Common use of Non-U.S. Subsidiaries Clause in Contracts

Non-U.S. Subsidiaries. Notwithstanding any provision of any Loan Document to the contrary (including any provision that would otherwise apply notwithstanding other provisions or that is the beneficiary of other overriding language), (i) no more than 65% of the voting interests in or of any Subsidiary incorporated under the Laws of a jurisdiction other than the United States (a “Non-U.S. Subsidiary”) shall be pledged or similarly hypothecated to guarantee or support any Obligation of the Borrower, (ii) no Non-U.S. Subsidiary shall guarantee or support any Obligation of the Borrower, and (iii) no security or similar interest shall be granted in the assets of any Non-U.S. Subsidiary, which security or similar interest guarantees or supports any Obligation of the Borrower. The parties agree that any pledge, guaranty or security or similar interest made or granted in contravention of this Section 2.23 shall be void ab initio.