Future Note Guarantees Sample Clauses

Future Note Guarantees. (a) If the Company or any of its Restricted Subsidiaries acquires or creates another wholly-owned Domestic Subsidiary after the Issue Date, then that newly acquired or created wholly-owned Domestic Subsidiary will become a Guarantor by executing a supplemental indenture substantially in the form of Exhibit C hereto and delivering it and an Opinion of Counsel to the Trustee within 10 Business Days of the date on which it was acquired or created, as the case may be; provided, however, that the foregoing shall not apply to Subsidiaries of the Company that have properly been designated as Unrestricted Subsidiaries in accordance with this Indenture for so long as they continue to constitute Unrestricted Subsidiaries; and provided, further, that any wholly-owned Domestic Subsidiary that constitutes an Immaterial Subsidiary need not become a Guarantor until such time as it ceases to be an Immaterial Subsidiary. (b) Except with respect to Permitted Debt, the Issuers will not permit any of their Restricted Subsidiaries, directly or indirectly, to Guarantee or pledge any assets to secure the payment of any other Indebtedness of the Issuers unless such Restricted Subsidiary simultaneously executes and delivers a supplemental indenture substantially in the form of Exhibit C hereto providing for the Guarantee of the payment of the Notes by such Restricted Subsidiary and/or the pledging of such assets on the same basis, as the case may be, which Guarantee will be senior to or pari passu with such Restricted Subsidiary's Guarantee of or pledge to secure such other Indebtedness.

Future Note Guarantees. If, after the Issue Date, any Domestic Subsidiary that is not already a Guarantor Guarantees any other Indebtedness of the Company or a Guarantor in excess of the De Minimis Guaranteed Amount, then in such case such Domestic Subsidiary will become a Guarantor with respect to the Notes by executing a supplemental indenture substantially in the form of Exhibit C hereto and delivering it to the Trustee within 180 days of the date on which it Guaranteed such Indebtedness of the Company or a Guarantor, as the case may be.

Future Note Guarantees. If, after the Issue Date, (a) any Material Domestic Subsidiary (including any newly formed or newly acquired Material Domestic Subsidiary) that is not a Guarantor guarantees any of the Issuer’s Indebtedness outstanding (or committed) under the Credit Agreement or any other Capital Markets Debt of the Issuer, in each case, in a principal or committed amount greater than $100,000,000 (any such Indebtedness of the Issuer, the “Material Subject Debt”) or (b) the Issuer otherwise elects to have any Subsidiary become a Guarantor, then, in each such case, the Issuer shall cause such Subsidiary to execute and deliver to the Trustee (in the case of clause (a), by the date that is 60 days after becoming a guarantor under the Credit Agreement or such Capital Markets Debt, or in the case of clause (b) above at the Issuer’s option) a supplemental indenture in form and substance satisfactory to the Trustee pursuant to which such Subsidiary shall unconditionally guarantee all of the Issuer’s obligations under the Notes and this Indenture.

Future Note Guarantees. If, after the Issue Date, (a) any Subsidiary (including any newly formed or newly acquired Subsidiary) guarantees any Indebtedness outstanding under the 2027 Notes Indenture, the 2028 Notes Indenture, the 2029 Notes Indenture or the 2030 Notes Indenture or (b) the Issuer otherwise elects to have any Subsidiary become a Guarantor, then, in each such case, the Issuer shall cause such Subsidiary to: (1) execute and deliver to the Trustee (a) a supplemental indenture pursuant to which such Subsidiary shall unconditionally guarantee all of the Issuer’s obligations under the Notes and this Indenture and (b) a notation of guarantee in respect of its Note Guarantee; and (2) deliver to the Trustee one or more opinions of counsel that such supplemental indenture (a) has been duly authorized, executed and delivered by such Subsidiary and (b) constitutes a valid and legally binding obligation of such Subsidiary in accordance with its terms (subject to customary qualifications).

Future Note Guarantees. If, after the Issue Date, (a) any Restricted Subsidiary (including any newly formed, newly acquired or newly Redesignated Restricted Subsidiary) incurs any Indebtedness or guarantees any Indebtedness of the Issuer or a Domestic Subsidiary in either case in reliance on the Leverage Ratio Exception or (b) the Issuer otherwise elects to have any Restricted Subsidiary become a Guarantor, then, in each such case, the Issuer shall cause such Restricted Subsidiary to: (1) execute and deliver to the Trustee (a) a supplemental indenture in form and substance satisfactory to the Trustee pursuant to which such Restricted Subsidiary shall unconditionally guarantee all of the Issuer’s obligations under the Notes and this Indenture and (b) a notation of guarantee in respect of its Note Guarantee; and (2) deliver to the Trustee one or more opinions of counsel that such supplemental indenture (a) has been duly authorized, executed and delivered by such Restricted Subsidiary and (b) constitutes a valid and legally binding obligation of such Restricted Subsidiary in accordance with its terms (subject to customary qualifications).

Future Note Guarantees. If, after the Issue Date, (a) any Restricted Subsidiary (including any newly formed or newly acquired Restricted Subsidiary or any Restricted Subsidiary that has been newly subject to a Redesignation) incurs any Indebtedness or guarantees any Indebtedness of the Issuer or a Domestic Subsidiary in either case in reliance on the Fixed Charge Coverage Ratio Exception or (b) the Issuer otherwise elects to have any Restricted Subsidiary become a Guarantor, then, in each such case, the Issuer shall cause such Restricted Subsidiary to: (1) execute and deliver to the Trustee (a) a supplemental indenture in form and substance satisfactory to the Trustee pursuant to which such Restricted Subsidiary shall unconditionally guarantee all of the Issuer’s obligations under the Notes and this Indenture and (b) a notation of guarantee in respect of its Note Guarantee; and (2) deliver to the Trustee one or more opinions of counsel that such supplemental indenture (a) has been duly authorized, executed and delivered by such Restricted Subsidiary and (b) constitutes a valid and legally binding obligation of such Restricted Subsidiary in accordance with its terms (subject to customary qualifications).

Future Note Guarantees. If, after the Issue Date, (a) any Domestic Subsidiary that is a Wholly Owned Subsidiary (including any newly formed or newly acquired Domestic Subsidiary that is a Wholly Owned Subsidiary) that is not a Guarantor guarantees any of the Issuer’s Indebtedness for Borrowed Money outstanding (or committed) under the Credit Agreement or Capital Markets Debt of the Issuer, in each case, in a principal or committed amount greater than $100.0 million (any such Indebtedness for Borrowed Money of the Issuer, “Material Subject Debt”) or (b) the Issuer otherwise elects to have any Subsidiary become a Guarantor, then, in each such case, the Issuer shall cause such Subsidiary to execute and deliver to the Trustee (in the case of clause (a), by a date that is 60 days after becoming a guarantor under the Credit Agreement or such Capital Markets Debt, or in the case of clause (b) at the Issuer’s option) a supplemental indenture pursuant to which such Subsidiary shall unconditionally guarantee all of the Issuer’s obligations under the Notes and this Indenture in accordance with, and subject to the terms of, Article Ten.

Future Note Guarantees. The Issuers will cause each newly organized or acquired Restricted Subsidiary to execute and deliver to the Trustee pursuant to Section 10.02 a Subsidiary Guarantee of the Securities in form and substance satisfactory to the Trustee. Such Guaranty will be secured in accordance with Section 11.01.

Future Note Guarantees. (a) The Issuer will cause (i) any Restricted Subsidiary acquired or created after the Issue Date and which is not an Immaterial Subsidiary; and (ii) any Unrestricted Subsidiary that is designated as a Restricted Subsidiary and which is not an Immaterial Subsidiary, to execute and deliver to the Collateral Trustee a Guarantee. (b) The obligations of each Guarantor will be limited to the maximum amount that will result in the obligations of such Guarantor under its Guarantee not being in breach of law or regulation or constituting a fraudulent conveyance or fraudulent transfer or unlawful financial assistance (or similar issue) under applicable law.