Proposed Additional Borrowers Clause Samples

Proposed Additional Borrowers. (a) Borrowers and Guarantors have preliminarily discussed with Lender a prospective corporate reorganization of certain Borrowers and, in connection therewith, Borrowers have formed the following Delaware limited liability companies (the "Proposed LLC Borrowers"): (i) Tweeds, L.L.C., (ii) The Company Store, L.L.C., (iii) Domestications, L.L.C., and (iv) Silhouettes, L.L.C. Borrowers and Guarantors represent and warrant to Lender that (a) no membership interests of the Proposed LLC Borrowers have been issued, (b) no assets or liabilities of Borrowers or Guarantors have been transferred to the Proposed LLC Borrowers, and no cash capital contributions to the Proposed LLC Borrowers have been made and (c) the proposed corporate reorganization requires the prior written consent of Lender, which consent has not been given as of the date hereof and is not being given hereby or in connection with this Amendment. (b) In order to expedite certain of the documentation that would be required in connection with the proposed reorganization should Lender provide its written consent thereto, and without limiting the other conditions, documents, agreements and instruments that Lender may require in connection therewith, each of Term Loan Borrowers shall have, pursuant to Sections 20(e) and 20(f) hereof, executed and delivered to Lender its Guarantee with respect to all Obligations of Proposed LLC Borrowers, to Lender, their liabilities under such Guarantees to be among the obligations, liabilities and indebtedness secured by the Mortgages as amended pursuant thereto and hereto.