Common use of New Subsidiaries; etc Clause in Contracts

New Subsidiaries; etc. Within 3 Business Days after the 45th day following the close of each of the first three Fiscal Quarters of each Fiscal Year of the U.S. Borrower and within 3 Business Days after the 45th day following the close of each Fiscal Year of the U.S. Borrower, (w) a list showing each Material Foreign Subsidiary of the U.S. Borrower which has not theretofore become party to the Foreign Subsidiaries Guaranty or any Security Document, (x) a list showing each Subsidiary of the U.S. Borrower established, created or acquired during the respective Fiscal Quarter or Fiscal Year (and specifying whether such Subsidiary is a Material Foreign Subsidiary), and each Subsidiary which has had any Equity Interests transferred during the respective Fiscal Quarter or Fiscal Year (in each case describing in reasonable detail the respective transfer of Equity Interests), in each case naming the direct owner of all Equity Interests in such Subsidiary and describing such Equity Interests in reasonable detail, and certifying that each such Subsidiary, and each Credit Party which owns any Equity Interests therein, has taken all actions, if any, required pursuant to Sections 8.11 and 9.11 and the relevant Security Documents and certifying the U.S. Borrower’s compliance with the provisions of Section 8.18, (y) a list of each Domestic Subsidiary of the U.S. Borrower, if any, which has not been transferred to the U.S. Borrower or one or more Qualified U.S. Obligors pursuant to the requirements of Section 8.18(a) (by virtue of the first proviso to the second sentence of said Section 8.18(a)), and specifically stating the reasons therefor and (z) a list of each Foreign Subsidiary organized under any Qualified Non-U.S. Jurisdiction, if any, which has not been transferred to one or more Qualified Non-U.S. Obligors pursuant to the requirements of Section 8.18(b) (by reason of the first proviso to the first sentence of said Section 8.18(b)), and specifically stating the reasons therefor.

Appears in 3 contracts

Samples: Credit Agreement (Dole Food Co Inc), Credit Agreement (Dole Food Co Inc), Credit Agreement (Dole Food Co Inc)

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New Subsidiaries; etc. Within 3 Business Days 45 days after the 45th day following the close of each of the first three Fiscal Quarters of each Fiscal Year of the U.S. Borrower Holdings and within 3 Business Days 90 days after the 45th day following the close of each Fiscal Year of the U.S. BorrowerHoldings, (w) a list showing each Material Foreign Subsidiary of the U.S. Borrower Holdings which has not theretofore become party to the Foreign Subsidiaries Guaranty or any Security Document, (x) a list showing each Subsidiary of the U.S. Borrower Holdings established, created or acquired during the respective Fiscal Quarter or Fiscal Year (and specifying whether such Subsidiary is a Material Foreign Subsidiary), and each Subsidiary which has had any Equity Interests transferred during the respective Fiscal Quarter or Fiscal Year (in each case describing in reasonable detail the respective transfer of Equity Interests), in each case naming the direct owner of all Equity Interests in such Subsidiary and describing such Equity Interests in reasonable detail, and certifying that each such Subsidiary, and each Credit Party which owns any Equity Interests therein, has taken all actions, if any, required pursuant to Sections 8.11 and 9.11 9.17 and the relevant Security Documents and certifying the U.S. Borrower’s Holdings' compliance with the provisions of Section 8.188.19, (y) a list of each Domestic Subsidiary of the U.S. BorrowerHoldings, if any, which has not been transferred to the U.S. Borrower Holdings or one or more Qualified U.S. Obligors pursuant to the requirements of Section 8.18(a8.19(a) (by virtue of the first proviso to the second sentence of said Section 8.18(a8.19(a)), and specifically stating the reasons therefor therefor, and (z) a list of each Foreign Subsidiary organized under any Qualified Non-U.S. Jurisdiction, if any, which has not been transferred to one or more Qualified Non-U.S. Obligors pursuant to the requirements of Section 8.18(b8.19(b) (by reason of the first proviso to the first sentence of said Section 8.18(b8.19(b)), and specifically stating the reasons therefor.

Appears in 2 contracts

Samples: Credit Agreement (Dole Food Company Inc), Credit Agreement (Dole Food Company Inc)

New Subsidiaries; etc. Within 3 Business Days 45 days after the 45th day following the close of each of the first three Fiscal Quarters fiscal quarters of each Fiscal Year of the U.S. Borrower and within 3 Business Days 90 days after the 45th day following the close of each Fiscal Year of the U.S. Borrower, (w) a list showing each Material Foreign Subsidiary of the U.S. Borrower which has not theretofore become party to the a Foreign Subsidiaries Guaranty or any Security Document, (x) a list showing each Subsidiary of the U.S. Borrower established, created or acquired during the respective Fiscal Quarter fiscal quarter or Fiscal Year (and specifying whether such Subsidiary is a Material Foreign Subsidiary), and each Subsidiary which has had any Equity Interests transferred during the respective Fiscal Quarter fiscal quarter or Fiscal Year (in each case describing in reasonable detail the respective transfer of Equity Interests), in each case naming the direct owner of all Equity Interests in such Subsidiary and describing such Equity Interests in reasonable detail, and certifying that each such Subsidiary, and each Credit Party which owns any Equity Interests therein, has taken all actions, if any, required pursuant to Sections 8.11 and 9.11 9.16 and the relevant Security Documents and certifying the U.S. Borrower’s 's compliance with the provisions of Section 8.18, (y) a list of each Domestic Subsidiary of the U.S. Borrower, if any, which has not been transferred to the U.S. Borrower or one or more Qualified U.S. Obligors pursuant to the requirements of Section 8.18(a) (by virtue of the first proviso to the second sentence of said Section 8.18(a)), and specifically stating the reasons therefor therefor, and (z) a list of each Foreign Subsidiary organized under any Qualified Non-U.S. Jurisdiction, if any, which has not been transferred to one or more Qualified Non-U.S. Obligors pursuant to the requirements of Section 8.18(b) (by reason of the first proviso to the first sentence of said Section 8.18(b)), and specifically stating the reasons therefor.

Appears in 1 contract

Samples: Credit Agreement (Exide Technologies)

New Subsidiaries; etc. Within 3 Business Days after the 45th day following the close of each of the first three Fiscal Quarters of each Fiscal Year of the U.S. Borrower Holdings and within 3 Business Days after the 45th day following the close of each Fiscal Year of the U.S. BorrowerHoldings, (w) a list showing each Material Foreign Subsidiary of the U.S. Borrower Holdings which has not theretofore become party to the Foreign Subsidiaries Guaranty or any Security Document, (x) a list showing each Subsidiary of the U.S. Borrower Holdings established, created or acquired during the respective Fiscal Quarter or Fiscal Year (and specifying whether such Subsidiary is a Material Foreign Subsidiary), and each Subsidiary which has had any Equity Interests transferred during the respective Fiscal Quarter or Fiscal Year (in each case describing in reasonable detail the respective transfer of Equity Interests), in each case naming the direct owner of all Equity Interests in such Subsidiary and describing such Equity Interests in reasonable detail, and certifying that each such Subsidiary, and each Credit Party which owns any Equity Interests therein, has taken all actions, if any, required pursuant to Sections 8.11 and 9.11 9.14 and the relevant Security Documents and certifying the U.S. Borrower’s Holdings' compliance with the provisions of Section 8.18, (y) a list of each Domestic Subsidiary of the U.S. BorrowerHoldings, if any, which has not been transferred to the U.S. Borrower Holdings or one or more Qualified U.S. Obligors pursuant to the requirements of Section 8.18(a) (by virtue of the first proviso to the second sentence of said Section 8.18(a)), and specifically stating the reasons therefor therefor, and (z) a list of each Foreign Subsidiary organized under any Qualified Non-U.S. Jurisdiction, if any, which has not been transferred to one or more Qualified Non-U.S. Obligors pursuant to the requirements of Section 8.18(b) (by reason of the first proviso to the first sentence of said Section 8.18(b)), and specifically stating the reasons therefor.

Appears in 1 contract

Samples: Security Agreement (Dole Food Company Inc)

New Subsidiaries; etc. Within 3 Business Days after the 45th day following the close of each of the first three Fiscal Quarters of each Fiscal Year of the U.S. Borrower Holdings and within 3 Business Days after the 45th day following the close of each Fiscal Year of the U.S. BorrowerHoldings, (w) a list showing each Material Foreign Subsidiary of the U.S. Borrower Holdings which has not theretofore become party to the Foreign Subsidiaries Guaranty or any Security Document, (x) a list showing each Subsidiary of the U.S. Borrower Holdings established, created or acquired during the respective Fiscal Quarter or Fiscal Year (and specifying whether such Subsidiary is a Material Foreign Subsidiary), and each Subsidiary which has had any Equity Interests transferred during the respective Fiscal Quarter or Fiscal Year (in each case describing in reasonable detail the respective transfer of Equity Interests), in each case naming the direct owner of all Equity Interests in such Subsidiary and describing such Equity Interests in reasonable detail, and certifying that each such Subsidiary, and each Credit Party which owns any Equity Interests therein, has taken all actions, if any, required pursuant to Sections 8.11 and 9.11 and the relevant Security Documents and certifying the U.S. Borrower’s Holdings’ compliance with the provisions of Section 8.18, (y) a list of each Domestic Subsidiary of the U.S. BorrowerHoldings, if any, which has not been transferred to the U.S. Borrower Holdings or one or more Qualified U.S. Obligors pursuant to the requirements of Section 8.18(a) (by virtue of the first proviso to the second sentence of said Section 8.18(a)), and specifically stating the reasons therefor and (z) a list of each Foreign Subsidiary organized under any Qualified Non-U.S. Jurisdiction, if any, which has not been transferred to one or more Qualified Non-U.S. Obligors pursuant to the requirements of Section 8.18(b) (by reason of the first proviso to the first sentence of said Section 8.18(b)), and specifically stating the reasons therefor.

Appears in 1 contract

Samples: Intercreditor Agreement (Dole Food Co Inc)

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New Subsidiaries; etc. Within 3 Business Days after the 45th day following the close of each of the first three Fiscal Quarters of each Fiscal Year of the U.S. Borrower Holdings and within 3 Business Days after the 45th day following the close of each Fiscal Year of the U.S. BorrowerHoldings, (w) a list showing each Material Foreign Subsidiary of the U.S. Borrower Holdings which has not theretofore become party to the Foreign Subsidiaries Guaranty or any Security Document, (x) a list showing each Subsidiary of the U.S. Borrower Holdings established, created or acquired during the respective Fiscal Quarter or Fiscal Year (and specifying whether such Subsidiary is a Material Foreign Subsidiary), and each Subsidiary which has had any Equity Interests transferred during the respective Fiscal Quarter or Fiscal Year (in each case describing in reasonable detail the respective transfer of Equity Interests), in each case naming the direct owner of all Equity Interests in such Subsidiary and describing such Equity Interests in reasonable detail, and certifying that each such Subsidiary, and each Credit Party which owns any Equity Interests therein, has taken all actions, if any, required pursuant to Sections 8.11 and 9.11 and the relevant Security Documents and certifying the U.S. Borrower’s Holdings' compliance with the provisions of Section 8.18, (y) a list of each Domestic Subsidiary of the U.S. BorrowerHoldings, if any, which has not been transferred to the U.S. Borrower Holdings or one or more Qualified U.S. Obligors pursuant to the requirements of Section 8.18(a) (by virtue of the first proviso to the second sentence of said Section 8.18(a)), and specifically stating the reasons therefor and (z) a list of each Foreign Subsidiary organized under any Qualified Non-U.S. Jurisdiction, if any, which has not been transferred to one or more Qualified Non-U.S. Obligors pursuant to the requirements of Section 8.18(b) (by reason of the first proviso to the first sentence of said Section 8.18(b)), and specifically stating the reasons therefor.

Appears in 1 contract

Samples: Credit Agreement (Dole Food Company Inc)

New Subsidiaries; etc. Within 3 Business Days 45 days after the 45th day following the close of each of the first three Fiscal Quarters of each Fiscal Year of the Exide U.S. Borrower and within 3 Business Days 90 days after the 45th day following the close of each Fiscal Year of the U.S. BorrowerExide U.S., (w) a list showing each Material Foreign Subsidiary of the Exide U.S. Borrower which has not theretofore become party to the a Foreign Subsidiaries Guaranty or any Security Document, (x) a list showing each Subsidiary of the Exide U.S. Borrower established, created or acquired during the respective Fiscal Quarter or Fiscal Year (and specifying whether such Subsidiary is a Material Foreign Subsidiary), and each Subsidiary which has had any Equity Interests transferred during the respective Fiscal Quarter or Fiscal Year (in each case describing in reasonable detail the respective transfer of Equity Interests), in each case naming the direct owner of all Equity Interests in such Subsidiary and describing such Equity Interests in reasonable detail, and certifying that each such Subsidiary, and each Credit Party which owns any Equity Interests therein, has taken all actions, if any, required pursuant to Sections 8.11 and 9.11 9.13 and the relevant Security Documents and certifying the U.S. BorrowerExide U.S.’s compliance with the provisions of Section 8.188.17, (y) a list of each Domestic Subsidiary of the U.S. BorrowerExide U.S., if any, which has not been transferred to the Exide U.S. Borrower or one or more Qualified U.S. Obligors pursuant to the requirements of Section 8.18(a8.17(a) (by virtue of the first proviso to the second sentence of said Section 8.18(a8.17(a)), and specifically stating the reasons therefor therefor, and (z) a list of each Foreign Subsidiary organized under any Qualified Non-U.S. Foreign Jurisdiction, if any, which has not been transferred to one or more Qualified Non-U.S. Foreign Obligors pursuant to the requirements of Section 8.18(b8.17(b) (by reason of the first proviso to the first sentence of said Section 8.18(b8.17(b)), and specifically stating the reasons therefor.

Appears in 1 contract

Samples: Credit Agreement (Exide Technologies)

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