Additional Grantors. The initial Grantors hereunder shall be Company, Holdings and such of the Subsidiaries of Company as are signatories hereto on the date hereof. From time to time subsequent to the date hereof, additional Subsidiaries of Company may become Additional Grantors, by executing a Counterpart. Upon delivery of any such Counterpart to Secured Party, notice of which is hereby waived by Grantors, each such Additional Grantor shall be a Grantor and shall be as fully a party hereto as if such Additional Grantor were an original signatory hereto. Each Grantor expressly agrees that its obligations arising hereunder shall not be affected or diminished by the addition or release of any other Grantor hereunder, nor by any election of Secured Party not to cause any Subsidiary of Company to become an Additional Grantor hereunder. This Agreement shall be fully effective as to any Grantor that is or becomes a party hereto regardless of whether any other Person becomes or fails to become or ceases to be a Grantor hereunder.
Appears in 8 contracts
Sources: Credit Agreement (FTD Group, Inc.), Security Agreement (Bare Escentuals Inc), Credit Agreement (United Online Inc)
Additional Grantors. The initial Grantors hereunder shall be Company, Holdings Borrower and such of the Subsidiaries of Company Borrower as are signatories hereto on the date hereof. From time to time subsequent to the date hereof, additional Subsidiaries of Company Borrower may become Additional Grantors, by executing a Counterpart. Upon delivery of any such Counterpart to Secured Party, notice of which is hereby waived by Grantors, each such Additional Grantor shall be a Grantor and shall be as fully a party hereto as if such Additional Grantor were an original signatory hereto. Each Grantor expressly agrees that its obligations arising hereunder shall not be affected or diminished by the addition or release of any other Grantor hereunder, nor by any election of Secured Party not to cause any Subsidiary of Company Borrower to become an Additional Grantor hereunder. This Agreement shall be fully effective as to any Grantor that is or becomes a party hereto regardless of whether any other Person becomes or fails to become or ceases to be a Grantor hereunder.
Appears in 7 contracts
Sources: Security Agreement, Credit Agreement (Quidel Corp /De/), Security Agreement (Quidel Corp /De/)
Additional Grantors. The initial Subsidiary Grantors hereunder shall be Company, Holdings and such of the Subsidiaries of Company as are signatories hereto on the date hereof. From time to time subsequent to the date hereof, additional Subsidiaries of Company (including, without limitation, Additional Domestic Subsidiary Borrowers) may become parties hereto as additional Grantors (each an “Additional GrantorsGrantor”), by executing a CounterpartCounterpart substantially in the form of Exhibit I annexed hereto. Upon delivery of any such Counterpart to Secured PartyCollateral Agent, notice of which is hereby waived by Grantors, each such Additional Grantor shall be a Grantor and shall be as fully a party hereto as if such Additional Grantor were an original signatory hereto. Each Grantor expressly agrees that its obligations arising hereunder shall not be affected or diminished by the addition or release of any other Grantor hereunder, nor by any election of Secured Party Collateral Agent not to cause any Subsidiary of Company to become an Additional Grantor hereunder. This Agreement shall be fully effective as to any Grantor that is or becomes a party hereto regardless of whether any other Person becomes or fails to become or ceases to be a Grantor hereunder.
Appears in 6 contracts
Sources: Security Agreement (O-I Glass, Inc. /DE/), Credit Agreement (Owens-Illinois Group Inc), Credit Agreement (Owens-Illinois Group Inc)
Additional Grantors. The initial Grantors hereunder shall be Company, Holdings Company and such of the Subsidiaries of Company as are signatories hereto on the date hereof. From time to time subsequent to the date hereof, additional Subsidiaries of Company may become Additional Grantors, by executing a Counterpart. Upon delivery of any such Counterpart to Secured Party, notice of which is hereby waived by Grantors, each such Additional Grantor shall be a Grantor and shall be as fully a party hereto as if such Additional Grantor were an original signatory hereto. Each Grantor expressly agrees that its obligations arising hereunder shall not be affected or diminished by the addition or release of any other Grantor hereunder, nor by any election of Secured Party not to cause any Subsidiary of Company to become an Additional Grantor hereunder. This Agreement shall be fully effective as to any Grantor that is or becomes a party hereto regardless of whether any other Person becomes or fails to become or ceases to be a Grantor hereunder.
Appears in 4 contracts
Sources: Credit Agreement (Urs Corp /New/), Security Agreement (Hexcel Corp /De/), Security Agreement (Hexcel Corp /De/)
Additional Grantors. The initial Grantors hereunder shall be Company, Holdings and such of the Subsidiaries of Company as are signatories hereto on the date hereof. From time to time subsequent to the date hereof, additional Persons that are Subsidiaries of Company may become parties hereto as additional Grantors (each, an “Additional GrantorsGrantor”), by executing a CounterpartNew Grantor Pledge Supplement, in substantially the form of Exhibit A-2 (“New Grantor Pledge Supplement”). Upon delivery of any such Counterpart New Grantor Pledge Supplement to Secured Party, notice of which is hereby waived by Grantorsthe Security Agent, each such Additional Grantor shall be a Grantor and shall be as fully a party hereto as if such Additional Grantor were an original signatory hereto. Each Grantor expressly agrees that its obligations arising hereunder shall not be affected or diminished by the addition or release of any other Grantor hereunder, nor by any election of Secured Party the Security Agent not to cause any Subsidiary of Company to become an Additional Grantor hereunder. This Agreement shall be fully effective as to any Grantor that is or becomes a party hereto regardless of whether any other Person becomes or fails to become or ceases to be a Grantor hereunder.
Appears in 3 contracts
Sources: Notes Pledge and Security Agreement (Altice USA, Inc.), Loans Pledge and Security Agreement (Altice USA, Inc.), Notes Pledge and Security Agreement (Altice USA, Inc.)
Additional Grantors. The initial Grantors hereunder shall be Company, Holdings and such of are the Subsidiaries of Company Credit Parties as are signatories hereto on the date hereof. From time to time subsequent to the date hereof, additional Subsidiaries of Company Credit Parties may become parties hereto, as additional Grantors (each, an “Additional GrantorsGrantor”), by executing a Counterpartcounterpart of this Intellectual Property Security Agreement substantially in the form of Exhibit A attached hereto. Upon delivery of any such Counterpart counterpart to Secured Partythe Agent, notice of which is hereby waived by the Grantors, each such Additional Grantor shall be a Grantor and shall be as fully a party hereto as if such Additional Grantor were an original signatory hereto. Each Grantor expressly agrees that its obligations arising hereunder shall not be affected or diminished by the addition or release of any other Grantor hereunder, hereunder nor by any election of Secured Party the Agent not to cause any Subsidiary of Company Credit Party or any other Person to become an Additional Grantor hereunder. This Intellectual Property Security Agreement shall be fully effective as to any Grantor that is or becomes a party hereto regardless of whether any other Person becomes or fails to become or ceases to be a Grantor hereunder.
Appears in 3 contracts
Sources: Security Agreement (Neff Corp), Security Agreement (Neff Rental LLC), Security Agreement (Neff Finance Corp.)
Additional Grantors. The initial Grantors hereunder shall be Company, Holdings and such of the Subsidiaries of Company as are signatories hereto on the date hereof. From time to time subsequent to the date hereof, additional Subsidiaries of Company may become parties hereto as additional Grantors (each an "Additional Grantors, Grantor") by executing a Counterpartan acknowledgement to this Agreement substantially in the form of Schedule VI annexed hereto. Upon delivery of any such Counterpart acknowledgment to Administrative Agent and Secured Party, notice of which is hereby waived by Grantors, each such Additional Grantor shall be a Grantor and shall be as fully a party hereto as if such Additional Grantor were an original signatory hereto. Each Grantor expressly agrees that its obligations arising hereunder shall not be affected or diminished by the addition or release of any other Grantor hereunder, nor by any election of Secured Party Administrative Agent not to cause any Subsidiary of Company to become an Additional Grantor hereunder. This Agreement shall be fully effective as to any Grantor that is or becomes a party hereto regardless of whether any other Person becomes or fails to become or ceases to be a Grantor hereunder.
Appears in 3 contracts
Sources: Credit Agreement (Aurora Foods Inc /Md/), Credit Agreement (Aurora Foods Inc /De/), Credit Agreement (MBW Foods Inc)
Additional Grantors. The initial Grantors hereunder shall be Company, Holdings and such of the Subsidiaries of Company as are signatories hereto on the date hereof. From time to time subsequent to the date hereof, additional Subsidiaries of Company Persons may become parties hereto as additional Grantors (each, an “Additional GrantorsGrantor”), by executing a CounterpartPledge Supplement. Upon delivery of any such Counterpart Pledge Supplement to Secured Partythe Collateral Agent, notice of which is hereby waived by Grantors, each such Additional Grantor shall be a Grantor and shall be as fully a party hereto as if such Additional Grantor were an original signatory hereto; provided that each such Additional Grantor’s pledge of any Pledged Equity Interests hereunder shall not be effective until receipt by such Additional Grantor of the approvals of the Gaming Authorities contemplated in Section 4.3 above. Each Grantor expressly agrees that its obligations arising hereunder shall not be affected or diminished by the addition or release of any other Grantor hereunder, nor by any election of Secured Party the Collateral Agent not to cause any Subsidiary of Company Borrower to become an Additional Grantor hereunder. This Agreement shall be fully effective as to any Grantor that is or becomes a party hereto regardless of whether any other Person becomes or fails to become or ceases to be a Grantor hereunder.
Appears in 3 contracts
Sources: Pledge Agreement (American Casino & Entertainment Properties LLC), Pledge Agreement (American Casino & Entertainment Properties LLC), Pledge Agreement (American Casino & Entertainment Properties LLC)
Additional Grantors. The initial Grantors hereunder shall be Company, Holdings and such of the Subsidiaries of Company as are signatories hereto on the date hereof. From time to time subsequent to the date hereof, additional Subsidiaries of Company Persons may become parties hereto as additional Grantors (each, an “Additional GrantorsGrantor”), by executing a Counterpartcounterpart of this Agreement substantially in the form of Exhibit A attached hereto, and the written consent of Grantor, which consent shall not be unreasonably withheld. Upon delivery of any such Counterpart counterpart to Secured PartyLender, and written notice of which is hereby waived by Grantorsthereof to Grantor, each such Additional Grantor shall be a Grantor and shall be as fully a party hereto as if such Additional Grantor were an original signatory hereto. Each Grantor expressly agrees that its obligations arising hereunder shall not be affected or diminished by the addition or release of any other Grantor hereunder, hereunder nor by any election of Secured Party Lender not to cause any Subsidiary of Company Person to become an Additional Grantor hereunder. This Agreement shall be fully effective as to any Grantor that is or becomes a party hereto regardless of whether any other Person becomes or fails to become or ceases to be a Grantor hereunder.
Appears in 3 contracts
Sources: Intellectual Property Security Agreement (Nephros Inc), Intellectual Property Security Agreement (Nephros Inc), Intellectual Property Security Agreement (Nephros Inc)
Additional Grantors. The initial Grantors hereunder shall be Company, Holdings and such of the Subsidiaries of Company as are signatories hereto on the date hereof. From time to time subsequent to the date hereof, additional Subsidiaries of Company Persons may become parties hereto as additional Grantors (each, an “Additional GrantorsGrantor”), by executing a Counterpartcounterpart agreement in the form attached as Exhibit B hereto (“Counterpart Agreement”). Upon delivery of any such Counterpart Agreement to Secured PartyCollateral Agent, notice of which is hereby waived by each of the other Grantors, each such Additional Grantor shall be a Grantor and shall be as fully a party hereto as if such Additional Grantor were an original signatory hereto. Each Grantor expressly agrees that its obligations arising hereunder shall not be affected or diminished by the addition or release of any other Grantor hereunder, nor by any election of Secured Party Collateral Agent not to cause any Subsidiary of Company to become an Additional Grantor hereunder. This Agreement shall be fully effective as to any Grantor that is or becomes has become a party hereto regardless of whether any other Person becomes or fails to become or ceases to be a Grantor hereunder.
Appears in 3 contracts
Sources: Pledge and Security Agreement (Evergreen Solar Inc), Pledge and Security Agreement (Evergreen Solar Inc), Pledge and Security Agreement (Evergreen Solar Inc)
Additional Grantors. The initial Grantors hereunder shall be Company, Holdings and such of the Subsidiaries of Company as are signatories hereto on the date hereof. From time to time subsequent to the date hereof, additional Subsidiaries of Company Persons may become parties hereto as additional Grantors (each, an “Additional GrantorsGrantor”), by executing and delivering to the Collateral Agent a CounterpartCounterpart Agreement and a completed Pledge Supplement, substantially in the form of Exhibit A attached hereto, together with all supplements to Schedules thereto. Upon delivery of any such Counterpart counterpart agreement and pledge supplement to Secured Partythe Collateral Agent, notice of which is hereby waived by Grantors, each such Additional Grantor shall be a Grantor and shall be as fully a party hereto as if such Additional Grantor were an original signatory hereto. Each Grantor expressly agrees that its obligations arising hereunder shall not be affected or diminished by the addition or release of any other Grantor hereunder, nor by any election of Secured Party Collateral Agent not to cause any Subsidiary of Company Holdings to become an Additional Grantor hereunder. This Agreement shall be fully effective as to any Grantor that is or becomes a party hereto regardless of whether any other Person becomes or fails to become or ceases to be a Grantor hereunder.
Appears in 3 contracts
Sources: Second Lien Pledge and Security Agreement (Vonage Holdings Corp), First Lien Pledge and Security Agreement (Vonage Holdings Corp), Third Lien Pledge and Security Agreement (Vonage Holdings Corp)
Additional Grantors. The initial Grantors hereunder shall be Company, Holdings and such of the Subsidiaries of Company as are signatories hereto on the date hereof. From time to time subsequent to the date hereof, additional Subsidiaries of Company Persons may become parties hereto as additional Grantors (each, an “Additional GrantorsGrantor”), by executing a CounterpartCounterpart Agreement. Upon delivery of any such Counterpart counterpart agreement to Secured Partythe Priority Lien Collateral Trustee, notice of which is hereby waived by Grantors, each such Additional Grantor shall be a Grantor and shall be as fully a party hereto as if such the Additional Grantor were an original signatory hereto. Each Grantor expressly agrees that its obligations arising hereunder shall not be affected or diminished by the addition or release of any other Grantor hereunder, nor by any election of Secured Party Priority Lien Collateral Trustee not to cause any Subsidiary of Company NewPageCo to become an Additional Grantor hereunder. This Agreement shall be fully effective as to any Grantor that is or becomes a party hereto regardless of whether any other Person becomes or fails to become or ceases to be a Grantor hereunder.
Appears in 3 contracts
Sources: Pledge and Security Agreement (NewPage CORP), Pledge and Security Agreement (NewPage Holding CORP), Pledge and Security Agreement (NewPage Energy Services LLC)
Additional Grantors. The initial Subsidiary Grantors hereunder shall be Company, Holdings and such of the Subsidiaries of Company as are signatories hereto on the date hereof. From time to time subsequent to the date hereof, additional Subsidiaries of Company may become Additional Grantorsparties hereto as additional Grantors (each an "ADDITIONAL GRANTOR"), by executing a CounterpartCounterpart substantially in the form of Exhibit VI annexed hereto. Upon delivery of any such Counterpart to Secured Party, notice of which is hereby waived by Grantors, each such Additional Grantor shall be a Grantor and shall be as fully a party hereto as if such Additional Grantor were an original signatory hereto. Each Grantor expressly agrees that its obligations arising hereunder shall not be affected or diminished by the addition or release of any other Grantor hereunder, nor by any election of Secured Party Administrative Agent not to cause any Subsidiary of Company to become an Additional Grantor hereunder. This Agreement shall be fully effective as to any Grantor that is or becomes a party hereto regardless of whether any other Person becomes or fails to become or ceases to be a Grantor hereunder.
Appears in 3 contracts
Sources: Credit Agreement (Ackerley Group Inc), Credit Agreement (Horseshoe Gaming Holding Corp), Credit Agreement (Urs Corp /New/)
Additional Grantors. The initial Grantors hereunder shall be Company, Holdings the Borrower and such of the its Subsidiaries of Company as are signatories hereto on the date hereof. From time to time subsequent to the date hereof, additional Subsidiaries of Company the Borrower may become Additional Grantors, by executing a Counterpart. Upon delivery of any such Counterpart to Secured Partythe Collateral Agent, notice of which is hereby waived by the Grantors, each such Additional Grantor shall be a Grantor and shall be as fully a party hereto as if such Additional Grantor were an original signatory hereto. Each Grantor expressly agrees that its obligations arising hereunder shall not be affected or diminished by the addition or release of any other Grantor hereunder, nor by any election of Secured Party the Collateral Agent not to cause any Subsidiary of Company the Borrower to become an Additional Grantor hereunder. This Agreement shall be fully effective as to any Grantor that is or becomes a party hereto regardless of whether any other Person becomes or fails to become or ceases to be a Grantor hereunder.
Appears in 3 contracts
Sources: Security Agreement (ORBCOMM Inc.), Security Agreement (ORBCOMM Inc.), Senior Secured Revolving Credit Agreement (ORBCOMM Inc.)
Additional Grantors. The initial Grantors hereunder shall be Company, Holdings and such of the Subsidiaries of Company as are signatories hereto on the date hereof. From time to time subsequent to the date hereof, additional Subsidiaries of Company may become parties hereto as additional Grantors (each an "Additional Grantors, Grantor") by executing a Counterpartcounterpart of this Agreement and delivering supplements to Schedule 4(b), Schedule 4(d), Schedule 4(e) and Schedule 4(g) in substantially the forms annexed hereto, which supplements shall thereby supplement and amend such Schedules. Upon delivery of any such Counterpart counterpart to Administrative Agent and Secured Party, notice of which is hereby waived by Grantors, each such Additional Grantor shall be a Grantor and shall be as fully a party hereto as if such Additional Grantor were an original signatory hereto. Each Grantor expressly agrees that its obligations arising hereunder shall not be affected or diminished by the addition or release of any other Grantor hereunder, nor by any election of Secured Party Administrative Agent not to cause any Subsidiary of Company to become an Additional Grantor hereunder. This Agreement shall be fully effective as to any Grantor that is or becomes a party hereto regardless of whether any other Person becomes or fails to become or ceases to be a Grantor hereunder.
Appears in 3 contracts
Sources: Credit Agreement (Aurora Foods Inc /Md/), Credit Agreement (Aurora Foods Inc /De/), Credit Agreement (MBW Foods Inc)
Additional Grantors. The initial Grantors hereunder shall be CompanyParent Issuer, Holdings Company and such of the Subsidiaries of Company and Parent Issuer as are signatories hereto on the date hereof. From time to time subsequent to the date hereof, additional Subsidiaries of Company may become Additional Grantors, Grantors by executing a Counterpart. Upon delivery of any such Counterpart to Secured Party, notice of which is hereby waived by Grantors, each such Additional Grantor shall be a Grantor and shall be as fully a party hereto as if such Additional Grantor were an original signatory hereto. Each Grantor expressly agrees that its obligations arising hereunder shall not be affected or diminished by the addition or release of any other Grantor hereunder, nor by any election of Secured Party not to cause any Material Subsidiary of Company to become an Additional Grantor hereunder. This Agreement shall be fully effective as to any Grantor that is or becomes a party hereto regardless of whether any other Person becomes or fails to become or ceases to be a Grantor hereunder.
Appears in 3 contracts
Sources: Third Lien Subordinated Exchange Note Exchange Agreement (Manchester Financial Group, LP), Intercreditor Agreement (NextWave Wireless Inc.), Third Lien Subordinated Exchange Note Exchange Agreement (Navation, Inc.)
Additional Grantors. The initial Grantors hereunder shall be Company, Holdings and such of the Subsidiaries of Company as are signatories hereto on the date hereof. From time to time subsequent to the date hereof, additional Subsidiaries of Company Persons may become parties hereto as additional Grantors (each, an “Additional GrantorsGrantor”), by executing a Counterpart. Counterpart Agreement in the form attached hereto as Exhibit C. Upon delivery of any such Counterpart Agreement to Secured Partythe Collateral Agent, notice of which is hereby waived by Grantors, each such Additional Grantor shall be a Grantor and shall be as fully a party hereto as if such Additional Grantor were an original signatory hereto. Each Grantor expressly agrees that its obligations arising hereunder shall not be affected or diminished by the addition or release of any other Grantor hereunder, nor by any election of Secured Party Collateral Agent not to cause any Subsidiary of Company the Borrower to become an Additional Grantor hereunder. This Agreement shall be fully effective as to any Grantor that is or becomes a party hereto regardless of whether any other Person becomes or fails to become or ceases to be a Grantor hereunder.
Appears in 3 contracts
Sources: Pledge and Security Agreement, Credit Agreement (Zekelman Industries, Inc.), Pledge and Security Agreement (CommScope Holding Company, Inc.)
Additional Grantors. The initial Grantors hereunder shall be Company, Holdings and such of the Subsidiaries of Company as are signatories hereto on the date hereof. From time to time subsequent to the date hereof, additional Restricted Subsidiaries of Company Borrower may execute and deliver a counterpart to the Subsidiary Guaranty. In connection therewith, such Subsidiaries of Borrower may become parties hereto as additional Grantors (each an “Additional GrantorsGrantor”), by executing a CounterpartCounterpart substantially in the form of Exhibit VI annexed hereto. Upon delivery of any such Counterpart to Secured Party, notice of which is hereby waived by Grantors, each such Additional Grantor shall be a Grantor and shall be as fully a party hereto as if such Additional Grantor were an original signatory hereto. Each Grantor expressly agrees that its obligations arising hereunder shall not be affected or diminished by the addition or release of any other Grantor hereunder, nor by any election of Secured Party Administrative Agent not to cause any Subsidiary of Company Borrower to become an Additional Grantor hereunder. This Agreement shall be fully effective as to any Grantor that is or becomes a party hereto regardless of whether any other Person becomes or fails to become or ceases to be a Grantor hereunder.
Appears in 2 contracts
Sources: Credit Agreement (Isle of Capri Casinos Inc), Security Agreement (Isle of Capri Casinos Inc)
Additional Grantors. The initial Subsidiary Grantors hereunder shall be Company, Holdings and such of the Subsidiaries of Company as are signatories hereto on the date hereof. From time to time subsequent to the date hereof, additional Subsidiaries of Company may become parties hereto as additional Grantors (each an "Additional GrantorsGrantor"), by ------------------ executing a Counterpartcounterpart substantially in the form of Exhibit VI to this ---------- Agreement. Upon delivery of any such Counterpart counterpart to Secured Party, notice of which is hereby waived by Grantors, each such Additional Grantor shall be a Grantor and shall be as fully a party hereto as if such Additional Grantor were an original signatory hereto. Each Grantor expressly agrees that its obligations arising hereunder shall not be affected or diminished by the addition or release of any other Grantor hereunder, nor by any election of Secured Party Administrative Agent not to cause any Subsidiary of Company to become an Additional Grantor hereunder. This Agreement shall be fully effective as to any Grantor that is or becomes a party hereto regardless of whether any other Person becomes or fails to become or ceases to be a Grantor hereunder.
Appears in 2 contracts
Sources: Pledge and Security Agreement (Levi Strauss & Co), Pledge and Security Agreement (Levi Strauss & Co)
Additional Grantors. The initial Grantors hereunder shall be Company, Holdings and such of the Subsidiaries of Company as are signatories hereto on the date hereof. From time to time subsequent to the date hereof, additional Subsidiaries of Company may the Borrower (other than any Excluded Subsidiaries) may, in accordance with Section 5.10 of the Credit Agreement or the definition of “Guarantor Subsidiary” in Section 1.1 of the Credit Agreement, become parties hereto as additional Grantors (each, an “Additional GrantorsGrantor”), by executing a CounterpartCounterpart Agreement substantially in the form of Exhibit H to the Credit Agreement. Upon delivery of any such Counterpart Agreement to Secured Party, notice of which is hereby waived by Grantorsthe Collateral Agent, each such Additional Grantor shall be a Grantor hereunder and shall be as fully a party hereto as if such Additional Grantor were an original signatory hereto. Each Grantor expressly agrees that its obligations arising hereunder shall not be affected or diminished by the addition or release of any other Grantor hereunder, nor by any election of Secured Party the Collateral Agent not to cause any Subsidiary of Company Borrower to become an Additional Grantor hereunder. This Agreement shall be fully effective as to any Grantor that is or becomes a party hereto regardless of whether any other Person becomes or fails to become or ceases to be a Grantor hereunder.
Appears in 2 contracts
Sources: Credit and Guaranty Agreement (Lumentum Holdings Inc.), Pledge and Security Agreement (Cohu Inc)
Additional Grantors. The initial Grantors hereunder shall be Company, Holdings and such of the Subsidiaries of Company as are signatories hereto on the date hereof. From time to time subsequent to the date hereof, additional Subsidiaries of Company Persons may become parties hereto as additional Grantors (each, an “Additional GrantorsGrantor”), by executing a CounterpartJoinder Agreement, together with a Pledge Supplement and any other attachments, all in form and substance reasonably satisfactory to the Collateral Agent and the Administrative Agent. Upon delivery of any such Counterpart Joinder Agreement to Secured Partythe Collateral Agent and the Administrative Agent, notice of which is hereby waived by the other Grantors, each such Additional Grantor shall be a Grantor and shall be as fully a party hereto as if such Additional Grantor were an original signatory hereto. Each Grantor expressly agrees that its obligations arising hereunder shall not be affected or diminished by the addition or release of any other Grantor hereunder, nor by any election of Secured Party Collateral Agent or the Administrative Agent not to cause any other Subsidiary of Company the Borrower to become an Additional Grantor hereunder. This Agreement shall be fully effective as to any each Grantor that is or becomes a party hereto regardless of whether any other Person becomes or fails to become or ceases to be a Grantor hereunder.
Appears in 2 contracts
Sources: Pledge and Security Agreement (Empire Resorts Inc), Pledge and Security Agreement (Empire Resorts Inc)
Additional Grantors. The initial Subsidiary Grantors hereunder shall be Company, Holdings and such of the Subsidiaries of Company Borrower as are signatories hereto on the date hereof. From time to time subsequent to the date hereof, additional Subsidiaries of Company Borrower may become Additional Grantorsparties hereto as additional Grantors (each an "ADDITIONAL GRANTOR"), by executing a CounterpartCounterpart substantially in the form of EXHIBIT VI annexed hereto. Upon delivery of any such Counterpart to Secured Party, notice of which is hereby waived by Grantors, each such Additional Grantor shall be a Grantor and shall be as fully a party hereto as if such Additional Grantor were an original signatory hereto. Each Grantor expressly agrees that its obligations arising hereunder shall not be affected or diminished by the addition or release of any other Grantor hereunder, nor by any election of Secured Party Administrative Agent not to cause any Subsidiary of Company Borrower to become an Additional Grantor hereunder. This Agreement shall be fully effective as to any Grantor that is or becomes a party hereto regardless of whether any other Person becomes or fails to become or ceases to be a Grantor hereunder.
Appears in 2 contracts
Sources: Credit Agreement (Integrated Defense Technologies Inc), Credit Agreement (Integrated Defense Technologies Inc)
Additional Grantors. The initial Grantors hereunder shall be Company, Holdings Borrower and such of the Material Subsidiaries of Company Borrower as are signatories hereto on the date hereof. From time to time subsequent to the date hereof, additional Material Subsidiaries (other than Financing Subsidiaries or Insurance Subsidiaries) of Company Borrower may become Additional Grantors, by executing a Counterpart. Upon delivery of any such Counterpart to Secured Party, notice of which is hereby waived by Grantors, each such Additional Grantor shall be a Grantor and shall be as fully a party hereto as if such Additional Grantor were an original signatory hereto. Each Grantor expressly agrees that its obligations arising hereunder shall not be affected or diminished by the addition or release of any other Grantor hereunder, nor by any election of Secured Party not to cause any Subsidiary of Company Borrower to become an Additional Grantor hereunder. This Agreement shall be fully effective as to any Grantor that is or becomes a party hereto regardless of whether any other Person becomes or fails to become or ceases to be a Grantor hereunder.
Appears in 2 contracts
Sources: Security Agreement (Unified Grocers, Inc.), Security Agreement (Unified Grocers, Inc.)
Additional Grantors. The initial Grantors hereunder shall be Company, Holdings Company and such of the Subsidiaries of Company as are signatories hereto on the date hereof. From time to time subsequent to the date hereof, additional Subsidiaries of Company may become Additional Grantors, by executing a Counterpart. Upon delivery of any such Counterpart to Secured Partythe Administrative Agent, notice of which is hereby waived by Grantors, each such Additional Grantor shall be a Grantor and shall be as fully a party hereto as if such Additional Grantor were an original signatory hereto. Each Grantor expressly agrees that its obligations arising hereunder shall not be affected or diminished by the addition or release of any other Grantor hereunder, nor by any election of Secured Party the Administrative Agent not to cause any Subsidiary of Company to become an Additional Grantor hereunder. This Agreement shall be fully effective as to any Grantor that is or becomes a party hereto regardless of whether any other Person becomes or fails to become or ceases to be a Grantor hereunder.
Appears in 2 contracts
Sources: Security Agreement (Hexcel Corp /De/), Security Agreement (Hexcel Corp /De/)
Additional Grantors. The initial Subsidiary Grantors hereunder shall be Company, Holdings and such of the Subsidiaries of Company as are signatories hereto on the date hereof. From time to time subsequent to the date hereof, additional Subsidiaries of Company may become parties hereto as additional Grantors (each an "Additional GrantorsGrantor"), by executing a Counterpartcounterpart substantially in the form of ------------------ Exhibit VI to this Agreement. Upon delivery of any such Counterpart counterpart to Secured ---------- Party, notice of which is hereby waived by Grantors, each such Additional Grantor shall be a Grantor and shall be as fully a party hereto as if such Additional Grantor were an original signatory hereto. Each Grantor expressly agrees that its obligations arising hereunder shall not be affected or diminished by the addition or release of any other Grantor hereunder, nor by any election of Secured Party Agent not to cause any Subsidiary of Company to become an Additional Grantor hereunder. This Agreement shall be fully effective as to any Grantor that is or becomes a party hereto regardless of whether any other Person becomes or fails to become or ceases to be a Grantor hereunder.
Appears in 2 contracts
Sources: Pledge and Security Agreement (Levi Strauss & Co), Pledge and Security Agreement (Levi Strauss & Co)
Additional Grantors. The initial Grantors hereunder shall be Company, Holdings the Borrower and such of the Subsidiaries of Company as are signatories hereto on the date hereof. From time to time subsequent to the date hereof, additional Subsidiaries of Company may become Additional Grantors, by executing a Counterpart. Upon delivery of any such Counterpart to Secured Partythe Collateral Agent, notice of which is hereby waived by the Grantors, each such Additional Grantor shall be a Grantor and shall be as fully a party hereto as if such Additional Grantor were an original signatory hereto. Each Grantor expressly agrees that its obligations arising hereunder shall not be affected or diminished by the addition or release of any other Grantor hereunder, nor by any election of Secured Party the Collateral Agent not to cause any Subsidiary of Company to become an Additional Grantor hereunder. This Agreement shall be fully effective as to any Grantor that is or becomes a party hereto regardless of whether any other Person becomes or fails to become or ceases to be a Grantor hereunder.
Appears in 2 contracts
Sources: Credit Agreement, Credit Agreement (Zebra Technologies Corp)
Additional Grantors. The initial Grantors hereunder shall be Company, Holdings and such of the Subsidiaries of Company as are signatories hereto on the date hereof. From time to time subsequent to following the date hereofEffective Date, additional Subsidiaries of Company Persons may become Additional parties hereto, as additional Grantors, by executing and delivering to Secured Party an Instrument of Joinder substantially in the form of Exhibit A, accompanied by such documentation as the Secured Party may require in connection therewith, wherein such additional Grantors agree to become a Counterpartparty hereto and to be bound hereby, provided, however, that prior approval of the applicable Gaming Board must be obtained for the pledge of the capital stock of any additional Grantor regulated thereby. Upon delivery of any such Counterpart Instrument of Joinder to and acceptance thereof by Secured Party, notice of which acceptance is hereby waived by Grantors, each such Additional additional Grantor shall be a Grantor and shall be as fully a party hereto as if such Additional Grantor were an original signatory heretohereof. Each Grantor expressly agrees that its obligations arising hereunder Secured Obligations and the Liens upon its Property granted herein shall not be affected or diminished by the addition or release of any other Grantor additional Grantors hereunder, nor by any election of Secured Party not to cause any Subsidiary of Company Borrower to become an Additional additional Grantor hereunder. This Agreement shall be fully effective as to any Grantor that who is or becomes a party hereto regardless of whether any other Person becomes or fails to become or ceases to be a Grantor hereunder.
Appears in 2 contracts
Sources: Credit Agreement (Pinnacle Entertainment Inc), Credit Agreement (Pinnacle Entertainment Inc)
Additional Grantors. The initial Grantors hereunder shall be Company, Holdings and such of the Subsidiaries of Company as are signatories hereto on the date hereof. From time to time subsequent to the date hereof, additional Subsidiaries of Company Borrower may become parties hereto as additional Grantors (the "Additional Grantors"), by executing a counterpart (the "Counterpart") substantially in the form of Exhibit A hereto. Upon delivery of any such Counterpart to Secured Partythe Agent, notice of which is hereby waived by Grantors, each such Additional Grantor shall be a Grantor and shall be as fully a party hereto as if such Additional Grantor were an original signatory hereto. Each Grantor expressly agrees that its obligations arising hereunder shall not be affected or diminished by the addition or release of any other Grantor hereunder, nor by any election of Secured Party Agent not to cause any Subsidiary of Company Borrower to become an Additional Grantor hereunder. This Agreement shall be fully effective as to any Grantor that is or becomes a party hereto regardless of whether any other Person becomes or fails to become or ceases to be a Grantor hereunder.
Appears in 2 contracts
Sources: Subsidiary Security Agreement (Mobile Mini Inc), Subsidiary Security Agreement (Mobile Mini Inc)
Additional Grantors. The initial Grantors hereunder shall be Company, Holdings Parent and such of the Subsidiaries of Company and Parent as are signatories hereto on the date hereof. From time to time subsequent to the date hereof, additional Subsidiaries of Company may become Additional Grantors, Grantors by executing a Counterpart. Upon delivery of any such Counterpart to Secured Party, notice of which is hereby waived by Grantors, each such Additional Grantor shall be a Grantor and shall be as fully a party hereto as if such Additional Grantor were an original signatory hereto. Each Grantor expressly agrees that its obligations arising hereunder shall not be affected or diminished by the addition or release of any other Grantor hereunder, nor by any election of Secured Party not to cause any Material Subsidiary of Company to become an Additional Grantor hereunder. This Agreement shall be fully effective as to any Grantor that is or becomes a party hereto regardless of whether any other Person becomes or fails to become or ceases to be a Grantor hereunder.
Appears in 2 contracts
Sources: Second Lien Subordinated Note Purchase Agreement (NextWave Wireless Inc.), Intercreditor Agreement (NextWave Wireless Inc.)
Additional Grantors. The initial Grantors hereunder shall be Company, Holdings the Parent and such those Subsidiaries of the Subsidiaries of Company Parent as are signatories hereto on the date hereof. From time to time subsequent to the date hereof, additional Subsidiaries of Company the Parent may become parties hereto, as additional Grantors (each, an "Additional GrantorsGrantor"), by executing a Counterpartcounterpart of this Agreement substantially in the form of Appendix V attached hereto. Upon delivery of any such Counterpart counterpart to Secured Partythe Purchaser, notice of which is hereby waived by the Grantors, each such Additional Grantor shall be a Grantor and shall be as fully a party hereto as if such Additional Grantor were an original signatory hereto. Each Grantor expressly agrees that its obligations arising hereunder shall not be affected or diminished by the addition or release of any other Grantor hereunder, hereunder nor by any election of Secured Party the Purchaser not to cause any Subsidiary of Company the Parent to become an Additional Grantor hereunder. This Agreement shall be fully effective as to any Grantor that is or becomes a party hereto regardless of whether any other Person becomes or fails to become or ceases to be a Grantor hereunder. Each Additional Grantor shall execute the filings specified in Section 5 hereof and such other filings, registrations or instruments as the Purchaser may reasonably request, in order to perfect the security interests granted or purported to granted hereunder.
Appears in 2 contracts
Sources: Intellectual Property Security Agreement (Easyriders Inc), Intellectual Property Security Agreement (Easyriders Inc)
Additional Grantors. The initial Grantors hereunder shall be Company, Holdings and such of the Subsidiaries of Company Loan Parties as are signatories hereto on the date hereof. From time to time subsequent to the date hereof, additional Subsidiaries of Company may become Additional Grantors, Grantors by executing a Counterpart. Upon delivery of any such Counterpart to Secured Partythe Collateral Agent, notice of which is hereby waived by the Grantors, each such Additional Grantor shall be a Grantor and shall be as fully a party hereto as if such Additional Grantor were an original signatory hereto. Each Grantor expressly agrees that its obligations arising hereunder shall not be affected or diminished by the addition or release of any other Grantor hereunder, nor by any election of Secured Party the Collateral Agent not to cause any Subsidiary of Company to become an Additional Grantor hereunder. This Agreement shall be fully effective as to any Grantor that is or becomes a party hereto regardless of whether any other Person becomes or fails to become or ceases to be a Grantor hereunder.
Appears in 2 contracts
Sources: First Lien Security Agreement (GoodRx Holdings, Inc.), First Lien Security Agreement (GoodRx Holdings, Inc.)
Additional Grantors. The initial Grantors hereunder shall be Company, Holdings Company and such of the Subsidiaries Eligible Affiliates of Company as are signatories hereto on the date hereof. From time to time subsequent to the date hereof, additional Subsidiaries Eligible Affiliates of Company may become Additional Grantors, by executing a Counterpart. Upon delivery of any such Counterpart to Secured Party, notice of which is hereby waived by Grantors, each such Additional Grantor shall be a Grantor and shall be as fully a party hereto as if such Additional Grantor were an original signatory hereto. Each Grantor expressly agrees that its obligations arising hereunder shall not be affected or diminished by the addition or release of any other Grantor hereunder, nor by any election of Secured Party not to cause any Subsidiary Eligible Affiliate of Company to become an Additional Grantor hereunder. This Agreement shall be fully effective as to any Grantor that is or becomes a party hereto regardless of whether any other Person becomes or fails to become or ceases to be a Grantor hereunder.
Appears in 2 contracts
Sources: Security Agreement (Orleans Homebuilders Inc), Security Agreement (Orleans Homebuilders Inc)
Additional Grantors. The initial Subsidiary Grantors hereunder shall be Company, Holdings and such of the Subsidiaries of Company as are signatories hereto on the date hereof. From time to time subsequent to the date hereof, additional Subsidiaries of Company may become parties hereto as additional Grantors (each an "Additional GrantorsGrantor"), by executing a Counterpartan acknowledgement to this Agreement substantially in the form of Exhibit V annexed hereto. Upon delivery of any such Counterpart acknowledgement to Administrative Agent and Secured Party, notice of which is hereby waived by Grantors, each such Additional Grantor shall be a Grantor and shall be as fully a party hereto as if such Additional Grantor were an original signatory hereto. Each Grantor expressly agrees that its obligations arising hereunder shall not be affected or diminished by the addition or release of any other Grantor hereunder, nor by any election of Secured Party Administrative Agent not to cause any Subsidiary of Company to become an Additional Grantor hereunder. This Agreement shall be fully effective as to any Grantor that is or becomes a party hereto regardless of whether any other Person becomes or fails to become or ceases to be a Grantor hereunder.
Appears in 2 contracts
Sources: Credit Agreement (DMW Worldwide Inc), Credit Agreement (Arterial Vascular Engineering Inc)
Additional Grantors. The initial Grantors hereunder shall be CompanyBorrower and the Significant Subsidiaries, Holdings and such of the Subsidiaries of Company if any, as are signatories hereto on the date hereofhereto. From time to time subsequent to following the date hereofClosing Date, additional Domestic Subsidiaries of Company Borrower may become Additional parties hereto, as additional Grantors, by executing and delivering to the Agent an Instrument of Joinder substantially in the form of Exhibit A hereto, accompanied by such documentation as the Agent may require in connection therewith, wherein such additional Grantors agree to become a Counterpartparty hereto and to be bound hereby. Upon delivery of any such Counterpart Instrument of Joinder to Secured Partyand acceptance thereof by the Agent, notice of which acceptance is hereby waived by Grantors, each such Additional additional Grantor shall be a Grantor and shall be as fully a party hereto as if such Additional Grantor were an original signatory heretohereof. Each Grantor expressly agrees that its obligations arising hereunder Secured Obligations and the Liens upon its Property granted herein shall not be affected or diminished by the addition or release of any other Grantor additional Grantors hereunder, nor by any election of Secured Party not to cause any Domestic Subsidiary of Company Borrower to become an Additional additional Grantor hereunder. This Agreement shall be fully effective as to any Grantor that who is or becomes a party hereto regardless of whether any other Person becomes or fails to become or ceases to be a Grantor hereunder.
Appears in 1 contract
Sources: Security Agreement (Central Financial Acceptance Corp)
Additional Grantors. The initial Subsidiary Grantors hereunder shall be Company, Holdings and such of the Subsidiaries of Company Holdings as are signatories hereto on the date hereof. From time to time subsequent to the date hereof, additional Subsidiaries of Company Holdings may become Additional Grantorsparties hereto as additional Grantors (each an "ADDITIONAL GRANTOR"), by executing a Counterpartcounterpart substantially in the form of Exhibit VI annexed hereto (each, a "COUNTERPART"). Upon delivery of any such Counterpart to Secured Party, notice of which is hereby waived by Grantors, each such Additional Grantor shall be a Grantor and shall be as fully a party hereto as if such Additional Grantor were an original signatory hereto. Each Grantor expressly agrees that its obligations arising hereunder shall not be affected or diminished by the addition or release of any other Grantor hereunder, nor by any election of Secured Party Administrative Agent not to cause any Subsidiary of Company Holdings to become an Additional Grantor hereunder. This Agreement shall be fully effective as to any Grantor that is or becomes a party hereto regardless of whether any other Person becomes or fails to become or ceases to be a Grantor hereunder.
Appears in 1 contract
Additional Grantors. The initial Grantors hereunder shall be Company, Holdings the Borrower and such of the Significant Domestic Subsidiaries of Company as are signatories hereto on the date hereofhereto. From time to time subsequent to following the date hereofClosing Date, additional Significant Domestic Subsidiaries of Company the Borrower may become Additional parties hereto, as additional Grantors, by executing and delivering to Secured Party an Instrument of Joinder substantially in the form of Exhibit A, accompanied by such documentation as the Secured Party may require in connection therewith, wherein such additional Grantors agree to become a Counterpartparty hereto and to be bound hereby. Upon delivery of any such Counterpart Instrument of Joinder to and acceptance thereof by Secured Party, notice of which acceptance is hereby waived by Grantors, each such Additional additional Grantor shall be a Grantor and shall be as fully a party hereto as if such Additional Grantor were an original signatory heretohereof. Each Grantor expressly agrees that its obligations arising hereunder Outstanding Obligations and the Liens upon its Property granted herein shall not be affected or diminished by the addition or release of any other Grantor additional Grantors hereunder, nor by any election of Secured Party not to cause any Significant Domestic Subsidiary of Company the Borrower to become an Additional additional Grantor hereunder. This Agreement shall be fully effective as to any Grantor that who is or becomes a party hereto regardless of whether any other Person becomes or fails to become or ceases to be a Grantor hereunder.
Appears in 1 contract
Sources: Security Agreement (Safeskin Corp)
Additional Grantors. The initial Grantors Grantor hereunder shall be Company, Holdings and such of the Subsidiaries of Company as are signatories Credit Party signatory hereto on the date hereof. From time to time subsequent to the date hereof, additional direct and indirect Subsidiaries of Company the Grantors may become Additional Grantorsparties hereto, as additional Grantors (each, an "ADDITIONAL Grantor"), by executing a Counterpartcounterpart of this Security Agreement substantially in the form of EXHIBIT B attached hereto. Upon delivery of any such Counterpart counterpart to Secured PartyAgent, notice of which is hereby waived by the Grantors, each such Additional Grantor shall be a Grantor and shall be as fully a party hereto as if such Additional Grantor were an original signatory hereto. Each Grantor expressly agrees that its obligations Obligations arising hereunder shall not be affected or diminished by the addition or release of any other Grantor hereunder, hereunder nor by any election of Secured Party Agent not to cause any Subsidiary of Company any Grantor to become an Additional Grantor hereunder. This Security Agreement shall be fully effective as to any Grantor that is or becomes a party hereto regardless of whether any other Person becomes or fails to become or ceases to be a Grantor hereunder.. [Signature page follows]
Appears in 1 contract
Sources: Security Agreement (Tefron LTD)
Additional Grantors. The initial Grantors hereunder shall be Company, Holdings and such of the Subsidiaries of Company as are signatories hereto on the date hereof. From time to time subsequent to the date hereofRestatement Date, additional domestic PersonsDomestic Subsidiaries of Company may become parties hereto as additional Grantors (each, an “Additional GrantorsGrantor”), by executing a CounterpartPledge Supplement, in each case, to the extent required by Section 6.17 of the Credit Agreement. Upon delivery of any such Counterpart Pledge Supplement to Secured Partythe Collateral Agent, notice of which is hereby waived by Grantors, each such Additional Grantor shall be a Grantor and shall be as fully a party hereto as if such Additional Grantor were an original signatory hereto. Each Grantor expressly agrees that its obligations arising hereunder shall not be affected or diminished by the addition or release of any other Grantor hereunder, nor by any election of Secured Party the Collateral Agent not to cause any Subsidiary of Company to become an Additional Grantor hereunder. This Agreement shall be fully effective as to any Grantor that is or becomes a party hereto regardless of whether any other Person becomes or fails to become or ceases to be a Grantor hereunder.. ARTICLE 8ARTICLE 8
Appears in 1 contract
Sources: Refinancing Amendment (Hologic Inc)
Additional Grantors. The initial Subsidiary Grantors hereunder shall be Company, Holdings and such of the Subsidiaries of Company the Borrower as are signatories hereto on the date hereof. From time to time subsequent to the date hereof, additional Material Domestic Subsidiaries of Company the Borrower may become Additional Grantorsparties hereto as additional Grantors (each an "ADDITIONAL GRANTOR"), by executing a Counterpartcounterpart substantially in the form of Exhibit VI annexed hereto. Upon delivery of any such Counterpart counterpart to Secured Party, notice of which is hereby waived by the Grantors, each such Additional Grantor shall be a Grantor and shall be as fully a party hereto as if such Additional Grantor were an original signatory hereto. Each Grantor expressly agrees that its obligations arising hereunder shall not be affected or diminished by the addition or release of any other Grantor hereunder, nor by any election of Secured Party Administrative Agent not to cause any Subsidiary of Company the Borrower to become an Additional Grantor hereunder. This Agreement shall be fully effective as to any Grantor that is or becomes a party hereto regardless of whether any other Person becomes or fails to become or ceases to be a Grantor hereunder.
Appears in 1 contract
Additional Grantors. The initial Grantors hereunder shall be Company, Holdings and such of the Subsidiaries of Company as are Credit Parties signatories hereto on the date hereof. From time to time subsequent to the date hereof, additional Subsidiaries of Company Credit Parties may become parties hereto, as additional Grantors (each, an "Additional GrantorsGrantor"), by executing a Counterpartcounterpart of this Intellectual Property Security Agreement substantially in the form of Exhibit A attached hereto. Upon delivery of any such Counterpart counterpart to Secured PartyAgent, notice of which is hereby waived by the Grantors, each such Additional Grantor shall be a Grantor and shall be as fully a party hereto as if such Additional Grantor were an original signatory hereto. Each Grantor expressly agrees that its obligations arising hereunder shall not be affected or diminished by the addition or release of any other Grantor hereunder, hereunder nor by any election of Secured Party Agent not to cause any Subsidiary of Company Credit Party to become an Additional Grantor hereunder. This Intellectual Property Security Agreement shall be fully effective as to any Grantor that is or becomes a party hereto regardless of whether any other Person becomes or fails to become or ceases to be a Grantor hereunder.
Appears in 1 contract
Sources: Intellectual Property Security Agreement (Coyne International Enterprises Corp)
Additional Grantors. The initial Grantors hereunder shall be Company, Holdings and such of the Subsidiaries of Company as are signatories hereto on the date hereof. From time to time subsequent to the date hereof, additional Subsidiaries of Company Persons may become parties hereto as additional Grantors (each, an “Additional GrantorsGrantor”), by executing and delivering to the Collateral Trustee a CounterpartSubsidiary Joinder Agreement (together with updates to the Collateral Schedules reflecting the property of such Additional Grantor), or such other documentation as may be reasonably acceptable to the Collateral Trustee, in accordance with Section 7.6(a) of the Arrangement Agreement. Upon delivery of any such Counterpart Subsidiary Joinder Agreement or other documentation to Secured Partythe Collateral Trustee, notice of which is hereby waived by the other Grantors, each such Additional Grantor shall be a Grantor and shall be as fully a party hereto as if such Additional Grantor were an original signatory hereto. Each Grantor expressly agrees that its obligations arising hereunder shall not be affected or diminished by the addition or release of any other Grantor hereunder, nor by any election of Secured Party Collateral Trustee or DOE not to cause any Subsidiary of Company the Borrower to become an Additional Grantor hereunder. This Agreement shall be fully effective as to any Grantor that is or becomes a party hereto regardless of whether any other Person becomes or fails to become or ceases to be a Grantor hereunder.
Appears in 1 contract
Additional Grantors. The initial Subsidiary Grantors hereunder shall be Company, Holdings and such of the Subsidiaries of Company the Borrower as are signatories hereto on the date hereof. From time to time subsequent to the date hereof, additional Domestic Subsidiaries (other than Restricted Subsidiaries) of Company the Borrower may become Additional Grantorsparties hereto as additional Grantors (each an "ADDITIONAL GRANTOR"), by executing a Counterpartcounterpart substantially in the form of EXHIBIT II attached hereto (the "COUNTERPART"). Upon delivery of any such Counterpart counterpart to Secured Partythe Agent, notice of which is hereby waived by the Grantors, each such Additional Grantor shall be a Grantor and shall be as fully a party hereto as if such Additional Grantor were an original signatory hereto. Each Grantor expressly agrees that its obligations arising hereunder shall not be affected or diminished by the addition or release of any other Grantor hereunder, nor by any election of Secured Party the Agent not to cause any Subsidiary of Company the Borrower to become an Additional Grantor hereunder. This Agreement shall be fully effective as to any Grantor that is or becomes a party hereto regardless of whether any other Person becomes or fails to become or ceases to be a Grantor hereunder.
Appears in 1 contract
Sources: Second Lien Pledge and Security Agreement (Levi Strauss & Co)
Additional Grantors. The initial Grantors hereunder shall be Company, Holdings and such of the Subsidiaries Subsidiary of Company as are signatories that is a signatory hereto on the date hereof. From time to time subsequent to the date hereof, additional Subsidiaries of Company may become Additional Grantorsparties hereto, as additional Grantors (each an "ADDITIONAL GRANTOR"), by executing a Counterpartcounterpart of this Agreement substantially in the form of Schedule 19 annexed hereto. Upon delivery of any such Counterpart counterpart to Secured PartyAdministrative Agent, notice of which is hereby waived by Grantors, each such Additional Grantor shall be a Grantor and shall be as fully a party hereto as if such Additional Grantor were an original signatory heretohereof. Each Grantor expressly agrees that its obligations arising hereunder shall not be affected or diminished by the addition or release of any other Grantor hereunder, nor by any election of Secured Party Administrative Agent not to cause any Subsidiary of Company to become an Additional Grantor hereunder. This Agreement shall be fully effective as to any Grantor that is or becomes a party hereto regardless of whether any other Person becomes or fails to become or ceases to be a Grantor hereunder.
Appears in 1 contract
Additional Grantors. The initial Subsidiary Grantors hereunder shall be Company, Holdings and such of the Subsidiaries of Company the Borrower as are signatories hereto on the date hereof. From time to time subsequent to the date hereof, additional Domestic Subsidiaries of Company the Borrower may become Additional Grantorsparties hereto as additional Grantors (each an "ADDITIONAL GRANTOR"), by executing a Counterpartcounterpart substantially in the form of Exhibit IV annexed hereto. Upon delivery of any such Counterpart counterpart to the Secured Party, notice of which is hereby waived by the Grantors, each such Additional Grantor shall be a Grantor and shall be as fully a party hereto as if such Additional Grantor were an original signatory hereto. Each Grantor expressly agrees that its obligations arising hereunder shall not be affected or diminished by the addition or release of any other Grantor hereunder, nor by any election of Secured Party Administrative Agent not to cause any Subsidiary of Company the Borrower to become an Additional Grantor hereunder. This Agreement shall be fully effective as to any Grantor that is or becomes a party hereto regardless of whether any other Person becomes or fails to become or ceases to be a Grantor hereunder.
Appears in 1 contract
Sources: Intellectual Property Security Agreement (Levi Strauss & Co)
Additional Grantors. The initial Grantors hereunder shall be Company, Holdings and such of the Subsidiaries of Company as are signatories hereto on the date hereof. From time to time subsequent to the date hereof, additional Restricted Subsidiaries of Company may become Additional Grantorsparties hereto as additional Grantors (each an "ADDITIONAL GRANTOR"), by executing a Counterpartan acknowledgement to this Agreement substantially in the form of EXHIBIT V annexed hereto. Upon delivery of any such Counterpart acknowledgement to Administrative Agent and Secured Party, notice of which is hereby waived by Grantors, each such Additional Grantor shall be a Grantor and shall be as fully a party hereto as if such Additional Grantor were an original signatory hereto. Each Grantor expressly agrees that its obligations arising hereunder shall not be affected or diminished by the addition or release of any other Grantor hereunder, nor by any election of Secured Party Administrative Agent not to cause any Restricted Subsidiary of Company to become an Additional Grantor hereunder. This Agreement shall be fully effective as to any Grantor that is or becomes a party hereto regardless of whether any other Person becomes or fails to become or ceases to be a Grantor hereunder.
Appears in 1 contract
Sources: Credit Agreement (Merrill Corp)
Additional Grantors. The initial Grantors hereunder shall be Companythe Borrower, Holdings and such of the Subsidiaries of Company the Borrower as are signatories hereto on the date hereof. From time to time subsequent to the date hereof, additional Subsidiaries of Company the Borrower may become party hereto, as additional Grantors (each an "Additional GrantorsGrantor"), by executing a Counterpartcounterpart of this Agreement. Upon delivery of any such Counterpart counterpart to Secured Partythe Administrative Agent, notice of which is hereby waived by Grantorseach Grantor, each such Additional Grantor shall be a Grantor and shall be as fully a party hereto as if such Additional Grantor were an original signatory heretohereof. Each Grantor expressly agrees that its obligations arising hereunder shall not be affected or diminished by the addition or release of any other Grantor hereunder, nor by any election of Secured Party any Beneficiary not to cause any Subsidiary of Company Borrower to become an Additional Grantor hereunder. This Agreement shall be fully effective as to any Grantor that is or becomes a party hereto regardless of whether any other Person becomes or fails to become or ceases to be a Grantor hereunder.
Appears in 1 contract
Additional Grantors. The initial Grantors hereunder shall be Company, Holdings and such of the Subsidiaries of Company as are signatories hereto on the date hereof. From time to time subsequent to the date hereofClosing Date, additional Subsidiaries of Company Persons may become parties hereto as additional Grantors (each, an “Additional Grantors, Grantor”) by executing a CounterpartSecurity Agreement Supplement, accompanied by such documentation as required by the Credit Agreement and such documentation as Agent may otherwise reasonably require to establish the due organization, valid existence and good standing of each such Person, its qualification to engage in business in each jurisdiction where its ownership, lease or operation of properties or the conduct of its business requires such qualification, its authority to execute, deliver and perform this Agreement, and the identity, authority and capacity of each Authorized Signatory thereof authorized to act on its behalf. Upon delivery of any such Counterpart Security Agreement Supplement to Secured PartyAgent, notice of which is hereby waived by Grantorseach Grantor, each such Additional Grantor shall be a Grantor and shall be as fully a party hereto as if such Additional Grantor were an original signatory hereto. Each Grantor expressly agrees that its obligations arising hereunder shall not be affected or diminished by the addition or release of any other Grantor hereunder, nor by any election of Secured Party Agent not to cause any Subsidiary of Company Borrower to become an Additional Grantor hereunder. This Agreement shall be fully effective as to any Grantor that is or becomes a party hereto regardless of whether any other Person becomes or fails to become or ceases to be a Grantor hereunder.
Appears in 1 contract
Sources: Security Agreement (Dts, Inc.)
Additional Grantors. The initial Grantors hereunder shall be Company, Holdings and such of the Subsidiaries of Company as are signatories hereto on the date hereof. From time to time subsequent to the date hereof, additional Subsidiaries of Company Persons may become parties hereto as additional Grantors (each, an “Additional GrantorsGrantor”), by executing and delivering to the Collateral Agent a Counterpartfully completed Counterpart Agreement. Upon execution and delivery by the Collateral Agent and any Additional Grantor of any such a Counterpart to Secured PartyAgreement, notice of which is hereby waived by Grantors, each such Additional Grantor shall be a Grantor and shall be as fully a party hereto as if such Additional Grantor were an original signatory hereto. Each Grantor expressly agrees that its obligations arising hereunder shall not be affected or diminished by the addition or release of any other Grantor hereunder, nor by any election of Secured Party the Collateral Agent not to cause any Subsidiary of Company Parent to become an Additional Grantor hereunder. This Agreement shall be fully effective as to any Grantor that is or becomes a party hereto regardless of whether any other Person becomes or fails to become or ceases to be a Grantor hereunder.
Appears in 1 contract
Sources: Pledge and Security Agreement (Kraton Performance Polymers, Inc.)
Additional Grantors. The initial Grantors hereunder shall be Company, Holdings and such of the Subsidiaries of Company as are signatories hereto on the date hereof. From time to time subsequent to the date hereof, additional Subsidiaries of Company Borrowers under the Credit Agreement may become Additional Grantorsparties hereto as additional Grantors (each such Borrower being an "ADDITIONAL GRANTOR"), by executing a CounterpartCounterpart substantially in the form of EXHIBIT III annexed hereto. Upon delivery of any such Counterpart to Secured Party, notice of which is hereby waived by Grantors, each such Additional Grantor shall be a Grantor and shall be as fully a party hereto as if such Additional Grantor were an original signatory hereto. Each Grantor expressly agrees that its obligations arising hereunder shall not be affected or diminished by the addition additional or release of any other Grantor hereunder, nor by any election of Secured Party Agent not to cause any Subsidiary of Company to become an Additional Grantor hereunder. This Agreement shall be fully effective as to any Grantor that is or becomes a party hereto regardless of whether any other Person becomes or fails to become or ceases to be a Grantor hereunder.
Appears in 1 contract
Sources: Debt Agreement (Loewen Group Inc)
Additional Grantors. The initial Grantors hereunder shall be Company, Holdings and such of the Subsidiaries of Company as are signatories hereto on the date hereof. From time to time subsequent to following the date hereofClosing Date, additional Subsidiaries of Company Borrower may become Additional parties hereto, as additional Grantors, by executing and delivering to Administrative Agent an Instrument of Joinder substantially in the form of Exhibit A hereto, accompanied by such documentation as Administrative Agent may require in connection therewith, wherein such additional Grantors agree to become a Counterpartparty hereto and to be bound hereby. Upon delivery of any such Counterpart Instrument of Joinder to Secured Partyand acceptance thereof by Administrative Agent, notice of which acceptance is hereby waived by Grantors, each such Additional additional Grantor shall be a Grantor and shall be as fully a party hereto as if such Additional Grantor were an original signatory heretohereof. Each Grantor expressly agrees that its obligations arising hereunder Obligations and the Liens upon its property granted herein shall not be affected or diminished by the addition or release of any other Grantor additional Grantors hereunder, nor by any election of Secured Party not to cause Borrower or any Subsidiary of Company Borrower to become an Additional additional Grantor hereunder. This Agreement shall be fully effective as to any Grantor that who is or becomes a party hereto regardless of whether any other Person becomes or fails to become or ceases to be a Grantor hereunder.
Appears in 1 contract
Sources: Credit Agreement (Herbst Gaming Inc)
Additional Grantors. The initial Grantors hereunder shall be Company, Holdings and such of the Subsidiaries of Company as are signatories hereto on the date hereof. From time to time subsequent to following the date hereofClosing Date, additional Subsidiaries of Company Borrower may become Additional parties hereto, as additional Grantors, by executing and delivering to the Administrative Agent an Instrument of Joinder substantially in the form of Exhibit A hereto, accompanied by such documentation as Administrative Agent may require in connection therewith, wherein such additional Grantors agree to become a Counterpartparty hereto and to be bound hereby. Upon delivery of any such Counterpart Instrument of Joinder to Secured Partyand acceptance thereof by the Administrative Agent, notice of which acceptance is hereby waived by Grantors, each such Additional additional Grantor shall be a Grantor and shall be as fully a party hereto as if such Additional Grantor were an original signatory heretohereof. Each Grantor expressly agrees that its obligations arising hereunder Obligations and the Liens upon its property granted herein shall not be affected or diminished by the addition or release of any other Grantor additional Grantors hereunder, nor by any election of Secured Party not to cause any Subsidiary of Company Borrower to become an Additional additional Grantor hereunder. This Agreement shall be fully effective as to any Grantor that who is or becomes a party hereto regardless of whether any other Person becomes or fails to become or ceases to be a Grantor hereunder.
Appears in 1 contract
Additional Grantors. The initial Grantors hereunder shall be CompanyBorrower and the Subsidiaries, Holdings and such of the Subsidiaries of Company if any, as are signatories hereto on the date hereofhereto. From time to time subsequent to following the date hereofClosing Date, additional Subsidiaries of Company Borrower may become Additional parties hereto, as additional Grantors, by executing and delivering to Secured Party an Instrument of Joinder substantially in the form of Exhibit A, accompanied by such documentation as Secured Party may require in connection therewith, wherein such additional Grantors agree to become a Counterpartparty hereto and to be bound hereby. Upon delivery of any such Counterpart Instrument of Joinder to and acceptance thereof by Secured Party, notice of which acceptance is hereby waived by Grantors, each such Additional additional Grantor shall be a Grantor and shall be as fully a party hereto as if such Additional Grantor were an original signatory heretohereof. Each Grantor expressly agrees that its obligations arising hereunder Obligations and the Liens upon its Property granted herein shall not be affected or diminished by the addition or release of any other Grantor additional Grantors hereunder, nor by any election of Secured Party not to cause any Subsidiary of Company Borrower to become an Additional additional Grantor hereunder. This Agreement shall be fully effective as to any Grantor that who is or becomes a party hereto regardless of whether any other Person becomes or fails to become or ceases to be a Grantor hereunder.
Appears in 1 contract
Sources: Note Purchase and Private Shelf Agreement (Wd 40 Co)
Additional Grantors. The initial Subsidiary Grantors hereunder shall be Company, Holdings and such of the Subsidiaries of Company LS&Co as are signatories hereto on the date hereof. From time to time subsequent to the date hereof, additional Domestic Subsidiaries (other than Restricted Subsidiaries) of Company LS&Co may become parties hereto as additional Grantors (each an “Additional GrantorsGrantor”), by executing a counterpart substantially in the form of Exhibit II attached hereto (the “Counterpart”). Upon delivery of any such Counterpart to Secured Partythe Agent, notice of which is hereby waived by the Grantors, each such Additional Grantor shall be a Grantor and shall be as fully a party hereto as if such Additional Grantor were an original signatory hereto. Each Grantor expressly agrees that its obligations arising hereunder shall not be affected or diminished by the addition or release of any other Grantor hereunder, nor by any election of Secured Party the Agent not to cause any Subsidiary of Company LS&Co to become an Additional Grantor hereunder. This Agreement shall be fully effective as to any Grantor that is or becomes a party hereto regardless of whether any other Person becomes or fails to become or ceases to be a Grantor hereunder.
Appears in 1 contract
Additional Grantors. The initial Grantors hereunder shall be Company, Holdings and such of the Subsidiaries of Company as are signatories hereto on the date hereof. From time to time subsequent to following the date hereofClosing Date, additional Domestic Subsidiaries of Company Borrower may become Additional parties hereto, as additional Grantors, by executing and delivering to Agent an Instrument of Joinder substantially in the form of Exhibit A hereto, accompanied by such documentation as Agent may require in connection therewith, wherein such additional Grantors agree to become a Counterpartparty hereto and to be bound hereby. Upon delivery of any such Counterpart Instrument of Joinder to Secured Partyand acceptance thereof by Agent, notice of which acceptance is hereby waived by Grantors, each such Additional additional Grantor shall be a Grantor and shall be as fully a party hereto as if such Additional Grantor were an original signatory heretohereof. Each Grantor expressly agrees that its obligations arising hereunder Secured Obligations and the Liens upon its Property granted herein shall not be affected or diminished by the addition or release of any other Grantor additional Grantors hereunder, nor by any election of Secured Party not to cause any Domestic Subsidiary of Company Borrower to become an Additional additional Grantor hereunder. This Agreement Assignment shall be fully effective as to any Grantor that who is or becomes a party hereto regardless of whether any other Person becomes or fails to become or ceases to be a Grantor hereunder.
Appears in 1 contract
Sources: Trademark Collateral Assignment (Central Financial Acceptance Corp)
Additional Grantors. The initial Subsidiary Grantors hereunder shall be Company, Holdings and such of the Subsidiaries of Company Borrower and Holdings as are signatories hereto on the date hereof. From time to time subsequent to the date hereof, additional Subsidiaries of Company Borrower and Holdings may become parties hereto as additional Grantors (each an “Additional GrantorsGrantor”), by executing a Counterpart substantially in the form of Exhibit III annexed hereto (each, a “Counterpart”). Upon delivery of any such Counterpart to Secured PartyCollateral Agent, notice of which is hereby waived by Grantors, each such Additional Grantor shall be a Grantor and shall be as fully a party hereto as if such Additional Grantor were an original signatory hereto. Each Grantor expressly agrees that its obligations arising hereunder shall not be affected or diminished by the addition or release of any other Grantor hereunder, nor by any election of Secured Party Collateral Agent not to cause any Subsidiary of Company Borrower and Holdings to become an Additional Grantor hereunder. This Agreement shall be fully effective as to any Grantor that is or becomes a party hereto regardless of whether any other Person becomes or fails to become or ceases to be a Grantor hereunder.
Appears in 1 contract
Sources: Pledge and Security Agreement (La Quinta Properties Inc)
Additional Grantors. The initial Subsidiary Grantors hereunder shall be Company, Holdings and such of the Subsidiaries of Company as are signatories hereto on the date hereof. From time to time subsequent to the date hereof, additional Subsidiaries of Company may become parties hereto as additional Grantors (each an “Additional GrantorsGrantor”), by executing a CounterpartCounterpart substantially in the form of Exhibit I annexed hereto. Upon delivery of any such Counterpart to Secured PartyCollateral Agent, notice of which is hereby waived by Grantors, each such Additional Grantor shall be a Grantor and shall be as fully a party hereto as if such Additional Grantor were an original signatory hereto. Each Grantor expressly agrees that its obligations arising hereunder shall not be affected or diminished by the addition or release of any other Grantor hereunder, nor by any election of Secured Party Collateral Agent not to cause any Subsidiary of Company to become an Additional Grantor hereunder. This Agreement shall be fully effective as to any Grantor that is or becomes a party hereto regardless of whether any other Person becomes or fails to become or ceases to be a Grantor hereunder.
Appears in 1 contract
Additional Grantors. The initial Grantors hereunder shall be Company, Holdings and such of the Subsidiaries of Company as are signatories hereto on the date hereof. From time to time subsequent to following the date hereofClosing Date, additional Subsidiaries of Company Persons may become Additional parties hereto, as additional Grantors, by executing and delivering to Secured Party an Instrument of Joinder substantially in the form of Exhibit A, accompanied by such documentation as the Secured Party may require in connection therewith, wherein such additional Grantors agree to become a Counterpartparty hereto and to be bound hereby. Upon delivery of any such Counterpart Instrument of Joinder to and acceptance thereof by Secured Party, notice of which acceptance is hereby waived by Grantors, each such Additional additional Grantor shall be a Grantor and shall be as fully a party hereto as if such Additional Grantor were an original signatory heretohereof. Each Grantor expressly agrees that its obligations arising hereunder Secured Obligations and the Liens upon its property granted herein shall not be affected or diminished by the addition or release of any other Grantor additional Grantors hereunder, nor by any election of Secured Party not to cause any Subsidiary of Company Borrower to become an Additional additional Grantor hereunder. This Agreement shall be fully effective as to any Grantor that who is or becomes a party hereto regardless of whether any other Person becomes or fails to become or ceases to be a Grantor hereunder.
Appears in 1 contract
Additional Grantors. The initial Grantors hereunder shall be CompanyParent Issuer, Holdings Company and such of the Subsidiaries of Company and Parent Issuer as are signatories hereto on the date hereof. From time to time subsequent to the date hereof, additional Subsidiaries of Company may become Additional Grantors, Grantors by executing a Counterpart. Upon delivery of any such Counterpart to Secured Party, notice of which is hereby waived by Grantors, each such Additional Grantor shall be a Grantor and shall be as fully a party hereto as if such Additional Grantor were an original signatory hereto. Each Grantor expressly agrees that its obligations arising hereunder shall not be affected or diminished by the addition or release of any other Grantor hereunder, nor by any election of Secured Party not to cause any Material Subsidiary of Company to become an Additional Grantor hereunder. This Agreement shall be fully effective as to any Grantor that is or becomes a party hereto regardless of whether any other Person becomes or fails to become or ceases to be a Grantor hereunder.. SF1:728435 17
Appears in 1 contract
Sources: Third Lien Subordinated Exchange Note Exchange Agreement (NextWave Wireless Inc.)
Additional Grantors. The initial Grantors hereunder shall be Company, Holdings and such of the Subsidiaries of Company as are signatories hereto on the date hereof. From time to time subsequent to the date hereof, additional Domestic Subsidiaries of Company may become parties hereto as Additional Grantors, by executing and delivering to the Administrative Agent a Counterpartcompleted Pledge Supplement, substantially in the form of Annex II. Upon Subject to delivery of any such Counterpart counterpart agreement to Secured Partythe Administrative Agent, notice of which is hereby waived by the Grantors, each such Additional Grantor shall be a Grantor and shall be as fully a party hereto as if such Additional Grantor were an original signatory hereto. Each Grantor expressly agrees that its such Grantor’s obligations arising hereunder shall not be affected or diminished by the addition or release of any other Grantor hereunder, nor by any election of Secured Party Administrative Agent not to cause any Subsidiary of Company any Grantor to become an Additional Grantor hereunder. This Agreement shall be fully effective as to any Grantor that is or becomes a party hereto regardless of whether any other Person becomes or fails to become or ceases to be a Grantor hereunder.
Appears in 1 contract
Sources: Pledge and Security Agreement (Talecris Biotherapeutics Holdings Corp.)
Additional Grantors. The initial Grantors hereunder shall be CompanyWD 40, Holdings WD-40 Manufacturing, HPD Holdings, and such of the Subsidiaries of Company as are signatories hereto on the date hereofHPD Laboratories. From time to time subsequent to following the date hereofClosing Date, additional Subsidiaries Affiliates of Company WD-40 may become Additional parties hereto, as additional Grantors, by executing and delivering to Secured Party an Instrument of Joinder substantially in the form of Exhibit A, accompanied by such documentation as the Secured Party may require in connection therewith, wherein such additional Grantors agree to become a Counterpartparty hereto and to be bound hereby. Upon delivery of any such Counterpart Instrument of Joinder to and acceptance thereof by Secured Party, notice of which acceptance is hereby waived by Grantors, each such Additional additional Grantor shall be a Grantor and shall be as fully a party hereto as if such Additional Grantor were an original signatory heretohereof. Each Grantor expressly agrees that its obligations arising hereunder Secured Obligations and the Liens upon its Property granted herein shall not be affected or diminished by the addition or release of any other Grantor additional Grantors hereunder, nor by any election of Secured Party not to cause any Subsidiary other Affiliate of Company WD-40 to become an Additional additional Grantor hereunder. This Agreement shall be fully effective as to any Grantor that who is or becomes a party hereto regardless of whether any other Person becomes or fails to become or ceases to be a Grantor hereunder.
Appears in 1 contract
Sources: Note Purchase and Private Shelf Agreement (Wd 40 Co)
Additional Grantors. The initial Subsidiary Grantors hereunder shall be Company, Holdings and such of the Subsidiaries of Company as are signatories hereto on the date hereof. From time to time subsequent to the date hereof, additional Subsidiaries of Company may become Additional Grantorsparties hereto as additional Grantors (each an "ADDITIONAL GRANTOR"), by executing a CounterpartCounterpart substantially in the form of Exhibit I annexed hereto. Upon delivery of any such Counterpart to Secured Party, notice of which is hereby waived by Grantors, each such Additional Grantor shall be a Grantor and shall be as fully a party hereto as if such Additional Grantor were an original signatory hereto. Each Grantor expressly agrees that its obligations arising hereunder shall not be affected or diminished by the addition or release of any other Grantor hereunder, nor by any election of Secured Party Administrative Agent not to cause any Subsidiary of Company to become an Additional Grantor hereunder. This Agreement shall be fully effective as to any Grantor that is or becomes a party hereto regardless of whether any other Person becomes or fails to become or ceases to be a Grantor hereunder.
Appears in 1 contract
Additional Grantors. The initial Grantors hereunder shall be Company, Holdings the Company and such of the Subsidiaries of the Company as are signatories hereto on the date hereof. From time to time subsequent to the date hereof, additional Subsidiaries of the Company may become Additional parties hereto, as additional Grantors, by executing a Counterpartcounterpart of this Agreement substantially in the form of Appendix C attached hereto. Upon delivery of any such Counterpart counterpart to the Secured Party, notice of which is hereby waived by Grantors, each such Additional additional Grantor shall be a Grantor and shall be as fully a party hereto as if such Additional Grantor were an original signatory heretohereof. Each Grantor expressly agrees that its joint and several obligations arising hereunder shall not be affected or diminished by the addition or release of any other Grantor hereunder, nor by any election of Secured Party the Agent not to cause any Subsidiary of the Company to become an Additional additional Grantor hereunder. This Agreement shall be fully effective as to any Grantor that is or becomes a party hereto regardless of whether any other Person becomes or fails to become or ceases to be a Grantor hereunder.
Appears in 1 contract
Sources: Senior Secured Revolving Credit Agreement (Wyndham Hotel Corp)
Additional Grantors. The initial Subsidiary Grantors hereunder shall be Company, Holdings and such of the Material Subsidiaries of Company Borrower as are signatories hereto on the date hereof. From time to time subsequent to the date hereof, additional Subsidiaries of Company Borrower may become Additional Grantorsparties hereto as additional Grantors (each an "ADDITIONAL GRANTOR"), by executing a CounterpartCounterpart substantially in the form of Exhibit VI annexed hereto. Upon delivery of any such Counterpart to Secured Party, notice of which is hereby waived by Grantors, each such Additional Grantor shall be a Grantor and shall be as fully a party hereto as if such Additional Grantor were an original signatory hereto. Each Grantor expressly agrees that its obligations arising hereunder shall not be affected or diminished by the addition or release of any other Grantor hereunder, nor by any election of Secured Party Administrative Agent not to cause any Subsidiary of Company Borrower to become an Additional Grantor hereunder. This Agreement shall be fully effective as to any Grantor that is or becomes a party hereto regardless of whether any other Person becomes or fails to become or ceases to be a Grantor hereunder.party
Appears in 1 contract
Sources: Security Agreement (Brand Services)
Additional Grantors. The initial Grantors hereunder shall be Company, Holdings and such of the Subsidiaries of Company as are signatories hereto on the date hereof. From time to time subsequent to the date hereofClosing Date, additional Subsidiaries of Company Persons may become parties hereto as additional Grantors (each, an “Additional Grantors, Grantor”) by executing a CounterpartCollateral Agreement Supplement, accompanied by such documentation as the Administrative Agent may reasonably require in accordance with Section 8.13 of the Credit Agreement. Upon delivery of any such Counterpart Collateral Agreement Supplement to Secured Partythe Administrative Agent, notice of which is hereby waived by Grantorseach Grantor, each such Additional Grantor shall be a Grantor and shall be as fully a party hereto as if such Additional Grantor were an original signatory hereto. Each Grantor expressly agrees that its obligations arising hereunder shall not be affected or diminished by the addition or release of any other Grantor hereunder, nor by any election of Secured Party the Administrative Agent not to cause any Subsidiary of Company Borrower to become an Additional Grantor hereunder. This Subject to Section 11, this Agreement shall be fully effective as to any Grantor that is or becomes a party hereto regardless of whether any other Person becomes or fails to become or ceases to be a Grantor hereunder.
Appears in 1 contract
Sources: Collateral Agreement (Dts, Inc.)
Additional Grantors. The initial Grantors hereunder shall be Company, Holdings and such of the Subsidiaries Subsidiary of Company as are signatories that is a signatory hereto on the date hereof. From time to time subsequent to the date hereof, additional Subsidiaries of Company may become Additional Grantorsparties hereto, as additional Grantors (each an "ADDITIONAL GRANTOR"), by executing a Counterpartcounterpart of this Agreement substantially in the form of Schedule 20 annexed hereto, by executing, delivering and recording in all places where this Agreement is recorded an appropriate Copyright Security Agreement, substantially in the form hereof, with appropriate insertions, or by executing an Amendment to this Agreement, as Secured Party may direct. Upon delivery of any such Counterpart counterpart to Secured Party, notice of which is hereby waived by Grantors, each such Additional Grantor shall be a Grantor and shall be as fully a party hereto as if such Additional Grantor were an original signatory heretohereof. Each Grantor expressly agrees that its obligations arising hereunder shall not be affected or diminished by the addition or release of any other Grantor hereunder, nor by any election of Secured Party not to cause any Subsidiary of Company to become an Additional Grantor hereunder. This Agreement shall be fully effective as to any Grantor that is or becomes a party hereto regardless of whether any other Person becomes or fails to become or ceases to be a Grantor hereunder.
Appears in 1 contract
Additional Grantors. The initial Grantors hereunder shall be Company, Holdings include the Company and such of the any Subsidiaries of Company as are signatories hereto on of the date hereof. From time to time subsequent to the date hereof, additional Subsidiaries of Company Persons may become parties hereto, as additional Grantors (each, an “Additional GrantorsGrantor”), by executing a Counterpartcounterpart of this Agreement. Upon delivery of any such Counterpart counterpart to the Secured PartyParties, notice of which is hereby waived by the Grantors, each such Additional Grantor shall be a Grantor and shall be as fully a party hereto as if such Additional Grantor were an original signatory hereto. Each Grantor expressly agrees that its obligations arising hereunder shall not be affected or diminished by the addition or release of any other Grantor hereunder, hereunder nor by any election of Secured Party Parties not to cause any Subsidiary of Company Person to become an Additional Grantor hereunder. This Agreement shall be fully effective as to any Grantor that is or becomes a party hereto regardless of whether any other Person becomes or fails to become or ceases to be a Grantor hereunder.
Appears in 1 contract
Additional Grantors. The initial Grantors hereunder shall be Company, Holdings and such of the Subsidiaries of Company as are signatories hereto on the date hereof. From time to time subsequent to the date hereof, additional Subsidiaries of Company Persons may become parties hereto as additional Grantors (each, an “Additional GrantorsGrantor”), by executing a Counterpartcounterpart agreement. Upon delivery of any such Counterpart counterpart agreement to Secured Partythe Administrative Agent, notice of which is hereby waived by Grantors, each such Additional Grantor shall be a Grantor and shall be as fully a party hereto as if such Additional Grantor were an original signatory hereto. Each Grantor expressly agrees that its obligations arising hereunder shall not be affected or diminished by the addition or release of any other Grantor hereunder, nor by any waiver or election of Secured Party not the Administrative Agent or the Required Lenders of any requirement under the Financing Agreement to cause any Subsidiary of Company Borrower to become an Additional Grantor hereunder. This Agreement shall be fully effective as to any Grantor that is or becomes a party hereto regardless of whether any other Person becomes or fails to become or ceases to be a Grantor hereunder.
Appears in 1 contract
Sources: Pledge and Security Agreement (Clovis Oncology, Inc.)
Additional Grantors. The initial Grantors hereunder shall be Company, Holdings cause each affiliated entity that has executed a security agreement in favor of IDB to become party to the Guaranty and such of the Subsidiaries of Company this Security Agreement as are signatories hereto on the date hereofa Grantor. From time to time subsequent to the date hereof, additional Subsidiaries of Company Persons may become parties hereto as additional Grantors (each, an “Additional GrantorsGrantor”), by executing a Counterpartcounterpart of this Security Agreement substantially in the form of Exhibit A attached hereto. Upon delivery of any such Counterpart counterpart to Secured PartyAsta Group, notice of which is hereby waived by the Grantors, each such Additional Grantor shall be a Grantor and shall be as fully a party hereto as if such Additional Grantor were an original signatory hereto. Each Grantor expressly agrees that its obligations arising hereunder shall not be affected or diminished by the addition or release of any other Grantor hereunder, hereunder nor by any election of Secured Party Asta Group not to cause any Subsidiary of Company Credit Party (as defined in the Loan Agreement) or any other Person to become an Additional Grantor hereunder. This Security Agreement shall be fully effective as to any Grantor that is or becomes a party hereto regardless of whether any other Person becomes or fails to become or ceases to be a Grantor hereunder.
Appears in 1 contract
Sources: Subordinated Guarantor Security Agreement (Asta Funding Inc)
Additional Grantors. The initial Subsidiary Grantors hereunder shall be Company, Holdings and such of the Subsidiaries of Company as are signatories hereto on the date hereof. From time to time subsequent to the date hereof, additional Subsidiaries of Company may become parties hereto as additional Grantors (each an "Additional GrantorsGrantor"), by executing a CounterpartCounterpart substantially in the form of Exhibit I annexed hereto. Upon delivery of any such Counterpart to Secured PartyCollateral Agent, notice of which is hereby waived by Grantors, each such Additional Grantor shall be a Grantor and shall be as fully a party hereto as if such Additional Grantor were an original signatory hereto. Each Grantor expressly agrees that its obligations arising hereunder shall not be affected or diminished by the addition or release of any other Grantor hereunder, nor by any election of Secured Party Collateral Agent not to cause any Subsidiary of Company to become an Additional Grantor hereunder. This Agreement shall be fully effective as to any Grantor that is or becomes a party hereto regardless of whether any other Person becomes or fails to become or ceases to be a Grantor hereunder.
Appears in 1 contract
Additional Grantors. The initial Grantors hereunder shall be CompanyBorrower and the Subsidiaries, Holdings and such of the Subsidiaries of Company if any, as are signatories hereto on the date hereofhereto. From time to time subsequent to following the date hereofClosing Date, additional Subsidiaries of Company Borrower may become Additional parties hereto as required by the Credit Agreement, as additional Grantors, by executing and delivering to Secured Party an Instrument of Joinder substantially in the form of Exhibit A, accompanied by such documentation as Secured Party may require in connection therewith, wherein such additional Grantors agree to become a Counterpartparty hereto and to be bound hereby. Upon delivery of any such Counterpart Instrument of Joinder to and acceptance thereof by Secured Party, notice of which acceptance is hereby waived by Grantors, each such Additional additional Grantor shall be a Grantor and shall be as fully a party hereto as if such Additional Grantor were an original signatory heretohereof. Each Grantor expressly agrees that its obligations arising hereunder Secured Obligations and the Liens upon its Property granted herein shall not be affected or diminished by the addition or release of any other Grantor additional Grantors hereunder, nor by any election of Secured Party not to cause any Subsidiary of Company Borrower to become became an Additional additional Grantor hereunder. This Agreement Assignment shall be fully effective as to any Grantor that who is or becomes a party hereto regardless of whether any other Person becomes or fails to become or ceases to be a Grantor hereunder.
Appears in 1 contract
Additional Grantors. The initial Grantors hereunder shall be Company, Holdings and such of the Subsidiaries of Company as are signatories hereto on the date hereof. From time to time subsequent to the date hereof, additional US Restricted Holding Company Subsidiaries of Company may become parties hereto as additional Grantors (each, an “Additional Grantors, Grantor”) by executing a CounterpartCounterpart Agreement. Upon delivery of any such Counterpart Agreement to Secured Partythe Collateral Agent, notice of which is hereby waived by Grantors, each such Additional Grantor shall be a Grantor and shall be as fully a party hereto as if such Additional Grantor were an original signatory hereto. Each Grantor expressly agrees that its obligations arising hereunder shall not be affected or diminished by the addition or release of any other Grantor hereunder, nor by any election of Secured Party Collateral Agent not to cause any US Restricted Holding Company Subsidiary of Company to become an Additional Grantor hereunder. This Agreement shall be fully effective as to any Grantor that is or becomes a party hereto regardless of whether any other Person becomes or fails to become or ceases to be a Grantor hereunder.
Appears in 1 contract
Sources: Credit and Guaranty Agreement (Pattern Energy Group Inc.)
Additional Grantors. The initial Grantors hereunder shall be Company, Holdings and such of the Subsidiaries of Company as are signatories hereto on the date hereof. From time to time subsequent to the date hereof, additional Subsidiaries of Company Persons may become parties hereto as additional Grantors (each, an “Additional GrantorsGrantor”), by executing a CounterpartPledge Supplement. Upon delivery of any such Counterpart Pledge Supplement to Secured Partythe Collateral Agent, notice of which is hereby waived by Grantors, each such Additional Grantor shall be a Grantor and shall be as fully a party hereto as if such Additional Grantor were an original signatory hereto. Each Grantor expressly agrees that its obligations arising hereunder shall not be affected or diminished by the addition or release of any other Grantor hereunder, nor by any election of Secured Party Collateral Agent not to cause any Subsidiary subsidiary of Company Borrower to become an Additional Grantor hereunder. This Agreement shall be fully effective as to any Grantor that is or becomes a party hereto regardless of whether any other Person becomes or fails to become or ceases to be a Grantor hereunder. Notwithstanding anything herein to the contrary, in no event shall a Controlled Foreign Corporation become a Grantor or an Additional Grantor.
Appears in 1 contract
Sources: Credit and Guaranty Agreement (TerraForm Power, Inc.)
Additional Grantors. The initial Grantors hereunder shall be Company, Holdings and such of the Subsidiaries of Company as are signatories hereto on the date hereof. From time to time subsequent to the date hereof, additional Subsidiaries of Company Persons may become parties hereto as additional Grantors (each, an “Additional GrantorsGrantor”), by executing a CounterpartSupplement to the Pledge and Security Agreement. Upon delivery of any such Counterpart Supplement to Secured Partythe Pledge and Security Agreement in substantially the form of Exhibit G hereto to the Revolving Collateral Agent, notice of which is hereby waived by the Grantors, each such Additional Grantor shall be a Grantor and shall be as fully a party hereto as if such Additional Grantor were an original signatory hereto. Each Grantor expressly agrees that its obligations arising hereunder shall not be affected or diminished by the addition or release of any other Grantor hereunder, nor by any election of Secured Party Revolving Collateral Agent not to cause any Restricted Subsidiary of Company the Borrower to become an Additional Grantor hereunder. This Agreement shall be fully effective as to any Grantor that is or becomes a party hereto regardless of whether any other Person becomes or fails to become or ceases to be a Grantor hereunder.
Appears in 1 contract
Sources: Revolving Credit and Guaranty Agreement (REV Group, Inc.)
Additional Grantors. The initial Subsidiary Grantors hereunder shall be Company, Holdings and such of the Subsidiaries of Company as are signatories hereto on the date hereof. From time to time subsequent to the date hereof, additional Subsidiaries of Company may become parties hereto as additional Grantors (each an "Additional GrantorsGrantor"), by executing a CounterpartCounterpart substantially in the form of Exhibit VI annexed hereto. ---------- Upon delivery of any such Counterpart to Secured Party, notice of which is hereby waived by Grantors, each such Additional Grantor shall be a Grantor and shall be as fully a party hereto as if such Additional Grantor were an original signatory hereto. Each Grantor expressly agrees that its obligations arising hereunder shall not be affected or diminished by the addition or release of any other Grantor hereunder, nor by any election of Secured Party Administrative Agent not to cause any Subsidiary of Company to become an Additional Grantor hereunder. This Agreement shall be fully effective as to any Grantor that is or becomes a party hereto regardless of whether any other Person becomes or fails to become or ceases to be a Grantor hereunder.
Appears in 1 contract
Additional Grantors. The initial Grantors hereunder shall be Company, Holdings and such of the Subsidiaries of Company as are signatories hereto on the date hereof. From time to time subsequent to following the date hereofRestatement Date, additional Subsidiaries of Company Persons may become Additional parties hereto, as additional Grantors, by executing and delivering to Secured Party an Instrument of Joinder substantially in the form of Exhibit A attached hereto, accompanied by such documentation as Secured Party may require in connection therewith, wherein such additional Grantors agree to become a Counterpartparty hereto and to be bound hereby. Upon delivery of any such Counterpart Instrument of Joinder to and acceptance thereof by Secured Party, notice of which acceptance is hereby waived by Grantors, each such Additional additional Grantor shall be a Grantor and shall be as fully a party hereto as if such Additional Grantor were an original signatory heretohereof. Each Grantor expressly agrees that its obligations arising hereunder Secured Obligations and the Liens upon its Property granted herein shall not be affected or diminished by the addition or release of any other Grantor additional Grantors hereunder, nor by any election of Secured Party not to cause any Subsidiary of Company other Person to become an Additional additional Grantor hereunder. This Agreement shall be fully effective as to any Grantor that who is or becomes a party hereto regardless of whether any other Person becomes or fails to become or ceases to be a Grantor hereunder.
Appears in 1 contract
Sources: Security Agreement (NGA Holdco, LLC)
Additional Grantors. The initial Grantors hereunder shall be Company, Holdings the Borrowers and such Subsidiaries of the Subsidiaries of Company Borrowers as are signatories hereto on the date hereof. From time to time subsequent to the date hereof, additional Subsidiaries of Company any Borrower may become parties hereto, as additional Grantors (each an "Additional GrantorsGrantor"), by executing a Counterpartjoinder in the form of Exhibit B attached hereto. Upon delivery of any such Counterpart joinder to Secured PartyAgent, notice of which is hereby waived by Grantors, each such Additional Grantor shall be a Grantor and shall be as fully a party hereto as if such Additional Grantor were an original signatory heretohereof. Each Grantor expressly agrees that its obligations arising hereunder shall not be affected or diminished by the addition or release of any other Grantor hereunder, nor by any election of Secured Party Agent not to cause any Subsidiary of Company any Borrower to become an Additional Grantor hereunder. This Agreement shall be fully effective as to any Grantor that is or becomes a party hereto regardless of whether any other Person becomes or fails to become or ceases to be a Grantor hereunder.
Appears in 1 contract
Sources: Security Agreement (Mediabay Inc)
Additional Grantors. The initial Grantors hereunder shall be Company, Holdings Borrower and such of the Subsidiaries of Company Borrower as are signatories hereto on the date hereof. From time to time subsequent to the date hereof, additional Subsidiaries 92815879_6 of Company Borrower may become Additional Grantors, by executing a Counterpart. Upon delivery of any such Counterpart to Secured Party, notice of which is hereby waived by Grantors, each such Additional Grantor shall be a Grantor and shall be as fully a party hereto as if such Additional Grantor were an original signatory hereto. Each Grantor expressly agrees that its obligations arising hereunder shall not be affected or diminished by the addition or release of any other Grantor hereunder, nor by any election of Secured Party not to cause any Subsidiary of Company Borrower to become an Additional Grantor hereunder. This Agreement shall be fully effective as to any Grantor that is or becomes a party hereto regardless of whether any other Person becomes or fails to become or ceases to be a Grantor hereunder.
Appears in 1 contract
Sources: Credit Agreement (Quidel Corp /De/)
Additional Grantors. The initial Subsidiary Grantors hereunder shall be Company, Holdings and such of the Subsidiaries of Company Borrowers as are signatories hereto on the date hereof. From time to time subsequent to the date hereof, additional Subsidiaries of Company Borrowers may become Additional Grantorsparties hereto as additional Grantors (each an "ADDITIONAL GRANTOR"), by executing a CounterpartCounterpart substantially in the form of EXHIBIT III annexed hereto (each, a "COUNTERPART"). Upon delivery of any such Counterpart to Secured PartyCollateral Agent, notice of which is hereby waived by Grantors, each such Additional Grantor shall be a Grantor and shall be as fully a party hereto as if such Additional Grantor were an original signatory hereto. Each Grantor expressly agrees that its obligations arising hereunder shall not be affected or diminished by the addition or release of any other Grantor hereunder, nor by any election of Secured Party Administrative Agent not to cause any Subsidiary of Company Borrowers to become an Additional Grantor hereunder. This Agreement shall be fully effective as to any Grantor that is or becomes a party hereto regardless of whether any other Person becomes or fails to become or ceases to be a Grantor hereunder.
Appears in 1 contract
Additional Grantors. The initial Subsidiary Grantors hereunder shall be Company, Holdings and such of the Subsidiaries of Company LS&Co. as are signatories hereto on the date hereof. From time to time subsequent to the date hereof, additional Domestic Subsidiaries (other than Restricted Subsidiaries) of Company LS&Co. may become parties hereto as additional Grantors (each an “Additional GrantorsGrantor”), by executing a counterpart substantially in the form of Exhibit II attached hereto (the “Counterpart”). Upon delivery of any such Counterpart counterpart to Secured Partythe Agent, notice of which is hereby waived by the Grantors, each such Additional Grantor shall be a Grantor and shall be as fully a party hereto as if such Additional Grantor were an original signatory hereto. Each Grantor expressly agrees that its obligations arising hereunder shall not be affected or diminished by the addition or release of any other Grantor hereunder, nor by any election of Secured Party the Agent not to cause any Subsidiary of Company LS&Co. to become an Additional Grantor hereunder. This Agreement shall be fully effective as to any Grantor that is or becomes a party hereto regardless of whether any other Person becomes or fails to become or ceases to be a Grantor hereunder.
Appears in 1 contract
Additional Grantors. The initial Grantors hereunder shall be Company, Holdings and such of the Subsidiaries of Company as are signatories hereto on the date hereof. From time to time subsequent to the date hereof, additional Subsidiaries of Company may become Additional parties hereto, as additional Grantors, by executing a Counterpartcounterpart of this Agreement substantially in the form of Exhibit A annexed hereto. Upon delivery of any such Counterpart counterpart to Secured Party, notice of which is hereby waived by Grantors, each such Additional additional Grantor shall be a Grantor and shall be as fully a party hereto as if such Additional Grantor were an original signatory heretohereof. Each Grantor expressly agrees that its joint and several obligations arising hereunder shall not be affected or diminished by the addition or release of any other Grantor hereunder, nor by any election of Secured Party Requisite Lenders not to cause any Subsidiary of Company to become an Additional additional Grantor hereunder. This Agreement shall be fully effective as to any Grantor that is or becomes a party hereto regardless of whether any other Person becomes or fails to become or ceases to be a Grantor hereunder.
Appears in 1 contract
Sources: Pledge and Security Agreement (Regent Communications Inc)
Additional Grantors. The initial Grantors hereunder shall be Company, Holdings and such of the Subsidiaries of Company as are signatories hereto on the date hereof. From time to time subsequent to the date hereof, additional Subsidiaries of Company Persons may become parties hereto as additional Grantors (each, an “Additional GrantorsGrantor”), by executing a Counterpart. supplement to this Agreement (a “Collateral Agreement Supplement”) in the form attached hereto as Exhibit E. Upon delivery of any such Counterpart Collateral Agreement Supplement to Secured Partythe Administrative Agent, notice of which is hereby waived by the Grantors, each such Additional Grantor shall be a Grantor and shall be as fully a party hereto as if such Additional Grantor were an original signatory hereto. Each Grantor expressly agrees that its obligations arising hereunder shall not be affected or diminished by the addition or release of any other Grantor hereunder, nor by any election of Secured Party the Administrative Agent not to cause any Subsidiary of Company the Borrower to become an Additional Grantor hereunder. This Agreement shall be fully effective as to any Grantor that is or becomes a party hereto regardless of whether any other Person becomes or fails to become or ceases to be a Grantor hereunder.
Appears in 1 contract
Additional Grantors. The initial Grantors hereunder shall be Company, Holdings and such of the Subsidiaries Subsidiary of Company as are signatories that is a signatory hereto on the date hereof. From time to time subsequent to the date hereof, additional Subsidiaries of Company may become Additional Grantorsparties hereto, as additional Grantors (each an "ADDITIONAL GRANTOR"), by executing a Counterpartcounterpart of this Agreement substantially in the form of Schedule 5 annexed hereto. Upon delivery of any such Counterpart counterpart to Secured PartyTrustee, notice of which is hereby waived by Grantors, each such Additional Grantor shall be a Grantor and shall be as fully a party hereto as if such Additional Grantor were an original signatory heretohereof. Each Grantor expressly agrees that its obligations arising hereunder shall not be affected or diminished by the addition or release of any other Grantor hereunder, nor by any election of Secured Party Trustee not to cause any Subsidiary of Company to become an Additional Grantor hereunder. This Agreement shall be fully effective as to any Grantor that is or becomes a party hereto regardless of whether any other Person becomes or fails to become or ceases to be a Grantor hereunder.
Appears in 1 contract
Additional Grantors. The initial Grantors hereunder shall be Company, Holdings and such of the Subsidiaries of Company as are signatories hereto on the date hereof. From time to time subsequent to the date hereof, additional Subsidiaries of Company may become Additional Grantorsparties hereto, as additional Grantors (each an "ADDITIONAL GRANTOR"), by executing a Counterpartexecuting, delivering and recording in all places where this Agreement is recorded an appropriate Patent and Trademark Security Agreement, substantially in the form hereof, with appropriate insertions, or an amendment to this Agreement. Upon delivery of any such Counterpart agreement or amendment to Secured PartyTrustee, notice of which is hereby waived by Grantors, each such Additional Grantor shall be a Grantor and shall be as fully a party hereto as if such Additional Grantor were an original signatory hereto. Each Grantor expressly agrees that its obligations arising hereunder shall not be affected or diminished by the addition or release of any other Grantor hereunder, nor by any election of Secured Party Trustee not to cause any Subsidiary of Company to become an Additional Grantor hereunder. This Agreement shall be fully effective as to any Grantor that is or becomes a party hereto regardless of whether any other Person becomes or fails to become or ceases to be a Grantor hereunder.
Appears in 1 contract
Sources: Patent and Trademark Security Agreement (Zilog Inc)
Additional Grantors. The initial Grantors hereunder shall be Company, Holdings and such of the Subsidiaries of Company as are signatories hereto on the date hereof. From time to time subsequent to the date hereofClosing Date, additional Subsidiaries of Company Persons may become parties hereto as additional Grantors (each, an “Additional Grantors, Grantor”) by executing a CounterpartSecurity Agreement Supplement, accompanied by such documentation as required by the Loan Agreement and such documentation as Agent may otherwise reasonably require to establish the due organization, valid existence and good standing of each such Person, its qualification to engage in business in each jurisdiction where its ownership, lease or operation of properties or the conduct of its business requires such qualification, its authority to execute, deliver and perform this Agreement, and the identity, authority and capacity of each Authorized Signatory thereof authorized to act on its behalf. Upon delivery of any such Counterpart Security Agreement Supplement to Secured PartyAgent, notice of which is hereby waived by Grantorseach Grantor, each such Additional Grantor shall be a Grantor and shall be as fully a party hereto as if such Additional Grantor were an original signatory hereto. Each Grantor expressly agrees that its obligations arising hereunder shall not be affected or diminished by the addition or release of any other Grantor hereunder, nor by any election of Secured Party Agent not to cause any Subsidiary of Company Borrower to become an Additional Grantor hereunder. This Agreement shall be fully effective as to any Grantor that is or becomes a party hereto regardless of whether any other Person becomes or fails to become or ceases to be a Grantor hereunder.
Appears in 1 contract
Sources: Security Agreement (Dts, Inc.)
Additional Grantors. The initial Subsidiary Grantors hereunder shall be Company, Holdings and such of the Subsidiaries of Company LS&Co. as are signatories hereto on the date hereof. From time to time subsequent to the date hereof, additional Domestic Subsidiaries (other than Restricted Subsidiaries) of Company LS&Co. may become Additional Grantorsparties hereto as additional Grantors (each an "ADDITIONAL GRANTOR"), by executing a Counterpartcounterpart substantially in the form of EXHIBIT II attached hereto (the "COUNTERPART"). Upon delivery of any such Counterpart counterpart to Secured Partythe Agent, notice of which is hereby waived by the Grantors, each such Additional Grantor shall be a Grantor and shall be as fully a party hereto as if such Additional Grantor were an original signatory hereto. Each Grantor expressly agrees that its obligations arising hereunder shall not be affected or diminished by the addition or release of any other Grantor hereunder, nor by any election of Secured Party the Agent not to cause any Subsidiary of Company LS&Co. to become an Additional Grantor hereunder. This Agreement shall be fully effective as to any Grantor that is or becomes a party hereto regardless of whether any other Person becomes or fails to become or ceases to be a Grantor hereunder.
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Additional Grantors. The initial Grantors hereunder shall be Company, Holdings Company and such of the Subsidiaries of Company as are signatories hereto on the date hereof. From time to time subsequent to the date hereof, additional Subsidiaries of Company may become Additional Grantors, by executing a Counterpart. Upon delivery of any such Counterpart to Secured PartyCollateral Agent, notice of which is hereby waived by Grantors, each such Additional Grantor shall be a Grantor and shall be as fully a party hereto as if such Additional Grantor were an original signatory hereto. Each Grantor expressly agrees that its obligations arising hereunder shall not be affected or diminished by the addition or release of any other Grantor hereunder, nor by any election of Secured Party Collateral Agent not to cause any Subsidiary of Company to become an Additional Grantor hereunder. This Agreement shall be fully effective as to any Grantor that is or becomes a party hereto regardless of whether any other Person becomes or fails to become or ceases to be a Grantor hereunder.
Appears in 1 contract
Sources: Security Agreement (Loral Space & Communications Inc.)
Additional Grantors. The initial Grantors hereunder shall be Company, Holdings the Borrower and such of the Significant Domestic Subsidiaries of Company as are signatories hereto on the date hereofhereto. From time to time subsequent to following the date hereofClosing Date, additional Significant Domestic Subsidiaries of Company the Borrower may become Additional parties hereto, as additional Grantors, by executing and delivering to Secured Party an Instrument of Joinder substantially in the form of Exhibit A, accompanied by such documentation as the Secured Party may require in connection therewith, wherein such additional Grantors agree to become a Counterpartparty hereto and to be bound hereby. Upon delivery of any such Counterpart Instrument of Joinder to and acceptance thereof by Secured Party, notice of which acceptance is hereby waived by Grantors, each such Additional additional Grantor shall be a Grantor and shall be as fully a party hereto as if such Additional Grantor were an original signatory heretohereof. Each Grantor expressly agrees that its obligations arising hereunder Obligations and the Liens upon its Property granted herein shall not be affected or diminished by the addition or release of any other Grantor additional Grantors hereunder, nor by any election of Secured Party not to cause any Significant Domestic Subsidiary of Company the Borrower to become an Additional additional Grantor hereunder. This Agreement shall be fully effective as to any Grantor that who is or becomes a party hereto regardless of whether any other Person becomes or fails to become or ceases to be a Grantor hereunder.
Appears in 1 contract
Additional Grantors. The initial Grantors hereunder shall be Company, Holdings and such of the Subsidiaries of Company as are signatories hereto on the date hereof. From time to time subsequent to following the date hereofClosing Date, additional Significant Subsidiaries of Company the Borrower may become Additional parties hereto, as additional Grantors, by executing and delivering to the Bank an Instrument of Joinder substantially in the form of EXHIBIT A, accompanied by such documentation as the Bank may require in connection therewith, wherein such additional Grantors agree to become a Counterpartparty hereto and to be bound hereby. Upon delivery of any such Counterpart Instrument of Joinder to Secured Partyand acceptance thereof by the Bank, notice of which acceptance is hereby waived by Grantors, each such Additional additional Grantor shall be a Grantor and shall be as fully a party hereto as if such Additional Grantor were an original signatory heretohereof. Each Grantor expressly agrees that its obligations arising hereunder Secured Obligations and the liens upon its property granted herein shall not be affected or diminished by the addition or release of any other Grantor additional Grantors hereunder, nor by any election of Secured Party the Bank not to cause any Subsidiary other Significant Subsidiaries of Company the Borrower to become an Additional additional Grantor hereunder. This Agreement shall be fully effective as to any Grantor that who is or becomes a party hereto regardless of whether any other Person person becomes or fails to become or ceases to be a Grantor hereunder.
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Additional Grantors. The initial Grantors hereunder shall be CompanyBorrower and the Subsidiaries, Holdings and such of the Subsidiaries of Company if any, as are signatories hereto on the date hereofhereto. From time to time subsequent to following the date hereofEffective Date, additional Subsidiaries of Company Borrower may become Additional parties hereto as required by the Amended and Restated Credit Agreement, as additional Grantors, by executing and delivering to Secured Party an Instrument of Joinder substantially in the form of Exhibit A, accompanied by such documentation as Secured Party may reasonably require in connection therewith, wherein such additional Grantors agree to become a Counterpartparty hereto and to be bound hereby. Upon delivery of any such Counterpart Instrument of Joinder to and acceptance thereof by Secured Party, notice of which acceptance is hereby waived by Grantors, each such Additional additional Grantor shall be a Grantor and shall be as fully a party hereto as if such Additional Grantor were an original signatory heretohereof. Each Grantor expressly agrees that its obligations arising hereunder Secured Obligations and the Liens upon its Collateral granted herein shall not be affected or diminished by the addition or release of any other Grantor additional Grantors hereunder, nor by any election of Secured Party not to cause any Subsidiary of Company Borrower to become became an Additional additional Grantor hereunder. This Agreement Assignment shall be fully effective as to any Grantor that who is or becomes a party hereto regardless of whether any other Person becomes or fails to become or ceases to be a Grantor hereunder.
Appears in 1 contract
Additional Grantors. The initial Grantors hereunder shall be Company, Holdings and such of the Subsidiaries of Company as are signatories hereto on the date hereof. From time to time subsequent to the date hereof, to the extent required by the Note Documents, additional Subsidiaries of Company Persons may become parties hereto as additional Grantors (each, an “Additional GrantorsGrantor”), by executing a CounterpartJoinder to Pledge and Security Agreement. Upon delivery of any such Counterpart Joinder to Secured PartyPledge and Security Agreement to the Agent, notice of which is hereby waived by the Grantors, each such Additional Grantor shall be a Grantor and shall be as fully a party hereto as if such Additional Grantor were an original signatory hereto. Each Grantor expressly agrees that its obligations arising hereunder shall not be affected or diminished by the addition or release of any other Grantor hereunder, nor by any election of Secured Party the Agent not to cause any Subsidiary of Company the Borrower to become an Additional Grantor hereunder. This Agreement shall be fully effective as to any Grantor that is or becomes a party hereto regardless of whether any other Person becomes or fails to become or ceases to be a Grantor hereunder.
Appears in 1 contract
Additional Grantors. The initial Grantors hereunder shall be Company, Holdings and such of the Subsidiaries of Company as are signatories hereto on the date hereof. From time to time subsequent to the date hereof, to the extent required by the Loan Documents, additional Subsidiaries of Company Persons may become parties hereto as additional Grantors (each, an “Additional GrantorsGrantor”), by executing a Counterpartjoinder to this Agreement in form and substance satisfactory to the Lender. Upon delivery of any such Counterpart joinder to Secured Partythe Lender, notice of which is hereby waived by the Grantors, each such Additional Grantor shall be a Grantor and shall be as fully a party hereto as if such Additional Grantor were an original signatory hereto. Each Grantor expressly agrees that its obligations arising hereunder shall not be affected or diminished by the addition or release of any other Grantor hereunder, nor by any election of Secured Party the Lender not to cause any Subsidiary of Company Borrower to become an Additional Grantor hereunder. This Agreement shall be fully effective as to any Grantor that is or becomes a party hereto regardless of whether any other Person becomes or fails to become or ceases to be a Grantor hereunder.
Appears in 1 contract
Additional Grantors. The initial Grantors hereunder shall be Company, Holdings and such of the Subsidiaries of Company as are signatories hereto on the date hereof. From time to time subsequent to following the date hereofClosing Date, additional Subsidiaries of Company the Borrower may become Additional parties hereto, as additional Grantors, by executing and delivering to the Collateral Agent an Instrument of Joinder substantially in the form of Exhibit A hereto, accompanied by such documentation as Collateral Agent may reasonably require in connection therewith, wherein such additional Grantors agree to become a Counterpartparty hereto and to be bound hereby. Upon delivery of any such Counterpart Instrument of Joinder to and acceptance thereof by the Secured Party, notice of which acceptance is hereby waived by Grantors, each such Additional additional Grantor shall be a Grantor and shall be as fully a party hereto as if such Additional Grantor were an original signatory heretohereof. Each Grantor expressly agrees that its obligations arising hereunder and the Liens upon its Property granted herein shall not be affected or diminished by the addition or release of any other Grantor additional Grantors hereunder, nor by any election of Secured Party Collateral Agent not to cause any Subsidiary of Company the Borrower to become an Additional additional Grantor hereunder. This Agreement shall be fully effective as to any Grantor that who is or becomes a party hereto regardless of whether any other Person becomes or fails to become or ceases to be a Grantor hereunder.
Appears in 1 contract
Additional Grantors. The initial Grantors hereunder shall be Company, Holdings and such In accordance with the requirements of the Subsidiaries of Company as are signatories hereto on the date hereof. From Second Lien Debt Documents and from time to time subsequent to the date hereof, additional Subsidiaries of Company may Persons who are required to be Subsidiary Guarantors shall become parties hereto as additional Grantors (each, an “Additional GrantorsGrantor”), by executing a CounterpartPledge Supplement no later than thirty (30) days following such Additional Grantor becoming a Guarantor Subsidiary (or such longer period of time as the Collateral Agent may agree in its reasonable discretion). Upon delivery of any such Counterpart Pledge Supplement to Secured Partythe Collateral Agent, notice of which is hereby waived by Grantors, each such Additional Grantor shall be a Grantor and shall be as fully a party hereto as if such Additional Grantor were an original signatory hereto. Each Grantor expressly agrees that its obligations arising hereunder shall not be affected or diminished by the addition or release of any other Grantor hereunder, nor by any election of Secured Party Collateral Agent not to cause any Subsidiary of Company Borrower to become an Additional Grantor hereunder. This Agreement shall be fully effective as to any Grantor that is or becomes a party hereto regardless of whether any other Person becomes or fails to become or ceases to be a Grantor hereunder.
Appears in 1 contract
Sources: Second Lien Pledge and Security Agreement (Foresight Energy LP)
Additional Grantors. The initial Grantors hereunder shall be CompanyBorrower and the Subsidiaries, Holdings and such of the Subsidiaries of Company if any, as are signatories hereto on the date hereofhereto. From time to time subsequent to following the date hereofEffective Date, additional Subsidiaries of Company Borrower may become Additional parties hereto as required by the Second Amended and Restated Credit Agreement, as additional Grantors, by executing and delivering to Secured Party an Instrument of Joinder substantially in the form of Exhibit A, accompanied by such documentation as Secured Party may reasonably require in connection therewith, wherein such additional Grantors agree to become a Counterpartparty hereto and to be bound hereby. Upon delivery of any such Counterpart Instrument of Joinder to and acceptance thereof by Secured Party, notice of which acceptance is hereby waived by Grantors, each such Additional additional Grantor shall be a Grantor and shall be as fully a party hereto as if such Additional Grantor were an original signatory heretohereof. Each Grantor expressly agrees that its obligations arising hereunder Secured Obligations and the Liens upon its Collateral granted herein shall not be affected or diminished by the addition or release of any other Grantor additional Grantors hereunder, nor by any election of Secured Party not to cause any Subsidiary of Company Borrower to become became an Additional additional Grantor hereunder. This Agreement Assignment shall be fully effective as to any Grantor that who is or becomes a party hereto regardless of whether any other Person becomes or fails to become or ceases to be a Grantor hereunder.
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Additional Grantors. The initial Grantors hereunder shall be Company, Holdings the Company and such of the Subsidiaries of the Company as are signatories hereto on the date hereof. From time to time subsequent to after the date hereof, additional other Subsidiaries of Company may become Additional Grantors, Grantors by executing a CounterpartJoinder. Upon delivery of any such Counterpart Joinder to the Secured Party, notice of which is hereby waived by the Grantors, each such Additional Grantor shall be a Grantor and shall be as fully a party hereto as if such Additional Grantor were an original signatory hereto, but effective as of such delivery. Each Grantor expressly agrees that its obligations arising hereunder shall not be affected or diminished by the addition or release of any other Grantor hereunder, nor by any election of the Secured Party not to cause any Subsidiary of the Company to become an Additional Grantor hereunder. This Agreement shall be fully effective as to any Grantor that is or becomes a party hereto regardless of whether any other Person becomes or fails to become or ceases to be a Grantor hereunder.
Appears in 1 contract
Sources: Security Agreement (Green Plains Renewable Energy, Inc.)
Additional Grantors. The initial Grantors hereunder shall be Company, Holdings and such of the Subsidiaries of Company as are signatories hereto on the date hereof. From time to time subsequent to the date hereof, additional Subsidiaries of Company Grantors may become parties hereto as additional Grantors (each, an "Additional GrantorsGrantor"), by executing a Counterpartcounterpart of this Agreement substantially in the form of Exhibit A attached hereto. Upon delivery of any such Counterpart counterpart to Secured Partythe Collateral Agent, notice of which is hereby waived by each of the Grantors, each such Additional Grantor shall be a Grantor and shall be as fully a party hereto as if such Additional Grantor were an original signatory hereto. Each Grantor expressly agrees that its obligations arising hereunder shall not be affected or diminished by the addition or release of any other Grantor hereunder, hereunder nor by any election of Secured Party the Collateral Agent not to cause any Subsidiary of Company Grantor to become an Additional Grantor hereunder. This Agreement shall be fully effective as to any Grantor that is or becomes a party hereto regardless of whether any other Person becomes or fails to become or ceases to be a Grantor hereunder.
Appears in 1 contract
Sources: Intellectual Property Security Agreement (Barneys New York Inc)
Additional Grantors. The initial Grantors hereunder shall be Company, Holdings Enviro-Safe, SGUS and such of the Subsidiaries of Company as are signatories hereto on the date hereofHoldings. From time to time subsequent to the date hereof, additional Subsidiaries of Company may become Additional Grantors, by executing a Counterpart. Upon delivery of any such Counterpart to Secured Party, notice of which is hereby waived by Grantors, each such Additional Grantor shall be a Grantor and shall be as fully a party hereto as if such Additional Grantor were an original signatory hereto. Each Grantor expressly agrees that its obligations arising hereunder shall not be affected or diminished by the addition or release of any other Grantor hereunder, nor by any election of Secured Party not to cause any Subsidiary of Company to become an Additional Grantor hereunder. This Agreement shall be fully effective as to any Grantor that is or becomes a party hereto regardless of whether any other Person becomes or fails to become or ceases to be a Grantor hereunder.
Appears in 1 contract
Additional Grantors. The initial Subsidiary Grantors hereunder shall be Company, Holdings and such of the Subsidiaries of Company as are signatories hereto on the date hereof. From time to time subsequent to the date hereof, additional Subsidiaries of Company may become parties hereto as additional Grantors (each an "Additional GrantorsGrantor"), by executing a Counterpartan acknowledgement to this Agreement substantially in the form of Schedule V annexed hereto. Upon delivery of any such Counterpart acknowledgment to Chase Co-Administrative Agent and Secured Party, notice of which is hereby waived by Grantors, each such Additional Grantor shall be a Grantor and shall be as fully a party hereto as if such Additional Grantor were an original signatory hereto. Each Grantor expressly agrees that its obligations arising hereunder shall not be affected or diminished by the addition or release of any other Grantor hereunder, nor by any election of Secured Party Chase Co-Administrative Agent not to cause any Subsidiary of Company to become an Additional Grantor hereunder. This Agreement shall be fully effective as to any Grantor that is or becomes a party hereto regardless of whether any other Person becomes or fails to become or ceases to be a Grantor hereunder.
Appears in 1 contract
Additional Grantors. The initial Subsidiary Grantors hereunder shall be Company, Holdings and such of the Subsidiaries of Company Holdings as are signatories hereto on the date hereof. From time to time subsequent to the date hereof, additional Subsidiaries of Company Holdings may become Additional Grantorsparties hereto as additional Grantors (each an "ADDITIONAL GRANTOR"), by executing a CounterpartCounterpart substantially in the form of Exhibit VI annexed hereto. Upon delivery of any such Counterpart to Secured Party, notice of which is hereby waived by Grantors, each such Additional Grantor shall be a Grantor and shall be as fully a party hereto as if such Additional Grantor were an original signatory hereto. Each Grantor expressly agrees that its obligations arising hereunder shall not be affected or diminished by the addition or release of any other Grantor hereunder, nor by any election of Secured Party Administrative Agent not to cause any Subsidiary of Company Holdings to become an Additional Grantor hereunder. This Agreement shall be fully effective as to any Grantor that is or becomes a party hereto regardless of whether any other Person becomes or fails to become or ceases to be a Grantor hereunder.
Appears in 1 contract
Additional Grantors. The initial Grantors hereunder shall be Company, Holdings and such of the Subsidiaries of Company as are signatories hereto on the date hereof. From time to time subsequent to the date hereof, additional Domestic Subsidiaries of Company may become Additional Grantors, by executing a Counterpart. , Upon delivery of any such Counterpart to Secured Party, notice of which is hereby waived by Grantors, each such Additional Grantor shall be a Grantor and shall be as fully a party hereto as if such Additional Grantor were an original signatory hereto. Each Grantor expressly agrees that its obligations arising hereunder shall not be affected or diminished by the addition or release of any other Grantor hereunder, nor by any election of Secured Party not to cause any Domestic Subsidiary of Company to become an Additional Grantor hereunder. This Agreement shall be fully effective as to any Grantor that is or becomes a party hereto regardless of whether any other Person becomes or fails to become or ceases to be a Grantor hereunder.
Appears in 1 contract
Sources: Security Agreement (Panolam Industries International Inc)