Common use of Requirement to Become Guarantor Clause in Contracts

Requirement to Become Guarantor. Within 30 days of any Person (other than an Excluded Subsidiary or an Unleveraged Non-Domestic 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 with respect to such Material Subsidiaries that would have been delivered under Sections 5.1.(a)(iv), (ix) through (xiii) and (xvi) if such Material Subsidiary had been one on the Effective Date; provided, however, promptly (and in any event within 5 Business Days) upon any Excluded Subsidiary ceasing to be subject to the restriction which prevented it from delivering an Accession Agreement pursuant to this Section or such Unleveraged Non-Domestic Subsidiary ceasing to qualify as such, such Subsidiary shall comply with the provisions of this Section.

Requirement to Become Guarantor. Within 30 thirty (30) days of any Person becoming a Material Subsidiary (other than an Excluded Subsidiary or an Unleveraged Non-Domestic Subsidiary) becoming a Material Subsidiary after the Effective Agreement Date, the Borrower shall deliver 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 Subsidiary; (ii) if such Material Subsidiary owns Equity Interests in any Material Subsidiary, a supplement to the Pledge Agreement, and (iii) the items with respect to such Material Subsidiaries that would have been delivered under Sections 5.1.(a)(ivsubsections (v) through (x), (ix) through (xiiixvi) and (xvixvii) of Section 5.1.(a) if such Material Subsidiary had been one a Material Subsidiary on the Effective Agreement Date; provided, however, promptly (and in any event within 5 Business Days30 days) upon 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 or such Unleveraged Non-Domestic Subsidiary ceasing to qualify Section, as suchthe case may be, such Subsidiary shall comply with the provisions of this Section.

Requirement to Become Guarantor. Within 30 days of any Person (other than an Excluded Subsidiary or an Unleveraged Non-Domestic Subsidiary) becoming a Material Significant Subsidiary after the Effective DateAgreement Date and at the time as any other Subsidiary guarantees the Borrower’s obligations under the Cash Management Line Agreement or the Revolving Credit Agreement, the Borrower shall deliver 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 with respect to such Material Subsidiaries that would have been delivered under Sections 5.1.(a)(ivsubsections (iv), (ixvii) through (xiii) x), and (xvixv) of Section 5.1.(a) if such Material Subsidiary had been one a Guarantor on the Effective Agreement Date; provided, however, promptly (and in any event within 5 Business Days30 days) upon any Excluded Subsidiary ceasing to be subject to the restriction which prevented it from becoming a Guarantor on the Agreement Date or delivering an Accession Agreement pursuant to this Section or such Unleveraged Non-Domestic Subsidiary ceasing to qualify Section, as suchthe case may be, such Subsidiary shall comply with the provisions of this Section.

Requirement to Become Guarantor. Within 30 days of any Person (other than an Excluded Subsidiary or an Unleveraged Non-Domestic Subsidiary) becoming a Material Significant Subsidiary after the Effective DateAgreement Date and at the time as any other Subsidiary guarantees the Borrower’s obligations under the Cash Management Line Agreement, the Borrower shall deliver 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 with respect to such Material Subsidiaries that would have been delivered under Sections 5.1.(a)(ivsubsections (iv), (ixvii) through (xiii) x), and (xvixiv) of Section 5.1.(a) if such Material Subsidiary had been one a Guarantor on the Effective Agreement Date; provided, however, promptly (and in any event within 5 Business Days30 days) upon any Excluded Subsidiary ceasing to be subject to the restriction which prevented it from becoming a Guarantor on the Agreement Date or delivering an Accession Agreement pursuant to this Section or such Unleveraged Non-Domestic Subsidiary ceasing to qualify Section, as suchthe case may be, such Subsidiary shall comply with the provisions of this Section.

Requirement to Become Guarantor. Within 30 days of any Person (other than an Excluded Subsidiary or an Unleveraged Non-Domestic Subsidiary) becoming a Material Significant Subsidiary after the Effective DateAgreement Date and at the time as any other Subsidiary guarantees the Borrower’s obligations under the Cash Management Line Agreement or the Term Loan Agreement, the Borrower shall deliver 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 with respect to such Material Subsidiaries that would have been delivered under Sections 5.1.(a)(ivsubsections (iv), (ixvii) through (xiii) x), and (xvixiv) of Section 5.1.(a) if such Material Subsidiary had been one a Guarantor on the Effective Agreement Date; provided, however, promptly (and in any event within 5 Business Days30 days) upon any Excluded Subsidiary ceasing to be subject to the restriction which prevented it from becoming a Guarantor on the Agreement Date or delivering an Accession Agreement pursuant to this Section or such Unleveraged Non-Domestic Subsidiary ceasing to qualify Section, as suchthe case may be, such Subsidiary shall comply with the provisions of this Section.

Requirement to Become Guarantor. Within 30 days of any Person (other than an Excluded Subsidiary or an Unleveraged Non-Domestic 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 with respect to such Material Subsidiaries that would have been delivered under Sections 5.1.(a)(iv), (ix) through (xiiixii) and (xvixix) if such Material Subsidiary had been one on the Effective Date; provided, however, promptly (and in any event within 5 Business Days) upon any Excluded Subsidiary ceasing to be subject to the restriction which prevented it from delivering an Accession Agreement pursuant to this Section or such Unleveraged Non-Domestic Subsidiary ceasing to qualify as such, such Subsidiary shall comply with the provisions of this Section.