Joinder of Additional Guarantors. The Pledgors shall cause each Subsidiary of the Borrowers which, from time to time, after the date hereof shall be required to pledge any assets to the Collateral Agent for the benefit of the Secured Parties pursuant to the provisions of the Credit Agreement (for the avoidance of doubt, such Subsidiaries shall not include any Foreign Subsidiary), to execute and deliver to the Collateral Agent (i) a Joinder Agreement substantially in the form of Exhibit 3 hereto and (ii) a Perfection Certificate, in each case, within thirty (30) days of the date on which it was acquired or created, upon such execution and delivery, such Subsidiary shall constitute a “Guarantor” and a “Pledgor” for all purposes hereunder with the same force and effect as if originally named as a Guarantor and Pledgor herein. The execution and delivery of such Joinder Agreement shall not require the consent of any Pledgor hereunder. The rights and obligations of each Pledgor hereunder shall remain in full force and effect notwithstanding the addition of any new Guarantor and Pledgor as a party to this Agreement.
Appears in 4 contracts
Samples: First Lien Credit Agreement (Emdeon Inc.), Second Lien Credit Agreement (Emdeon Inc.), First Lien Credit Agreement (Emdeon Inc.)
Joinder of Additional Guarantors. The Pledgors Grantors shall cause each of their Subsidiaries (other than an Excluded Subsidiary of the Borrowers whichor a Foreign Subsidiary) that, from time to time, time after the date hereof hereof, shall be required to pledge any assets to the Collateral Administrative Agent for the benefit of the Secured Parties pursuant to the provisions of the Credit Agreement (for and to the avoidance of doubt, such Subsidiaries shall not include any Foreign Subsidiary)extent required thereby, to execute and deliver to the Collateral Administrative Agent (i) a Joinder Agreement substantially in the form of Exhibit 3 1 hereto and (ii) a Perfection Certificate, in each case, within thirty (30) days of the date on which it was acquired or created, and upon such execution and delivery, such Subsidiary shall constitute a “Guarantor” and a “Pledgor” Grantor”, for all purposes hereunder with the same force and effect as if originally named as a Guarantor and Pledgor Grantor herein. The execution and delivery of such Joinder Agreement shall not require the consent of any Pledgor the Grantors hereunder. The rights and obligations of each Pledgor the other Grantors hereunder shall remain in full force and effect notwithstanding the addition of any new Guarantor and Pledgor Grantor as a party to this Agreement.
Appears in 2 contracts
Samples: Term Loan Agreement (Philadelphia Energy Solutions Inc.), Term Loan Agreement (Philadelphia Energy Solutions Inc.)
Joinder of Additional Guarantors. The Pledgors shall cause each Subsidiary of the Borrowers Holdings which, from time to time, after the date hereof shall be required to pledge any assets to the Collateral Agent for the benefit of the Secured Parties pursuant to the provisions of the Credit Agreement (for the avoidance of doubt, such Subsidiaries shall not include any Foreign Subsidiary)Agreement, to execute and deliver to the Collateral Agent (i) a Joinder Agreement substantially in the form of Exhibit 3 hereto within ten (10) Business Days of the date on which it was acquired or created and (ii) a Perfection Certificate, in each case, within thirty ten (3010) days Business Days of the date on which it was acquired or created. With respect to the foregoing in this Section 3.5, upon such execution and delivery, such Subsidiary shall constitute a “Guarantor” and a “Pledgor” for all purposes hereunder with the same force and effect as if originally named as a Guarantor and Pledgor herein. The execution and delivery of such Joinder Agreement shall not require the consent of any Pledgor hereunder. The rights and obligations of each Pledgor hereunder shall remain in full force and effect notwithstanding the addition of any new Guarantor and Pledgor as a party to this Agreement.
Appears in 2 contracts
Samples: Security Agreement (Foamex International Inc), Security Agreement (Foamex International Inc)
Joinder of Additional Guarantors. The Pledgors shall cause each Subsidiary of the Borrowers Borrower which, from time to time, after the date hereof shall be required to pledge any assets to the Collateral Administrative Agent for the benefit of the Secured Parties pursuant to the provisions Section 6.12 of the Credit Agreement (for the avoidance of doubt, such Subsidiaries shall not include any Foreign Subsidiary)Agreement, to execute and deliver to the Collateral Administrative Agent (i) a Joinder Agreement substantially in the form of attached as Exhibit 3 hereto A to the Guaranty and (ii) a Perfection CertificateCertificate with respect to such Subsidiary, in each case, within thirty (30) days Business Days (or such later date as may be agreed by the Administrative Agent in its sole discretion) of the date on which it was acquired or createdcreated and, in each case, upon such execution and delivery, such Subsidiary shall constitute a “Guarantor” and a “Pledgor” for all purposes hereunder with the same force and effect as if originally named as a Guarantor and Pledgor herein. The execution and delivery of such Joinder Agreement shall not require the consent of any Pledgor hereunder. The rights and obligations of each Pledgor hereunder shall remain in full force and effect notwithstanding the addition of any new Guarantor and Pledgor as a party to this Agreement.
Appears in 2 contracts
Samples: Security Agreement (Wendy's/Arby's Restaurants, LLC), Security Agreement (Wendy's/Arby's Group, Inc.)
Joinder of Additional Guarantors. The Pledgors shall cause each Subsidiary of the Borrowers any Borrower which, from time to time, after the date hereof shall be required to pledge any assets to the Collateral Administrative Agent for the benefit of the Secured Parties pursuant to the provisions of the Credit Agreement (for the avoidance of doubt, such Subsidiaries shall not include any Foreign Subsidiary), to execute and deliver to the Collateral Administrative Agent (i) a Joinder Agreement substantially in the form of Exhibit 3 hereto and (ii) a Perfection Certificate, in each case, within thirty (30) days of the date on which it was acquired or createdcreated (or such longer period as may be acceptable to the Administrative Agent), upon such execution and delivery, such Subsidiary shall constitute a “Guarantor” and a “Pledgor” for all purposes hereunder with the same force and effect as if originally named as a Guarantor and Pledgor herein. The execution and delivery of such Joinder Agreement shall not require the consent of any Pledgor hereunder. The rights and obligations of each Pledgor hereunder shall remain in full force and effect notwithstanding the addition of any new Guarantor and Pledgor as a party to this Agreement.
Appears in 2 contracts
Samples: Credit Agreement (Vonage Holdings Corp), Credit Agreement (Vonage Holdings Corp)
Joinder of Additional Guarantors. The Pledgors shall cause each Domestic Subsidiary of the Borrowers Borrower which, from time to time, after the date hereof shall be required to pledge any assets to the Collateral Agent for the benefit of the Secured Parties pursuant to the provisions of the Credit Agreement (for the avoidance of doubt, such Subsidiaries shall not include any Foreign Subsidiary)Agreement, to execute and deliver to the Collateral Agent (i) a Joinder Agreement substantially in the form of Exhibit 3 annexed hereto within five (5) Business Days on which it was acquired or created and (ii) a Perfection Certificate, in each case, within thirty ten (3010) days Business Days of the date on which it was acquired or createdcreated and, upon such execution and delivery, such Subsidiary shall constitute a “Guarantor” and a “Pledgor” for all purposes hereunder with the same force and effect as if originally named as a Guarantor and Pledgor herein. The execution and delivery of such Joinder Agreement shall not require the consent of any Pledgor hereunder. The rights and obligations of each Pledgor hereunder shall remain in full force and effect notwithstanding the addition of any new Guarantor and Pledgor as a party to this Agreement.
Appears in 2 contracts
Samples: Credit Agreement (General Cable Corp /De/), Credit Agreement (General Cable Corp /De/)
Joinder of Additional Guarantors. The Pledgors shall cause each Subsidiary of the Borrowers Issuer which, from time to time, after the date hereof shall be required to pledge any assets to the Collateral Agent for the benefit of the Secured Parties pursuant to the provisions of the Credit Agreement (for the avoidance of doubt, such Subsidiaries shall not include Indenture or any Foreign Subsidiary)Additional Secured Debt Documents, to execute and deliver to the Collateral Agent (ia) a Joinder Agreement substantially in the form of Exhibit 3 2 hereto and (iib) a Perfection Certificate, in each case, within thirty (30) days of the date on which it was acquired or created, and upon such execution and delivery, such Subsidiary shall constitute a “Guarantor” and a “Pledgor” for all purposes hereunder with the same force and effect as if originally named as a Guarantor and Pledgor herein. The execution and delivery of such Joinder Agreement shall not require the consent of any Pledgor hereunder. The rights and obligations of each Pledgor hereunder shall remain in full force and effect notwithstanding the addition of any new Guarantor and Pledgor as a party to this Agreement.
Appears in 2 contracts
Samples: Security Agreement (Ryerson International Material Management Services, Inc.), Security Agreement (J.M. Tull Metals Company, Inc.)
Joinder of Additional Guarantors. The Pledgors Grantors shall cause each of their Subsidiaries (other than an Excluded Subsidiary of the Borrowers whichor a Foreign Subsidiary) that, from time to time, time after the date hereof hereof, shall be required to pledge any assets to the Collateral Agent for the benefit of the Secured Parties pursuant to the provisions of the Credit Agreement (for and to the avoidance of doubt, such Subsidiaries shall not include any Foreign Subsidiary)extent required thereby, to execute and deliver to the Collateral Agent (i) a Joinder Agreement substantially in the form of Exhibit 3 hereto 1 and (ii) a Perfection Certificate, in each case, within thirty (30) days of the date on which it was acquired or created, and upon such execution and delivery, such Subsidiary shall constitute a “Guarantor” and a “Pledgor” Grantor”, for all purposes hereunder with the same force and effect as if originally named as a Guarantor and Pledgor Grantor herein. The execution and delivery of such Joinder Agreement shall not require the consent of any Pledgor the Grantors hereunder. The rights and obligations of each Pledgor the Grantors hereunder shall remain in full force and effect notwithstanding the addition of any new Guarantor and Pledgor Grantor as a party to this Agreement.
Appears in 2 contracts
Samples: Revolving Credit and Guaranty Agreement (Philadelphia Energy Solutions Inc.), Revolving Credit and Guaranty Agreement (Philadelphia Energy Solutions Inc.)
Joinder of Additional Guarantors. The Pledgors shall cause each Subsidiary of the Borrowers Borrower which, from time to time, after the date hereof shall be required to pledge any assets to the Collateral Agent for the benefit of the Secured Parties pursuant to the provisions Section 6.11 of the Credit Agreement (for the avoidance of doubt, such Subsidiaries shall not include any Foreign Subsidiary)Agreement, to execute and deliver to the Collateral Agent (i) a Joinder Agreement substantially in the form of attached as Exhibit 3 hereto and (ii) a Perfection CertificateCertificate with respect to such Subsidiary, in each case, within thirty (30) days (or such later date as may be agreed by the Collateral Agent in writing in its sole discretion) of the date on which it was acquired of its acquisition or createdformation, and upon such execution and delivery, such Subsidiary shall constitute a “Guarantor” and a “Pledgor” for all purposes hereunder with the same force and effect as if originally named as a Guarantor and Pledgor herein. The execution and delivery of such Joinder Agreement shall not require the consent of any Pledgor hereunder. The rights and obligations of each Pledgor hereunder shall remain in full force and effect notwithstanding the addition of any new Guarantor and Pledgor as a party to this Agreement.
Appears in 2 contracts
Samples: Security Agreement (SoulCycle Inc.), Security Agreement (SoulCycle Inc.)
Joinder of Additional Guarantors. The Pledgors shall cause each Wholly Owned Domestic Restricted Subsidiary (other than any Excluded Subsidiary) of the Borrowers whichBorrower that, from time to time, after the date hereof shall be required to pledge any assets to the Collateral Agent for the benefit of the Secured Parties pursuant to the provisions of the Credit Agreement (for the avoidance of doubt, such Subsidiaries shall not include any Foreign Subsidiary)Agreement, to execute and deliver to the Collateral Agent (i) a Joinder Agreement substantially in the form of Exhibit 3 hereto and (ii) a Perfection Certificate, in each case, within thirty (30) 30 days of after the date on which it was acquired or createdcreated and (ii) a Perfection Certificate within 30 days after the date on which it was acquired or created and, in each case, upon such execution and delivery, such Wholly Owned Domestic Restricted Subsidiary shall constitute a “Guarantor” and a “Pledgor” for all purposes hereunder with the same force and effect as if originally named as a Guarantor and Pledgor herein. The execution and delivery of such Joinder Agreement shall not require the consent of any Pledgor hereunder. The rights and obligations of each Pledgor hereunder shall remain in full force and effect notwithstanding the addition of any new Guarantor and Pledgor as a party to this AgreementAgreement or any other Term Loan Document.
Appears in 1 contract
Samples: Term Loan Credit Agreement (Overseas Shipholding Group Inc)
Joinder of Additional Guarantors. The Pledgors shall cause each Subsidiary of the Borrowers Borrower which, from time to time, after the date hereof shall be required to pledge any assets to the Collateral Agent Agents for the benefit of the Secured Parties pursuant to the provisions of the Credit Agreement (for the avoidance of doubt, such Subsidiaries shall not include any Foreign Subsidiary)Agreement, to execute and deliver to the Collateral Agent Agents (i) a Joinder Agreement substantially in the form of Exhibit 3 hereto within thirty (30) days of the date on which it was acquired or created and (ii) a Perfection Certificate, in each case, within thirty (30) days of the date on which it was acquired or created, created and upon such execution and delivery, such Subsidiary shall constitute a “"Guarantor” " and a “"Pledgor” " for all purposes hereunder with the same force and effect as if originally named as a Guarantor and Pledgor herein. The execution and delivery of such Joinder Agreement shall not require the consent of any Pledgor hereunder. The rights and obligations of each Pledgor hereunder shall remain in full force and effect notwithstanding the addition of any new Guarantor and Pledgor as a party to this Agreement.
Appears in 1 contract
Joinder of Additional Guarantors. The Pledgors shall cause each Subsidiary of the Borrowers whichBorrower (other than the HMO Subsidiaries) that, from time to time, after the date hereof shall be required to pledge any assets to the Collateral Agent for the benefit of the Secured Parties pursuant to the provisions of the Credit Agreement Agreement, (for the avoidance of doubt, such Subsidiaries shall not include any Foreign Subsidiary), a) to execute and deliver to the Collateral Agent (i) a Joinder Agreement substantially in the form of Exhibit 3 annexed hereto within thirty (30) days of the date on which it was acquired or created and (ii) a Perfection Certificate, in each case, within thirty (30) days of the date on which it was acquired or created, created and upon such execution and delivery, such Subsidiary shall constitute a “"Guarantor” " and a “"Pledgor” " for all purposes hereunder with the same force and effect as if originally named as a Guarantor and Pledgor herein. The execution and delivery of such Joinder Agreement shall not require the consent of any Pledgor hereunder. The rights and obligations of each Pledgor hereunder shall remain in full force and effect notwithstanding the addition of any new Guarantor and Pledgor as a party to this Agreement.
Appears in 1 contract
Joinder of Additional Guarantors. The Pledgors shall cause each Wholly Owned Domestic Restricted Subsidiary (other than any Excluded Subsidiary) of the Borrowers whichAdministrative Borrower that, from time to time, after the date hereof shall be required to pledge any assets to the Collateral Agent for the benefit of the Secured Parties pursuant to the provisions of the Credit Agreement (for the avoidance of doubt, such Subsidiaries shall not include any Foreign Subsidiary)Agreement, to execute and deliver to the Collateral Agent (i) a Joinder Agreement substantially in the form of Exhibit 3 hereto and (ii) a Perfection Certificate, in each case, within thirty (30) 30 days of after the date on which it was acquired or createdcreated and (ii) a Perfection Certificate within 30 days after the date on which it was acquired or created and, in each case, upon such execution and delivery, such Wholly Owned Domestic Restricted Subsidiary shall constitute a “Guarantor” and a “Pledgor” for all purposes hereunder with the same force and effect as if originally named as a Guarantor and Pledgor herein. The execution and delivery of such Joinder Agreement shall not require the consent of any Pledgor hereunder. The rights and obligations of each Pledgor hereunder shall remain in full force and effect notwithstanding the addition of any new Guarantor and Pledgor as a party to this AgreementAgreement or any other ABL Loan Document.
Appears in 1 contract
Samples: Abl Credit Agreement (Overseas Shipholding Group Inc)
Joinder of Additional Guarantors. The Pledgors shall cause each Subsidiary of the Borrowers Borrower which, from time to time, after the date hereof shall be required to pledge any assets to the Collateral Administrative Agent for the benefit of the Secured Parties pursuant to the provisions of Section 6.13 of the Credit Agreement (for the avoidance of doubt, such Subsidiaries shall not include any Foreign Subsidiary)Agreement, to execute and deliver to the Collateral Administrative Agent (i) a Joinder Agreement substantially in the form of Exhibit 3 hereto within five (5) Business Days of the date on which it was acquired or created and (ii) a Perfection Certificate, in each case, within thirty five (305) days Business Days of the date on which it was acquired or created. With respect to the foregoing in this Section 3.5, upon such execution and delivery, such Subsidiary shall constitute a “Guarantor” and a “Pledgor” for all purposes hereunder with the same force and effect as if originally named as a Guarantor and Pledgor herein. The execution and delivery of such Joinder Agreement shall not require the consent of any Pledgor hereunder. The rights and obligations of each Pledgor hereunder shall remain in full force and effect notwithstanding the addition of any new Guarantor and Pledgor as a party to this Agreement.
Appears in 1 contract
Samples: Pledge and Security Agreement (Smith & Wesson Holding Corp)
Joinder of Additional Guarantors. The Pledgors shall cause each Subsidiary of the Borrowers Holdings which, from time to time, after the date hereof shall be required to pledge any assets to the Collateral Administrative Agent for the benefit of the Secured Parties pursuant to the provisions of the Credit Agreement (for the avoidance of doubt, such Subsidiaries shall not include any Foreign Subsidiary)Agreement, to execute and deliver to the Collateral Administrative Agent (i) a Joinder Agreement substantially in the form of Exhibit 3 hereto within ten (10) Business Days of the date on which it was acquired or created and (ii) a Perfection Certificate, in each case, within thirty ten (3010) days Business Days of the date on which it was acquired or created. With respect to the foregoing in this Section 3.5, upon such execution and delivery, such Subsidiary shall constitute a “Guarantor” and a “Pledgor” for all purposes hereunder with the same force and effect as if originally named as a Guarantor and Pledgor herein. The execution and delivery of such Joinder Agreement shall not require the consent of any Pledgor hereunder. The rights and obligations of each Pledgor hereunder shall remain in full force and effect notwithstanding the addition of any new Guarantor and Pledgor as a party to this Agreement.
Appears in 1 contract
Samples: Revolving Credit Security Agreement (Foamex International Inc)
Joinder of Additional Guarantors. The Pledgors shall cause each Restricted Subsidiary of the Borrowers which, from time to time, after the date hereof shall be Issuer that is required to pledge any assets become a Guarantor pursuant to the Collateral Agent for the benefit Section 4.17 of the Secured Parties pursuant to the provisions of the Credit Agreement (for the avoidance of doubt, such Subsidiaries shall not include any Foreign Subsidiary), Indenture to execute and deliver to the Collateral Agent (i) a Joinder Agreement joinder agreement substantially in the form of annexed hereto as Exhibit 3 hereto (each such agreement, a “Joinder Agreement”) within 30 days after the date on which it was required to so become a Guarantor and (ii) a Perfection Certificate, in each case, Certificate within thirty (30) 30 days of after the date on which it was acquired or createdrequired to so become a Guarantor and, in each case, upon such execution and delivery, such Restricted Subsidiary shall constitute a “Guarantor” and a “Pledgor” for all purposes hereunder with the same force and effect as if originally named as a Guarantor and Pledgor herein. The execution and delivery of such Joinder Agreement shall not require the consent of any Pledgor hereunder. The rights and obligations of each Pledgor hereunder shall remain in full force and effect notwithstanding the addition of any new Guarantor and Pledgor as a party to this AgreementAgreement or any other Collateral Document.
Appears in 1 contract
Joinder of Additional Guarantors. The Pledgors shall cause each Subsidiary of the Borrowers Borrower which, from time to time, after the date hereof shall be required to pledge any assets to the Collateral Agent for the benefit of the Secured Parties pursuant to the provisions Section 6.4.11 of the Credit Agreement (for the avoidance of doubt, such Subsidiaries shall not include any Foreign Subsidiary)Agreement, to execute and deliver to the Collateral Agent (i) a Joinder Agreement joinder agreement substantially in the form of Exhibit 3 annexed hereto within the time period set forth in the Credit Agreement and (ii) a Perfection Certificate, in each case, Certificate within thirty (30) days 30 Business Days of the date on which it was acquired or createdcreated and, upon such the execution and deliverydelivery of the joinder agreement, such Subsidiary shall constitute a “Guarantor” and a “Pledgor” for all purposes hereunder with the same force and effect as if originally named as a Guarantor and Pledgor herein. The execution and delivery of such Joinder Agreement joinder agreement shall not require the consent of any Pledgor hereunder. The rights and obligations of each Pledgor hereunder shall remain in full force and effect notwithstanding the addition of any new Guarantor and Pledgor as a party to this Agreement.
Appears in 1 contract
Samples: Inventory and Accounts Security Agreement (Transmontaigne Inc)
Joinder of Additional Guarantors. The Pledgors shall cause each Subsidiary of the Borrowers Issuer which, from time to time, after the date hereof shall be required to pledge any assets to the Collateral Agent for the benefit of the Secured Parties pursuant to the provisions of the Credit Agreement (for the avoidance of doubt, such Subsidiaries shall not include any Foreign Subsidiary)Indenture, to execute and deliver to the Collateral Agent (i) a Joinder Agreement substantially in the form of Exhibit 3 hereto within thirty (30) days of the date on which it was acquired or created and (ii) a Perfection Certificate, in each case, within thirty (30) days of the date on which it was acquired or createdcreated and, upon such execution and delivery, such Subsidiary shall constitute a “"Guarantor” " and a “"Pledgor” " for all purposes hereunder with the same force and effect as if originally named as a Guarantor and Pledgor herein. The execution and delivery of such Joinder Agreement shall not require the consent of any Pledgor hereunder. The rights and obligations of each Pledgor hereunder shall remain in full force and effect notwithstanding the addition of any new Guarantor and Pledgor as a party to this Agreement.
Appears in 1 contract
Joinder of Additional Guarantors. The Pledgors shall cause each Restricted Subsidiary of the Borrowers Issuer which, from time to time, after the date hereof shall be required to pledge any assets to the Collateral Agent for the benefit of the Secured Parties pursuant to the provisions of the Credit Agreement (for the avoidance of doubt, such Subsidiaries shall not include any Foreign Subsidiary)Indenture, to execute and deliver to the Collateral Agent (i) a Joinder Agreement substantially in the form of Exhibit 3 1 hereto within thirty (30) days of the date on which it was acquired or created and (ii) a Perfection Certificate, in each case, within thirty (30) days of the date on which it was acquired or created, created and upon such execution and delivery, such Subsidiary shall constitute a “Guarantor” and a “Pledgor” for all purposes hereunder with the same force and effect as if originally named as a Guarantor and Pledgor herein. The execution and delivery of such Joinder Agreement shall not require the consent of any Pledgor hereunder. The rights and obligations of each Pledgor hereunder shall remain in full force and effect notwithstanding the addition of any new Guarantor and Pledgor as a party to this Agreement.
Appears in 1 contract
Samples: Security Agreement (CMP Susquehanna Radio Holdings Corp.)
Joinder of Additional Guarantors. The Pledgors shall cause each Subsidiary of the Borrowers Company which, from time to time, after the date hereof shall be required to pledge any assets to the Collateral Agent Trustee for the benefit of the Secured Parties pursuant to the provisions of the Credit Agreement (for the avoidance of doubt, such Subsidiaries shall not include any Foreign Subsidiary)Indenture, to execute and deliver to the Collateral Agent Trustee (i) a Joinder Agreement substantially in the form of Exhibit 3 annexed hereto within thirty (30) Business Days of the date on which it was acquired or created and (ii) a Perfection CertificateCertificate for such Subsidiary, in each case, within thirty (30) days Business Days of the date on which it was acquired or createdcreated and, upon such execution and delivery, such Subsidiary shall constitute a “Guarantor” and a “Pledgor” for all purposes hereunder with the same force and effect as if originally named as a Guarantor and Pledgor herein. The execution and delivery of such Joinder Agreement shall not require the consent of any Pledgor hereunder. The rights and obligations of each Pledgor hereunder shall remain in full force and effect notwithstanding the addition of any new Guarantor and Pledgor as a party to this Agreement.
Appears in 1 contract
Samples: Security Agreement (Us Lec Corp)
Joinder of Additional Guarantors. The Pledgors shall cause each Subsidiary of the Borrowers Borrower which, from time to time, after the date hereof shall be required to pledge any assets to the Collateral Agent for the benefit of the Secured Parties pursuant to the provisions of the Credit Agreement (for the avoidance of doubt, such Subsidiaries shall not include any Foreign Subsidiary)Agreement, to execute and deliver to the Collateral Agent (i) a Joinder Agreement substantially in the form of Exhibit 3 hereto and (ii) a Perfection Certificate, in each case, within thirty forty-five (3045) days of the date on which it was acquired or createdcreated (or such later date as the Collateral Agent may specify) and, in each case, upon such execution and delivery, such Subsidiary shall constitute a “Guarantor” and a “Pledgor” for all purposes hereunder with the same force and effect as if originally named as a Guarantor and Pledgor herein. The execution and delivery of such Joinder Agreement shall not require the consent of any Pledgor hereunder. The rights and obligations of each Pledgor hereunder shall remain in full force and effect notwithstanding the addition of any new Guarantor and Pledgor as a party to this Agreement.
Appears in 1 contract
Samples: Security Agreement (Aleris Corp)
Joinder of Additional Guarantors. The Pledgors shall cause each Wholly Owned Restricted Subsidiary (other than any Excluded Subsidiary) of the Borrowers whichAdministrative Borrower that, from time to time, after the date hereof shall be required to pledge any assets to the Collateral Agent for the benefit of the Secured Parties pursuant to the provisions of the Credit Agreement (for the avoidance of doubt, such Subsidiaries shall not include any Foreign Subsidiary)Agreement, to execute and deliver to the Collateral Agent (i) a Joinder Agreement substantially in the form of Exhibit 3 hereto and (ii) a Perfection Certificate, in each case, within thirty (30) 30 days of after the date on which it was acquired or createdcreated and (ii) a Perfection Certificate within 30 days after the date on which it was acquired or created and, in each case, upon such execution and delivery, such Wholly Owned Restricted Subsidiary shall constitute a “Guarantor” and a “Pledgor” for all purposes hereunder with the same force and effect as if originally named as a Guarantor and Pledgor herein. The execution and delivery of such Joinder Agreement shall not require the consent of any Pledgor hereunder. The rights and obligations of each Pledgor hereunder shall remain in full force and effect notwithstanding the addition of any new Guarantor and Pledgor as a party to this AgreementAgreement or any other Loan Document.
Appears in 1 contract