Common use of Future Subsidiary Guarantees Clause in Contracts

Future Subsidiary Guarantees. If the Company or any of its Restricted Subsidiaries acquires or creates another Domestic Subsidiary or if any Restricted Subsidiary becomes a Domestic Subsidiary after the date of this Indenture and such Domestic Subsidiary either Guarantees or incurs any Indebtedness (other than intercompany Indebtedness), then that newly acquired or created Domestic Subsidiary will become a Guarantor and execute a supplemental indenture and deliver an Opinion of Counsel satisfactory to the Trustee within 20 Business Days of the date on which it was acquired or created or became a Domestic Subsidiary, provided, however, that all Subsidiaries that have properly been designated as Unrestricted Subsidiaries or Receivables Subsidiaries in accordance with this Indenture for so long as they continue to constitute Unrestricted Subsidiaries or Receivables Subsidiaries, as applicable, will not have to comply with the requirements of this Section 4.17. Each Note Guarantee will be limited to an amount not to exceed the maximum amount that can be guaranteed by that Domestic Subsidiary without rendering the Note Guarantee, as it relates to such Domestic Subsidiary, void or voidable under applicable law relating to fraudulent conveyance or fraudulent transfer or similar laws affecting the rights of creditors generally. The form of such Note Guarantee and supplemental indenture are attached as Exhibits E and F hereto, respectively.

Future Subsidiary Guarantees. If the Company or any of its Restricted Subsidiaries acquires or creates another Domestic Subsidiary or if any Restricted Subsidiary becomes a Domestic Subsidiary after the date of this Indenture and such Domestic Subsidiary either Guarantees or incurs any Indebtedness (other than intercompany Indebtedness)hereof, then the Company shall cause that newly acquired or created Domestic Subsidiary, unless such newly acquired or created Subsidiary will has been designated an Unrestricted Subsidiary under this Indenture, to become a Guarantor and execute a Subsidiary Guarantee pursuant to a supplemental indenture in form and substance set forth in Exhibit E-1 and deliver an Opinion of Counsel satisfactory to the Trustee, to the Trustee within 20 ten Business Days of the date on which it was acquired or created or became created. In addition, if any of the Company's Foreign Subsidiaries guarantee any Indebtedness of the Company, then the Company shall cause such Foreign Subsidiary to become a Domestic SubsidiaryGuarantor and execute a Subsidiary Guarantee pursuant to a supplemental indenture in form and substance set forth in Exhibit E-1 and deliver an Opinion of Counsel satisfactory to the Trustee, provided, however, that all Subsidiaries that have properly been designated as Unrestricted Subsidiaries or Receivables Subsidiaries in accordance with this Indenture for so long as they continue to constitute Unrestricted Subsidiaries or Receivables Subsidiaries, as applicable, will not have to comply with the requirements Trustee within ten Business Days of this Section 4.17the date on which it guaranteed such Indebtedness. Each Note Subsidiary Guarantee will be limited to an amount not to exceed the maximum amount that can be guaranteed by that Domestic Restricted Subsidiary without rendering the Note Subsidiary Guarantee, as it relates to such Domestic Restricted Subsidiary, void or voidable under applicable law relating to fraudulent conveyance or fraudulent transfer or similar laws affecting the rights of creditors generally. The form of such Note Guarantee and supplemental indenture are attached as Exhibits E and F hereto, respectively.

Future Subsidiary Guarantees. If the Company or any of its Restricted Subsidiaries acquires or creates another Domestic Subsidiary or if any Restricted Subsidiary becomes a Domestic Subsidiary after the date of this Indenture and such Domestic Subsidiary either Guarantees or incurs any Indebtedness (other than intercompany Indebtedness)Indenture, then that newly acquired or created Domestic Subsidiary (other than a Receivables Subsidiary) will become a Guarantor and execute a supplemental indenture and deliver an Opinion of Counsel satisfactory to the Trustee within 20 Business Days of the date on which it was acquired or created or became a Domestic Subsidiary, provided, however, that all Subsidiaries that have properly been designated as Unrestricted Subsidiaries or Receivables Subsidiaries in accordance with this Indenture for so long as they continue to constitute Unrestricted Subsidiaries or Receivables Subsidiaries, as applicable, will not have to comply with the requirements of this Section 4.17. Each Note Guarantee will be limited to an amount not to exceed the maximum amount that can be guaranteed Guaranteed by that Domestic Subsidiary without rendering the Note Guarantee, as it relates to such Domestic Subsidiary, void or voidable under applicable law relating to fraudulent conveyance or fraudulent transfer or similar laws affecting the rights of creditors generally. The form forms of such Note Guarantee and supplemental indenture are attached as Exhibits E and F hereto, respectively.

Future Subsidiary Guarantees. If (x) the Company or any of its Restricted Subsidiaries acquires acquire or creates create another Domestic Subsidiary or if any Restricted Subsidiary becomes (other than a Domestic Subsidiary Foreign Subsidiary) after the date of this Indenture and (y) such Domestic Restricted Subsidiary either Guarantees or incurs guarantees Obligations under any Indebtedness (other than intercompany Indebtedness)Credit Facility, then that newly acquired or created Domestic Restricted Subsidiary will become a Guarantor and execute a supplemental indenture and deliver an Opinion of Counsel satisfactory shall, on or prior to the Trustee within 20 date that is 10 Business Days of after the date on which it was acquired or created or became becomes a Domestic Subsidiaryguarantor under such Credit Facility, providedbecome a Guarantor and promptly execute a supplemental indenture pursuant to which such Restricted Subsidiary will guarantee, howeveron a joint and several basis, that all the full and prompt payment of the principal of, premium, if any, and interest and Additional Interest, if any, on the Notes on a senior subordinated unsecured basis. The foregoing provisions shall not apply to Subsidiaries that have been properly been designated as Unrestricted Subsidiaries or Receivables Subsidiaries in accordance with this Indenture for so long as they continue to constitute Unrestricted Subsidiaries or Receivables Subsidiaries, as applicable, will not have to comply with the requirements of this Section 4.17. Each Note Guarantee will be limited to an amount not to exceed the maximum amount that can be guaranteed by that Domestic Subsidiary Guarantor without rendering the Note Guarantee, as it relates to such Domestic SubsidiaryGuarantor, void or voidable under applicable law relating to fraudulent conveyance or fraudulent transfer or similar laws affecting the rights of creditors generally. The form of such Note Guarantee and supplemental indenture are attached as Exhibits E and F hereto, respectively.