Common use of Subsidiary Guarantors Clause in Contracts

Subsidiary Guarantors. (i) In the event that (1) the Borrower or any of its Subsidiaries shall form or acquire any new Subsidiary (other than an SBIC Subsidiary), or any other Person shall become a “Subsidiary” within the meaning of the definition thereof (other than an SBIC Subsidiary) or (2) any SBIC Subsidiary shall no longer constitute a “SBIC Subsidiary” pursuant to the definition thereof (in which case such Person shall be deemed to be a “new” Subsidiary for purposes of this Section 5.08), the Borrower will, in each case, on or before thirty (30) days following such Person becoming a Subsidiary or such SBIC Subsidiary no longer qualifying as such, cause such new Subsidiary or former SBIC Subsidiary to become a “Subsidiary Guarantor” (and, thereby, an “Obligor”) under the Guarantee and Security Agreement pursuant to a Guarantee Assumption Agreement and to deliver such proof of corporate or other action, incumbency of officers, opinions of counsel and other documents as the Administrative Agent shall have reasonably requested. (ii) The Borrower acknowledges that the Administrative Agent and the Lenders have agreed to exclude each SBIC Subsidiary as an Obligor only for so long as such Person qualifies as an “SBIC Subsidiary” pursuant to the definition thereof, and thereafter such Person shall no longer constitute an “SBIC Subsidiary” for any purpose of this Agreement or any other Loan Document.

Subsidiary Guarantors. (i) In the event that (1) the The Borrower or may elect for any of its Subsidiaries shall form or acquire any new Subsidiary (other than an SBIC a Financing Subsidiary), a Foreign Subsidiary or any other Person shall a Subsidiary of a Foreign Subsidiary) to become a “Subsidiary” within Subsidiary Guarantor at any time and, in the meaning of the definition thereof event that any Subsidiary (other than a Financing Subsidiary, a Foreign Subsidiary, an SBIC Immaterial Subsidiary or a Subsidiary of a Foreign Subsidiary) guarantees or (2) otherwise becomes liable at any SBIC Subsidiary shall no longer constitute time, whether as a “SBIC Subsidiary” pursuant to the definition thereof (borrower or an additional or co-borrower or otherwise, for or in respect of any Material Indebtedness for which case such Person shall be deemed to be an Obligor is a “new” Subsidiary for purposes of this Section 5.08)borrower or guarantor, the Borrower will, in each case, on or before will within thirty (30) days following such Person becoming a Subsidiary thereof (or such SBIC Subsidiary no longer qualifying period as such, shall be reasonably agreed by the Administrative Agent) cause such new Subsidiary or former SBIC Subsidiary to become a “Subsidiary Guarantor” (and, thereby, an “Obligor”) under the Guarantee and Security Agreement pursuant to a Guarantee Assumption Agreement and to deliver such proof of corporate or other action, incumbency of officers, opinions of counsel (unless waived by the Administrative Agent) and other documents as is consistent with those delivered by the Borrower pursuant to Section 4.01 upon the Effective Date or as the Administrative Agent shall have reasonably requested. (ii) The Borrower acknowledges that the Administrative Agent and the Lenders have agreed to exclude each SBIC Subsidiary as an Obligor only for so long as such Person qualifies as an “SBIC Subsidiary” pursuant to the definition thereof, and thereafter such Person shall no longer constitute an “SBIC Subsidiary” for any purpose of this Agreement or any other Loan Document.

Subsidiary Guarantors. (i) In the event that (1) the Borrower or any of its Subsidiaries Subsidiary Guarantor shall form or acquire any new Subsidiary (other than a Financing Subsidiary, a Foreign Subsidiary, an SBIC Immaterial Subsidiary or a Subsidiary of a Foreign Subsidiary), or any other Person shall become a “Subsidiary” within the meaning of the definition thereof (other than an SBIC Subsidiary) or (2) any SBIC Financing Subsidiary, Foreign Subsidiary, Immaterial Subsidiary or Subsidiary of a Foreign Subsidiary shall no longer constitute a “SBIC Financing Subsidiary”, “Foreign Subsidiary”, “Immaterial Subsidiary” or “Subsidiary of a Foreign Subsidiary”, respectively, in each case, pursuant to the definition thereof (in which case such Person shall be deemed to be a “new” Subsidiary for purposes of this Section 5.08) or (3) any Subsidiary guarantees or otherwise becomes liable at any time, whether as a borrower or an additional or co-borrower or otherwise, for or in respect of any Material Indebtedness (other than Material Indebtedness of a Financing Subsidiary), for which an Obligor is a borrower or guarantor, the Borrower will, in each case, on or before will within thirty (30) days following such Person becoming a Subsidiary thereof (or such SBIC Subsidiary no longer qualifying period as such, shall be reasonably agreed by the Administrative Agent) cause such new Subsidiary or former SBIC Subsidiary to become a “Subsidiary Guarantor” (and, thereby, an “Obligor”) under the Guarantee and Security Agreement and the other Loan Documents pursuant to a Guarantee Assumption Agreement and to deliver such proof of corporate or other action, incumbency of officers, opinions of counsel (unless waived by the Administrative Agent) and other documents as is consistent with those delivered by the Borrower pursuant to Section 4.01 upon the Effective Date or as the Administrative Agent shall have reasonably requested. (ii) The Borrower acknowledges that the Administrative Agent and the Lenders have agreed to exclude each SBIC Subsidiary as an Obligor only for so long as such Person qualifies as an “SBIC Subsidiary” pursuant to the definition thereof, and thereafter such Person shall no longer constitute an “SBIC Subsidiary” for any purpose of this Agreement or any other Loan Document.

Subsidiary Guarantors. (i) In the event that (1) the Borrower or any of its Subsidiaries shall form or acquire any new Subsidiary (other than an SBIC a Financing Subsidiary), or that any other Person shall become a “Subsidiary” within the meaning of the definition thereof (other than an SBIC Subsidiary) or (2) any SBIC Subsidiary shall no longer constitute a “SBIC Subsidiary” pursuant to the definition thereof (in which case such Person shall be deemed to be a “new” Subsidiary for purposes of this Section 5.08), the Borrower will, in each case, on or before thirty (30) days following such Person becoming a Subsidiary or such SBIC Financing Subsidiary no longer qualifying as such, cause such new Subsidiary or former SBIC Financing Subsidiary to become a “Subsidiary Guarantor” (and, thereby, an “Obligor”) under the Guarantee and Security Agreement pursuant to a Guarantee Assumption Agreement and to deliver such proof of corporate or other action, incumbency of officers, opinions of counsel and other documents as the Administrative Agent shall have reasonably requested. (ii) The Borrower acknowledges that the Administrative Agent and the Lenders have agreed to exclude each SBIC Subsidiary as an Obligor only for so long as such Person qualifies as an “SBIC Subsidiary” pursuant to the definition thereof, and thereafter such Person shall no longer constitute an “SBIC Subsidiary” for any purpose of this Agreement or any other Loan Document.

Subsidiary Guarantors. (i) In the event that (1) the Borrower or any of its Subsidiaries shall form or acquire any new Subsidiary (other than an SBIC Subsidiary), or that any other Person shall become a “Subsidiary” within the meaning of the definition thereof (other than an SBIC Subsidiary) or (2) any SBIC Subsidiary shall no longer constitute a “SBIC Subsidiary” pursuant to the definition thereof (in which case such Person shall be deemed to be a “new” Subsidiary for purposes of this Section 5.08), the Borrower will, in each case, on or before thirty (30) days (or such longer period as may be agreed to by the Administrative Agent in its sole discretion) following such Person becoming a Subsidiary or such SBIC Subsidiary no longer qualifying as such, cause such new Subsidiary or former SBIC Subsidiary to become a “Subsidiary Guarantor” (and, thereby, an “Obligor”) under the Guarantee and Security Agreement pursuant to a Guarantee Assumption Agreement and to deliver such proof of corporate or other action, incumbency of officers, opinions of counsel and other documents as the Administrative Agent shall have reasonably requested. (ii) [Intentionally Omitted] (iii) The Borrower acknowledges that the Administrative Agent and the Lenders have agreed to exclude each SBIC Subsidiary as an Obligor only for so long as such Person qualifies as an “SBIC Subsidiary” pursuant to the definition thereof, and thereafter such Person shall no longer constitute an “SBIC Subsidiary” for any purpose of this Agreement or any other Loan Document.

Subsidiary Guarantors. (i) In the event that (1) the Borrower or any of its Subsidiaries shall form or acquire any new Subsidiary (other than an SBIC Subsidiary), or that any other Person shall become a “Subsidiary” within the meaning of the definition thereof (other than an SBIC Subsidiary) or (2) any SBIC Subsidiary shall no longer constitute a “SBIC Subsidiary” pursuant to the definition thereof (in which case such Person shall be deemed to be a “new” Subsidiary for purposes of this Section 5.08), the Borrower will, in each case, on or before thirty (30) days following such Person becoming a Subsidiary or such SBIC Subsidiary no longer qualifying as such, cause such new Subsidiary or former SBIC Subsidiary to become a “Subsidiary Guarantor” (and, thereby, an “Obligor”) under the Guarantee and Security Agreement pursuant to a Guarantee Assumption Agreement and to deliver such proof of corporate or other action, incumbency of officers, opinions of counsel and other documents as the Administrative Agent shall have reasonably requested. (ii) [Intentionally Omitted] (iii) The Borrower acknowledges that the Administrative Agent and the Lenders have agreed to exclude each SBIC Subsidiary as an Obligor only for so long as such Person qualifies as an “SBIC Subsidiary” pursuant to the definition thereof, and thereafter such Person shall no longer constitute an “SBIC Subsidiary” for any purpose of this Agreement or any other Loan Document.

Subsidiary Guarantors. (i) In the event that (1) the Borrower or any of its Subsidiaries shall form or acquire any new Subsidiary (other than an SBIC a Financing Subsidiary), or that any other Person shall become a “Subsidiary” within the meaning of the definition thereof (other than an SBIC a Financing Subsidiary) ); or (2) any SBIC Subsidiary shall no longer constitute a “SBIC Subsidiary” pursuant to the definition thereof (in which case such Person shall be deemed to be a “new” Subsidiary for purposes of this Section 5.08), the Borrower will, in each case, on or before thirty (30) days following such Person becoming a Subsidiary or such SBIC Financing Subsidiary no longer qualifying as such, cause such new Subsidiary or former SBIC Financing Subsidiary to become a “Subsidiary Guarantor” (and, thereby, an “Obligor”) under the Guarantee and Security Agreement pursuant to a Guarantee Assumption Agreement and to deliver such proof of corporate or other action, incumbency of officers, opinions of counsel and other documents as the Administrative Agent shall have reasonably requested. (ii) The Borrower acknowledges that the Administrative Agent and the Lenders have agreed to exclude each SBIC Subsidiary as an Obligor only for so long as such Person qualifies as an “SBIC Subsidiary” pursuant to the definition thereof, and thereafter such Person shall no longer constitute an “SBIC Subsidiary” for any purpose of this Agreement or any other Loan Document.

Subsidiary Guarantors. (i) In the event that (1) the Borrower or any of its Subsidiaries Obligor shall form or acquire any new Domestic Subsidiary (other than an SBIC Subsidiary), Excluded Asset or any other Person shall become a “Subsidiary” within the meaning of the definition thereof (other than an SBIC Immaterial Subsidiary) or (2) any SBIC Excluded Asset or Immaterial Subsidiary that is a Domestic Subsidiary shall no longer constitute a an “SBIC Excluded Asset” or “Immaterial Subsidiary” ”, as applicable, pursuant to the definition thereof (in which case such Person shall be deemed to be a “new” Domestic Subsidiary for purposes of this Section 5.085.08 as of such date), the Borrower willwill cause, in each case, on or before within thirty (30) days (or such longer period as shall be reasonably agreed by the Administrative Agent) following such Person becoming a Subsidiary or such SBIC Subsidiary no longer qualifying as suchnew Domestic Subsidiary, cause such new Subsidiary or former SBIC Domestic Subsidiary to become a “Subsidiary Guarantor” (and, thereby, an “Obligor”) under the Guarantee and Security Agreement pursuant to a Guarantee Assumption Agreement and to deliver such proof of corporate or other action, incumbency of officers, opinions of counsel (if reasonably requested by the Administrative Agent) and other documents as is consistent with those delivered by the Borrower pursuant to Section 4.01 upon the Effective Date or as the Administrative Agent shall have reasonably requested. (ii) The . For the avoidance of doubt, the Borrower acknowledges that the Administrative Agent and the Lenders have agreed may elect to exclude each SBIC Subsidiary as cause any of its Excluded Assets or Immaterial Subsidiaries to become an Obligor only for so long as by causing such Person qualifies to become a Subsidiary Guarantor and executing and delivering a Guarantee Assumption Agreement and other deliverables as an “SBIC Subsidiary” pursuant to the definition thereof, and thereafter required for a Subsidiary Guarantor under this Section 5.08(a) (at which point such Person shall be a Subsidiary Guarantor and shall no longer constitute be an “SBIC Excluded Asset or an Immaterial Subsidiary” for any purpose of this Agreement or any other Loan Document).

Subsidiary Guarantors. (i) In the event that (1) the Borrower or any of its Subsidiaries Obligor shall form or acquire any new Domestic Subsidiary (other than an SBIC Subsidiary), Excluded Asset or any other Person shall become a “Subsidiary” within the meaning of the definition thereof (other than an SBIC Immaterial Subsidiary) or (2) any SBIC Excluded Asset or Immaterial Subsidiary that is a Domestic Subsidiary shall no longer constitute a an “SBIC Excluded Asset” or “Immaterial Subsidiary” ”, as applicable, pursuant to the definition thereof (in which case such Person shall be deemed to be a “new” Domestic Subsidiary for purposes of this Section 5.085.08 as of such date), the Borrower willwill cause, in each case, on or before within thirty (30) days (or such longer period as shall be reasonably agreed by the Administrative Agent) following such Person becoming a Subsidiary or such SBIC Subsidiary no longer qualifying as suchnew Domestic Subsidiary, cause such new Subsidiary or former SBIC Domestic Subsidiary to become a “Subsidiary Guarantor” (and, thereby, an “Obligor”) under the Guarantee and Security Agreement pursuant to a Guarantee Assumption Agreement and to deliver such proof of corporate or other action, incumbency of officers, opinions of counsel (unless otherwise agreed by the Administrative Agent) and other documents as is consistent with those delivered by the Borrower pursuant to Section 4.01 upon the Effective Date or as the Administrative Agent shall have reasonably requested. (ii) The . For the avoidance of doubt, the Borrower acknowledges that the Administrative Agent and the Lenders have agreed may elect to exclude each SBIC Subsidiary as cause any of its Excluded Assets or Immaterial Subsidiaries to become an Obligor only for so long as by causing such Person qualifies to become a Subsidiary Guarantor and executing and delivering a Guarantee Assumption Agreement and other deliverables as an “SBIC Subsidiary” pursuant to the definition thereof, and thereafter such Person shall no longer constitute an “SBIC Subsidiary” required for any purpose of this Agreement or any other Loan Document.a Subsidiary Guarantor under this

Subsidiary Guarantors. (i) In the event that (1) the Borrower or any of its Subsidiaries shall form or acquire any new Subsidiary (other than an SBIC a Financing Subsidiary), or that any other Person shall become a “Subsidiary” within the meaning of the definition thereof (other than an SBIC a Financing Subsidiary) ); or (22(2) any Structured Subsidiary shall no longer constitute a “Structured Subsidiary” pursuant to the definition thereof (in which case such Person shall be deemed to be a “new” Subsidiary for purposes of this Section 5.08); or (3) any SBIC Subsidiary shall no longer constitute a “SBIC Subsidiary” pursuant to the definition thereof (in which case such Person shall be deemed to be a “new” Subsidiary for purposes of this Section 5.08), the Borrower will, in each case, on or before thirty (30) days following such Person becoming a Subsidiary or such SBIC Financing Subsidiary no longer qualifying as such, cause such new Subsidiary or former SBIC Financing Subsidiary to become a “Subsidiary Guarantor” (and, thereby, an “Obligor”) under the Guarantee and Security Agreement pursuant to a Guarantee Assumption Agreement and to deliver such proof of corporate or other action, incumbency of officers, opinions of counsel and other documents as the Administrative Agent shall have reasonably requested. (ii) The Borrower acknowledges that the Administrative Agent and the Lenders have agreed to exclude each SBIC Subsidiary as an Obligor only for so long as such Person qualifies as an “SBIC Subsidiary” pursuant to the definition thereof, and thereafter such Person shall no longer constitute an “SBIC Subsidiary” for any purpose of this Agreement or any other Loan Document.

Subsidiary Guarantors. (i) In the event that (1) the Borrower or any of its Subsidiaries shall form or acquire any new Subsidiary (other than a Financing Subsidiary, a CFC, an SBIC Immaterial Subsidiary or a Transparent Subsidiary), or any other Person shall become a “Subsidiary” within the meaning of the definition thereof (other than a Financing Subsidiary, a CFC, an SBIC Immaterial Subsidiary or a Transparent Subsidiary) or ); (2) any Structured Subsidiary shall no longer constitute a “Structured Subsidiary” pursuant to the definition thereof (in which case such Person shall be deemed to be a “new” Subsidiary for purposes of this Section 5.08); (3) any SBIC Subsidiary shall no longer constitute a an “SBIC Subsidiary” pursuant to the definition thereof (in which case such Person shall be deemed to be a “new” Subsidiary for purposes of this Section 5.08), ; (4) any CFC shall no longer constitute a “CFC” pursuant to the Borrower will, definition thereof (in each case, on or before thirty (30) days following which case such Person becoming shall be deemed to be a “new” Subsidiary or such SBIC for purposes of this Section 5.08); (5) any Transparent Subsidiary shall no longer qualifying as such, cause such new Subsidiary or former SBIC Subsidiary to become constitute a “Subsidiary Guarantor” (and, thereby, an “Obligor”) under the Guarantee and Security Agreement pursuant to a Guarantee Assumption Agreement and to deliver such proof of corporate or other action, incumbency of officers, opinions of counsel and other documents as the Administrative Agent shall have reasonably requested. (ii) The Borrower acknowledges that the Administrative Agent and the Lenders have agreed to exclude each SBIC Subsidiary as an Obligor only for so long as such Person qualifies as an “SBIC Transparent Subsidiary” pursuant to the definition thereof, and thereafter such Person shall no longer constitute an “SBIC Subsidiary” for any purpose of this Agreement or any other Loan Document.definition

Subsidiary Guarantors. (i) In the event that (1) the Borrower or any of its Subsidiaries Obligor shall form or acquire any new Domestic Subsidiary (other than an SBIC Subsidiary), any Designated Subsidiary or any other Person shall become a “Subsidiary” within the meaning of the definition thereof (other than an SBIC Immaterial Subsidiary) or (2) any SBIC Designated Subsidiary or Immaterial Subsidiary that is a Domestic Subsidiary shall no longer constitute a “SBIC Designated Subsidiary” or “Immaterial Subsidiary”, as applicable, pursuant to the definition thereof (in which case such Person shall be deemed to be a “new” Domestic Subsidiary for purposes of this Section 5.085.08 as of such date), the Borrower willwill cause, in each case, on or before within thirty (30) days (or such longer period as shall be reasonably agreed or required by the Administrative Agent) following such Person becoming a Subsidiary or such SBIC Subsidiary no longer qualifying as suchnew Domestic Subsidiary, cause such new Subsidiary or former SBIC Domestic Subsidiary to become a “Subsidiary Guarantor” (and, thereby, an “Obligor”) under the Guarantee and Security Agreement pursuant to a Guarantee Assumption Agreement and to deliver such proof of corporate or other action, incumbency of officers, opinions of counsel (unless otherwise agreed by the Administrative Agent) and other documents as is consistent with those delivered by the Borrower pursuant to Section 4.01 upon the Effective Date or as the Administrative Agent shall have reasonably requested. (ii) The . For the avoidance of doubt, the Borrower acknowledges that the Administrative Agent and the Lenders have agreed may elect to exclude each SBIC Subsidiary as cause any of its Designated Subsidiaries or Immaterial Subsidiaries to become an Obligor only for so long as by causing such Person qualifies to become a Subsidiary Guarantor and executing and delivering a Guarantee Assumption Agreement and other deliverables as an “SBIC Subsidiary” pursuant to the definition thereof, and thereafter required for a Subsidiary Guarantor under this Section 5.08(a) (at which point such Person shall be a Subsidiary Guarantor and shall no longer constitute be a Designated Subsidiary or an “SBIC Immaterial Subsidiary” for any purpose of this Agreement or any other Loan Document).

Subsidiary Guarantors. (i) In the event that (1) the Borrower or any of its Subsidiaries Obligor shall form or acquire any new Domestic Subsidiary (other than an SBIC Subsidiary), Excluded Asset or any other Person shall become a “Subsidiary” within the meaning of the definition thereof (other than an SBIC Immaterial Subsidiary) or (2) any SBIC Excluded Asset or Immaterial Subsidiary that is a Domestic Subsidiary shall no longer constitute a an “SBIC Excluded Asset” or “Immaterial Subsidiary” ”, as applicable, pursuant to the definition thereof (in which case such Person shall be deemed to be a “new” Domestic Subsidiary for purposes of this Section 5.085.08 as of such date), the Borrower willwill cause, in each case, on or before within thirty (30) days (or such longer period as shall be reasonably agreed by the Administrative Agent) following such Person becoming a Subsidiary or such SBIC Subsidiary no longer qualifying as suchnew Domestic Subsidiary, cause such new Subsidiary or former SBIC Domestic Subsidiary to become a “Subsidiary Guarantor” (and, thereby, an “Obligor”) under the Guarantee and Security Agreement pursuant to a Guarantee Assumption Agreement and to 748405650 deliver such proof of corporate or other action, incumbency of officers, opinions of counsel (unless otherwise agreed by the Administrative Agent) and other documents as is consistent with those delivered by the Borrower pursuant to Section 4.01 upon the Effective Date or as the Administrative Agent shall have reasonably requested. (ii) The . For the avoidance of doubt, the Borrower acknowledges that the Administrative Agent and the Lenders have agreed may elect to exclude each SBIC Subsidiary as cause any of its Excluded Assets or Immaterial Subsidiaries to become an Obligor only for so long as by causing such Person qualifies to become a Subsidiary Guarantor and executing and delivering a Guarantee Assumption Agreement and other deliverables as an “SBIC Subsidiary” pursuant to the definition thereof, and thereafter required for a Subsidiary Guarantor under this Section 5.08(a) (at which point such Person shall be a Subsidiary Guarantor and shall no longer constitute be an “SBIC Excluded Asset or an Immaterial Subsidiary” for any purpose of this Agreement or any other Loan Document).

Subsidiary Guarantors. (i) In the event that (1) the Borrower or any of its Subsidiaries shall form or acquire any new Subsidiary (other than an SBIC Subsidiary), or any other Person shall become a “Subsidiary” within the meaning of the definition thereof (other than an SBIC Subsidiary) or (2) any SBIC Subsidiary shall no longer constitute a “SBIC Subsidiary” pursuant to the definition thereof (in which case such Person shall be deemed to be a “new” Subsidiary for purposes of this Section 5.08), the Borrower will, in each case, on or before thirty (30) days following such Person becoming a Subsidiary or such SBIC Subsidiary no longer qualifying as such, cause such new Subsidiary or former SBIC Subsidiary to become a “Subsidiary Guarantor” (and, thereby, an “Obligor”) under the Guarantee and Security Agreement pursuant to a Guarantee Assumption Agreement and to deliver such proof of corporate or other action, incumbency of officers, opinions of counsel and other documents as the Administrative Agent shall have reasonably requested. (ii) . The Borrower acknowledges that the Administrative Agent and the Lenders have agreed to exclude each SBIC Subsidiary as an Obligor only for so long as such Person qualifies as an “SBIC Subsidiary” pursuant to the definition thereof, and thereafter such Person shall no longer constitute an “SBIC Subsidiary” for any purpose of this Agreement or any other Loan Document.

Subsidiary Guarantors. (i) In the event that (1) the Borrower or any of its Subsidiaries Obligor shall form or acquire any new Domestic Subsidiary (other than an SBIC Subsidiary), Excluded Asset or any other Person shall become a “Subsidiary” within the meaning of the definition thereof (other than an SBIC Immaterial Subsidiary) or (2) any SBIC Excluded Asset or Immaterial Subsidiary that is a Domestic Subsidiary shall no longer constitute a an “SBIC Excluded Asset” or “Immaterial Subsidiary” ”, as applicable, pursuant to the definition thereof (in which case such Person shall be deemed to be a “new” Domestic Subsidiary for purposes of this Section 5.08), the Borrower willwill cause, in each case, on or before within thirty (30) days (or such longer period as shall be reasonably agreed by the Administrative Agent) following such Person becoming a Subsidiary or such SBIC Subsidiary no longer qualifying as suchnew Domestic Subsidiary, cause such new Subsidiary or former SBIC Domestic Subsidiary to become a “Subsidiary Guarantor” (and, thereby, an “Obligor”) under the Guarantee and Security Agreement pursuant to a Guarantee Assumption Agreement and to deliver such proof of corporate or other action, incumbency of officers, opinions of counsel (if reasonably requested by the Administrative Agent) and other documents as is consistent with those delivered by the Borrower pursuant to Section 4.01 upon the Effective Date or as the Administrative Agent shall have reasonably requested. (ii) The . For the avoidance of doubt, the Borrower acknowledges that the Administrative Agent and the Lenders have agreed may elect to exclude each SBIC Subsidiary as cause any of its Excluded Assets or Immaterial Subsidiaries to become an Obligor only for so long as by causing such Person qualifies to become a Subsidiary Guarantor and executing and delivering a Guarantee Assumption Agreement and other deliverables as an “SBIC Subsidiary” pursuant to the definition thereof, and thereafter required for a Subsidiary Guarantor under this Section 5.08(a) (at which point such Person shall be a Subsidiary Guarantor and shall no longer constitute be an “SBIC Excluded Asset or an Immaterial Subsidiary” for any purpose of this Agreement or any other Loan Document).