Common use of Requirement to Become Guarantor Clause in Contracts

Requirement to Become Guarantor. Within 10 Business Days of any Person (other than an Excluded Subsidiary or a Subsidiary owning a Non-Controlled Property) becoming a Material Subsidiary after the Effective Date, the Borrower shall deliver to the Agent each of the following items, each in form and substance satisfactory to the Agent: (i) an Accession Agreement executed by such Material Subsidiary and (ii) the items that would have been delivered under Sections 5.1.(a)(iv), (ix) through (xii) and (xvi) if such Material Subsidiary had been one on the Effective Date; provided, however, promptly (and in any event within 10 Business Days) upon (x) any Excluded Subsidiary ceasing to be subject to the restriction which prevented it from becoming a Guarantor on the Effective Date or delivering an Accession Agreement pursuant to this Section, as the case may be, or (y) a Subsidiary ceasing to own any Non-Controlled Properties, such Subsidiary shall comply with the provisions of this Section if then applicable. The Borrower shall send to each Lender copies of each of the foregoing items once the Agent has received all such items with respect to a Material Subsidiary.

Requirement to Become Guarantor. Within 10 Business Days days of any Person (other than an Excluded Exempt Subsidiary or a Subsidiary owning a Non-Controlled PropertyForeign Subsidiary) becoming a Material Subsidiary after the Effective Date, the Borrower shall deliver to the Agent each of the following items, each in form and substance satisfactory to the Agent: (i) an Accession Agreement executed by such Material Subsidiary and (ii) the items for such Material Subsidiary that would have been delivered under Sections 5.1.(a)(iv), (ix6.1.(a)(iv) through (xiiviii) and (xvixv) if such Material Subsidiary had been one on the Effective Date; provided, however, promptly (and in any event within 10 Business Daysdays) upon (x) any Excluded Exempt Subsidiary ceasing to be subject to the restriction which prevented it from becoming a Guarantor on the Effective Date or delivering an Accession Agreement pursuant to this Section, as the case may be, or (y) a Subsidiary ceasing to own any Non-Controlled Properties, such Subsidiary shall comply with the provisions of this Section if then applicableSection. The Borrower shall send to each Lender copies of each of the foregoing items once the Agent has received all such items with respect to a Material Subsidiary.

Requirement to Become Guarantor. Within 10 Business Days of any Person (other than an Excluded Subsidiary or a Subsidiary owning a Non-Controlled PropertySubsidiary) becoming a Material Subsidiary after the Effective Date, the Borrower shall deliver cause to be delivered to the Administrative Agent each of the following items, each in form and substance satisfactory to the Administrative Agent: (i) an Accession Agreement executed by such Material Subsidiary and (ii) the items that would have been delivered under Sections 5.1.(a)(iv), (ixSection 5.1.(a)(v) through (xiia)(ix) and (xvia)(xiii) if such Material Subsidiary had been one a Guarantor on the Effective Date; provided, however, promptly (and in any event within 10 Business Days) upon (x) any Excluded Subsidiary ceasing to be subject to the restriction which prevented it from becoming a Guarantor on the Effective Date or delivering an Accession Agreement pursuant to this Section, as the case may be, or (y) a Subsidiary ceasing to own any Non-Controlled Properties, such Subsidiary shall comply with the provisions of this Section if then applicableSection. The Borrower shall send to each Lender copies of each of the foregoing items once the Administrative Agent has received all such items with respect to a Material Subsidiary.

Requirement to Become Guarantor. Within 10 Business Days days of (x) any Person (other than an Excluded Subsidiary or a Subsidiary owning a Non-Controlled PropertySubsidiary) becoming a Material Subsidiary after the Effective DateDate or (y) any Subsidiary becoming obligated in respect of any Indebtedness other than Nonrecourse Indebtedness, the Borrower shall deliver to the Agent each of the following items, each in form and substance satisfactory to the Agent: (i) an Accession Agreement executed by such Material Subsidiary and (ii) the items that would have been delivered under Sections 5.1.(a)(iv), (ix) through (xiiviii) and (xvixiii) if such Material Subsidiary had been one required to be a Guarantor on the Effective Date; provided, however, promptly (and in any event within 10 Business Daysdays) upon (x) any Excluded Subsidiary ceasing to be subject to the restriction which prevented it from becoming a Guarantor on the Effective Date or delivering an Accession Agreement pursuant to this Section, as the case may be, or (y) a Subsidiary ceasing to own any Non-Controlled Properties, such Subsidiary shall comply with the provisions of this Section if then applicableSection. The Borrower shall send to each Lender copies of each of the foregoing items once the Agent has received all such items with respect to a Material Subsidiary.

Requirement to Become Guarantor. Within 10 Business Days 30 days of any Person (other than an Excluded Subsidiary or a Subsidiary owning a an Unleveraged Non-Controlled PropertyDomestic Subsidiary) becoming a Material Subsidiary after the Effective Date, the Borrower shall deliver to the Agent each of the following items, each in form and substance satisfactory to the Agent: (ia) an Accession Agreement executed by such Material Subsidiary and (iib) the items with respect to such Material Subsidiary that would have been delivered under Sections 5.1.(a)(iv), ) and (ix) through (xii) and (xvi) if such Material Subsidiary had been one on the Effective Date; provided, however, promptly (and in any event within 10 5 Business Days) upon (x) any Excluded Subsidiary ceasing to be subject to the restriction which prevented it from becoming a Guarantor on the Effective Date or delivering an Accession Agreement pursuant to this Section, as the case may be, Section or (y) a any Unleveraged Non-Domestic Subsidiary ceasing to own any Non-Controlled Propertiesqualify as such, such Subsidiary shall comply with the provisions of this Section if then applicableSection. The Borrower Upon the request of a Lender, the Agent shall send to each such Lender copies of each of the foregoing items once the Agent has received all such items with respect to a Material Subsidiaryitems.

Requirement to Become Guarantor. Within 10 Business Days of any Person (other than an Excluded Subsidiary or a Subsidiary owning a Non-Controlled PropertySubsidiary) becoming a Material Subsidiary after the Effective Date or a Material Subsidiary becoming an Unencumbered Property Owner after the Effective Date, the Borrower Borrowers shall deliver to the Agent each of the following itemsitems (to the extent not previously delivered to the Agent), each in form and substance satisfactory to the Agent: (i) an Accession Agreement executed by such Material Subsidiary and (ii) if such Material Subsidiary is an Unencumbered Property Owner, the items that would have been delivered under Sections 5.1.(a)(iv), (ix) through (xiiviii) and (xvixii) if such Material Subsidiary had been one on the Effective Date; provided, however, promptly (and in any event within 10 Business Days) upon (x) any Excluded Subsidiary ceasing to be subject to the restriction which prevented it from becoming a Guarantor on the Effective Date or delivering an Accession Agreement pursuant to this Section, as the case may be, or (y) a Subsidiary ceasing to own any Non-Controlled Properties, such Subsidiary shall comply with the provisions of this Section if then applicableSection. The Borrower Upon the request of a Lender, the Agent shall send to each such Lender copies of each of the foregoing items once the Agent has received all such items with respect to a Material Subsidiary.

Requirement to Become Guarantor. Within 10 Business Days of any Person (other than an Excluded Subsidiary or a Subsidiary owning a Non-Controlled PropertySubsidiary) becoming a Material Subsidiary after the Effective Date, the Borrower shall deliver cause to be delivered to the Agent each of the following items, each in form and substance satisfactory to the Agent: (i) an Accession Agreement executed by such Material Subsidiary and (ii) the items that would have been delivered under Sections 5.1.(a)(iv), (ixSection 6.1.(a)(v) through (xiia)(ix) and (xvia)(xvi) if such Material Subsidiary had been one a Guarantor on the Effective Date; provided, however, promptly (and in any event within 10 Business Days) upon (x) any Excluded Subsidiary ceasing to be subject to the restriction which prevented it from becoming a Guarantor on the Effective Date or delivering an Accession Agreement pursuant to this Section, as the case may be, or (y) a Subsidiary ceasing to own any Non-Controlled Properties, such Subsidiary shall comply with the provisions of this Section if then applicableSection. The Borrower shall send to each Lender copies of each of the foregoing items once the Agent has received all such items with respect to a Material Subsidiary.

Requirement to Become Guarantor. Within 10 Business Days of any Person (other than an Excluded Subsidiary or a Subsidiary owning a Non-Controlled Property) becoming a Material Subsidiary after the Effective Date, the Borrower shall deliver to the Agent each of the following items, each in form and substance satisfactory to the Agent: (i) an Accession Agreement executed by such Material Subsidiary and (ii) the items that would have been delivered under Sections 5.1.(a)(iv5.1.(a) (iv), (ix) through (xii) and (xvixv) if such Material Subsidiary had been one on the Effective Date; provided, however, promptly (and in any event within 10 Business Days) upon (x) any Excluded Subsidiary ceasing to be subject to the restriction which prevented it from becoming a Guarantor on the Effective Date or delivering an Accession Agreement pursuant to this Section, as the case may be, or (y) a Subsidiary ceasing to own any Non-Controlled Properties, such Subsidiary shall comply with the provisions of this Section if then applicable. The Borrower shall send to each Lender copies of each of the foregoing items once the Agent has received all such items with respect to a Material Subsidiary.

Requirement to Become Guarantor. Within 10 Business Days days of any Person (other than an Excluded Subsidiary or a Subsidiary owning a Non-Controlled PropertySubsidiary) becoming a Material Subsidiary after the Effective Date, the Borrower shall deliver to the Agent each of the following items, each in form and substance satisfactory to the Agent: (i) an Accession Agreement executed by such Material Subsidiary and (ii) the items that would have been delivered under Sections 5.1.(a)(iv), (ix5.1.(a)(v) through (xiivii) and (xviix) if such Material Subsidiary had been one on the Effective Date; provided, however, promptly (and in any event within 10 Business Daysdays) upon (x) any Excluded Subsidiary ceasing to be subject to the restriction which prevented it from becoming a Guarantor on the Effective Date or delivering an Accession Agreement pursuant to this Section, as the case may be, or (y) a Subsidiary ceasing to own any Non-Controlled Properties, such Subsidiary shall comply with the provisions of this Section if then applicableSection. The Borrower Upon a Lender’s written request, the Agent shall send to each such Lender copies of each of the foregoing items once the Agent has received all such items with respect to a Material Subsidiary.

Requirement to Become Guarantor. Within 10 Business Days of any Person (other than an Excluded Subsidiary or a Subsidiary owning a Non-Controlled PropertySubsidiary) becoming a Material Subsidiary after the Effective Date, the Borrower shall deliver cause to be delivered to the Agent each of the following items, each in form and substance satisfactory to the Agent: (i) an Accession Agreement executed by such Material Subsidiary and (ii) the items that would have been delivered under Sections 5.1.(a)(iv), 6.1.(a)(v) through (ix) through (xii) and (xvixiii) if such Material Subsidiary had been one a Guarantor on the Effective Date; provided, however, promptly (and in any event within 10 Business Days) upon (x) any Excluded Subsidiary ceasing to be subject to the restriction which prevented it from becoming a Guarantor on the Effective Date or delivering an Accession Agreement pursuant to this Section, as the case may be, or (y) a Subsidiary ceasing to own any Non-Controlled Properties, such Subsidiary shall comply with the provisions of this Section if then applicableSection. The Borrower shall send to each Lender copies of each of the foregoing items once the Agent has received all such items with respect to a Material Subsidiary.

Requirement to Become Guarantor. Within 10 Business Days of any Person (other than an Excluded Subsidiary or a Subsidiary owning a Non-Controlled Property) becoming a Material Subsidiary after the Effective Date, the Borrower shall deliver to the Agent each of the following items, each in form and substance satisfactory to the Agent: (i) an Accession Agreement executed by such Material Subsidiary and (ii) the items that would have been delivered under Sections 5.1.(a)(iv), (ix) through (xii) and (xvixv) if such Material Subsidiary had been one on the Effective Date; provided, however, promptly (and in any event within 10 Business Days) upon (x) any Excluded Subsidiary ceasing to be subject to the restriction which prevented it from becoming a Guarantor on the Effective Date or delivering an Accession Agreement pursuant to this Section, as the case may be, or (y) a Subsidiary ceasing to own any Non-Controlled Properties, such Subsidiary shall comply with the provisions of this Section if then applicable. The Borrower shall send to each Lender copies of each of the foregoing items once the Agent has received all such items with respect to a Material Subsidiary.

Requirement to Become Guarantor. Within 10 Business Days days of any Person (other than an Excluded Subsidiary or a Subsidiary owning a Non-Controlled PropertySubsidiary) becoming a Material Subsidiary after the Effective Agreement Date, the Borrower shall deliver to the Agent each of the following items, each in form and substance reasonably satisfactory to the Agent: (i) an Accession Agreement executed by such Material Subsidiary and (ii) the items that would have been delivered under Sections 5.1.(a)(iv), (ix6.1.(a)(iv) through (xiiviii) and (xvixviii) if such Material Subsidiary had been one on the Effective Agreement Date; provided, however, promptly (and in any event within 10 Business Daysdays) upon (x) any Excluded Subsidiary ceasing to be subject to the restriction which prevented it from becoming a Guarantor on the Effective Agreement Date or delivering an Accession Agreement pursuant to this Section, as the case may be, or (y) a Subsidiary ceasing to own any Non-Controlled Properties, such Subsidiary shall comply with the provisions of this Section if then applicableSection. The Borrower shall send to each Lender copies of each of the foregoing items once the Agent has received all such items with respect to a Material Subsidiary.