Common use of Successor Guarantor Substituted Clause in Contracts

Successor Guarantor Substituted. In the event that a Guarantor (the “Predecessor Guarantor”) is merged or consolidated with another Person (other than the Company or another Guarantor) in a transaction where such other Person is the surviving entity (the “Successor Guarantor”) and the Successor Guarantor is a guarantor under the Senior Credit Facility and/or the Senior Term Credit Facility, the Company shall cause the Successor Guarantor to promptly, by an indenture supplemental hereto complying with the provisions of Section 8.1, executed and delivered to the Trustee, expressly assume the obligations of the Predecessor Guarantor, just as fully and effectually as if such Successor Guarantor had been an original party hereto. Thereafter, all obligations of the Predecessor Guarantor with respect to the Notes shall terminate. Every such Successor Guarantor, upon executing an indenture supplemental hereto as provided in this Section 7.3 in form satisfactory to the Trustee, shall succeed to and be substituted for the Predecessor Guarantor with the same effect as if it had been named herein as a Guarantor; and any order, certificate or resolution of the Board or officers of a Guarantor provided for in this Indenture may be made by like officials of such Successor Guarantor. In the event that the Predecessor Guarantor is merged or consolidated with another Person (other than the Company or another Guarantor) in a transaction where such other Person is the surviving entity and the Successor Guarantor is not a guarantor under the Senior Credit Facility or the Senior Term Credit Facility and the Company delivers an Officers’ Certificate to the Trustee to that effect, then the Successor Guarantor shall be released from any obligations under the Guarantee of the Notes of the Predecessor Guarantor.

Successor Guarantor Substituted. In (a) Upon any consolidation of the event that a Guarantor (with, or merger of the “Predecessor Guarantor”) Guarantor into, any other Person, or any conveyance, transfer or lease by the Guarantor of its properties and assets substantially as an entirety to any Person in accordance with Section 8.3, the successor Person formed by such consolidation or into which the Guarantor is merged or consolidated with another Person (other than the Company to which such conveyance, transfer or another Guarantor) in a transaction where such other Person lease is the surviving entity (the “Successor Guarantor”) and the Successor Guarantor is a guarantor under the Senior Credit Facility and/or the Senior Term Credit Facility, the Company shall cause the Successor Guarantor to promptly, by an indenture supplemental hereto complying with the provisions of Section 8.1, executed and delivered to the Trustee, expressly assume the obligations of the Predecessor Guarantor, just as fully and effectually as if such Successor Guarantor had been an original party hereto. Thereafter, all obligations of the Predecessor Guarantor with respect to the Notes shall terminate. Every such Successor Guarantor, upon executing an indenture supplemental hereto as provided in this Section 7.3 in form satisfactory to the Trustee, made shall succeed to to, and be substituted for for, and may exercise every right and power of, the Predecessor Guarantor under this Indenture with the same effect as if it such successor Person had been named herein as a the Guarantor; and any orderthereafter, certificate except in the case of a lease, the Guarantor shall be discharged from all obligations and covenants under this Indenture, the Guarantee and the Securities. (b) Such successor Person may cause to be executed, and may issue either in its own name or resolution in the name of the Board Guarantor, any or officers all of a the Guarantees issuable hereunder that theretofore shall not have been signed by the Guarantor provided for and delivered to the Trustee; and, upon the order of such successor Person instead of the Guarantor and subject to all the terms, conditions and limitations in this Indenture prescribed, the Trustee shall deliver any Guarantees that previously shall have been signed and delivered by the officers of the Guarantor to the Trustee pursuant to such provisions and any Guarantees that such successor Person thereafter shall cause to be executed and delivered to the Trustee on its behalf for the purpose pursuant to such provisions. All the Guarantees so issued shall in all respects have the same legal rank and benefit under this Indenture as the Guarantees theretofore or thereafter issued in accordance with the terms of this Indenture. (c) In case of any such consolidation, merger, sale, conveyance or lease, such changes in phraseology and form may be made by like officials of such Successor Guarantor. In in the event that the Predecessor Guarantor is merged or consolidated with another Person (other than the Company or another Guarantor) in a transaction where such other Person is the surviving entity Securities and the Successor Guarantor is not a guarantor under the Senior Credit Facility or the Senior Term Credit Facility and the Company delivers an Officers’ Certificate Guarantees thereafter to the Trustee to that effect, then the Successor Guarantor shall be released from any obligations under the Guarantee of the Notes of the Predecessor Guarantorissued as may be appropriate.

Successor Guarantor Substituted. In the event that a Guarantor (the “Predecessor Guarantor”) is merged or consolidated with another Person (other than the Company or another Guarantor) in a transaction where such other Person is the surviving entity (the “Successor Guarantor”) and the Successor Guarantor is a guarantor under the Senior Credit Facility, the 2018 Senior Term Credit Facility and/or the 2019 Senior Term Credit Facility, the Company shall cause the Successor Guarantor to promptly, by an indenture supplemental hereto complying with the provisions of Section 8.1, executed and delivered to the Trustee, expressly assume the obligations of the Predecessor Guarantor, just as fully and effectually as if such Successor Guarantor had been an original party hereto. Thereafter, all obligations of the Predecessor Guarantor with respect to the Notes shall terminate. Every such Successor Guarantor, upon executing an indenture supplemental hereto as provided in this Section 7.3 in form satisfactory to the Trustee, shall succeed to and be substituted for the Predecessor Guarantor with the same effect as if it had been named herein as a Guarantor; and any order, certificate or resolution of the Board or officers of a Guarantor provided for in this Indenture may be made by like officials of such Successor Guarantor. In the event that the Predecessor Guarantor is merged or consolidated with another Person (other than the Company or another Guarantor) in a transaction where such other Person is the surviving entity and the Successor Guarantor is not a guarantor under the Senior Credit Facility, the 2018 Senior Term Credit Facility or the 2019 Senior Term Credit Facility and the Company delivers an Officers’ Certificate to the Trustee to that effect, then the Successor Guarantor shall be released from any obligations under the Guarantee of the Notes of the Predecessor Guarantor.