Common use of New Guarantors Clause in Contracts

New Guarantors. (a) The Borrower will promptly notify the Administrative Agent of the creation of or Investment in a Person which may fall within the definition of a Guarantor and will provide any financial and other information with respect to such Person as the Administrative Agent may reasonably request. In the event the Administrative Agent (after consultation with the Borrower) determines that such Person is required to be designated a Guarantor hereunder, the Administrative Agent shall provide notice of the same to the Borrower, it being understood and agreed that any Person that owns an Unencumbered Property and any Person who leases an Unencumbered Property as an Operating Lessee shall be required to become a Guarantor promptly and in any event on or prior to the date any Hotel Property owned by such Person is included as an Unencumbered Property hereunder. Within sixty (60) days after the Borrower's receipt of such notice from the Administrative Agent, the Borrower shall cause such Person to deliver to the Administrative Agent (i) either (a) an original Guaranty and Environmental Indemnity executed by such Person or (b) an Accession Agreement executed by such Person, and (ii) such other information or documents with respect to such Person as the Administrative Agent may reasonably request. (b) If no Default exists at such time, and any Hotel Property no longer qualifies as an Unencumbered Property, any Subsidiary of the Borrower which owned or leased such Hotel Property, but not any other Unencumbered Property, shall be released by the Administrative Agent from such Subsidiary's obligations under the Guaranty upon such time that the Borrower provides the Administrative Agent with (i) a written request for such release and (ii) a Compliance Certificate evidencing pro forma compliance with Article VII hereof.

New Guarantors. (a) The Borrower will promptly notify the Administrative Agent of the creation of or Investment in a Person which may fall within the definition of a Guarantor and will provide any financial and other information with respect to such Person as the Administrative Agent may reasonably request. In the event the Administrative Agent (after consultation with the Borrower) determines that such Person is required to be designated a Guarantor hereunder, the Administrative Agent shall provide notice of the same to the Borrower, it being understood and agreed that any Person that owns an Unencumbered Property and any Person who leases an Unencumbered Property as an Operating Lessee shall be required to become a Guarantor promptly and in any event on or prior to the date any Hotel Property owned by such Person is included as an Unencumbered Property hereunder. Within sixty (60) days after the Borrower's ’s receipt of such notice from the Administrative Agent, the Borrower shall cause such Person to deliver to the Administrative Agent (i) either (a) an original Guaranty and Environmental Indemnity executed by such Person or (b) an Accession Agreement executed by such Person, and (ii) such other information or documents with respect to such Person as the Administrative Agent may reasonably request. (ba) If no Default exists at such time, and any Hotel Property no longer qualifies as an Unencumbered Property, any Subsidiary of the Borrower which owned or leased such Hotel Property, but not any other Unencumbered Property, shall be released by the Administrative Agent from such Subsidiary's ’s obligations under the Guaranty upon such time that the Borrower provides the Administrative Agent with (i) a written request for such release and (ii) a Compliance Certificate evidencing pro forma compliance with Article VII hereof.

New Guarantors. Borrower will cause each new Subsidiary (other -------------- than a Subsidiary organized or incorporated outside the United States of America), whether hereafter created or acquired by Borrower or a Subsidiary pursuant to Section 6.13, to execute and deliver to the Agent a Guaranty. Such Guaranty shall be executed and delivered within thirty (30) days of the initial capitalization or Acquisition of such Subsidiary but in any event not later than the date Borrower obtains an Advance hereunder to be used in connection with, or related to, such capitalization or Acquisition or otherwise used in connection with such new Subsidiary's business. With delivery to the Agent of such Guaranty, Borrower shall also furnish, or cause to be furnished, to the Agent (a) The Borrower will promptly notify the Administrative Agent copies of the creation certificate or articles of incorporation of such Guarantor, together with all amendments, and a certificate of good standing or Investment existence, both certified by the appropriate governmental officer in its jurisdiction of incorporation; (b) copies, certified by the Secretary or Assistant Secretary of such Guarantor, of its by-laws and of its Board of Directors' resolutions (and resolutions of other bodies, if any are reasonably deemed necessary by counsel for any Lender) authorizing the execution of the Guaranty; (c) an incumbency certificate, executed by the Secretary or Assistant Secretary of such Guarantor, which shall identify by name and title and bear the signature of the officers of such Guarantor authorized to sign the Guaranty; and (d) a favorable written opinion of such Guarantor's counsel, addressed to the Agent in a Person which may fall within the definition of a Guarantor and will provide any financial and other information with respect to such Person as the Administrative Agent may reasonably request. In the event the Administrative Agent (after consultation with the Borrower) determines that such Person is required to be designated a Guarantor hereunder, the Administrative Agent shall provide notice of the same form acceptable to the Borrower, it being understood and agreed that any Person that owns an Unencumbered Property and any Person who leases an Unencumbered Property as an Operating Lessee shall be required to become a Guarantor promptly and in any event on or prior to the date any Hotel Property owned by such Person is included as an Unencumbered Property hereunder. Within sixty (60) days after the Borrower's receipt of such notice from the Administrative Agent, the Borrower shall cause such Person to deliver to the Administrative Agent opining (i) either as to such Guarantor's existence, (aii) an original Guaranty and Environmental Indemnity executed by as to such Person or Guarantor's authorization to execute the Guaranty, (biii) an Accession Agreement executed by such Personas to the enforceability of the Guaranty, and (iiiv) such other information or documents with respect to such Person as that the Administrative Agent may reasonably request. (b) If no Default exists at such time, execution and any Hotel Property no longer qualifies as an Unencumbered Property, any Subsidiary performance of the Borrower Guaranty will not conflict with or result in a breach under any material contract, indenture, instrument or other agreement by which owned such Guarantor is bound or leased such Hotel Property, but not any other Unencumbered Property, shall be released by the Administrative Agent from such Subsidiary's obligations under the Guaranty upon such time that the Borrower provides the Administrative Agent with (i) a written request for such release and (ii) a Compliance Certificate evidencing pro forma compliance with Article VII hereofto which it is party.

New Guarantors. (a) The Borrower will promptly notify the Administrative Agent of the creation of or Investment in a Person which may fall within the definition of a Guarantor and will provide any financial and other information with respect to such Person as the Administrative Agent may reasonably request. In the event the Administrative Agent (after consultation with the Borrower) determines that such Person is required to be designated a Guarantor hereunder, the Administrative Agent shall provide notice of the same to the Borrower, it being understood and agreed that any Person that owns an Unencumbered Property and any Person who leases an Unencumbered Property as an Operating Lessee shall be required to become a Guarantor promptly and in any event on or prior to the date any Hotel Property owned by such Person is included as an Unencumbered Property hereunder. Within sixty (60) days after the Borrower's ’s receipt of such notice from the Administrative Agent, the Borrower shall cause such Person to deliver to the Administrative Agent (i) either (a) an original Guaranty and Environmental Indemnity executed by such Person or (b) an Accession Agreement executed by such Person, and (ii) such other information or documents with respect to such Person as the Administrative Agent may reasonably request. (b) If no Default exists at such time, and any Hotel Property no longer qualifies as an Unencumbered Property, any Subsidiary of the Borrower which owned or leased such Hotel Property, but not any other Unencumbered Property, shall be released by the Administrative Agent from such Subsidiary's ’s obligations under the Guaranty upon such time that the Borrower provides the Administrative Agent with (i) a written request for such release and (ii) a Compliance Certificate evidencing pro forma compliance with Article VII hereof.

New Guarantors. (a) The Borrower will promptly notify In the Administrative Agent event that, after the Closing Date, any of the creation Borrowers or any Guarantor acquires or initiates the incorporation or organization of a new Domestic Subsidiary of the Borrowers, such Domestic Subsidiary shall concurrently with such event or Investment as soon as practicable thereafter execute and deliver to the Agent an instrument of joinder and accession, in a Person form and substance satisfactory to the Agent and the Lenders, pursuant to which may fall within such newlycreated or acquired Domestic Subsidiary shall join this Credit Agreement, and shall accede to all of the definition rights and obligations of a Guarantor hereunder and will provide any financial thereunder, and, pursuant thereto shall, among other things, guaranty the complete payment and other information with respect performance of the Guaranteed Obligations and make the waivers set forth herein (including, without limitation, those set forth in Section 29.6 hereof), provided that no consent to such Person guarantee by the shareholders of such Domestic Subsidiary other than any Borrower or Guarantor (such consent referred to herein as "Minority Shareholder Consent") that has not been obtained is required and, provided further, such Minority Shareholder Consent has not been obtained by the Borrowers after reasonable efforts. Further, such Domestic Subsidiary shall grant to the Agent for the benefit of the Lenders a security interest in substantially all of its assets to secure its obligations under this Guaranty (including, without limitation, the granting of mortgages on such Guarantor's Real Estate to the extent required under Section 10.13), and shall execute and/or deliver to the Agent such other documentation as the Administrative Agent may reasonably request. In request in furtherance of the event intent of this Section 29.9, including, without limitation, documentation of the Administrative Agent (after consultation with the Borrower) determines that such Person is type required to be designated supplied by the initial Guarantors as a Guarantor hereunder, the Administrative Agent shall provide notice of the same condition precedent to the Borrower, it being understood and agreed that any Person that owns an Unencumbered Property and any Person who leases an Unencumbered Property as an Operating Lessee shall be required initial Loans made hereunder pursuant to become a Guarantor promptly and in any event on or prior to the date any Hotel Property owned by such Person is included as an Unencumbered Property hereunder. Within sixty (60) days after the Borrower's receipt of such notice from the Administrative Agent, the Borrower shall cause such Person to deliver to the Administrative Agent (i) either (a) an original Guaranty and Environmental Indemnity executed by such Person or (b) an Accession Agreement executed by such Person, and (ii) such other information or documents with respect to such Person as the Administrative Agent may reasonably request. (b) If no Default exists at such time, and any Hotel Property no longer qualifies as an Unencumbered Property, any Subsidiary of the Borrower which owned or leased such Hotel Property, but not any other Unencumbered Property, shall be released by the Administrative Agent from such Subsidiary's obligations under the Guaranty upon such time that the Borrower provides the Administrative Agent with (i) a written request for such release and (ii) a Compliance Certificate evidencing pro forma compliance with Article VII Section 13 hereof.