Common use of Borrowing Subsidiaries Clause in Contracts

Borrowing Subsidiaries. On or after the Effective Date, the Company may designate any Wholly Owned Foreign Subsidiary as a Borrowing Subsidiary by delivery to the Administrative Agent of a Borrowing Subsidiary Agreement executed by such Subsidiary and the Company, and upon such delivery such Subsidiary shall for all purposes of this Agreement be a Borrowing Subsidiary and a party to this Agreement. The Company may cause any Borrowing Subsidiary to cease to be a party to this Agreement by executing and delivering to the Administrative Agent a Borrowing Subsidiary Termination with respect to such Subsidiary, whereupon such Subsidiary shall cease to be a Borrowing Subsidiary and a party to this Agreement. Notwithstanding the foregoing, no Borrowing Subsidiary Termination will become effective as to any Borrowing Subsidiary at a time when any principal of or interest on any Loan made directly to such Borrowing Subsidiary shall be outstanding hereunder; provided that such Borrowing Subsidiary Termination shall be effective to terminate such Borrowing Subsidiary's right to make further Borrowings under this Agreement. As soon as practicable upon receipt of a Borrowing Subsidiary Agreement, the Administrative Agent shall send a copy thereof to each Lender.

Borrowing Subsidiaries. On or after the Effective Date, the The Company may designate any Wholly Owned Foreign Subsidiary that is a wholly owned Domestic Subsidiary of the Company as a Borrowing Subsidiary upon 10 Business Days’ notice to the Administrative Agent and the Lenders (such notice to include the name, primary business address and tax identification number of such proposed Borrowing Subsidiary). Upon proper notice and receipt by the Administrative Agent of such agreements, documents and legal opinions as the Administrative Agent may reasonably request and subject to the Administrative Agent’s determining in consultation with the Lenders that designating such Subsidiary as a Borrowing Subsidiary by delivery would not cause any Lender to the Administrative Agent of a Borrowing Subsidiary Agreement executed by such Subsidiary and the Companysuffer any economic, and upon such delivery legal or regulatory disadvantage, such Subsidiary shall for all purposes of this Agreement be a Borrowing Subsidiary and a party to this AgreementAgreement and the other Loan Documents. The Company may cause any Borrowing Subsidiary to cease to be a party to this Agreement by executing and delivering to the Administrative Agent a Borrowing Subsidiary Termination with respect to such Subsidiary, whereupon such A Subsidiary shall cease to be a Borrowing Subsidiary hereunder at such time as the Company gives notice to the Administrative Agent and the Lenders of its intention to terminate such Subsidiary as a party Borrowing Subsidiary; provided that any such termination shall not be effective (other than to this Agreement. Notwithstanding the foregoing, no terminate such Borrowing Subsidiary’s right to make further Borrowings or to obtain Letters of Credit) and such Subsidiary shall remain a Borrowing Subsidiary Termination will become effective until such time as all Loans to any such Borrowing Subsidiary at a time when any principal and accrued interest thereon and all other amounts then due from such Borrowing Subsidiary have been paid in full and no Letter of or interest on any Loan made directly to Credit issued for the account of such Borrowing Subsidiary shall be outstanding hereunder; provided that such Borrowing Subsidiary Termination shall be effective to terminate such Borrowing Subsidiary's right to make further Borrowings under this Agreement. As soon as practicable upon receipt of a Borrowing Subsidiary Agreement, the Administrative Agent shall send a copy thereof to each Lenderoutstanding.

Borrowing Subsidiaries. On or after the Effective Date, the Company may designate any Wholly Wholly-Owned Foreign Subsidiary as a Borrowing Subsidiary by delivery to the Administrative Agent of a Borrowing Subsidiary Agreement executed by such Subsidiary and the Company, and upon such delivery such Subsidiary shall for all purposes of this Agreement be a Borrowing Subsidiary and a party to this Agreement. The Company may cause any Borrowing Subsidiary to cease to be a party to this Agreement by executing and delivering to the Administrative Agent a Borrowing Subsidiary Termination with respect to such Subsidiary, whereupon such Subsidiary shall cease to be a Borrowing Subsidiary and a party to this Agreement. Notwithstanding the foregoing, no Borrowing Subsidiary Termination will become effective as to any Borrowing Subsidiary at a time when any principal of or interest on any Loan made directly to such Borrowing Subsidiary shall be outstanding hereunder; provided that such Borrowing Subsidiary Termination shall be effective to terminate such Borrowing Subsidiary's right to make further Borrowings under this Agreement. As soon as practicable upon receipt of a Borrowing Subsidiary Agreement, the Administrative Agent shall send a copy thereof to each Lender.

Borrowing Subsidiaries. On or after the Effective Date, the The Company may designate any Wholly Owned Foreign Subsidiary that is a wholly owned Domestic Subsidiary of the Company (other than Dunn▇▇▇▇) ▇▇ a Borrowing Subsidiary upon ten Business Days notice to the Administrative Agent and the Lenders (such notice to include the name, primary business address and tax identification number of such proposed Borrowing Subsidiary). Upon proper notice and receipt by the Administrative Agent of such documents and legal opinions as the Administrative Agent may reasonably request and subject to the Administrative Agent’s determining in consultation with the Lenders that designating such Subsidiary as a Borrowing Subsidiary by delivery would not cause any Lender to the Administrative Agent of a Borrowing Subsidiary Agreement executed by such Subsidiary and the Companysuffer any economic, and upon such delivery legal or regulatory disadvantage, such Subsidiary shall for all purposes of this Agreement be a Borrowing Subsidiary and a party to this AgreementAgreement and the other Loan Documents. The Company may cause any Borrowing Subsidiary to cease to be a party to this Agreement by executing and delivering to the Administrative Agent a Borrowing Subsidiary Termination with respect to such Subsidiary, whereupon such A Subsidiary shall cease to be a Borrowing Subsidiary hereunder at such time the Company gives at least ten Business Days prior notice to the Administrative Agent and the Lenders of its intention to terminate such Subsidiary as a party to this Agreement. Notwithstanding the foregoing, no Borrowing Subsidiary; provided that any such termination shall not be effective and such Subsidiary shall remain a Borrowing Subsidiary Termination will become effective until such time as to any Borrowing Subsidiary at a time when any principal of or interest on any Loan made directly all Loans to such Borrowing Subsidiary shall be outstanding hereunder; provided that and accrued interest thereon and all other amounts then due from such Borrowing Subsidiary Termination shall be effective to terminate such Borrowing Subsidiary's right to make further Borrowings under this Agreement. As soon as practicable upon receipt of a Borrowing Subsidiary Agreement, the Administrative Agent shall send a copy thereof to each Lenderhave been paid in full.

Borrowing Subsidiaries. On or after the Effective Date, the The Company may designate any Wholly Owned Foreign Subsidiary that is a wholly owned Domestic Subsidiary of the Company (other than ▇▇▇▇▇▇▇▇) as a Borrowing Subsidiary upon ten Business Days notice to the Administrative Agent and the Lenders (such notice to include the name, primary business address and tax identification number of such proposed Borrowing Subsidiary). Upon proper notice and receipt by the Administrative Agent of such documents and legal opinions as the Administrative Agent may reasonably request and subject to the Administrative Agent’s determining in consultation with the Lenders that designating such Subsidiary as a Borrowing Subsidiary by delivery would not cause any Lender to the Administrative Agent of a Borrowing Subsidiary Agreement executed by such Subsidiary and the Companysuffer any economic, and upon such delivery legal or regulatory disadvantage, such Subsidiary shall for all purposes of this Agreement be a Borrowing Subsidiary and a party to this AgreementAgreement and the other Loan Documents. The Company may cause any Borrowing Subsidiary to cease to be a party to this Agreement by executing and delivering to the Administrative Agent a Borrowing Subsidiary Termination with respect to such Subsidiary, whereupon such A Subsidiary shall cease to be a Borrowing Subsidiary hereunder at such time the Company gives at least ten Business Days prior notice to the Administrative Agent and the Lenders of its intention to terminate such Subsidiary as a party to this Agreement. Notwithstanding the foregoing, no Borrowing Subsidiary; provided that any such termination shall not be effective and such Subsidiary shall remain a Borrowing Subsidiary Termination will become effective until such time as to any Borrowing Subsidiary at a time when any principal of or interest on any Loan made directly all Loans to such Borrowing Subsidiary shall be outstanding hereunder; provided that and accrued interest thereon and all other amounts then due from such Borrowing Subsidiary Termination shall be effective to terminate such Borrowing Subsidiary's right to make further Borrowings under this Agreement. As soon as practicable upon receipt of a Borrowing Subsidiary Agreement, the Administrative Agent shall send a copy thereof to each Lenderhave been paid in full.

Borrowing Subsidiaries. On or after the Effective Date, the Company New Parent may designate any Wholly Owned Foreign Subsidiary that is a wholly owned Domestic Subsidiary of New Parent (other than D▇▇▇▇▇▇▇) as a Borrowing Subsidiary upon ten Business Days notice to the Administrative Agent and the Lenders (such notice to include the name, primary business address and tax identification number of such proposed Borrowing Subsidiary). Upon proper notice and receipt by the Administrative Agent of such documents and legal opinions as the Administrative Agent may reasonably request and subject to the Administrative Agent’s determining in consultation with the Lenders that designating such Subsidiary as a Borrowing Subsidiary by delivery would not cause any Lender to the Administrative Agent of a Borrowing Subsidiary Agreement executed by such Subsidiary and the Companysuffer any economic, and upon such delivery legal or regulatory disadvantage, such Subsidiary shall for all purposes of this Agreement be a Borrowing Subsidiary and a party to this AgreementAgreement and the other Loan Documents. The Company may cause any Borrowing Subsidiary to cease to be a party to this Agreement by executing and delivering to the Administrative Agent a Borrowing Subsidiary Termination with respect to such Subsidiary, whereupon such A Subsidiary shall cease to be a Borrowing Subsidiary hereunder at such time New Parent gives at least ten Business Days prior notice to the Administrative Agent and the Lenders of its intention to terminate such Subsidiary as a party to this Agreement. Notwithstanding the foregoing, no Borrowing Subsidiary; provided that any such termination shall not be effective and such Subsidiary shall remain a Borrowing Subsidiary Termination will become effective until such time as to any Borrowing Subsidiary at a time when any principal of or interest on any Loan made directly all Loans to such Borrowing Subsidiary shall be outstanding hereunder; provided that and accrued interest thereon and all other amounts then due from such Borrowing Subsidiary Termination shall be effective to terminate such Borrowing Subsidiary's right to make further Borrowings under this Agreement. As soon as practicable upon receipt of a Borrowing Subsidiary Agreement, the Administrative Agent shall send a copy thereof to each Lenderhave been paid in full.