Common use of Limitation on Subsidiaries Clause in Contracts

Limitation on Subsidiaries. (a) If (x) the Company or any Guarantor acquires or creates a Wholly-owned Restricted Subsidiary (other than an Immaterial Subsidiary), or (y) if any Restricted Subsidiary ceases to be an Immaterial Subsidiary, or (z) if any other Restricted Subsidiary shall guaranty any other Debt of the Company or any Guarantor, then within 20 Business Days of such event, such Restricted Subsidiary shall (1) execute and deliver to the Trustee and the Collateral Trustee a supplemental indenture pursuant to which such Restricted Subsidiary shall unconditionally guarantee all of the Company’s obligations under the Notes and this Indenture in the form set forth in Annex C hereto; (2) execute and deliver to the Trustee and the Collateral Trustee the applicable Collateral Documents (or joinders thereto) required to be delivered pursuant to this Indenture and the other Priority Lien Documents and (3) deliver to the Trustee and the Collateral Trustee an Opinion of Counsel that such supplemental indenture and Collateral Documents (or joinders thereto) have been duly authorized, executed and delivered by such Restricted Subsidiary and constitute legal, valid, binding and enforceable obligations of such Restricted Subsidiary. Thereafter, such Restricted Subsidiary shall be a Guarantor for all purposes of this Indenture.

Appears in 2 contracts

Samples: Indenture (Catalyst Paper Corp), Satisfaction and Discharge (Catalyst Paper Corp)

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Limitation on Subsidiaries. If (a) If any Subsidiary guarantees the Other Senior Notes or (xb) the Company or any Guarantor acquires of its Restricted Subsidiaries transfers or creates a Wholly-owned Restricted Subsidiary (other than an Immaterial Subsidiary)causes to be transferred any Property to, or (y) if organizes, acquires, invests in or otherwise holds an Investment in, any Restricted Subsidiary ceases to be an Immaterial that is not a Guarantor having total consolidated assets with a book value in excess of $500,000, then such Subsidiary, transferee or (z) if any acquired or other Restricted Subsidiary shall guaranty any other Debt of the Company or any Guarantor, then within 20 Business Days of such event, such Restricted Subsidiary shall (1i) execute and deliver to the Trustee and the Collateral Trustee a supplemental indenture in form reasonably satisfactory to the Trustee pursuant to which such Restricted Subsidiary shall unconditionally guarantee all of the Company’s 's obligations under the Notes and this Indenture in the form set forth in Annex C EXHIBIT F hereto; , (2) execute and deliver to the Trustee and the Collateral Trustee the applicable Collateral Documents (or joinders thereto) required to be delivered pursuant to this Indenture and the other Priority Lien Documents and (3ii) deliver to the Trustee and the Collateral Trustee an Opinion of Counsel that such supplemental indenture and Collateral Documents (or joinders thereto) have has been duly authorized, executed and delivered by such Restricted Subsidiary and constitute constitutes a legal, valid, binding and enforceable obligations obligation of such Restricted SubsidiarySubsidiary and (iii) execute such other documents and take such other actions as the Trustee may reasonably require in order to evidence the Guarantee of such Restricted Subsidiary and the agreement of such Restricted Subsidiary to be bound by the Guarantee. Thereafter, such Restricted Subsidiary shall be a Guarantor for all purposes of this Indenture.

Appears in 1 contract

Samples: Indenture (Norske Skog Canada LTD)

Limitation on Subsidiaries. (a) If (x) the Company or any Guarantor acquires of its Restricted Subsidiaries transfers or creates a Wholly-owned Restricted Subsidiary (other than an Immaterial Subsidiary)causes to be transferred any Property to, or (y) if organizes, acquires, invests in or otherwise holds an Investment in, any Restricted Subsidiary ceases to be an Immaterial Subsidiarythat is not a Guarantor having total consolidated assets with a book value in excess of $500,000, then such transferee or (z) if any acquired or other Restricted Subsidiary shall guaranty any other Debt of the Company or any Guarantor, then within 20 Business Days of such event, such Restricted Subsidiary shall (1a) execute and deliver to the Trustee and the Collateral Trustee a supplemental indenture in form reasonably satisfactory to the Trustee pursuant to which such Restricted Subsidiary shall unconditionally guarantee all of the Company’s 's obligations under the Notes and this Indenture in the form set forth in Annex C EXHIBIT F hereto; , (2) execute and deliver to the Trustee and the Collateral Trustee the applicable Collateral Documents (or joinders thereto) required to be delivered pursuant to this Indenture and the other Priority Lien Documents and (3b) deliver to the Trustee and the Collateral Trustee an Opinion of Counsel that such supplemental indenture and Collateral Documents (or joinders thereto) have has been duly authorized, executed and delivered by such Restricted Subsidiary and constitute constitutes a legal, valid, binding and enforceable obligations obligation of such Restricted SubsidiarySubsidiary and (c) execute such other documents and take such other actions as the Trustee may reasonably require in order to evidence the Guarantee of such Restricted Subsidiary and the agreement of such Restricted Subsidiary to be bound by the Guarantee. Thereafter, such Restricted Subsidiary shall be a Guarantor for all purposes of this Indenture.

Appears in 1 contract

Samples: Norske Skog Canada LTD

Limitation on Subsidiaries. If (a) If any Subsidiary guarantees the Other Senior Notes or (xb) the Company or any Guarantor acquires or creates a Wholly-owned Restricted Subsidiary (other than an Immaterial Subsidiary)transfers or causes to be transferred any Property to, or (y) if organizes, acquires, invests in or otherwise holds an Investment in, any Restricted Subsidiary ceases to be an Immaterial that is not a Guarantor having total consolidated assets with a book value in excess of $500,000, then such Subsidiary, transferee or (z) if any acquired or other Restricted Subsidiary shall guaranty any other Debt of the Company or any Guarantor, then within 20 Business Days of such event, such Restricted Subsidiary shall (1) execute and deliver to the Trustee and the Collateral Trustee a supplemental indenture in form reasonably satisfactory to the Trustee pursuant to which such Restricted Subsidiary shall 105 unconditionally guarantee all of the Company’s 's obligations under the Notes and this Indenture in the form set forth in Annex C hereto; , (2) execute and deliver to the Trustee and the Collateral Trustee the applicable Collateral Documents (or joinders thereto) required to be delivered pursuant to this Indenture and the other Priority Lien Documents and (3) deliver to the Trustee and the Collateral Trustee an Opinion of Counsel that such supplemental indenture and Collateral Documents (or joinders thereto) have has been duly authorized, executed and delivered by such Restricted Subsidiary and constitute constitutes a legal, valid, binding and enforceable obligations obligation of such Restricted SubsidiarySubsidiary and (3) execute such other documents and take such other actions as the Trustee may reasonably require in order to evidence the Guarantee of such Restricted Subsidiary and the agreement of such Restricted Subsidiary to be bound by the Guarantee. Thereafter, such Restricted Subsidiary shall be a Guarantor for all purposes of this Indenture.

Appears in 1 contract

Samples: Indenture (Norske Skog Canada LTD)

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Limitation on Subsidiaries. If (a) If any Subsidiary guarantees the Pacifica Notes or (xb) the Company or any Guarantor acquires of its Restricted Subsidiaries transfers or creates a Wholly-owned Restricted Subsidiary (other than an Immaterial Subsidiary)causes to be transferred any Property to, or (y) if organizes, acquires, invests in or otherwise holds an Investment in, any Restricted Subsidiary ceases to be an Immaterial that is not a Guarantor having total consolidated assets with a book value in excess of $500,000, then such Subsidiary, transferee or (z) if any acquired or other Restricted Subsidiary shall guaranty any other Debt of the Company or any Guarantor, then within 20 Business Days of such event, such Restricted Subsidiary shall (1i) execute and deliver to the Trustee and the Collateral Trustee a supplemental indenture in form reasonably satisfactory to the Trustee pursuant to which such Restricted Subsidiary shall unconditionally guarantee all of the Company’s 's obligations under the Notes and this Indenture in the form set forth in Annex C EXHIBIT F hereto; , (2) execute and deliver to the Trustee and the Collateral Trustee the applicable Collateral Documents (or joinders thereto) required to be delivered pursuant to this Indenture and the other Priority Lien Documents and (3ii) deliver to the Trustee and the Collateral Trustee an Opinion of Counsel that such supplemental indenture and Collateral Documents (or joinders thereto) have has been duly authorized, executed and delivered by such Restricted Subsidiary and constitute constitutes a legal, valid, binding and enforceable obligations obligation of such Restricted SubsidiarySubsidiary and (iii) execute such other documents and take such other actions as the Trustee may reasonably require in order to evidence the Guarantee of such Restricted Subsidiary and the agreement of such Restricted Subsidiary to be bound by the Guarantee. Thereafter, such Restricted Subsidiary shall be a Guarantor for all purposes of this Indenture.

Appears in 1 contract

Samples: Norske Skog Canada LTD

Limitation on Subsidiaries. If (a) If any Subsidiary guarantees the Other Senior Notes or (xb) the Company or any Guarantor acquires of its Restricted Subsidiaries transfers or creates a Wholly-owned Restricted Subsidiary (other than an Immaterial Subsidiary)causes to be transferred any Property to, or (y) if organizes, acquires, invests in or otherwise holds an Investment in, any Restricted Subsidiary ceases to be an Immaterial that is not a Guarantor having total consolidated assets with a book value in excess of $500,000, then such Subsidiary, transferee or (z) if any acquired or other Restricted Subsidiary shall guaranty any other Debt of the Company or any Guarantor, then within 20 Business Days of such event, such Restricted Subsidiary shall (1i) execute and deliver to the Trustee and the Collateral Trustee a supplemental indenture in form reasonably satisfactory to the Trustee pursuant to which such Restricted Subsidiary shall unconditionally guarantee all of the Company’s 's obligations under the Notes and this Indenture in the form set forth in Annex C Exhibit F hereto; , (2) execute and deliver to the Trustee and the Collateral Trustee the applicable Collateral Documents (or joinders thereto) required to be delivered pursuant to this Indenture and the other Priority Lien Documents and (3ii) deliver to the Trustee and the Collateral Trustee an Opinion of Counsel that such supplemental indenture and Collateral Documents (or joinders thereto) have has been duly authorized, executed and delivered by such Restricted Subsidiary and constitute constitutes a legal, valid, binding and enforceable obligations obligation of such Restricted SubsidiarySubsidiary and (iii) execute such other documents and take such other actions as the Trustee may reasonably require in order to evidence the Guarantee of such Restricted Subsidiary and the agreement of such Restricted Subsidiary to be bound by the Guarantee. Thereafter, such Restricted Subsidiary shall be a Guarantor for all purposes of this Indenture.

Appears in 1 contract

Samples: Norske Skog Canada LTD

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