Addition of New Borrowers Clause Samples

The "Addition of New Borrowers" clause outlines the process and conditions under which new parties can be added as borrowers to an existing loan agreement. Typically, this clause specifies the requirements for approval, such as obtaining the lender's consent and ensuring the new borrower meets certain eligibility criteria. For example, a company may wish to add a subsidiary as a co-borrower to access loan funds. The core function of this clause is to provide a clear, structured mechanism for expanding the group of borrowers, thereby ensuring all parties understand the steps and requirements involved and mitigating potential disputes or confusion.
Addition of New Borrowers. Any Fund may from time to time request in writing (each such request, an "Additional Borrower Request") that a separate affiliated mutual fund portfolio which is a portfolio of such Fund be included hereunder as an additional Borrower subject to the terms and conditions of this Agreement (any such separate mutual fund portfolio, an "Additional Borrower"). Such Additional Borrower Request shall be delivered to each of the Banks and the Administrative Agent and shall include (a) a certification by an authorized officer of such Fund that (i) the representations, warranties and agreements of the Borrowers contained in Section 6 are true and correct as if made on the date of such certification and on the date such Additional Borrower becomes a Borrower hereunder and (ii) no Default or Event of Default has occurred and is continuing or will occur as a result of such Additional Borrower becoming a Borrower hereunder and (b) true and correct copies of the most recent audited and unaudited financial statements of such Additional Borrower. Upon receipt of an Additional Borrower Request each Bank shall in its sole discretion determine whether it shall consent to such request, any such consent to be in writing and delivered to the Administrative Agent. Failure by any Bank to deliver such a consent within 30 days after receipt of such request shall be deemed a refusal to consent on the part of such Bank. To the extent the Administrative Agent receives written consents from all Banks with respect to a particular Additional Borrower Request, the Administrative Agent shall notify the Borrowers thereof, and such Additional Borrower shall become a Borrower hereunder (at which time Schedule I hereto shall be deemed to be amended to include such new Borrower) upon delivery to the Agents of (x) certified copies of documents relating to such Additional Borrower of the type referred to in Section 4.05 and (y) an executed counterpart hereof and/or an assumption agreement in form satisfactory to the Administrative Agent.
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Addition of New Borrowers. By its execution and delivery of this Agreement, each New Borrower (a) acknowledges and agrees that, as of the Agreement Effective Date (as hereinafter defined), it is a “Borrower” under the Credit Agreement with the same force and effect as if originally named therein as a “Borrower,” (b) covenants with Administrative Agent and Lenders that it will observe and perform the terms and provisions of the Credit Agreement to the same extent as if it were an original party thereto, and (c) confirms that it has received a copy of the Credit Agreement. The parties hereto agree that each reference in the Credit Agreement and the other Credit Documents to “Borrower,” “Borrowers” or terms of similar import shall be deemed to include each New Borrower.
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Addition of New Borrowers. New Borrowers are hereby added as co-borrowers under the Loan Agreement with the same force and effect as if New Borrowers had duly executed and delivered the Loan Agreement as Borrowers thereunder in addition to the Existing Borrowers. Without limiting the foregoing: (i) The definitions of "Borrower" and "Borrowers" in the preamble of the Loan Agreement are hereby amended to include New Borrowers in addition to the Existing Borrowers. (ii) Each of the New Borrowers and each of the Existing Borrowers shall be jointly and severally liable for all Obligations. (iii) To secure payment and performance of all Obligations, each of the New Borrowers hereby grants to Lender a continuing security interest in, a lien upon, and a right of set off against, and hereby assigns to Lender as security, all Collateral, whether now owned or hereafter acquired or existing, and wherever located. (iv) The Information Certificates of New Borrowers attached hereto as Exhibit A are hereby included in Exhibit A to the Loan Agreement in addition to the Information Certificates of the Existing Borrowers. (v) New Borrowers hereby represent and warrant to Lender the truth and accuracy of all representations and warranties applicable to Borrowers in the Loan Agreement (after giving effect to the inclusions of New Borrowers and their Information Certificates as set forth in clauses (i) and (iv) above). (vi) New Borrowers hereby agree to perform all of the covenants and agreements applicable to Borrowers in the Loan Agreement. (vii) Lender shall have all of the rights, remedies, interests and powers as against New Borrowers as provided to Lender in relation to Borrowers in the Loan Agreement.
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Addition of New Borrowers. Counsellors may from time to time request in writing (each such Request, an "Additional Borrower Request") from time to time that an open-end management investment company for which Counsellors acts as primary investment advisor be included hereunder as an additional Borrower subject to the terms and conditions of this Agreement (any such investment company, a "Requested Additional Borrower"). Such Additional Borrower Request shall include (i) a certification by a senior officer of a Requested Additional Borrower that (x) all representations and warranties contained herein are true and correct in all material respects, (y) Counsellors is the primary investment advisor and specify any other relevant investment advisor, and (z) no Default or Event of Default has occurred and is continuing or will occur as a result of such Requested Additional Borrower becoming a Borrower hereunder and (z) stating that all of the conditions set forth in Sections 3.6 and 4.1 are satisfied provided that for purposes of such certification references to "Borrower" shall mean and include such Requested Additional Borrower, (ii) the most recent audited and unaudited financial statements of such Requested Additional Borrower, (iii) an updated Note meeting the requirements of Section 1.5 duly executed by such Requested Additional Borrower, and (iv) documents meeting the requirements of Section
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Addition of New Borrowers. (a) Each New Borrower is hereby added as a Borrower under the Loan Agreement and the Note. Each New Borrower hereby joins in the Loan Agreement and the Note, and agrees to be bound and obligated under the Loan Agreement and the Note with the other parties thereto, and hereby joins in all of the representations, warranties, covenants and grants of security interests by the Borrowers which are contained therein, and other provisions by which the Borrowers are bound which are contained therein, all with the same effect as if each New Borrower had executed the Loan Agreement and the Note as of September 30, 2011, except that all representations and warranties relating to the New Borrowers which are contained in this Agreement or are added by this Agreement to the Documents, shall be effective as of the date of this Agreement. All references in the Documents to the Borrowers under the Loan Agreement and the Note shall be deemed to include a reference to the New Borrowers. All of the Documents are hereby modified and amended to incorporate the foregoing provisions of this paragraph. (b) The following new defined terms are hereby added to Section 1.1 of the Loan Agreement effective as of the date of this Agreement::
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Addition of New Borrowers. Each New Borrower is hereby added as a co-borrower under the Loan Agreement with the same force and effect as if such New Borrower had duly executed and delivered the Loan Agreement as Borrower thereunder in addition to the Existing Borrowers. Without limiting the foregoing: (i) The definitions of “Borrower” and “Borrowers” in the preamble of the Loan Agreement are hereby amended to include each New Borrower in addition to the Existing Borrowers, and each reference to a “Borrower” in the Loan Agreement and the other Financing Agreements shall include each New Borrower and Existing Borrower.
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Addition of New Borrowers. Original Borrower and Lender agree that each New Borrower shall from and hereafter be a Borrower for all purposes of the Loan Agreement and other documents. Accordingly, each New Borrower hereby agrees to be bound by all of the conditions, covenants, representations, warranties, and other agreements set forth in the Loan Agreement, and hereby agrees to promptly execute all further documentation required by Lender to be executed by such New Borrower, consistent with the terms of the Loan Agreement. Lender hereby ratifies and consents to the formation of each New Borrower.
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Addition of New Borrowers. Subject to the satisfaction of each of the conditions set forth in Section 6.9(c) of the Credit Agreement, each of the Subsidiaries of ASC indicated as "New Subsidiary Borrowers" on the signature pages to this Amendment (the "New Subsidiary Borrowers") hereby becomes a Subsidiary Borrower under the Credit Agreement with the same force and effect as if originally named therein as a Subsidiary Borrower and, without limiting the generality of the foregoing, hereby expressly assumes all obligations and liabilities of a Subsidiary Borrower thereunder. Each New Subsidiary Borrower hereby represents and warrants that each of the representations and warranties contained in Section 4 of the Credit Agreement is true and correct on and as the date hereof (after giving effect to the terms of the Amendment) as if made on and as of such date, except for representations and warranties expressly stated to relate to a specific earlier date.
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Related to Addition of New Borrowers

  • Making of New Term Loans On any Increase Effective Date on which new Commitments for Term Loans are effective, subject to the satisfaction of the foregoing terms and conditions, each Lender of such new Commitment shall make a Term Loan to Borrower in an amount equal to its new Commitment.

  • Issuance of New Note Upon any partial conversion of this Note, a new Note containing the same date and provisions of this Note shall, at the request of the Holder, be issued by the Borrower to the Holder for the principal balance of this Note and interest which shall not have been converted or paid. The Borrower will pay no costs, fees or any other consideration to the Holder for the production and issuance of a new Note.

  • Admission of New Members The Company may admit new Members (or transferees of any interests of existing Members) into the Company by the unanimous vote or consent of the Members. As a condition to the admission of a new Member, such Member shall execute and acknowledge such instruments, in form and substance satisfactory to the Company, as the Company may deem necessary or desirable to effectuate such admission and to confirm the agreement of such Member to be bound by all of the terms, covenants and conditions of this Agreement, as the same may have been amended. Such new Member shall pay all reasonable expenses in connection with such admission, including without limitation, reasonable attorneys’ fees and the cost of the preparation, filing or publication of any amendment to this Agreement or the Articles of Organization, which the Company may deem necessary or desirable in connection with such admission. No new Member shall be entitled to any retroactive allocation of income, losses, or expense deductions of the Company. The Company may make pro rata allocations of income, losses or expense deductions to a new Member for that portion of the tax year in which the Member was admitted in accordance with Section 706(d) of the Internal Revenue Code and regulations thereunder. In no event shall a new Member be admitted to the Company if such admission would be in violation of applicable Federal or State securities laws or would adversely affect the treatment of the Company as a partnership for income tax purposes. (Check if Applicable)

  • Issuance of New Notes Whenever the Company is required to issue a new Note pursuant to the terms hereof, such new Note (i) shall be of like tenor with this Note, (ii) shall represent, as indicated on the face of such new Note, the Principal remaining outstanding (or in the case of a new Note being issued pursuant to Section (4)(a) or Section (4)(c), the Principal designated by the Holder which, when added to the Principal represented by the other new Note(s) issued in connection with such issuance, does not exceed the Principal remaining outstanding under this Note immediately prior to such issuance of such new Note), (iii) shall have an issuance date, as indicated on the face of such new Note, which is the same as the Issuance Date of this Note, (iv) shall have the same rights and conditions as this Note, and (v) shall represent accrued and unpaid Interest from the Issuance Date.

  • Issuance of New Certificate to Pledgee In the event certificates have been issued, a pledgee of shares transferred as collateral security shall be entitled to a new certificate if the instrument of transfer substantially describes the debt or duty that is intended to be secured thereby. Such new certificate shall express on its face that it is held as collateral security, and the name of the pledgor shall be stated thereon, who alone shall be liable as a shareholder, and entitled to vote thereon.