Common use of New Material Subsidiaries Clause in Contracts

New Material Subsidiaries. Promptly and in any event within 30 days ------------------------- following the request of the Required Lenders made after either (i) the organization or acquisition of any new Material Subsidiary or (ii) the delivery of audited annual financial statements pursuant to Section 5.01(j) that indicate that a Subsidiary of the Borrower that is not at such time a guarantor is a Material Subsidiary, cause such Material Subsidiary to execute and deliver an Assumption of Guaranty (as defined in the Guaranty), together with such documents as the Required Lenders may request evidencing corporate action taken to authorize such execution and delivery and the incumbency and signatures of officers of such Material Subsidiary, provided that a Material Subsidiary shall not be required to become a Guarantor if (A) a guaranty by such Material Subsidiary would result in materially adverse tax consequences to the Borrower and its Subsidiaries or shareholders of the Borrower or (B) a guaranty by such Material Subsidiary is prohibited or limited by regulatory requirements or applicable law.

Appears in 2 contracts

Samples: Year Credit Agreement (Amvescap PLC/London/), Day Credit Agreement (Amvescap PLC/London/)

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New Material Subsidiaries. Promptly and in any event within 30 days ------------------------- following the request of the Required Lenders made after either (i) the organization or acquisition of any new Material Subsidiary or (ii) the delivery of audited annual financial statements pursuant to Section 5.01(j) that indicate that a Subsidiary of the Borrower Parent that is not at such time a guarantor Guarantor is a Material Subsidiary, cause such Material Subsidiary to execute and deliver an Assumption of Guaranty (as defined in the Guaranty), together with such documents as the Required Lenders may request evidencing corporate action taken to authorize such execution and delivery and the incumbency and signatures of officers of such Material Subsidiary, provided that a Material Subsidiary shall not be required to become a Guarantor if (A) a guaranty by such Material Subsidiary would result in materially adverse tax consequences to the Borrower Parent and its Subsidiaries or shareholders of the Borrower Parent or (B) a guaranty by such Material Subsidiary is prohibited or limited by regulatory requirements or applicable law.

Appears in 1 contract

Samples: Five Year Credit Agreement (Invesco Ltd.)

New Material Subsidiaries. Promptly and in any event within 30 days ------------------------- following the request of the Required Lenders made after either (i) the organization or acquisition of any new Material Subsidiary or (ii) the delivery of audited annual financial statements pursuant to Section 5.01(j) that indicate that a Subsidiary of the Borrower that is not at such time a guarantor Guarantor is a Material Subsidiary, cause such Material Subsidiary to execute and deliver an Assumption of Guaranty (as defined in the Guaranty), together with such documents as the Required Lenders may request evidencing corporate action taken to authorize such execution and delivery and the incumbency and signatures of officers of such Material Subsidiary, provided that a Material Subsidiary shall not be required to become a Guarantor if (A) a guaranty by such Material Subsidiary would result in materially adverse tax consequences to the Borrower and its Subsidiaries or shareholders of the Borrower or (B) a guaranty by such Material Subsidiary is prohibited or limited by regulatory requirements or applicable law.

Appears in 1 contract

Samples: Five Year Credit Agreement (Amvescap PLC/London/)

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New Material Subsidiaries. Promptly and in any event within 30 days ------------------------- following the request of the Required Lenders made after either (i) the organization or acquisition of any new Material Subsidiary or (ii) the delivery of audited annual financial statements pursuant to Section 5.01(j5.01(h) that indicate that a Subsidiary of the Borrower Parent that is not at such time a guarantor Guarantor is a Material Subsidiary, cause such Material Subsidiary to execute and deliver an Assumption of a joinder agreement to the Subsidiary Guaranty (as defined in form and substance reasonably satisfactory to the Guaranty)Administrative Agent, together with such documents as the Required Lenders may request evidencing corporate action taken to authorize such execution and delivery and the incumbency and signatures of officers of such Material Subsidiary, provided that a Material Subsidiary shall not be required to become a Guarantor if (A) a guaranty by such Material Subsidiary would result in materially adverse tax consequences to the Borrower Parent and its Subsidiaries or shareholders of the Borrower Parent or (B) a guaranty by such Material Subsidiary is prohibited or limited by regulatory requirements or applicable law.

Appears in 1 contract

Samples: Credit Agreement (Invesco Ltd.)

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