Common use of Limitation on Subsidiaries Clause in Contracts

Limitation on Subsidiaries. If (a) any Subsidiary guarantees the Other Senior Notes or (b) the Company or any Restricted Subsidiary transfers or causes to be transferred any Property to, or organizes, acquires, invests in or otherwise holds an Investment in, any Restricted Subsidiary that is not a Guarantor having total consolidated assets with a book value in excess of $500,000, then such Subsidiary, transferee or acquired or other Restricted Subsidiary shall (1) execute and deliver to the 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 obligations under the Notes and this Indenture in the form set forth in Annex C hereto, (2) deliver to the Trustee an Opinion of Counsel that such supplemental indenture has been duly authorized, executed and delivered by such Restricted Subsidiary and constitutes a legal, valid, binding and enforceable obligation of such Restricted Subsidiary 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) any Subsidiary guarantees the Other Senior Pacifica Notes or (b) the Company or any of its Restricted Subsidiary Subsidiaries transfers or causes to be transferred any Property to, or organizes, acquires, invests in or otherwise holds an Investment in, any Restricted Subsidiary that is not a Guarantor having total consolidated assets with a book value in excess of $500,000, then such Subsidiary, transferee or acquired or other Restricted Subsidiary shall (1i) execute and deliver to the 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 obligations under the Notes and this Indenture in the form set forth in Annex C EXHIBIT F hereto, (2ii) deliver to the Trustee an Opinion of Counsel that such supplemental indenture has been duly authorized, executed and delivered by such Restricted Subsidiary and constitutes a legal, valid, binding and enforceable obligation of such Restricted Subsidiary and (3iii) 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. If (a) any Subsidiary guarantees the Other Senior Notes or (b) the Company or any of its Restricted Subsidiary Subsidiaries transfers or causes to be transferred any Property to, or organizes, acquires, invests in or otherwise holds an Investment in, any Restricted Subsidiary that is not a Guarantor having total consolidated assets with a book value in excess of $500,000, then such Subsidiary, transferee or acquired or other Restricted Subsidiary shall (1i) execute and deliver to the 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 obligations under the Notes and this Indenture in the form set forth in Annex C EXHIBIT F hereto, (2ii) deliver to the Trustee an Opinion of Counsel that such supplemental indenture has been duly authorized, executed and delivered by such Restricted Subsidiary and constitutes a legal, valid, binding and enforceable obligation of such Restricted Subsidiary and (3iii) 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. If (a) any Subsidiary guarantees the Other Senior Notes or (b) the Company or any of its Restricted Subsidiary Subsidiaries transfers or causes to be transferred any Property to, or organizes, acquires, invests in or otherwise holds an Investment in, any Restricted Subsidiary that is not a Guarantor having total consolidated assets with a book value in excess of $500,000, then such Subsidiary, transferee or acquired or other Restricted Subsidiary shall (1i) execute and deliver to the 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 obligations under the Notes and this Indenture in the form set forth in Annex C Exhibit F hereto, (2ii) deliver to the Trustee an Opinion of Counsel that such supplemental indenture has been duly authorized, executed and delivered by such Restricted Subsidiary and constitutes a legal, valid, binding and enforceable obligation of such Restricted Subsidiary and (3iii) 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) any Subsidiary guarantees the Other Senior Notes or (b) the Company or any of its Restricted Subsidiary Subsidiaries transfers or causes to be transferred any Property to, or organizes, acquires, invests in or otherwise holds an Investment in, any Restricted Subsidiary that is not a Guarantor having total consolidated assets with a book value in excess of $500,000, then such Subsidiary, transferee or acquired or other Restricted Subsidiary shall (1a) execute and deliver to the 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 obligations under the Notes and this Indenture in the form set forth in Annex C EXHIBIT F hereto, (2b) deliver to the Trustee an Opinion of Counsel that such supplemental indenture has been duly authorized, executed and delivered by such Restricted Subsidiary and constitutes a legal, valid, binding and enforceable obligation of such Restricted Subsidiary and (3c) 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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