Common use of PERMITTED ACQUISITIONS, SUBSIDIARY GUARANTIES, AND COLLATERAL DOCUMENTS Clause in Contracts

PERMITTED ACQUISITIONS, SUBSIDIARY GUARANTIES, AND COLLATERAL DOCUMENTS. In connection with each Permitted Acquisition, Borrower shall deliver, or cause to be delivered to, Administrative Agent each of the items described on SCHEDULE 7.2, on or before the date specified on such Schedule for each such item. Borrower shall cause each Subsidiary that becomes a Subsidiary of any Company after the Closing Date (whether as a result of acquisition, merger, creation, or otherwise), (a) to execute a Guaranty on the date such entity becomes a Subsidiary of a Company and promptly deliver (but in no event later than 10 days following consummation of such creation, acquisition, or merger) such Guaranty to Collateral Agent and (b) to execute and deliver to Collateral Agent all required Collateral Documents creating Liens in favor of Collateral Agent on all the assets of such Subsidiary.

Appears in 2 contracts

Samples: Revolving Credit Agreement (Dobson Communications Corp), 364 Day Revolving Credit and Term Loan Agreement (Dobson Communications Corp)

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PERMITTED ACQUISITIONS, SUBSIDIARY GUARANTIES, AND COLLATERAL DOCUMENTS. In connection with each Permitted Acquisition, Borrower shall deliver, or cause to be delivered to, Administrative Agent each of the items described on SCHEDULE 7.2, on or before the date specified on such Schedule for each such item. Borrower shall cause each Subsidiary that becomes a Subsidiary of any Company after the Closing Date (whether as a result of acquisition, merger, creation, or otherwise), (a) to execute a Guaranty on the date such entity becomes a Subsidiary of a Company and promptly deliver (but in no event later than 10 days following consummation of such creation, acquisition, or merger) such Guaranty to Collateral Administrative Agent and (b) to execute and deliver to Collateral Administrative Agent all required Collateral Documents creating Liens in favor of Collateral Administrative Agent on all the assets of such Subsidiary.

Appears in 2 contracts

Samples: Credit Agreement (Dobson Communications Corp), Credit Agreement (Dobson Sygnet Communications Co)

PERMITTED ACQUISITIONS, SUBSIDIARY GUARANTIES, AND COLLATERAL DOCUMENTS. In connection with each Permitted Acquisition, Borrower shall deliver, or cause to be delivered to, Administrative Agent each of the items described on SCHEDULE Schedule 7.2, on or before the date specified on such Schedule for each such item. Borrower shall cause each Subsidiary that becomes a Domestic Subsidiary of any Company after the Closing Date (whether as a result of acquisition, merger, creation, or otherwise), ) (a) to execute a Guaranty on the date such entity becomes a Domestic Subsidiary of a Company and promptly deliver (but in no event later than 10 days following consummation of such creation, acquisition, or merger) such Guaranty to Collateral Administrative Agent and (b) if after the Lien Triggering Date, to execute and deliver to Collateral Administrative Agent all required Collateral Documents creating Liens in favor of Collateral Administrative Agent on all the material assets of such Domestic Subsidiary.

Appears in 1 contract

Samples: Revolving Credit and Term Loan Agreement (Acx Technologies Inc)

PERMITTED ACQUISITIONS, SUBSIDIARY GUARANTIES, AND COLLATERAL DOCUMENTS. In connection with each Permitted Acquisition, Borrower shall deliver, or cause to be delivered to, Administrative Agent each of the items described on SCHEDULE 7.2, on or before the date specified on such Schedule for each such item. Borrower shall cause each Subsidiary that becomes a Subsidiary of any Company after the Closing Date (whether as a result of acquisition, merger, creation, or otherwise), (a) to execute a Guaranty on the date such entity becomes a Subsidiary of a Company and promptly deliver (but in no event later than 10 days following consummation of such creation, acquisition, or merger) such Guaranty to Collateral Administrative Agent and (b) to execute and deliver to Collateral Administrative Agent all required Collateral Documents creating Liens in favor of Collateral Administrative Agent on all the assets of such Subsidiary, to the extent set forth in SECTION 6.5.

Appears in 1 contract

Samples: Revolving Credit Agreement (Integrated Orthopedics Inc)

PERMITTED ACQUISITIONS, SUBSIDIARY GUARANTIES, AND COLLATERAL DOCUMENTS. In connection with each Permitted Acquisition, Borrower shall deliver, or cause to be delivered to, Administrative Agent each of the items described on SCHEDULE 7.27.3, on or before the date specified on such Schedule for each such item. Borrower shall cause each Subsidiary that becomes a Domestic Subsidiary of any Company after the Closing Date (whether as a result of acquisition, merger, creation, or otherwise), ) (a) to execute a Guaranty on the date such entity becomes a Domestic Subsidiary of a Company and promptly deliver (but in no event later than 10 days following consummation of such creation, acquisition, or merger) such Guaranty to Collateral Administrative Agent and (b) to execute and deliver to Collateral Administrative Agent all required Collateral Documents creating Liens in favor of Collateral Administrative Agent in those assets owned by such Domestic Subsidiary on all which Liens are required pursuant to the assets of such SubsidiaryLoan Documents.

Appears in 1 contract

Samples: Revolving Credit and Term Loan Agreement (Coorstek Inc)

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PERMITTED ACQUISITIONS, SUBSIDIARY GUARANTIES, AND COLLATERAL DOCUMENTS. In connection with each Permitted Acquisition, Borrower shall deliver, or cause to be delivered to, Administrative Agent each of the items described on SCHEDULE 7.2, on or before the date specified on such Schedule for each such item. Borrower shall cause each Subsidiary that becomes a Subsidiary of any Company after the Closing Date (whether as a result of acquisition, merger, creation, or otherwise), (a) to execute a Guaranty on the date such entity becomes a Subsidiary of a Company and promptly deliver (but in no event later than 10 ten days following consummation of such creation, acquisition, or merger) such Guaranty to Collateral Administrative Agent and (b) to execute and deliver to Collateral Administrative Agent all required Collateral Documents creating Liens in favor of Collateral Administrative Agent on all the assets of such Subsidiary.

Appears in 1 contract

Samples: Revolving Credit Agreement (Logix Communications Enterprises Inc)

PERMITTED ACQUISITIONS, SUBSIDIARY GUARANTIES, AND COLLATERAL DOCUMENTS. In connection with each Permitted Acquisition, Borrower shall deliver, or cause to be delivered to, Administrative Agent each of the items described on SCHEDULE Schedule 7.2, on or before the date specified on such Schedule for each such item. Borrower shall cause each Domestic Subsidiary that becomes a Restricted Subsidiary of any Company after the Closing Effective Date (whether as a result of acquisition, merger, creation, or otherwise), (a) to execute a Guaranty on the date such entity becomes a Restricted Subsidiary of a Company and promptly deliver (but in no event later than 10 days following consummation of such creation, acquisition, or merger) such Guaranty to Collateral Administrative Agent and (b) to execute and deliver to Collateral Administrative Agent all required Collateral Documents (in form and substance acceptable to Administrative Agent) creating Liens in favor of Collateral Administrative Agent on all the assets of such SubsidiaryRestricted Subsidiary of any Company.

Appears in 1 contract

Samples: Revolving Credit Agreement (Dobson Communications Corp)

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