Common use of Borrowing Subsidiaries Clause in Contracts

Borrowing Subsidiaries. The Company may designate any Wholly Owned Subsidiary of the Company as a Borrowing Subsidiary upon ten Business Days notice to CNAI on behalf of the Lenders (such notice to include the name, primary business address and tax identification number of such proposed Borrowing Subsidiary). Upon proper notice and the receipt by CNAI of a Borrowing Subsidiary Agreement executed by such a Wholly Owned Subsidiary and the Company, such Wholly Owned Subsidiary shall be a Borrowing Subsidiary and a party to this Agreement. A Subsidiary shall cease to be a Borrowing Subsidiary hereunder at such time as no Loans, fees or any other amounts due in connection therewith pursuant to the terms hereof shall be outstanding to such Subsidiary and such Subsidiary and the Company shall have executed and delivered to CNAI a Borrowing Subsidiary Termination; provided that, notwithstanding anything herein to the contrary, no Borrowing Subsidiary shall cease to be a Borrowing Subsidiary solely because it no longer is a Wholly Owned Subsidiary of the Company so long as such Borrowing Subsidiary and the Company shall not have executed and delivered to CNAI a Borrowing Subsidiary Termination and the Company’s guarantee of the Borrowing Subsidiary Obligations of such Borrowing Subsidiary pursuant to Section 8.16 has not been released.

Appears in 2 contracts

Sources: Five Year Competitive Advance and Revolving Credit Facility Agreement (Bristol Myers Squibb Co), Five Year Competitive Advance and Revolving Credit Facility Agreement (Bristol Myers Squibb Co)

Borrowing Subsidiaries. The Company may designate any Wholly Owned Subsidiary of the Company as a Borrowing Subsidiary upon ten Business Days notice to CNAI on behalf of the Lenders (such notice to include the name, primary business address and tax identification number of such proposed Borrowing Subsidiary). Upon proper notice and the receipt by CNAI Citibank of a Borrowing Subsidiary Agreement executed by such a Wholly Owned Subsidiary and the Company, such Wholly Owned Subsidiary shall be a Borrowing Subsidiary and a party to this Agreement. A Subsidiary shall cease to be a Borrowing Subsidiary hereunder at such time as no Loans, fees or any other amounts due in connection therewith pursuant to the terms hereof shall be outstanding to such Subsidiary and such Subsidiary and the Company shall have executed and delivered to CNAI Citibank a Borrowing Subsidiary Termination; provided that, notwithstanding anything herein to the contrary, no Borrowing Subsidiary shall cease to be a Borrowing Subsidiary solely because it no longer is a Wholly Owned Subsidiary of the Company so long as such Borrowing Subsidiary and the Company shall not have executed and delivered to CNAI Citibank a Borrowing Subsidiary Termination and the Company’s 's guarantee of the Borrowing Subsidiary Obligations of such Borrowing Subsidiary pursuant to Section 8.16 has not been released.

Appears in 2 contracts

Sources: 364 Day Competitive Advance and Revolving Credit Facility Agreement (Bristol Myers Squibb Co), Credit Facility Agreement (Bristol Myers Squibb Co)

Borrowing Subsidiaries. The Company may designate any Wholly Owned Subsidiary of the Company as a Borrowing Subsidiary upon ten Business Days notice to CNAI on behalf of the Lenders (such notice to include the name, primary business address and tax identification number of such proposed Borrowing Subsidiary). Upon proper notice and the receipt by CNAI of a Borrowing Subsidiary Agreement executed by such a Wholly Owned Subsidiary and the Company, such Wholly Owned Subsidiary shall be a Borrowing Subsidiary and a party to this Agreement. A Subsidiary shall cease to be a Borrowing Subsidiary hereunder at such time as no Loans, fees or any other amounts due in connection therewith pursuant to the terms hereof shall be outstanding to such Subsidiary and such Subsidiary and the Company shall have executed and delivered to CNAI a Borrowing Subsidiary Termination; provided that, notwithstanding anything herein to the contrary, no Borrowing Subsidiary shall cease to be a Borrowing Subsidiary solely because it no longer is a Wholly Owned Subsidiary of the Company so long as such Borrowing Subsidiary and the Company shall not have executed and delivered to CNAI a Borrowing Subsidiary Termination and the Company’s guarantee of the Borrowing Subsidiary Obligations of such Borrowing Subsidiary pursuant to Section 8.16 has not been released.

Appears in 1 contract

Sources: Credit Facility Agreement (Bristol Myers Squibb Co)

Borrowing Subsidiaries. The Company may designate any Domestic Wholly Owned Subsidiary of the Company as a Borrowing Subsidiary upon ten Business Days notice to CNAI on behalf under the U.S. Commitments and may designate a Wholly Owned Subsidiary organized under the laws of Switzerland as a Borrowing Subsidiary under the Lenders (such notice to include the name, primary business address and tax identification number of such proposed Borrowing Subsidiary)Multicurrency Commitments. Upon proper notice and the receipt by CNAI the General Administrative Agent of a Borrowing Subsidiary Agreement executed by such a Domestic Wholly Owned Subsidiary and the Company, such Domestic Wholly Owned Subsidiary shall be a Borrowing Subsidiary and a party to this Agreement. A Subsidiary shall cease to be a Borrowing Subsidiary hereunder at such time as no Loans, fees or any other amounts due in connection therewith pursuant to the terms hereof shall be outstanding to such Subsidiary and such Subsidiary and the Company shall have executed and delivered to CNAI the General Administrative Agent a Borrowing Subsidiary Termination; provided that, notwithstanding anything herein to the contrary, no Borrowing Subsidiary shall cease to be a Borrowing Subsidiary solely because it no longer is a Wholly Owned Subsidiary of the Company so long as such Borrowing Subsidiary and the Company shall not have executed and delivered to CNAI the General Administrative Agent a Borrowing Subsidiary Termination and the Company’s Guarantors' guarantee of the Borrowing Subsidiary Borrower Obligations of such Borrowing Subsidiary pursuant to Section 8.16 13.16 has not been released.

Appears in 1 contract

Sources: Revolving Credit and Term Loan Agreement (Zimmer Holdings Inc)

Borrowing Subsidiaries. The Company may designate any Wholly Owned Subsidiary of the Company as a Borrowing Subsidiary upon ten Business Days notice to CNAI on behalf of the Lenders (such notice to include the name, primary business address and tax identification number of such proposed Borrowing Subsidiary). Upon proper notice and the receipt by CNAI Citibank of a Borrowing Subsidiary Agreement executed by such a Wholly Owned Subsidiary and the Company, such Wholly Owned Subsidiary shall be a Borrowing Subsidiary and a party to this Agreement. A Subsidiary shall cease to be a Borrowing Subsidiary hereunder at such time as no Loans, fees or any other amounts due in connection therewith pursuant to the terms hereof shall be outstanding to such Subsidiary and such Subsidiary and the Company shall have executed and delivered to CNAI Citibank a Borrowing Subsidiary Termination; provided that, notwithstanding anything herein to the contrary, no Borrowing Subsidiary shall cease to be a Borrowing Subsidiary solely because it no longer is a Wholly Owned Subsidiary of the Company so long as such Borrowing Subsidiary and the Company shall not have executed and delivered to CNAI Citibank a Borrowing Subsidiary Termination and the Company’s guarantee of the Borrowing Subsidiary Obligations of such Borrowing Subsidiary pursuant to Section 8.16 has not been released.

Appears in 1 contract

Sources: Credit Facility Agreement (Bristol Myers Squibb Co)

Borrowing Subsidiaries. (a) The Company may designate any Wholly Owned Foreign Subsidiary of the Company as a an additional Borrowing Subsidiary upon ten Business Days notice with the ability to CNAI on behalf borrow under Section 2.04 in one or more specified Applicable Currencies within the limits of a specified Borrowing Subsidiary Sublimit; provided that the Lenders Administrative Agent shall consent to any such designation (such notice to include the name, primary business address and tax identification number of such proposed Borrowing Subsidiarywhich consent shall not be unreasonably withheld or delayed). Upon proper notice and the receipt and execution by CNAI the Administrative Agent of a Borrowing Subsidiary Agreement executed by such a Wholly Owned Subsidiary and the CompanyCompany and establishment of the related Borrowing Subsidiary Sublimit and Borrowing Subsidiary Commitment(s), such Wholly Owned Subsidiary shall be a Borrowing Subsidiary and a party to this Agreement. A . (b) Any Subsidiary shall cease to be a Borrowing Subsidiary hereunder at such time as no Loans, fees or any other amounts due in connection therewith pursuant to the terms hereof Credit Extensions shall be outstanding to such Subsidiary and such Subsidiary and the Company shall have executed and delivered to CNAI the Administrative Agent a Borrowing Subsidiary Termination; provided that. If a Borrowing Subsidiary liquidates, notwithstanding anything herein dissolves or ceases to the contrarybe a Subsidiary, no all Credit Extensions outstanding to such any Borrowing Subsidiary shall cease to be a Borrowing due and payable and such Subsidiary solely because it shall no longer is a Wholly Owned Subsidiary of the Company so long as such Borrowing Subsidiary and the Company shall not have executed and delivered be entitled to CNAI a Borrowing Subsidiary Termination and the Company’s guarantee of the Borrowing Subsidiary Obligations of such Borrowing Subsidiary pursuant to Section 8.16 has not been releasedobtain any Credit Extensions hereunder.

Appears in 1 contract

Sources: Credit Agreement (Pentair Inc)

Borrowing Subsidiaries. The Company may designate any Domestic Wholly Owned Subsidiary of the Company as a Borrowing Subsidiary upon ten Business Days notice to CNAI on behalf of under the Lenders (such notice to include the name, primary business address and tax identification number of such proposed Borrowing Subsidiary)Commitments. Upon proper notice and the receipt by CNAI the Administrative Agent of a Borrowing Subsidiary Agreement executed by such a Domestic Wholly Owned Subsidiary and the Company, such Domestic Wholly Owned Subsidiary shall be a Borrowing Subsidiary and a party to this Agreement. A Subsidiary shall cease to be a Borrowing Subsidiary hereunder at such time as no Loans, fees or any other amounts due in connection therewith pursuant to the terms hereof shall be outstanding to such Subsidiary and such Subsidiary and the Company shall have executed and delivered to CNAI the Administrative Agent a Borrowing Subsidiary Termination; provided that, notwithstanding anything herein to the contrary, no Borrowing Subsidiary shall cease to be a Borrowing Subsidiary solely because it no longer is a Wholly Owned Subsidiary of the Company so long as such Borrowing Subsidiary and the Company shall not have executed and delivered to CNAI the Administrative Agent a Borrowing Subsidiary Termination and the Company’s Guarantors' guarantee of the Borrowing Subsidiary Borrower Obligations of such Borrowing Subsidiary pursuant to Section 8.16 11.16 has not been released.

Appears in 1 contract

Sources: Credit Agreement (Zimmer Holdings Inc)