Common use of Future Subsidiaries; Additional Collateral Clause in Contracts

Future Subsidiaries; Additional Collateral. (a) With respect to each Person which becomes a Domestic Subsidiary of a Borrower (directly or indirectly) subsequent to the Effective Date, whether by Permitted Acquisition or otherwise, cause such new Domestic Subsidiary to execute and deliver to the Agent, for and on behalf of each of the Lenders (unless waived by Agent):

Appears in 4 contracts

Samples: Credit Agreement (Sterling Construction Co Inc), Joinder Agreement (Sterling Construction Co Inc), Credit Agreement (Sterling Construction Co Inc)

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Future Subsidiaries; Additional Collateral. (a) With respect to each Person which becomes a Domestic Subsidiary (other than any Excluded Subsidiary), or ceases to be an Excluded Subsidiary, of a any Borrower (directly or indirectly) subsequent to the Effective Date, whether by Permitted Acquisition Acquisition, Investment, Division or otherwise, cause such new Domestic Subsidiary (other than any Excluded Subsidiary) to execute and deliver to the Agent, for and on behalf of each of the Lenders (unless waived by the Agent):

Appears in 3 contracts

Samples: Credit Agreement (Archaea Energy Inc.), Revolving Credit and Term Loan Agreement (Archaea Energy Inc.), Revolving Credit and Term Loan Agreement (Archaea Energy Inc.)

Future Subsidiaries; Additional Collateral. (a) With respect to each Person which becomes a Domestic Subsidiary of a the Borrower (directly or indirectly) subsequent to the Effective Date, whether by Permitted Acquisition or otherwise, cause such new Domestic Subsidiary to execute and deliver to the Agent, for and on behalf of each of the Lenders (unless waived by the Agent):

Appears in 3 contracts

Samples: And Term Loan Agreement (Montauk Renewables, Inc.), Joinder Agreement (Inogen Inc), Agreement (Inogen Inc)

Future Subsidiaries; Additional Collateral. (a) With respect to each Person which becomes a Domestic Subsidiary of a Borrower (directly or indirectly) subsequent to the Effective Date, whether by Permitted Acquisition or otherwise, cause such new Domestic Subsidiary which is a Material Subsidiary to execute and deliver to the Agent, for and on behalf of each of the Lenders (unless waived by Agent):

Appears in 3 contracts

Samples: Credit and Term Loan Agreement (Quinstreet, Inc), Assignment Agreement (Quinstreet, Inc), Security Agreement (Quinstreet, Inc)

Future Subsidiaries; Additional Collateral. (a) With respect to each Person which becomes a Domestic Subsidiary (other than an Immaterial Subsidiary) of a the Borrower (directly or indirectly) subsequent to the Effective Date, whether by Permitted Acquisition or otherwise, cause such new Domestic Subsidiary to execute and deliver to the Agent, for and on behalf of each of the Lenders (unless waived by the Agent):

Appears in 2 contracts

Samples: Joinder Agreement (Rocket Fuel Inc.), Joinder Agreement (Rocket Fuel Inc.)

Future Subsidiaries; Additional Collateral. (a) With respect to each Person which becomes a Domestic Subsidiary of a Borrower (directly or indirectly) subsequent to the Effective Date, whether by Permitted Acquisition or otherwise, cause such new Domestic Subsidiary to execute and deliver to the Agent, for and on behalf of each of the Lenders (unless waived by Agent):

Appears in 2 contracts

Samples: Revolving Credit Agreement (Intcomex, Inc.), Credit Agreement (Englobal Corp)

Future Subsidiaries; Additional Collateral. (a) With respect to each Person which becomes a Domestic Subsidiary of a the Borrower (directly or indirectly) subsequent to the Effective Date, whether by Permitted Acquisition or otherwise, cause such new Domestic Subsidiary to execute and deliver to the Agent, for and on behalf of each of the Lenders (unless waived by Agentthe Agent (at the direction of the Majority Lenders)):

Appears in 2 contracts

Samples: Glaukos Corporation (GLAUKOS Corp), Glaukos Corporation (GLAUKOS Corp)

Future Subsidiaries; Additional Collateral. (a) With respect to each Person which becomes a Domestic Subsidiary of a Borrower (directly or indirectly) subsequent after to the Effective Date, whether by Permitted Acquisition acquisition or otherwise, cause such new Domestic Subsidiary to execute and deliver to the Agent, for and on behalf of each of the Lenders (unless waived by Agent):Bank:

Appears in 2 contracts

Samples: Credit Agreement (Greektown Superholdings, Inc.), Credit Agreement

Future Subsidiaries; Additional Collateral. (a) With respect to each Person which becomes a Domestic Subsidiary of a any Borrower (directly or indirectly) subsequent to the Effective Date, whether by Permitted Acquisition or otherwise, cause such new Domestic Subsidiary to execute and deliver to the Agent, for and on behalf of each of the Lenders (unless waived by Agent):

Appears in 2 contracts

Samples: Term Loan Agreement (RetailMeNot, Inc.), Credit Agreement (Multimedia Games Holding Company, Inc.)

Future Subsidiaries; Additional Collateral. (a) With respect to each Person which becomes a Domestic Subsidiary of a Borrower (directly or indirectly) subsequent to the Effective Date, whether by Permitted Acquisition Acquisition, Division or otherwise, cause such new Domestic Subsidiary to execute and deliver to the Agent, for and on behalf of each of the Lenders (unless waived by Agentthe Agent and the Majority Lenders):

Appears in 2 contracts

Samples: Credit Agreement (Accolade, Inc.), Credit Agreement (Accolade, Inc.)

Future Subsidiaries; Additional Collateral. (a) With respect to each Person which becomes a Domestic Subsidiary of a Borrower Holdings (directly or indirectly) subsequent to the Effective Date, whether by Permitted Acquisition or otherwise, cause such new Domestic Subsidiary to execute and deliver to the Agent, for and on behalf of each of the Lenders (unless waived by Agent):

Appears in 2 contracts

Samples: Joinder Agreement (PMFG, Inc.), Credit and Term Loan Agreement (Peerless Manufacturing Co)

Future Subsidiaries; Additional Collateral. (a) With respect to each Person which becomes a Domestic Restricted Subsidiary of a Borrower (directly or indirectly) subsequent to the Effective Date, whether by Permitted Acquisition or otherwise, cause such new Domestic Subsidiary to execute and deliver to the Agent, for and on behalf of each of the Lenders (unless waived by Agent):

Appears in 1 contract

Samples: Credit and Term Loan Agreement (LINC Logistics Co)

Future Subsidiaries; Additional Collateral. (a) With respect to each Person which becomes a Domestic Significant Subsidiary of a Borrower (directly or indirectly) subsequent to the Effective Date, whether by Permitted Acquisition or otherwise, cause such new Domestic Significant Subsidiary to execute and deliver to the Agent, for and on behalf of each of the Lenders (unless waived by Agent):

Appears in 1 contract

Samples: Assignment Agreement (Universal Truckload Services, Inc.)

Future Subsidiaries; Additional Collateral. (a) With respect to each Person which becomes a Domestic Subsidiary of a the Borrower (directly or indirectly) subsequent to the Effective Date, whether by Permitted Acquisition Acquisition, Division or otherwise, cause such new Domestic Subsidiary to execute and deliver to the Agent, for and on behalf of each of the Lenders (unless waived by the Agent):

Appears in 1 contract

Samples: Credit and Term Loan Agreement (Montauk Renewables, Inc.)

Future Subsidiaries; Additional Collateral. (a) With respect to each Person which becomes a Domestic Subsidiary of a any Borrower (directly or indirectly) subsequent to the Effective Date, other than any Excluded Subsidiary, whether by Permitted Acquisition or otherwise, cause each such new Domestic Subsidiary to execute and deliver to the Agent, for and on behalf of each of the Lenders (unless waived by Agent):

Appears in 1 contract

Samples: Credit Agreement (National Technical Systems Inc /Ca/)

Future Subsidiaries; Additional Collateral. (a) With respect to each Person which becomes a Domestic Subsidiary of a any Borrower (directly or indirectly) subsequent to the Effective Date, whether by Permitted Acquisition or otherwise, cause such new Domestic Subsidiary to execute and deliver to the Administrative Agent, for and on behalf of each of the Lenders (unless waived by the Administrative Agent):

Appears in 1 contract

Samples: Revolving and Term Loan Credit Agreement (American Midstream Partners, LP)

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Future Subsidiaries; Additional Collateral. (a) With respect to each Person which becomes a Domestic Subsidiary (other than any Immaterial Subsidiary) of a any Borrower (directly or indirectly) subsequent to the Effective Date, whether by Permitted Acquisition Acquisition, Division or otherwise, cause such new Domestic Subsidiary to execute and deliver to the Agent, for and on behalf of each of the Lenders (unless waived by the Agent):

Appears in 1 contract

Samples: Credit Agreement (Warby Parker Inc.)

Future Subsidiaries; Additional Collateral. (a) With respect to each Person which becomes a Significant Domestic Subsidiary of a the Borrower (directly or indirectly) subsequent to the Effective Date, whether by Permitted Acquisition or otherwise, cause such new Domestic Subsidiary to execute and deliver to the Agent, for and on behalf of each of the Lenders (unless waived by the Agent):

Appears in 1 contract

Samples: Revolving Credit and Term Loan Agreement (Neophotonics Corp)

Future Subsidiaries; Additional Collateral. (a) With respect to each Person which becomes a Domestic Subsidiary (other than an Immaterial Subsidiary of a Borrower the Company (directly or indirectly) subsequent to the Effective Date, whether by Permitted Acquisition or otherwise, cause such new Domestic Subsidiary to execute and deliver to the Agent, for and on behalf of each of the Lenders (unless waived by the Agent):

Appears in 1 contract

Samples: Credit Agreement (Bazaarvoice Inc)

Future Subsidiaries; Additional Collateral. (a) With respect to each Person which becomes a Domestic Subsidiary of a Borrower (directly or indirectly) subsequent to the Effective Date, whether by Permitted Acquisition or otherwise, cause such new Domestic Subsidiary to execute and deliver to the Agent, for and on behalf of each of the Lenders Bank (unless waived by Agentthe Bank):

Appears in 1 contract

Samples: Security Agreement (Digirad Corp)

Future Subsidiaries; Additional Collateral. (a) With respect to each Person which as of the Effective Date is a direct or indirect Domestic Subsidiary or becomes a direct or indirect Domestic Subsidiary of a Borrower (directly or indirectly) subsequent to the Effective Date, whether by Permitted Acquisition or otherwise, cause such new Domestic Subsidiary to execute and deliver to the Agent, for and on behalf of each of the Lenders (unless waived by Agent):Lenders:

Appears in 1 contract

Samples: Revolving Credit Agreement (Rackspace Inc)

Future Subsidiaries; Additional Collateral. (a) With respect to each Person which becomes a Domestic Subsidiary of a any Borrower (directly or indirectly) subsequent to the Effective Date, whether by Permitted Acquisition or otherwise, Date cause such new Domestic Subsidiary to execute and deliver to the Agent, for and on behalf of each of the Lenders (unless waived by Agent):), in Agent’s sole discretion, either:

Appears in 1 contract

Samples: Revolving Credit and Term Loan Agreement (Obagi Medical Products, Inc.)

Future Subsidiaries; Additional Collateral. (a) With respect to each Person which becomes a Domestic Subsidiary of a Borrower (directly or indirectly) subsequent to the Effective Date, whether by Permitted Acquisition or otherwise, cause such new Domestic Subsidiary to execute and deliver to the Agent, for and on behalf of each of the Lenders (unless waived by Agent):

Appears in 1 contract

Samples: Credit Agreement (Universal Truckload Services, Inc.)

Future Subsidiaries; Additional Collateral. (a) With respect to each Person which becomes a Domestic Subsidiary of a the Borrower (directly or indirectly) subsequent to the Effective Date, whether by Permitted Acquisition or otherwise, cause such new Domestic Subsidiary to execute and deliver to the Agent, for and on behalf of each of the Lenders (unless waived by the Agent):

Appears in 1 contract

Samples: Joinder Agreement (2U, Inc.)

Future Subsidiaries; Additional Collateral. (a) With respect to each Person which that becomes a Domestic Subsidiary and a Material Subsidiary of a any Borrower (directly or indirectly) (other than any Excluded Subsidiary) subsequent to the Effective Closing Date, whether by Permitted Acquisition or otherwise, cause such new Domestic Subsidiary to execute and deliver to the Administrative Agent, for and on behalf of each of the Lenders (unless waived by the Administrative Agent):

Appears in 1 contract

Samples: Credit Agreement (Empire Petroleum Partners, LP)

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