Joining Subsidiary definition

Joining Subsidiary has the meaning set forth in Section 6.10 hereof.

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Joining Subsidiary. By: Name: Title:

Joining Subsidiary has the meaning set forth in Section 5.10 hereof. "Law" means any law (including common law), constitution, statute, treaty, convention, regulation, rule, ordinance, order, injunction, writ, decree or award of any Governmental Authority. "Lender" has the meaning ascribed to such term in the preamble hereto. "Lender Parties" means, collectively, the Lenders and the Administrative Agent. "Leverage Ratio" means as of any date of determination the ratio of total liabilities (as determined in accordance with GAAP) divided by Tangible Net Worth. "LIBO Rate" means the rate per annum determined by the Administrative Agent by dividing (the resulting quotient to be rounded upward to the nearest 1/100 of 1%)

Examples of Joining Subsidiary in a sentence

• The Joining Subsidiary hereby acknowledges and reaffirms as of the date hereof with respect to itself, its properties and its affairs each of the representations, warranties, acknowledgements and certifications applicable to, and each of the waivers by, any Guarantor contained in the Subsidiary Guaranty Agreement.

• The Joining Subsidiary may not assign, sell, hypothecate or otherwise transfer any interest in or obligation under this Joinder Agreement.

• The Joining Subsidiary represents and warrants that the information contained on each of the Supplemental Schedules with respect to the Joining Subsidiary and its properties and affairs is true, complete and accurate as of the date hereof.

• Each Joining Subsidiary shall also deliver certificates from the appropriate Secretaries of State or other applicable Governmental Authorities dated not more than 30 days before the relevant Joinder Effective Date showing the good standing of such Joining Subsidiary in its state of incorporation or organization and each state in which such Joining Subsidiary does business.

• This Joinder Agreement is to be read, construed and applied together with the Credit Agreement and the other Loan Documents, which, taken together, set forth the complete understanding and agreement of the Administrative Agent and the Lenders and the Joining Subsidiary with respect to the matters referred to herein and therein.

• The Joining Subsidiary Guarantor hereby acknowledges and reaffirms as of the date hereof with respect to itself, its properties and its affairs each of the waivers, representations, warranties, acknowledgements and certifications applicable to any Subsidiary Guarantor contained in the Subsidiary Guaranty Agreement.

• The Borrowers and each Joining Subsidiary shall pay or cause to be paid all fees and other compensation required to be paid to the Lender Parties pursuant hereto or pursuant to any other written agreement on or prior to the Joinder Effective Date.

• The Borrowers and each Joining Subsidiary shall deliver, or cause to be delivered, to the Administrative Agent such other revised schedules, certificates, opinions, instruments and other documents (including those relating to licensing) as may be requested by the Administrative Agent.

• For each Joining Subsidiary which is acquired by a Borrower pursuant to an Acquisition, each Joining Subsidiary shall deliver to the Administrative Agent such evidence of recent searches of Uniform Commercial Code, tax, judgment records and other appropriate registers as the Administrative Agent shall request.

• The Joining Subsidiary hereby acknowledges and reaffirms as of the date hereof with respect to itself, its properties and its affairs each of the representations, warranties, acknowledgements and certifications applicable to, and each of the waivers by, any Grantor contained in the Security Agreement.

More Definitions of Joining Subsidiary

Joining Subsidiary as defined in Section 11.18,

Joining Subsidiary means any Subsidiary of the Parent that executes and delivers a joinder agreement pursuant to ‎Section 6.14(a).

Joining Subsidiary. By: Name: Title: C-1 1187444.03B-CHISR02A - MSW EXHIBIT C TO LC AGREEMENT FORM OF LC APPLICATION [attached]

Joining Subsidiary shall have the meaning set forth in Section 10.16 hereof.

Joining Subsidiary means any Subsidiary of the Parent that executes and delivers a joinder agreement pursuant to Section 6.14(a). “Judgment” means any judgment, order, writ, injunction, citation, award or decree of any nature.