Joinder of Additional Pledgors. 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 Administrative Agent for the benefit of the Secured Parties pursuant to the provisions of the Credit Agreement, to execute and deliver to the Administrative 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 five (5) Business Days of the date on which it was acquired or created and, upon such execution and delivery, such Subsidiary shall constitute a “Borrower” or “Guarantor”, as applicable, and a “Pledgor” for all purposes hereunder with the same force and effect as if originally named as a Borrower or Guarantor, as applicable, 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 Borrower, Guarantor and Pledgor as a party to this Agreement.
Appears in 4 contracts
Samples: Security Agreement (Department 56 Inc), Security Agreement (Lenox Group Inc), Security Agreement (Department 56 Inc)
Joinder of Additional Pledgors. 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 Administrative Agent for the benefit of the Secured Parties pursuant to the provisions of the Credit AgreementLoan Documents, to execute and deliver to the Administrative 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 Certificatehereto, in each case, within five thirty (530) Business Days days of the date on which it was acquired or created and, upon (or such longer period as the Administrative Agent may agree in its reasonable discretion). Upon such execution and delivery, such Subsidiary shall constitute a “BorrowerSubsidiary Guarantor” or “Guarantor”, as applicable, and a “Pledgor” for all purposes hereunder with the same force and effect as if originally named as a Borrower or Guarantor, as applicable, Subsidiary 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 Borrower, Subsidiary Guarantor and Pledgor as a party to this Agreement.
Appears in 4 contracts
Samples: Credit Agreement (ESH Hospitality, Inc.), Credit Agreement (ESH Hospitality, Inc.), Credit Agreement (ESH Hospitality, Inc.)
Joinder of Additional Pledgors. 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 Administrative Agent for the benefit of the Secured Parties pursuant to the provisions of the Credit Agreement, to execute and deliver to the Administrative Agent (i) a Joinder Agreement substantially in the form of Exhibit 3 annexed hereto within five thirty (530) Business Days days on which it was acquired or created and (ii) a Perfection Certificate, in each case, within five thirty (530) Business Days days of the date on which it was acquired or created and, upon such execution and delivery, such Subsidiary shall constitute a “BorrowerBorrowers” or “Guarantor”, as applicable, and a “Pledgor” for all purposes hereunder with the same force and effect as if originally named as a Borrower Borrowers or Guarantor, as applicable, 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 BorrowerBorrowers, Guarantor and Pledgor as a party to this Agreement.
Appears in 3 contracts
Samples: Credit Agreement (Bearingpoint Inc), Security Agreement (Bearingpoint Inc), Security Agreement (Bearingpoint Inc)
Joinder of Additional Pledgors. The Pledgors shall cause each Subsidiary of the Borrowers whichCompany that, from time to time, after the date hereof shall be required to pledge any assets to the Administrative Noteholder Collateral Agent for the benefit of the Secured Parties pursuant to the provisions of the Credit AgreementIndenture, to execute and deliver to the Administrative Noteholder Collateral Agent (i) a Joinder Agreement substantially in the form of Exhibit 3 annexed hereto within five Xxxxxxx 0 xxxxxx, (5) Business Days on which it was acquired or created and (iixx) a Perfection Certificate, in each case, within five (5) Business Days of 30 days after the date on which it was acquired or created and(or such later date as may be agreed by the Noteholder Collateral Agent in its sole discretion) and (iii) such other documentation in connection therewith as the Noteholder Collateral Agent shall request, and upon such execution and delivery, such Subsidiary shall constitute a “BorrowerGuarantor” or “Guarantor”, as applicable, and a “Pledgor” for all purposes hereunder with the same force and effect as if originally named as a Borrower or Guarantor, as applicable, 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 of, or failure to add, any new Borrower, Guarantor and or new Pledgor as a party to this AgreementAgreement or any other Notes Document.
Appears in 2 contracts
Samples: Security Agreement (SAExploration Holdings, Inc.), Security Agreement (SAExploration Holdings, Inc.)
Joinder of Additional Pledgors. The Pledgors shall cause each Subsidiary of the Borrowers a Loan Party which, from time to time, after the date hereof hereof, shall be required to pledge any or all of its assets to the Administrative Collateral Agent for the benefit of the Secured Parties pursuant to the provisions of the Credit Agreement, (a) to execute and deliver to the Administrative Collateral Agent (i) a Joinder Agreement substantially in within 30 days after the form of Exhibit 3 annexed hereto within five (5) Business Days date on which it was acquired or created and (ii) a Perfection Certificate, in each case, Certificate within five (5) Business Days of 30 days after the date on which it was acquired or created and/or (b) in the case of a Subsidiary organized outside of the United States required to pledge any assets to the Collateral Agent, to execute and deliver such documentation as the Collateral Agent shall reasonably request and, in each case, upon such execution and deliverydelivery by the applicable Subsidiary, such Subsidiary shall constitute a “BorrowerGuarantor” or “Guarantor”, as applicable, and a “Pledgor” for all purposes hereunder with the same force and effect as if originally named as a Borrower or Guarantor, as applicable, Guarantor and Pledgor herein. The execution and delivery of such Joinder Agreement shall not require the consent of any other Pledgor hereunder. The rights and obligations of each Pledgor hereunder shall remain in full force and effect notwithstanding the addition of any new Borrower, Guarantor and Pledgor as a party to this AgreementAgreement or any other Loan Document.
Appears in 1 contract
Samples: Security Agreement (BioScrip, Inc.)
Joinder of Additional Pledgors. The Pledgors shall cause each Subsidiary of the Borrowers whichCompany (other than an Excluded Subsidiary) that, from time to time, after the date hereof shall be required to pledge any assets to the Administrative Notes Collateral Agent for the benefit of the Secured Parties pursuant to the provisions of the Credit AgreementIndenture and any First Lien Priority Indebtedness Document, to execute and deliver to the Administrative Notes Collateral Agent (i) a Joinder Agreement substantially in the form of Exhibit 3 annexed A hereto within five (5) Business Days on which it was acquired or created and (ii) a Perfection Certificatesuch other documentation as is necessary for the purposes of this Agreement and as the Notes Collateral Agent may reasonably request, in each case, within five (5) Business Days of the date on which it was acquired or created and, upon such execution and delivery, such Subsidiary shall constitute a “Borrower” or “Guarantor”, as applicable, and a “Pledgor” for all purposes hereunder with the same force and effect as if originally named as a Borrower or Guarantor, as applicable, and Pledgor herein. The execution and delivery of such Joinder Agreement shall not require the consent of any other Pledgor hereunder. The rights and obligations of each Pledgor hereunder shall remain in full force and effect notwithstanding the addition of any new Borrower, Guarantor and Pledgor as a party to this Agreement.
Appears in 1 contract
Joinder of Additional Pledgors. The Pledgors shall cause each Domestic Subsidiary of the Borrowers Ryerson which, from time to time, after the date hereof shall be required to pledge any assets to the Administrative Collateral Agent for the benefit of the Secured Parties pursuant to the provisions of the Credit Agreement, to execute and deliver to the Administrative Collateral Agent (ia) a Joinder Agreement substantially in the form of Exhibit 3 annexed 2 hereto within five (5) Business Days on which it was acquired or created and (iib) a Perfection Certificate, in each case, within five ninety (590) Business Days days of the date on which it was acquired or created and(or such longer period as the Collateral Agent shall otherwise agree), and upon such execution and delivery, such Domestic Subsidiary shall constitute a “Borrower” or “Guarantor”, as applicable, and a “Pledgor” for all purposes hereunder with the same force and effect as if originally named as a Borrower or Guarantor, as applicable, 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 Borrower, Guarantor and Pledgor as a party to this Agreement.
Appears in 1 contract
Joinder of Additional Pledgors. The Pledgors shall cause each Subsidiary of the Borrowers Borrower (other than an Excluded Subsidiary) which, from time to time, after the date hereof shall be required to pledge any assets to the Administrative Agent for the benefit of the Secured Parties pursuant to the provisions of the Credit Agreement, (a) to execute and deliver to the Administrative Agent (i) a Joinder Security Agreement Supplement 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 five thirty (530) Business Days days of the date on which it was acquired or created or (b) in the case of a Foreign Subsidiary required to pledge any assets to the Administrative Agent, to execute and deliver to the Administrative Agent such documentation as the Administrative Agent shall reasonably request and, in each case with respect to clauses (a) and (b) above, upon such execution and delivery, such Subsidiary shall constitute a “Borrower” or “Guarantor”, as applicable, and a “Pledgor” for all purposes hereunder with the same force and effect as if originally named as a Borrower or Guarantor, as applicable, and Pledgor herein. The execution and delivery of such Joinder Security Agreement Supplement 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 Borrower, Guarantor and Pledgor as a party to this Agreement.
Appears in 1 contract
Samples: Credit Agreement (Polyone Corp)
Joinder of Additional Pledgors. 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 Administrative Collateral Agent for the benefit of the Secured Parties pursuant to the provisions of the Credit Agreement, to execute and deliver to the Administrative Collateral Agent (i) a Joinder Agreement substantially in the form of Exhibit 3 annexed hereto within five Xxxxxxx 0 xxxxxx, (5) Business Days on which it was acquired or created and (iixx) a Perfection Certificate, in each case, within five (5) ten Business Days of after the date on which it was acquired or created and(or such later date as may be agreed by the Collateral Agent in its sole discretion) and (iii) such other documentation as the Collateral Agent shall reasonably requested, and upon such execution and delivery, such Subsidiary shall constitute a “Borrower” or “Guarantor”, as applicable, and a “Pledgor” for all purposes hereunder with the same force and effect as if originally named as a Borrower or Guarantor, as applicable, 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 of, or failure to add, any new Borrower, Guarantor and Pledgor as a party to this AgreementAgreement or any other Loan Document.
Appears in 1 contract
Samples: Security Agreement (Internap Network Services Corp)