Common use of Joinder of New Borrowers Clause in Contracts

Joinder of New Borrowers. (a) By its signature hereto, each New Borrower joins the Credit Agreement as a Borrower and a Guarantor thereunder and agrees to be bound by all of the terms thereof, and hereby agrees that it is, and for all purposes after the date hereof shall be, a party to the Credit Agreement and each of the other Credit Documents as a Borrower and a Guarantor as if it were an original signatory to the Credit Agreement. Each New Borrower hereby assumes all of the obligations of a Borrower and a Guarantor under the Credit Agreement and each of the other Credit Documents to which the Credit Parties are party. Each New Borrower hereby ratifies and affirms as of the date hereof each and every term, representation, warranty, covenant and condition set forth in the Credit Agreement and each of the other Credit Documents which are applicable to Borrowers or Guarantors and agrees to be bound by all of the terms, provisions and conditions contained therein which are applicable to Borrowers or Guarantors. On and as of the date hereof, each reference to a “Borrower”, a “Guarantor” or a “Credit Party” in the Credit Agreement or any other Credit Document shall be deemed to include each New Borrower. (b) Without limiting the generality of the foregoing, each New Borrower hereby (i) becomes a party to the U.S. Security Agreement as a Grantor thereunder with the same force and effect as if originally named therein as a Grantor and, without limiting the generality of the foregoing, hereby unconditionally grants, assigns as security, and pledges to Collateral Agent, for the benefit of the Secured Parties, a continuing lien on and security interest in such New Borrower’s right, title, and interest in and to the Collateral, whether now owned or hereafter acquired or arising and wherever located, as collateral security for the prompt and complete payment and performance when due (whether at the stated maturity, by acceleration or otherwise) of the Secured Obligations, and (ii) expressly assumes all obligations and liabilities of a Grantor thereunder.

Joinder of New Borrowers. (a) By Each of SFI, Parent, Shoom, and Air Patrol (collectively, “New Borrowers” and each a “New Borrower”), by its signature heretobelow, each New Borrower joins the Credit Agreement as becomes a Borrower and a Guarantor thereunder and agrees to be bound by all of the terms thereof, and hereby agrees that it is, and for all purposes after the date hereof shall be, a party to the Credit Agreement and each of the other Credit Documents as a Borrower and a Guarantor as if it were an original signatory to the Credit Agreement. Each New Borrower hereby assumes all of the obligations of a Borrower and a Guarantor "Borrower"" under the Credit Agreement and each of the other Credit Documents to which the Credit Parties are party. Each New Borrower hereby ratifies and affirms as of the date hereof each and every term, representation, warranty, covenant and condition set forth in the Credit Agreement and each of the other Credit Documents which are applicable to Borrowers or Guarantors and agrees to be bound by all of the terms, provisions and conditions contained therein which are applicable to Borrowers or Guarantors. On and as of the date hereof, each reference to a “Borrower”, a “Guarantor” or a “Credit Party” in the Credit Agreement or any other Credit Document shall be deemed to include each New Borrower. (b) Without limiting the generality of the foregoing, each New Borrower hereby (i) becomes a party to the U.S. Security Agreement as a Grantor thereunder with the same force and effect as if originally named therein as a Grantor and"Borrower", without limiting and each New Borrower hereby (a) agrees to all of the generality terms and provisions of the Agreement applicable to it as a "Borrower" thereunder and (b) represents and warrants that the representations and warranties made by it as a "Borrower" thereunder are true and correct. In furtherance of the foregoing, each New Borrower hereby (a) jointly and severally unconditionally and irrevocably agrees to pay, as a primary obligor and not merely as a surety, when due, whether upon maturity, acceleration, or otherwise, all of the Obligations, and (b) unconditionally grants, assigns as securityassigns, and pledges to Collateral AgentLender, for to secure the benefit of the Secured PartiesObligations, a continuing lien on and security interest in and to all of such New Borrower’s 's right, title, title and interest in and to the Collateral. Each reference to a "Borrower" in the Agreement shall be deemed to include New Borrowers. The Agreement is incorporated herein by reference. (b) Each New Borrower authorizes Lender at any time and from time to time to file, whether now owned transmit, or hereafter acquired or arising and wherever locatedcommunicate, as collateral security for applicable, financing statements and amendments thereto (i) describing the prompt and complete payment and performance when due (whether at the stated maturityCollateral as “all personal property of debtor” or “all assets of debtor” or words of similar effect, by acceleration or otherwise) of the Secured Obligations, and (ii) expressly assumes describing the Collateral as being of equal or lesser scope or with greater detail, or (iii) that contain any information required by part 5 of Article 9 of the Code for the sufficiency or filing office acceptance. Each New Borrower also hereby ratifies any and all obligations financing statements or amendments previously filed by Lender in any jurisdiction in connection with the Agreement. (c) Each New Borrower represents and liabilities warrants to Lender that this Amendment has been duly executed and delivered by such New Borrower and constitutes its legal, valid, and binding obligation, enforceable against it in accordance with its terms, except as enforceability thereof may be limited by bankruptcy, insolvency, reorganization, fraudulent transfer, moratorium, or other similar laws affecting creditors’ rights generally and general principles of equity (regardless of whether such enforceability is considered in a Grantor thereunderproceeding at law or in equity).

Joinder of New Borrowers. If the Initial Borrower wishes to add a wholly-owned Subsidiary of the Initial Borrower, or a Permitted Sister Subsidiary as a Borrower under this Agreement, the Initial Borrower shall: (a) By its signature heretoexecute, each and procure that the proposed New Borrower joins the Credit Agreement as a Borrower and a Guarantor thereunder and agrees to be bound by all of the terms thereofexecutes, and hereby agrees that it is, and for all purposes after the date hereof shall be, a party to the Credit Agreement and each of the other Credit Documents as a Borrower and a Guarantor as if it were an original signatory to the Credit Accession Agreement. Each New Borrower hereby assumes all of the obligations of a Borrower and a Guarantor under the Credit Agreement and each of the other Credit Documents to which the Credit Parties are party. Each New Borrower hereby ratifies and affirms as of the date hereof each and every term, representation, warranty, covenant and condition set forth in the Credit Agreement and each of the other Credit Documents which are applicable to Borrowers or Guarantors and agrees to be bound by all of the terms, provisions and conditions contained therein which are applicable to Borrowers or Guarantors. On and as of the date hereof, each reference to a “Borrower”, a “Guarantor” or a “Credit Party” in the Credit Agreement or any other Credit Document shall be deemed to include each New Borrower.; (b) Without limiting deliver to the generality Facility Agent such constituent documents of the foregoingproposed New Borrower, each certificates of registration of the proposed New Borrower, extracts of resolutions of the board of directors of the proposed New Borrower, powers of attorney, authorisations, opinions and other documents as the Facility Agent may reasonably require; (c) execute, and procure that the proposed New Borrower hereby executes, a Cross-Guarantee in such form and on such terms as the Facility Agent may require; (id) becomes procure that the proposed New Borrower executes a party to the U.S. Security Agreement as a Grantor thereunder with fixed and floating charge over all of its assets and undertaking on the same force terms as the fixed and effect floating charge contained in the Debenture Stock Trust Deed (Ongoing Assets); and (e) if the proposed New Borrower is the trustee of a trust - procure that the proposed New Borrower and each beneficiary of that trust executes an agreement in respect of that trust on the same terms as if originally named therein as a Grantor and, without limiting the generality of Tripartite Agreement. Each Borrower (other than the foregoing, hereby unconditionally grants, assigns as security, Initial Borrower and pledges to Collateral Agent, for the benefit of the Secured Parties, a continuing lien on and security interest in such proposed New Borrower’s right, title, ) hereby irrevocably appoints the Initial Borrower to execute Accession Agreements on its behalf and interest in as its attorney. Each Financier and the Security Trustee hereby irrevocably appoints the Facility Agent to the Collateral, whether now owned or hereafter acquired or arising execute Accession Agreements on its behalf and wherever located, as collateral security for the prompt and complete payment and performance when due (whether at the stated maturity, by acceleration or otherwise) of the Secured Obligations, and (ii) expressly assumes all obligations and liabilities of a Grantor thereunderits attorney.