Common use of Designated Guarantors Clause in Contracts

Designated Guarantors. (a) The Borrower may at any time upon notice to the Administrative Agent, designate any Foreign Subsidiary of the Borrower (a “Designated Guarantor”) as a Guarantor hereunder. Upon such designation, such Designated Guarantor shall become a Guarantor hereunder by delivering to the Administrative Agent (a) a Joinder Agreement or such other documents as the Administrative Agent shall deem reasonably appropriate for such purpose and (b) documents of the types referred to in Sections 5.01(f) and (g) and favorable opinions of counsel to such Designated Guarantor (which shall cover, among other things, the legality, validity, binding effect and enforceability of the documentation referred to in clause (a)), all in form, content and scope reasonably satisfactory to the Administrative Agent. (b) The Borrower may at any time upon notice to the Administrative Agent elect to remove any Foreign Subsidiary as a Guarantor hereunder. Such Foreign Subsidiary shall be released as a Guarantor hereunder provided that the Borrower provides first a representation in writing to the Administrative Agent and the Lenders certifying that all Investments existing at such time in such Foreign Subsidiary shall continue after the release of such Foreign Subsidiary as a Guarantor to be permitted under Section 8.02 as if such Foreign Subsidiary were never a Loan Party hereunder (meaning all such Investments in such Foreign Subsidiary must be permitted by those clauses in Section 8.02 other than clause (c)).

Designated Guarantors. (a) The Borrower may at any time upon notice to the Administrative Agent, designate any Foreign Subsidiary of the Borrower (a “Designated Guarantor”) as a Guarantor hereunder. Upon such designation, such Designated Guarantor shall become a Guarantor hereunder by delivering to the Administrative Agent (a) a Joinder Agreement or such other documents as the Administrative Agent shall deem reasonably appropriate for such purpose and (b) documents of the types referred to in Sections 5.01(f) and (g) and favorable opinions of counsel to such Designated Guarantor (which shall cover, among other things, the legality, validity, binding effect and enforceability of the documentation referred to in clause (a)), all in form, content and scope reasonably satisfactory to the Administrative Agent. (b) The Borrower may at any time upon notice to the Administrative Agent elect to remove any Foreign Subsidiary as a Guarantor hereunder. Such Foreign Subsidiary, together with any Subsidiary that is the subject of a Disposition made in accordance with the terms hereof, shall be released as a Guarantor hereunder provided that the Borrower provides first in a representation writing, in writing form and substance satisfactory to the Administrative Agent Agent, executed by the Administrative Agent, the Borrower and the Lenders certifying that all Investments existing at such time in such Foreign Subsidiary shall continue after the release of such Foreign Subsidiary as a Guarantor to be permitted under Section 8.02 as if such Foreign Subsidiary were never a Loan Party hereunder (meaning all such Investments in such Foreign Subsidiary must be permitted by those clauses in Section 8.02 other than clause (c))Subsidiary.

Designated Guarantors. (a) The Borrower may at any time upon notice to the Administrative Agent, designate any Foreign Subsidiary of the Borrower (a “Designated Guarantor”) as a Guarantor hereunder. Upon such designation, such Designated Guarantor shall become a Guarantor hereunder by delivering to the Administrative Agent (a) a Joinder Agreement or such other documents as the Administrative Agent shall deem reasonably appropriate for such purpose and (b) documents of the types referred to in Sections 5.01(fSection 3.01(c)(ii) and (gSection 3.01(c)(iii) and favorable opinions of counsel to such Designated Guarantor (which shall cover, among other things, the legality, validity, binding effect and enforceability of the documentation referred to in clause (a)), all in form, content and scope reasonably satisfactory to the Administrative Agent. (b) The Borrower may at any time upon notice to the Administrative Agent elect to remove any Foreign Subsidiary as a Guarantor hereunder. Such Foreign Subsidiary shall be released as a Guarantor hereunder provided that the Borrower provides first a representation in writing to the Administrative Agent and the Lenders certifying that all Investments existing at such time in such Foreign Subsidiary shall continue after the release of such Foreign Subsidiary as a Guarantor to be permitted under Section 8.02 7.02 as if such Foreign Subsidiary were never a Loan Party hereunder (meaning all such Investments in such Foreign Subsidiary must be permitted by those clauses in Section 8.02 7.02 other than clause (c)).