidiaries), provide to the Administrative Agent a duly executed supplement to the Subsidiary Guaranty and a loan certificate for any such new Subsidiary, substantially in the form of Exhibit V attached hereto, together with appropriate attachments thereto; (c) (other than in the case of the Foreign Subsidiaries) pledge to the Administrative Agent all (or in the case of the Foreign Subsidiaries, sixty-six percent (66%)) of the Equity Interests (or other instruments or securities evidencing ownership) of any Subsidiary or Person which is acquired or formed, beneficially owned by any of the Borrower Parties as additional Collateral for the Obligations to be held by the Administrative Agent in accordance with the terms of the Borrower Pledge Agreement or the Subsidiary Pledge Agreement, as applicable, and execute and deliver to the Administrative Agent all such documentation for such pledge (including, without limitation, a supplement to the Subsidiary Pledge Agreement, original certificates representing the pledged Equity Interests and corresponding certificate powers duly executed in blank) as, in the reasonable opinion of the Administrative Agent, is appropriate; and (d) provide all other documentation, including, without limitation, an Intellectual Property Security Agreement or any other security agreement covering any additional intellectual property obtained by such Borrower Party (other than in the case of the Foreign Subsidiaries), additional UCC-1 financing statements, and one or more opinions of counsel reasonably satisfactory to the Administrative Agent which in the reasonable opinion of the Administrative Agent is appropriate with respect to such Acquisition or the formation of such new Subsidiary. In addition, if the Borrower or any of the Subsidiaries of the Borrower (other than the Foreign Subsidiaries) shall at any time obtain any interest in any registered patent, trademark or copyright, or application for...
Covenants Regarding Formation of Subsidiaries and the Making of Acquisitions and Investments.
Covenants Regarding Formation of Subsidiaries. At any time of (a) the formation of any new Subsidiary by the Company or any Subsidiary of the Company whether pursuant to a permitted Acquisition or otherwise or (b) any Unrestricted Subsidiary becoming a Restricted Subsidiary hereunder, the Company will, and will cause any such Restricted Subsidiaries (a) to provide to the
Covenants Regarding Formation of Subsidiaries. At the time of the formation of any new Subsidiary of any Credit Party, such Credit Party will, and will cause its Subsidiaries, as appropriate, to, within thirty (30) Business Days of such formation, (a) provide to the Administrative Agent an executed supplement to the Borrower or Guarantor Security Agreement or a duly executed Subsidiary security agreement (in form and substance reasonably satisfactory to the Administrative Agent), together with appropriate UCC-1 financing statements, executed control agreements with respect to investment accounts, securities accounts and deposit accounts to the extent required by Section 7.16 hereof (in form and substance reasonably satisfactory to the Administrative Agent), together with appropriate recording instruments, as well as an executed Subsidiary guaranty (in form and substance reasonably satisfactory to the Administrative Agent), or a supplement thereto, which shall constitute Loan Documents and except for any supplement to the Security Documents, for purposes of this Agreement, as well as a loan certificate for such new Subsidiary (in form and substance reasonably satisfactory to the Administrative Agent) and (b) pledge to the Administrative Agent all of the Ownership Interests (or other instruments or securities evidencing ownership) of such Subsidiary or Person which is acquired or formed, beneficially owned by any Credit Party, as the case may be, as additional Collateral for the Obligations to be held by the Administrative Agent in accordance with the terms of a new Pledge Agreement or a new Subsidiary pledge agreement (in form and substance reasonably satisfactory to the Administrative Agent) and execute and deliver to the Administrative Agent all such documentation for such pledge as, in the reasonable opinion of the Administrative Agent, is appropriate. Any document, agreement or instrument (other than the projections) executed or issued pursuant to this Section 5.12 shall be a “Loan Document” for purposes of this Agreement.
Covenants Regarding Formation of Subsidiaries. Borrowers shall not form or organize any new Subsidiaries.
Covenants Regarding Formation of Subsidiaries. At any time of (a) the formation of any new Subsidiary by Borrower or any of its Subsidiaries whether pursuant to a permitted Acquisition or otherwise or (b) any Unrestricted Subsidiary becoming a Restricted Subsidiary hereunder, Borrower will, and will cause any such Restricted Subsidiaries (a) to provide to Lender supplements to the Subsidiary Guaranty and Subsidiary Security Agreement executed by such new Restricted Subsidiary, together with appropriate UCC-1 financing statements and appropriate attachments, all in form and substance satisfactory to Lender, and (b) to provide to Lender, a duly executed supplement to the Pledge Agreement or the Subsidiary Pledge Agreement, as appropriate, together with such other documentation as is, in the reasonable opinion of Lender, appropriate to give effect to the pledge of the shares of such Restricted Subsidiary, in form and substance satisfactory to Lender. In addition to the foregoing, Borrower shall provide to Lender such opinions and other documentation as shall be reasonably requested by Lender. Each document, agreement or instrument executed or issued pursuant to this Section 6.16 shall be a "Collateral Document" for purposes of this Credit Agreement.
