Common use of Subsidiaries, Partnerships and Joint Ventures Clause in Contracts

Subsidiaries, Partnerships and Joint Ventures. Each of the Loan Parties shall not, and shall not permit any of its Subsidiaries to own or create directly or indirectly any Subsidiaries other than (i) any Subsidiary existing as of the Closing Date, and (ii) any Subsidiary formed after the Closing Date (A) the outstanding equity interests (except with respect to a Foreign Subsidiary, no more than 65% of its outstanding equity interests shall be required to be pledged as collateral) of which are pledged as collateral under the Security Agreement to secure the Obligations, and (B) which becomes a Guarantor by delivering to the Administrative Agent (I) a signed Guaranty and Suretyship Agreement in form and substance satisfactory to Administrative Agent in its Permitted Discretion; (II) documents in the forms described in Section 7.1 [First Loans and Letters of Credit] modified as appropriate; and (III) documents necessary to grant and perfect Prior Security Interests to the Administrative Agent for the benefit of the Lenders in the equity interests of, and Collateral held by, such Subsidiary; provided, however, that Foreign Subsidiaries shall not be required to become Guarantors. No Loan Party shall become or agree to become a party to a Joint Venture.

Subsidiaries, Partnerships and Joint Ventures. Each of the Loan Parties shall not, and shall not permit any of its Subsidiaries to own or create directly or indirectly any Subsidiaries other than (i) any Subsidiary existing which has joined this Agreement as of Guarantor on the Closing Date, and ; (ii) any Subsidiary formed or acquired (as permitted hereunder) after the Closing Date (A) the outstanding equity interests (except with respect to a Foreign Subsidiary, no more than 65% of its outstanding equity interests shall be required to be pledged which joins this Agreement as collateral) of which are pledged as collateral under the Security Agreement to secure the Obligations, and (B) which becomes a Guarantor by delivering to the Administrative Agent (IA) a signed Guaranty and Suretyship Agreement in form and substance satisfactory to Administrative Agent in its Permitted DiscretionGuarantor Joinder; (IIB) documents in the forms described in Section 7.1 [First Loans and Letters of Credit] modified as appropriate; and (IIIC) documents necessary to grant and perfect Prior Security Interests (subject to Permitted Liens) to the Administrative Agent for the benefit of the Lenders in the equity interests of, and Collateral held by, such Subsidiary; and (iii) any Excluded Subsidiary and any Subsidiary formed or acquired by any Excluded Subsidiary, provided, however, that Foreign Subsidiaries any such Subsidiary of any Excluded Subsidiary shall not be required subject to become Guarantorsthe same terms and provisions of this Agreement which are applicable to such Excluded Subsidiary. No None of the Loan Party Parties shall become or agree to become a party to a Joint Venture.

Subsidiaries, Partnerships and Joint Ventures. Each of the Loan Parties shall not, and shall not permit any of its Subsidiaries to own or create directly or indirectly any Subsidiaries other than (i) any Subsidiary existing which has joined this Agreement as of Guarantor on the Closing Date, and ; (ii) any Subsidiary formed or acquired (as permitted hereunder) after the Closing Date (A) the outstanding equity interests (except with respect to a Foreign Subsidiary, no more than 65% of its outstanding equity interests shall be required to be pledged which joins this Agreement as collateral) of which are pledged as collateral under the Security Agreement to secure the Obligations, and (B) which becomes a Guarantor by delivering to the Administrative Agent (IA) a signed Guaranty and Suretyship Agreement in form and substance satisfactory to Administrative Agent in its Permitted DiscretionGuarantor Joinder; (IIB) documents in the forms described in Section 7.1 [First Loans and Letters of Credit] modified as appropriate; and (IIIC) documents necessary to grant and perfect Prior Security Interests (subject to Permitted Liens) to the Administrative Agent for the benefit of the Lenders in the equity interests of, and Collateral held by, such Subsidiary; and (iii) any Subsidiary formed or acquired by any Excluded Subsidiary, provided, however, that Foreign Subsidiaries any such Subsidiary of any Excluded Subsidiary shall not be required subject to become Guarantorsthe same terms and provisions of this Agreement which are applicable to such Excluded Subsidiary. No None of the Loan Party Parties shall become or agree to become a party to a Joint Venture.