Common use of Additional Borrowers Clause in Contracts

Additional Borrowers. (a) The Company may request that any of its Subsidiaries becomes an Additional Borrower. That Subsidiary shall become an Additional Borrower if: (i) it is incorporated in The Netherlands or, in the case of a Subsidiary incorporated outside of The Netherlands, all the Lenders approve the addition of that Subsidiary; Back to Contents (ii) the Company delivers to the Facility Agent a duly completed and executed Accession Letter; (iii) the Company confirms that no Default is continuing or would occur as a result of that Subsidiary becoming an Additional Borrower; and (iv) the Facility Agent has received all of the documents and other evidence listed in Part II of Schedule 2 (Conditions Precedent) in relation to that Additional Borrower, each in form and substance satisfactory to the Facility Agent. (b) The Facility Agent shall notify the Company and the Lenders promptly upon being satisfied that it has received (in form and substance satisfactory to it) all the documents and other evidence listed in Part II of Schedule 2 (Conditions Precedent).

Additional Borrowers. (a) The Company may request that any of its Subsidiaries becomes an Additional Borrower. That Subsidiary shall become an Additional Borrower if: (i) it is incorporated in The Netherlands or, in the case of a Subsidiary incorporated outside of The Netherlands, all the Lenders approve the addition of that Subsidiary; Back to Contents; (ii) the Company delivers to the Facility Agent a duly completed and executed Accession Letter; (iii) the Company confirms that no Default is continuing or would occur as a result of that Subsidiary becoming an Additional Borrower; and (iv) the Facility Agent has received all of the documents and other evidence listed in Part II of Schedule 2 (Conditions Precedent) in relation to that Additional Borrower, each in form and substance satisfactory to the Facility Agent. (b) The Facility Agent shall notify the Company and the Lenders promptly upon being satisfied that it has received (in form and substance satisfactory to it) all the documents and other evidence listed in Part II of Schedule 2 (Conditions Precedent).

Additional Borrowers. (a) The Subject to compliance with the provisions of paragraph (c) of Clause 20.5 (“Know your customer” checks), the Company may request that any of its Subsidiaries UK Finance Subsidiary and/or US Finance Subsidiary becomes an Additional BorrowerBorrower (Vertragsbeitritt). That Subsidiary shall become an Additional Borrower if: (i) it is incorporated in The Netherlands or, in the case of a Subsidiary incorporated outside of The Netherlands, all the Lenders approve the addition of that Subsidiary; Back to Contents (ii) the Company delivers to the Facility Agent a duly completed and executed Borrower Accession Letter; (iiiii) the Company confirms that no Default is continuing or would occur as a result of that Subsidiary becoming an Additional Borrower; and (iviii) the Facility Agent has received all of the documents and other evidence listed in Part II (a) (Conditions Precedent required to be delivered by an Additional Borrower) of Schedule 2 (Conditions Precedent) in relation to that Additional Borrower, each in form and substance satisfactory to the Facility Agent. (b) The Facility Agent shall notify the Company and the Lenders promptly upon being satisfied that it has received (in form and substance satisfactory to it) all the documents and other evidence listed in Part II (a) of Schedule 2 (Conditions Precedent).

Additional Borrowers. (a) The Subject to compliance with the provisions of paragraphs (c) and (d) of Clause 21.9 (“Know your customer” checks), the Company may request that any of its wholly owned Subsidiaries which is not a Dormant Subsidiary becomes an Additional a Borrower. That Subsidiary shall become an Additional a Borrower if: (i) it is incorporated in The Netherlands orthe same jurisdiction as an existing Borrower, or is incorporated in the case of a Subsidiary incorporated outside of The NetherlandsBelgium, Denmark, England, France, Germany, Ireland, Spain or Sweden, or otherwise if all the Lenders approve the addition of that Subsidiary; Back to Contents; (ii) the Company delivers and that Subsidiary deliver to the Facility Agent a duly completed and executed Accession Letter; (iii) the Subsidiary is (or becomes) a Guarantor prior to becoming a Borrower; (iv) the Company confirms that no Default is continuing or would occur as a result of that Subsidiary becoming an Additional Borrower; and (ivv) the Facility Agent has received all of the documents and other evidence listed in Part II 2 of Schedule 2 (Conditions Precedent) in relation to that Additional Borrower, each in form and substance satisfactory to the Facility Agent. (b) The Facility Agent shall notify the Company and the Lenders promptly upon being satisfied that it has received (in form and substance satisfactory to it) all the documents and other evidence listed in Part II 2 of Schedule 2 (Conditions Precedent).

Additional Borrowers. (a) The Company may request that any of its the Company’s wholly owned Subsidiaries (other than Subsidiaries incorporated in South Africa) becomes an Additional Borrower. That Subsidiary shall become an Additional Borrower if: (i) it is incorporated in The Netherlands or, in the case of a Subsidiary incorporated outside of The Netherlands, all the Lenders approve the addition of that Subsidiary; Back to Contents; (ii) the Company delivers to the Facility Agent a duly completed and executed Accession Letter; (iii) the Company confirms that no Default is continuing or would occur as a result of that Subsidiary becoming an Additional Borrower; and (iv) the Facility Agent has received all of the documents and other evidence listed in Part II IV of Schedule 2 1 (Conditions Precedentprecedent required to be delivered by an Additional Obligor) in relation to that Additional Borrower, each in form and substance satisfactory to the Facility Agent. (b) The Facility Agent shall notify the Company and the Lenders promptly upon being satisfied that it has received (in form and substance satisfactory to it) all the documents and other evidence listed in Part II IV of Schedule 2 (Conditions Precedent)1.

Additional Borrowers. (a) The Company may request that any of its Subsidiaries becomes an Additional Borrower. That Subsidiary shall become an Additional Borrower if: (i) it is incorporated in The Netherlands or, in the case of a Subsidiary incorporated outside of The Netherlands, all the Lenders (acting reasonably) approve the addition of that Subsidiary; Back to ContentsSubsidiary and which they shall do so if that Subsidiary is a wholly owned subsidiary incorporated in the United Kingdom; (ii) the Company delivers to the Facility Agent a duly completed and executed Accession Letter; (iii) the Company confirms that no Default is continuing or would occur as a result of that Subsidiary becoming an Additional Borrower; and (iv) the Facility Agent has received all of the documents and other evidence listed in Part II of Schedule 2 (Conditions Precedent) in relation to that Additional Borrower, each in form and substance reasonably satisfactory to the Facility Agent. (b) The Facility Agent shall notify the Company and the Lenders promptly upon being satisfied that it has received (in form and substance reasonably satisfactory to it) all the documents and other evidence listed in Part II of Schedule 2 (Conditions Precedent).

Additional Borrowers. (a) The Company may request that any of its Subsidiaries becomes an Additional Borrower. That Subsidiary shall become an Additional Borrower if: (i) it is incorporated in The Netherlands or, in the case of a Subsidiary incorporated outside of The Netherlands, all the Lenders (acting reasonably) approve the addition of that Subsidiary; Back to ContentsSubsidiary and which they shall so do if that Subsidiary is a wholly owned subsidiary incorporated in the United Kingdom; (ii) the Company delivers to the Facility Agent a duly completed and executed Accession Letter; (iii) the Company confirms that no Default is continuing or would occur as a result of that Subsidiary becoming an Additional Borrower; and (iv) the Facility Agent has received all of the documents and other evidence listed in Part II of Schedule 2 (Conditions Precedent) in relation to that Additional Borrower, each in form and substance reasonably satisfactory to the Facility Agent. (b) The Facility Agent shall notify the Company and the Lenders promptly upon being satisfied that it has received (in form and substance reasonably satisfactory to it) all the documents and other evidence listed in Part II of Schedule 2 (Conditions Precedent).

Additional Borrowers. (a) The Subject to compliance with the provisions of paragraph ‎(c) of Clause ‎26.5 ("Know your customer" checks), the Company may request that any of its wholly owned Subsidiaries becomes an Additional BorrowerBorrower (Vertragsbeitritt). That Subsidiary shall become an Additional Borrower if: (i) either (A) it is incorporated in The Netherlands orGermany, the Netherlands, the UK, Sweden, Switzerland or the US, (B) it is incorporated in the case same jurisdiction as an existing Borrower and the Majority Lenders approve the addition of a that Subsidiary incorporated outside of The Netherlands, or (C) if all the Lenders approve the addition of that Subsidiary; Back to Contents; (ii) the Company delivers to the Facility Agent a duly completed and executed Borrower Accession Letter; (iii) the Company confirms that no Default is continuing or would occur as a result of that Subsidiary becoming an Additional Borrower; and (iv) the Facility Agent has received all of the documents and other evidence listed in Part II ‎Part B of Schedule ‎Schedule 2 (Conditions Precedentprecedent) in relation to that Additional Borrower, each in form and substance satisfactory to the Facility Agent. (b) The Facility Agent shall notify the Company Company, the Swingline Agents, the Issuing Bank and the Lenders promptly upon being satisfied that it has received (in form and substance satisfactory to it) all the documents and other evidence listed in Part II ‎Part B of Schedule ‎Schedule 2 (Conditions Precedentprecedent).

Additional Borrowers. (a) The Subject to compliance with the provisions of paragraphs (c) and (d) of Clause 21.7 (“Know your customer” checks), the Company may request that any of its wholly owned Subsidiaries which is not a Dormant Subsidiary becomes an Additional a Borrower. That Subsidiary shall become an Additional a Borrower if: (i) it is incorporated in The Netherlands orthe same jurisdiction as an existing Borrower, or is incorporated in the case of a Subsidiary incorporated outside of The NetherlandsBelgium, Denmark, England, France, Germany, Ireland, Spain or Sweden, or otherwise if all the Lenders approve the addition of that Subsidiary; Back to Contents; (ii) the Company delivers and that Subsidiary deliver to the Facility Agent a duly completed and executed Accession Letter; (iii) the Subsidiary is (or becomes) a Guarantor prior to becoming a Borrower; (iv) the Company confirms that no Default is continuing or would occur as a result of that Subsidiary becoming an Additional Borrower; and (ivv) the Facility Agent has received all of the documents and other evidence listed in Part II 2 of Schedule 2 (Conditions Precedent) in relation to that Additional Borrower, each in form and substance satisfactory to the Facility Agent. (b) The Facility Agent shall notify the Company and the Lenders promptly upon being satisfied that it has received (in form and substance satisfactory to it) all the documents and other evidence listed in Part II 2 of Schedule 2 (Conditions Precedent).