Designated Subsidiaries. (a) The Administrative Agent and the Lenders acknowledge and agree and Celestica hereby confirms that Celestica has designated Celestica International as a Canadian Designated Subsidiary and that there are not, on the date hereof, any other Designated Subsidiaries.
(b) Celestica may, from time to time and at any time hereafter, designate any other wholly-owned qualifying Restricted Subsidiary as a Canadian Designated Subsidiary provided that:
(i) all Lenders shall have previously consented in writing to the designation of such Subsidiary as a Canadian Designated Subsidiary;
(ii) such Subsidiary was incorporated, continued, amalgamated or otherwise created in accordance with and continues to be governed by the laws of a province of Canada or the federal laws of Canada and which is domiciled in Canada;
(iii) such Restricted Subsidiary, prior to becoming a Designated Subsidiary, shall have executed and delivered to the Administrative Agent: (A) a Designated Subsidiary Agreement; (B) if it has not already done so, a Guarantee substantially in the form of Schedule H; and (C) unless a Debt Rating Upgrade has occurred and no Trigger Event has ensued following such Debt Rating Upgrade, if it has not already done so, the other applicable Security Documents; and
(iv) the Restricted Subsidiary which is proposed to become a Designated Subsidiary shall have delivered to the Administrative Agent:
(A) a certified copy of the proposed Designated Subsidiary’s Organic Documents;
(B) a certified copy of the resolutions authorizing it to enter into, execute and deliver the Designated Subsidiary Agreement, the Guarantee and the other applicable Security Documents, if applicable, and to perform its obligations thereunder;
(C) a certificate as to the incumbency of its officers signing the Designated Subsidiary Agreement, the Guarantee and the other applicable Security Documents, if applicable;
(D) a certificate of status, good standing or like certificate with respect to such Designated Subsidiary issued by appropriate government officials of the jurisdiction of its incorporation; and
(E) an opinion of counsel to the Designated Subsidiary in form and substance satisfactory to the Lenders’ Counsel and the Administrative Agent, each acting reasonably;
(c) Celestica may, from time to time and at any time hereafter, designate any other wholly-owned Restricted Subsidiary which does not fall within the definition of “Canadian Designated Subsidiary” as a Consent Designated Subsidiary, ...
Designated Subsidiaries. (a) DESIGNATION. The Company may at any time, and from time to time, by delivery to the Agent of a Designation Agreement duly executed by the Company and the respective Subsidiary and substantially in the form of Exhibit E hereto, designate such Subsidiary as a "Designated Subsidiary" for purposes of this Agreement and such Subsidiary shall thereupon become a "Designated Subsidiary" for purposes of this Agreement and, as such, shall have all of the rights and obligations of a Borrower hereunder. The Agent shall promptly notify each Lender of each such designation by the Company and the identity of the respective Subsidiary.
Designated Subsidiaries. A Pledgor will not be obligated to comply with the provisions of this Section at any time with respect to any voting Equity Interest in a Designated Subsidiary.
Designated Subsidiaries. Notwithstanding the provisions of ----------------------- paragraph (a) above, the Borrower may at any time after the date hereof designate any Subsidiary (other than a Subsidiary holding any Station Licenses or the operating assets of any Stations) as a "Designated Subsidiary" for purposes of this Agreement, by delivering to the Administrative Agent a certificate of a senior officer of the Borrower (and the Administrative Agent shall promptly deliver a copy thereof to each Lender following receipt) identifying such Subsidiary, stating that such Subsidiary shall be treated as a "Designated Subsidiary" for all purposes hereof and certifying that, after giving effect to such designation, the Borrower will be in compliance with the provisions of this Agreement applicable to such Designated Subsidiary (including the provisions of Section 7.05(f) with respect to the type of business in which a Designated Subsidiary shall be involved and the limitations upon the aggregate amount of Investments in Designated Subsidiaries therein specified), and such designation will not result in a Default hereunder. Any Subsidiary of a Designated Subsidiary shall be deemed to be a "Designated Subsidiary".
Designated Subsidiaries. (a) The Subsidiaries of Cascades listed in Schedule B hereof are hereby designated as Designated Subsidiaries.
(b) Cascades may designate any other of its Subsidiaries that is a Credit Party (other than a Borrower) as a Designated Subsidiary upon giving prior notice to the Administrative Agent, the Collateral Agent and the Term Facility Agent specifying the date of effectiveness of the designation (which must be after the date of the notice). Any such designation will be effective on the date specified in the notice and no such designation may be cancelled or revoked.
(c) Each Designated Subsidiary must be at all times a wholly-owned Subsidiary of Cascades and must provide Security as and to the extent required by Article 10.
(d) Cascades covenants that the Non-Designated Subsidiaries will include no Subsidiary of Cascades who is directly or indirectly liable for the payment of obligations under any of the Cascades Indentures or Funded Debt issued thereunder.
Designated Subsidiaries. 92 SECTION 9.10 Governing Law ..........................................................................................93 SECTION 9.11 Execution in Counterparts..........................................................................93 SECTION 9.12 Judgment ....................................................................................................94 SECTION 9.13
Designated Subsidiaries. 67 SECTION 9.09. Confidentiality ....................................................67 SECTION 9.10. Mitigation of Yield Protection .....................................68 SECTION 9.11. Governing Law. .....................................................68 SECTION 9.12. Execution in Counterparts ..........................................68 SECTION 9.13. Jurisdiction, Etc. .................................................69 SECTION 9.14. Substitution of Currency ...........................................69 SECTION 9.15. Final Agreement ....................................................70 SECTION 9.16. Judgment ...........................................................70 SECTION 9.17. Waiver of Jury Trial ...............................................70 SCHEDULES Schedule I - List of Applicable Lending Offices Schedule 3.01(b) - Disclosed Litigation EXHIBITS Exhibit A-1 - Form of Revolving Credit Note Exhibit A-2 - Form of Competitive Bid Note Exhibit B-1 - Form of Notice of Revolving Credit Borrowing Exhibit B-2 - Form of Notice of Competitive Bid Borrowing Exhibit C - Form of Assignment and Acceptance Exhibit D - Form of Designation Letter Exhibit E - Form of Acceptance by Process Agent Exhibit F - Form of Opinion of J. Xxxxxx Xxxxx, Assistant General Counsel of the Company Exhibit G - Form of Opinion of Counsel to a Designated Subsidiary Exhibit H - Form of Opinion of Shearman & Sterling, Counsel to the Agent FIVE YEAR CREDIT AGREEMENT Dated as of December 2, 1999 HONEYWELL INTERNATIONAL INC., a Delaware corporation (the "Company"), the banks, financial institutions and other institutional lenders (the "Initial Lenders") listed on the signature pages hereof, and CITIBANK, N.A. ("Citibank"), as administrative agent (the "Agent") for the Lenders (as hereinafter defined), agree as follows:
Designated Subsidiaries. Administrative Entity may at any time after the Amendment No. 5 Effective Date designate any Subsidiary of a Loan Party as a Designated Subsidiary; provided that (a) immediately before and after such designation, no Event of Default or Unmatured Event of Default shall have occurred and be continuing, (b) immediately before and after such designation, the Borrower shall be in pro-forma compliance with Section 6.13, and (c) not later than 15 days after such designation, the Administrative Entity shall deliver to Agent and the Lenders an officer’s certificate designating such Subsidiary as either a CLO Management Subsidiary or an Unrestricted Subsidiary and confirming that such designation is in compliance with the terms of this Agreement.
Designated Subsidiaries. The Company may from time to time designate one or more of its Subsidiaries to have the right to borrow both Committed Loans and Competitive Loans by sending to the Administrative Agent a Notice of Designation of a Designated Subsidiary and otherwise complying with Section 6.
Designated Subsidiaries. 69 SECTION 9.08. Confidentiality .................................................... 70 SECTION 9.09. Mitigation of Yield Protection ..................................... 70 SECTION 9.10. Governing Law ...................................................... 71 SECTION 9.11. Execution in Counterparts .......................................... 71
