Domestic Subsidiary Guarantors. The Company may at any time deliver to the Administrative Agent a revised Schedule 5.19 setting forth Domestic Subsidiaries of the Company sufficient to cause the representation and warranty set forth in Section 5.19 to be true and correct as of the date of delivery of such revised Schedule. On the date of delivery by the Company of a revised Schedule 5.19 pursuant to this Section 2.15, which revised Schedule indicates that any Domestic Subsidiary has become a Material Domestic Subsidiary, the Company shall cause such Domestic Subsidiary to (x) become a Domestic Subsidiary Guarantor by executing and delivering to the Administrative Agent a counterpart of the Guaranty Agreement or such other document as the Administrative Agent shall deem appropriate in order for such Domestic Subsidiary to provide an unconditional guaranty of the Obligations of the Borrowers and (y) deliver to the Administrative Agent documents of the types referred to in clauses (iii), (iv) and (vii) of Section 4.01(a) and, if requested by the Administrative Agent, favorable opinions of counsel to such Person (which shall cover, among other things, the legality, validity, binding effect and enforceability of the documentation referred to in clause (x)), all in form, content and scope reasonably satisfactory to the Administrative Agent. Promptly following (i) delivery by the Company of a revised Schedule 5.19 pursuant to this Section 2.15, which revised Schedule indicates that any Domestic Subsidiary has ceased to constitute a Material Domestic Subsidiary and (ii) delivery by the Company of any documentation required pursuant to the foregoing sentence with respect to such revised Schedule, the Administrative Agent shall be authorized to, and shall promptly, execute and deliver to the Company such documentation as the Company may reasonably request in order to release such Domestic Subsidiary from the Guaranty Agreement.
Domestic Subsidiary Guarantors. The Company will take such action, and will cause each of its Subsidiaries to take such action, from time to time as shall be necessary to ensure that all Domestic Subsidiaries of the Company (other than an Immaterial Domestic Subsidiary) are "Subsidiary Guarantors" hereunder. Without limiting the generality of the foregoing, in the event that the Company or any of its Subsidiaries shall form or acquire any new Domestic Subsidiary (other than an Immaterial Domestic Subsidiary) after the Effective Date, the Company and its Subsidiaries will cause such new Domestic Subsidiary, promptly but in no event later than 45 days following the formation or acquisition of such new Domestic Subsidiary, to
Domestic Subsidiary Guarantors. The Borrower will take such action, and will cause each of its Subsidiaries to take such action, from time to time as shall be necessary to ensure that all Domestic Subsidiaries of the Borrower are "Subsidiary Guarantors" hereunder. Without limiting the generality of the foregoing, in the event that the Borrower or any of its Subsidiaries shall form or acquire any new Domestic Subsidiary after the Effective Date, the Borrower and its Subsidiaries will cause such new Domestic Subsidiary, promptly but in no event later than 45 days following the formation or acquisition of such new Domestic Subsidiary (or, in the case of any Immaterial Subsidiary which is a Domestic Subsidiary, within 60 days following the end of the fiscal quarter in which such Domestic Subsidiary is formed or acquired), to
Domestic Subsidiary Guarantors. The Borrower shall cause each Domestic Subsidiary of the Borrower (other than a Securitization Entity or an Excluded Subsidiary) that is formed following the Restatement Date to execute and deliver to the Administrative Agent a guaranty of the full payment and performance of the Obligations (such guaranty to be in form and substance acceptable to the Administrative Agent) and such other documentation as the Administrative Agent may reasonably request in furtherance of the intent of this §8.14, including, without limitation, documentation of the type required or reasonably requested to maintain compliance with §§6.1 and 6.2.
Domestic Subsidiary Guarantors. The Credit Parties will cause each of their Domestic Subsidiaries, whether newly formed, after acquired or otherwise existing, and each other domestic entity that guarantees the Private Placement Debt to promptly (and in any event within forty-five (45) days after such Domestic Subsidiary is formed or acquired or contemporaneously with such Domestic Subsidiary becoming a party to the Private Placement Documents, as applicable (or such longer period of time as agreed to by the Administrative Agent in its reasonable discretion)) become a Domestic Guarantor hereunder by way of execution of a Domestic Guarantor Joinder Agreement. In connection therewith, the Company shall give notice to the Administrative Agent not less than ten (10) days prior to creating a Domestic Subsidiary (or such shorter period of time as agreed to by the Administrative Agent in its reasonable discretion), or acquiring the Equity Interests of any such Person. In connection with the foregoing, the Credit Parties shall deliver to the Administrative Agent, with respect to each new Domestic Guarantor to the extent applicable, substantially the same documentation required pursuant to Sections 4.1(b), (d) and (e) and 5.12 and such other documents or agreements as the Administrative Agent may reasonably request.
Domestic Subsidiary Guarantors. AUTO RENTAL SYSTEMS, INC. BGI AIRPORT PARKING, INC. BGI SHARED SERVICES, INC. BGI SHARED SERVICES, LLC BRAC CREDIT CORPORATION BUDGET CAR SALES, INC. BUDGET FLEET FINANCE CORPORATION BUDGET RENT-A-CAR ASIA-PACIFIC, INC. BUDGET RENT A CAR CARIBE CORPORATION BUDGET RENT A CAR CORPORATION BUDGET RENT-A-CAR INTERNATIONAL, INC. BUDGET RENT A CAR OF JAPAN, INC. BUDGET RENT A CAR OF ST. LOUIS, INC. BUDGET RENT-A-CAR OF THE MIDWEST, INC. BUDGET RENT-A-CAR SYSTEMS, INC. BUDGET SALES CORPORATION BUDGET STORAGE CORPORATION BVM, INC. CARSON CHRYSLER PLYMOUTH DODGE XXEP EAGLE, INC. CONTROL RISK CORPORATION DAYTON AUTO LEASE COMPANY, INC. DIRECTORS ROW MANAGEMENT COMPANY, LLC IN MOTORS VI, LLC MASTERING THE MOVE REALTY, INC. MOISANT CAR SALES, INC. NYRAC XXX. PAUL WEST FORD, INC. PHILIP JAXXXX XXXXRANCE AGENCY, XXX. PREMIER CAR RENTAL LLC RESERVATION SERVICES, INC. RYDER MOVE MANAGEMENT, INC. RYDER RELOCATION SERVICES, INC. RYDER TRS, INC. TCS PROPERTIES, LLC TEAM CAR SALES OF CHARLOTTE, INC. TEAM CAR SALES OF DAYTON, INC. TEAM CAR SALES OF PHILADELPHIA, INC. Signature Page to Debtor-In-Possession Credit Agreement TEAM CAR SALES OF RICHMOND, INC. TEAM CAR SALES OF SAN DIEGO, INC. TEAM CAR SALES OF SOUTHERN CALIFORNIA, INC. TEAM FLEET SERVICES CORPORATION TEAM HOLDINGS CORP. TEAM REALTY SERVICES, INC. THE MOVE SHOP, INC. TRANSPORTATION AND STORAGE ASSOCIATES VALCAR RENTAL CAR SALES, INC. VEHICLE RENTAL ACCESS COMPANY, LLC WARREN WOOTEN FORD, INC. By: ------------------------------------- Name: ----------------------------------- Title: ---------------------------------- FOREIGN SUBSIDIARY GUARANTORS: ----------------------------- COMPACT RENT-A-CAR LIMITED BUDGET RENT A CAR OF CANADA LIMITED MANSIONS AUTO GARAGE LTEE By: ------------------------------------- Name: ----------------------------------- Title: ---------------------------------- Signature Page to Debtor-In-Possession Credit Agreement INDEX OF APPENDICES
Domestic Subsidiary Guarantors. The Credit Parties will cause each of their Domestic Subsidiaries, whether newly formed, after acquired or otherwise existing to promptly (and in any event within thirty (30) days after such Domestic Subsidiary is formed or acquired (or such longer period of time as agreed to by the Administrative Agent in its reasonable discretion)) become a Domestic Guarantor hereunder by way of execution of a Domestic Guarantor Joinder Agreement. In connection therewith, the Company shall give notice to the Administrative Agent not less than ten (10) days prior to creating a Domestic Subsidiary (or such shorter period of time as agreed to by the Administrative Agent in its reasonable discretion), or acquiring the Equity Interests of any such Person. In connection with the foregoing, the Credit Parties shall deliver to the Administrative Agent, with respect to each new Domestic Guarantor to the extent applicable, substantially the same documentation required pursuant to Sections 4.1(b), (d) and (e) and 5.12 and such other documents or agreements as the Administrative Agent may reasonably request.
