Common use of Subsidiary Applicants Clause in Contracts

Subsidiary Applicants. The Company from time to time may designate any Subsidiary as a Subsidiary Applicant by (i) delivering to the Bank an Adherence Agreement executed by such Subsidiary, the Company and the Bank and (ii) taking such further actions as the Bank may reasonably request, including executing and delivering other instruments, documents, and agreements corresponding to those obtained in respect of the Company, all in form and substance reasonably satisfactory to the Bank; provided, that no Subsidiary shall become a party hereto or a Subsidiary Applicant hereunder if the Bank reasonably believes that it would violate any applicable law or regulation for any LOCs to be issued at such proposed Subsidiary Applicant’s request or that the Bank would be subject to any unindemnified withholding taxes. Upon such delivery and the taking of such further actions such Subsidiary shall for all purposes of this Agreement be a Subsidiary Applicant and a party to this Agreement until the Company shall have executed and delivered to the Bank a “Notice of Termination” (as defined in the applicable Adherence Agreement) in respect of such Subsidiary, whereupon such Subsidiary shall cease to be a Subsidiary Applicant. Notwithstanding the preceding sentence, no such Notice of Termination will become effective as to any Subsidiary Applicant at a time when any Obligations of such Subsidiary Applicant shall be outstanding hereunder or any LOC issued at the request of such Subsidiary Applicant shall be outstanding (which shall not have been cash collateralized in a manner satisfactory to the Bank in its sole discretion); provided that such Notice of Termination shall be effective to terminate such Subsidiary Applicant’s right to request LOCs hereunder. The Subsidiary Applicants as of the Closing Date are set forth on Schedule II.

Subsidiary Applicants. The Company from time to time may designate any Subsidiary as a Subsidiary Applicant by (i) delivering to the Bank Administrative Agent an Adherence Agreement executed by such Subsidiary, the Company Company, the Issuing Bank, the other Banks, and the Bank Administrative Agent and (ii) taking such further actions as the Bank Administrative Agent may reasonably request, including executing and delivering other instruments, documents, and agreements corresponding to those obtained in respect of the Company, all in form and substance reasonably satisfactory to the BankAdministrative Agent; provided, that no Subsidiary shall become a party hereto or a Subsidiary Applicant hereunder if unless the Administrative Agent shall not have been notified by any Bank, within five (5) Business Days after any such request to add a Subsidiary Applicant hereunder, that such Bank reasonably believes that it would violate any applicable law or regulation for any LOCs to be issued at such proposed Subsidiary Applicant’s request or that the Administrative Agent or any Bank would be subject to any unindemnified withholding taxes. Upon such delivery and the taking of such further actions such Subsidiary shall for all purposes of this Agreement be a Subsidiary Applicant and a party to this Agreement until the Company shall have executed and delivered to the Bank Administrative Agent a “"Notice of Termination” " (as defined in the applicable Adherence Agreement) in respect of such Subsidiary, whereupon such Subsidiary shall cease to be a Subsidiary Applicant. Notwithstanding the preceding sentence, no such Notice of Termination will become effective as to any Subsidiary Applicant at a time when any Obligations of such Subsidiary Applicant shall be outstanding hereunder or any LOC issued at the request of such Subsidiary Applicant shall be outstanding (which shall not have been cash collateralized in a manner satisfactory to the Administrative Agent and the Issuing Bank in its their sole discretion); provided that such Notice of Termination shall be effective to terminate such Subsidiary Applicant’s 's right to request LOCs hereunder. The Subsidiary Applicants as of the Closing Date are set forth on Schedule IIIII.

Subsidiary Applicants. The Subject to the consent of the Administrative Agent, the Issuing Bank, and the other Banks (such consents not to be unreasonably withheld), the Company from time to time may designate any Subsidiary as a Subsidiary Applicant by (i) delivering to the Bank Administrative Agent an Adherence Agreement executed by such Subsidiary, the Company Company, the Issuing Bank, the other Banks, and the Bank Administrative Agent and (ii) taking such further actions as the Bank Administrative Agent may reasonably request, including executing and delivering other instruments, documents, and agreements corresponding to those obtained in respect of the Company, all in form and substance reasonably satisfactory to the Bank; provided, that no Subsidiary shall become a party hereto or a Subsidiary Applicant hereunder if the Bank reasonably believes that it would violate any applicable law or regulation for any LOCs to be issued at such proposed Subsidiary Applicant’s request or that the Bank would be subject to any unindemnified withholding taxesAdministrative Agent. Upon such delivery and the taking of such further actions such Subsidiary shall for all purposes of this Agreement be a Subsidiary Applicant and a party to this Agreement until the Company shall have executed and delivered to the Bank Administrative Agent a “"Notice of Termination” " (as defined in the applicable Adherence Agreement) in respect of such Subsidiary, whereupon such Subsidiary shall cease to be a Subsidiary Applicant. Notwithstanding the preceding sentence, no such Notice of Termination will become effective as to any Subsidiary Applicant at a time when any Obligations of such Subsidiary Applicant shall be outstanding hereunder or any LOC issued at the request of such Subsidiary Applicant shall be outstanding (which shall not have been cash collateralized in a manner satisfactory to the Administrative Agent and the Issuing Bank in its their sole discretion); provided that such Notice of Termination shall be effective to terminate such Subsidiary Applicant’s 's right to request LOCs hereunder. The Subsidiary Applicants as of the Closing Date are set forth on Schedule IIIII.

Subsidiary Applicants. The Company from time to time may designate any Subsidiary as a Subsidiary Applicant by (i) delivering to the Bank an Adherence Agreement executed by such Subsidiary, the Company and the Bank and (ii) taking such further actions as the Bank may reasonably request, including executing and delivering other instruments, documents, and agreements corresponding to those obtained in respect of the Company, all in form and substance reasonably satisfactory to the Bank; provided, that no Subsidiary shall become a party hereto or a Subsidiary Applicant hereunder if the Bank reasonably believes that it would violate any applicable law or regulation Law for any LOCs to be issued at such proposed Subsidiary Applicant’s request or that the Bank would be subject to any unindemnified withholding taxes. Upon such delivery and the taking of such further actions such Subsidiary shall for all purposes of this Agreement be a Subsidiary Applicant and a party to this Agreement until the Company shall have executed and delivered to the Bank a “Notice of Termination” (as defined in the applicable Adherence Agreement) in respect of such Subsidiary, whereupon such Subsidiary shall cease to be a Subsidiary Applicant. Notwithstanding the preceding sentence, no such Notice of Termination will become effective as to any Subsidiary Applicant at a time when any Obligations of such Subsidiary Applicant shall be outstanding hereunder or any LOC issued at the request of such Subsidiary Applicant shall be outstanding (which shall not have been cash collateralized in a manner satisfactory to the Bank in its sole discretion); provided that such Notice of Termination shall be effective to terminate such Subsidiary Applicant’s right to request LOCs hereunder. The Subsidiary Applicants as of the Closing Date are set forth on Schedule II.