Permitted Affiliate Parent Designation. (a) The Company may provide the Facility Agent with notice that it wishes to include any Affiliate (each a “Permitted Affiliate Parent”) as a member of the Group for the purposes of this Agreement. Such Affiliate shall become a Permitted Affiliate Parent for the purposes of this Agreement by causing it to accede to this Agreement as an acceding Borrower in accordance with Clause 28.2 (Additional Borrowers) and/or as an acceding Guarantor in accordance with Clause 28.4 (Additional Guarantors), whereby that Permitted Affiliate Parent will accede as a Permitted Affiliate Parent (an “Permitted Affiliate Parent Accession”), provided that, prior to or immediately after giving effect to such transaction, no Default or Event of Default shall have occurred and be continuing. (b) Concurrently with a Permitted Affiliate Parent Accession, the immediate Holding Company of a Permitted Affiliate Parent will grant Security pursuant to a Transaction Security Document over all of the issued Capital Stock of that Permitted Affiliate Parent as security for the Secured Obligations (as defined in the Intercreditor Agreement) in favour of the Security Trustee and in form and substance satisfactory to the Security Trustee (acting reasonably). (c) The Facility Agent shall notify the Company and the Lenders promptly upon being satisfied that the conditions specified in (a) and (b) above have been satisfied.
Appears in 4 contracts
Samples: Super Senior Facilities Agreement (Liberty Global PLC), Senior Facilities Agreement (Liberty Global PLC), Amendment and Restatement Agreement (Liberty Global PLC)
Permitted Affiliate Parent Designation. (a) The Company may provide the Facility Agent with notice that it wishes to include any Affiliate (each a “Permitted Affiliate Parent”) as a member of the Group for the purposes of this Agreement. Such Affiliate shall become a Permitted Affiliate Parent for the purposes of this Agreement by causing it to accede to this Agreement as an acceding Acceding Borrower in accordance with Clause 28.2 27.2 (Additional Borrowers) and/or as an acceding Acceding Guarantor in accordance with Clause 28.4 27.4 (Additional Guarantors), whereby that Permitted Affiliate Parent will accede as a Permitted Affiliate Parent (an “Permitted Affiliate Parent Accession”), provided that, prior to or immediately after giving effect to such transaction, no Default or Event of Default shall have occurred and be continuing.
(b) Concurrently with a Permitted Affiliate Parent Accession, the immediate Holding Company of a Permitted Affiliate Parent will grant Security pursuant to a Transaction Security Document over all of the issued Capital Stock of that Permitted Affiliate Parent as security for the Secured Obligations (as defined in the Intercreditor Agreement) in favour of the Security Trustee and in form and substance satisfactory to the Security Trustee (acting reasonably).
(c) The Facility Agent shall notify the Company and the Lenders promptly upon being satisfied that the conditions specified in (a) and (b) above have been satisfied.
Appears in 1 contract
Samples: Additional Facility Accession Agreement (Liberty Global PLC)
Permitted Affiliate Parent Designation. (a) The Company may provide the Facility Agent with notice that it wishes to include any Affiliate (each a “Permitted Affiliate Parent”) as a member of the Group for the purposes of this Agreement. Such Affiliate shall become a Permitted Affiliate Parent for the purposes of this Agreement by causing it to accede to this Agreement as an acceding Borrower in accordance with Clause 28.2 (Additional Borrowers) and/or as an acceding Guarantor in accordance with Clause 28.4 (Additional Guarantors), whereby that Permitted Affiliate Parent will accede as a Permitted Affiliate Parent (an “Permitted Affiliate Parent Accession”), provided that, prior to or immediately after giving effect to such transaction, no Default or Event of Default shall have occurred and be continuing.
(b) Concurrently with a Permitted Affiliate Parent Accession, the immediate Holding Company of a Permitted Affiliate Parent will grant Security pursuant to a Transaction Security Document over all of the issued Capital Stock of that Permitted Affiliate Parent as security for the Secured Obligations (as defined in 63140965_9 the Intercreditor Agreement) in favour of the Security Trustee and in form and substance satisfactory to the Security Trustee (acting reasonably).
(c) The Facility Agent shall notify the Company and the Lenders promptly upon being satisfied that the conditions specified in (a) and (b) above have been satisfied.
Appears in 1 contract