Borrower Documents. Borrower shall deliver or cause to be delivered to Administrative Agent the following, each, unless otherwise noted, dated as of the Closing Date: (i) Certified copies of its Certificate of Limited Partnership, together with a good standing certificate from the Secretary of State of the State of Delaware and each other state in which an Unencumbered Property owned by Borrower is located (to the extent that qualification is required by applicable law) and, to the extent generally available, a certificate or other evidence of good standing as to payment of any applicable franchise or similar taxes from the appropriate taxing authority of each of such states, each dated a recent date prior to the Closing Date; (ii) An Officer’s Certificate of Borrower certifying (A) its Constituent Documents, (B) resolutions of its Board of Directors approving and authorizing the execution, delivery, and performance of this Agreement and the other Loan Documents, certified as of the Closing Date as being in full force and effect without modification or amendment, and (C) signatures and incumbency of its officers executing this Agreement and the other Loan Documents; (iii) Executed originals of this Agreement, the Notes, and the other Loan Documents; and (iv) Such other documents as Administrative Agent may reasonably request.
Appears in 2 contracts
Samples: Credit Agreement (Prentiss Properties Trust/Md), Credit Agreement (Prentiss Properties Trust/Md)
Borrower Documents. Borrower shall deliver or cause to be delivered to Administrative Agent the following, each, unless otherwise noted, dated as of the Closing Date:
(i) Certified copies of its Certificate of Limited Partnership, together with a good standing certificate from the Secretary of State of the State of Delaware and each other state in which an Unencumbered Property owned by Borrower is located (to the extent that qualification is required by applicable law) and, to the extent generally available, a certificate or other evidence of good standing as to payment of any applicable franchise or similar taxes from the appropriate taxing authority of each of such states, each dated a recent date prior to the Closing Date;
(ii) An Officer’s 's Certificate of Borrower certifying (A) its Constituent Documents, (B) resolutions of its Board of Directors approving and authorizing the execution, delivery, and performance of this Agreement and the other Loan Documents, certified as of the Closing Date as being in full force and effect without modification or amendment, and (C) signatures and incumbency of its officers executing this Agreement and the other Loan Documents;
(iii) Executed originals of this Agreement, the Notes, and the other Loan Documents; and
(iv) Such other documents as Administrative Agent may reasonably request.
Appears in 2 contracts
Samples: Credit Agreement (Prentiss Properties Trust/Md), Credit Agreement (Prentiss Properties Trust/Md)
Borrower Documents. Borrower shall deliver or cause to be delivered to Administrative Agent the following, each, unless otherwise noted, dated as of the Closing Date:
(i) Certified copies of its Certificate of Limited PartnershipIncorporation, together with a good standing certificate from the Secretary of State of the State of Delaware and each other state in which an Unencumbered Property owned by Borrower it is located (qualified as a foreign corporation to the extent that qualification is required by applicable law) do business and, to the extent generally available, a certificate or other evidence of good standing as to payment of any applicable franchise or similar taxes Taxes from the appropriate taxing authority of each of such states, each dated a recent date prior to the Closing Date;
(ii) An Officer’s 's Certificate of Borrower certifying (A) its Constituent Documents, (B) resolutions of its Board of Directors approving and authorizing the execution, delivery, and performance of this Agreement and the other Loan Documents, certified as of the Closing Date as being in full force and effect without modification or amendment, and (C) signatures and incumbency of its officers executing this Agreement and the other Loan Documents;
(iii) Executed originals of this Agreement, the Notes, the Borrower Pledge Agreement, and the other Loan Documents; and
(iv) Such other documents as Administrative Agent may reasonably request.
Appears in 2 contracts
Samples: Credit Agreement (Trammell Crow Co), Credit Agreement (Trammell Crow Co)
Borrower Documents. Borrower shall deliver or cause to be delivered to Administrative Agent the following, each, unless otherwise noted, dated as of the Closing Date:
(i) Certified certified copies of its Certificate of Limited PartnershipConstituent Documents, together with a existence and good standing certificate certificates from the Secretary of State of Nevada and foreign qualification and good standing certificates from the State of Delaware and each other state in which an Unencumbered Property owned by Borrower is located (to the extent that qualification is required by applicable law) and, to the extent generally available, a certificate or other evidence of good standing as to payment of any applicable franchise or similar taxes from the appropriate taxing authority of each of such statesTexas, each dated a recent date prior to the Closing Date;; CREDIT AGREEMENT
(ii) An Officer’s Certificate a certificate of Responsible Officers of Borrower certifying (A) its Constituent Documents, (B) resolutions of its Board of Directors (or of the Executive Committee of the Board of Directors upon delivery of resolutions of the Board of Directors authorizing such action by an Executive Committee) approving and authorizing the execution, delivery, and performance of this Agreement and the other Loan Documents, certified as of the Closing Date as being in full force and effect without modification or amendment, and (C) signatures and incumbency of its officers executing this Agreement and the other Loan Documents;
(iii) Executed executed originals of this Agreement, the Notes, if any, payable to the order of each applicable Lender and the other Loan DocumentsDocuments to be executed by Borrower; and
(iv) Such such other documents as Administrative Agent may reasonably request.
Appears in 1 contract
Samples: Credit Agreement (Centex Corp)
Borrower Documents. Borrower shall deliver or cause to be delivered to Administrative Agent the following, each, unless otherwise noted, dated as of the Closing Date:
(i) Certified copies of its Certificate of Limited PartnershipIncorporation, together with a good standing certificate from the Secretary of State of the State of Delaware and each other state in which an Unencumbered Property owned by Borrower it is located (qualified as a foreign corporation to the extent that qualification is required by applicable law) do business and, to the extent generally available, a certificate or other evidence of good standing as to payment of any applicable franchise or similar taxes from the appropriate taxing authority of each of such states, each dated a recent date prior to the Closing Date;; CREDIT AGREEMENT
(ii) An Officer’s 's Certificate of Borrower certifying (A) its Constituent Documents, (B) resolutions of its Board of Directors approving and authorizing the execution, delivery, and performance of this Agreement and the other Loan Documents, certified as of the Closing Date as being in full force and effect without modification or amendment, and (C) signatures and incumbency of its officers executing this Agreement and the other Loan Documents;
(iii) Executed originals of this Agreement, the Notes, the Borrower Pledge Agreement, and the other Loan Documents; and
(iv) Such other documents as Administrative Agent may reasonably request.
Appears in 1 contract
Samples: Credit Agreement (Trammell Crow Co)
Borrower Documents. Borrower shall deliver or cause to be delivered to Administrative Agent the following, each, unless otherwise noted, dated as of the Closing Date:
(i) Certified certified copies of its Certificate of Limited PartnershipConstituent Documents, together with a existence and good standing certificate certificates from the Secretary of State of Nevada and foreign qualification and good standing certificates from the State of Delaware and each other state in which an Unencumbered Property owned by Borrower is located (to the extent that qualification is required by applicable law) and, to the extent generally available, a certificate or other evidence of good standing as to payment of any applicable franchise or similar taxes from the appropriate taxing authority of each of such statesTexas, each dated a recent date prior to the Closing Date;
(ii) An Officer’s Certificate a certificate of Responsible Officers of Borrower certifying (Aa) its Constituent Documents, (Bb) resolutions of its Board of Directors (or of the "Executive Committee" of the Board of Directors upon delivery of resolutions of the Board of Directors authorizing such action by an Executive Committee) approving and authorizing the execution, delivery, and performance of this Agreement and the other Loan Documents, certified as of the Closing Date as being in full force and effect without modification or amendment, and (Cc) signatures and incumbency of its officers executing this Agreement and the other Loan Documents;
(iii) Executed executed originals of this Agreement, the Notes, and the other Loan DocumentsDocuments to be executed by Borrower; and
(iv) Such such other documents as Administrative Agent may reasonably request.
Appears in 1 contract
Borrower Documents. Borrower shall deliver or cause to be delivered to Administrative Agent the following, each, unless otherwise noted, dated as of the Closing Date:
(iI) Certified certified copies of its Certificate of Limited PartnershipConstituent Documents, together with a good standing certificate or its equivalent from the Secretary of State of the State state of Delaware its incorporation and each other state in which an Unencumbered Property owned by Borrower it is located (qualified as a foreign corporation to the extent that qualification is required by applicable law) and, to the extent generally available, a certificate or other evidence of good standing as to payment of any applicable franchise or similar taxes from the appropriate taxing authority of each of such statesdo business, each dated a recent date prior to the Closing Date;
(iiII) An an Officer’s 's Certificate of Borrower certifying (A) its Constituent Documents, (B) resolutions of its Board of Directors approving and authorizing the execution, delivery, and performance of this Agreement and the other Loan Documents, certified as of the Closing Date as being in full force and effect without modification or amendment, and (C) signatures and incumbency of its officers executing this Agreement and the other Loan Documents;
(iiiIII) Executed executed originals of this Agreement, the Notes, the Subsidiary Guaranty, the Security Documents, and the other Loan DocumentsDocuments to be executed by Borrower;
(IV) evidence as of a recent date prior to the Closing Date that all insurance required to be maintained pursuant to the Loan Documents has been obtained and is in effect;
(V) evidence that seventy-five percent (75%) or more of the Consolidated Debt as of June 30, 2006 is subject to a fixed rate of interest by the terms of such Debt, or pursuant to Interest Rate Hedging Arrangements with respect to such Debt; and
(ivVI) Such such other documents as Administrative Agent may reasonably request.
Appears in 1 contract
Borrower Documents. Borrower shall deliver or cause to be delivered to Administrative Agent the following, each, unless otherwise noted, dated as of the Closing Date:
(i) Certified certified copies of its Certificate of Limited PartnershipConstituent Documents, together with a existence and good standing certificate certificates from the Secretary of State of Nevada and foreign qualification and good standing certificates from the State of Delaware and each other state in which an Unencumbered Property owned by Borrower is located (to the extent that qualification is required by applicable law) and, to the extent generally available, a certificate or other evidence of good standing as to payment of any applicable franchise or similar taxes from the appropriate taxing authority of each of such statesTexas, each dated a recent date prior to the Closing Date;
(ii) An Officer’s Certificate a certificate of Responsible Officers of Borrower certifying (A) its Constituent Documents, (B) resolutions of its Board of Directors (or of the Executive Committee of the Board of Directors upon delivery of resolutions of the Board of Directors authorizing such action by an Executive Committee) approving and authorizing the execution, delivery, and performance of this Agreement and the other Loan Documents, certified as of the Closing Date as being in full force and effect without modification or amendment, and (C) signatures and incumbency of its officers executing this Agreement and the other Loan Documents;
(iii) Executed executed originals of this Agreement, the Notes, if any, and the other Loan DocumentsDocuments to be executed by Borrower; and
(iv) Such such other documents as Administrative Agent may reasonably request.
Appears in 1 contract
Borrower Documents. Borrower shall deliver or cause to be delivered to Administrative Agent the following, each, unless otherwise noted, dated as of the Closing Date:
(i) Certified copies of its Certificate of Limited PartnershipIncorporation, together with a good standing certificate from the Secretary of State of the State of Delaware and each other state in which an Unencumbered Property owned by Borrower it is located (qualified as a foreign corporation to the extent that qualification is required by applicable law) do business and, to the extent generally available, a certificate or other evidence of good standing as to payment of any applicable franchise or similar taxes Taxes from the appropriate taxing authority of each of such states, each dated a recent date prior to the Closing Date;
(ii) An Officer’s Certificate of Borrower certifying (A) its Constituent Documents, (B) resolutions of its Board of Directors approving and authorizing the execution, delivery, and performance of this Agreement and the other Loan Documents, certified as of the Closing Date as being in full force and effect without modification or amendment, and (C) signatures and incumbency of its officers executing this Agreement and the other Loan Documents;
(iii) Executed originals of this Agreement, the Notes, the Borrower Pledge Agreement, and the other Loan Documents; and
(iv) Such other documents as Administrative Agent may reasonably request.
Appears in 1 contract
Samples: Credit Agreement (Trammell Crow Co)
Borrower Documents. Borrower shall deliver or cause to be delivered to Administrative Agent the following, each, unless otherwise noted, dated as of the Closing Date:
(i) Certified certified copies of its Certificate of Limited PartnershipConstituent Documents, together with a good standing certificate from the Secretary of State of the State state of Delaware its incorporation and each other state in which an Unencumbered Property owned by Borrower is located (to the extent that qualification is required by applicable law) Material State and, to the extent generally available, a certificate or other evidence of good standing as to payment of any applicable franchise or similar taxes from the appropriate taxing authority of each of such states, each dated a recent date or brought down to a recent date prior to the Closing Date;
(ii) An Officer’s Certificate an officer's certificate of Borrower certifying (A) its Constituent Documents, (B) resolutions of its Board of Directors approving and authorizing the execution, delivery, and performance of this Agreement and the other Loan Documents, certified as of the Closing Date as being in full force and effect without modification or amendment, and (C) signatures and incumbency of its officers executing this Agreement and the other Loan Documents;
(iii) Executed executed originals of this Agreement, the Notesany Notes requested by any Lenders pursuant to SECTION 3.1(a)(ii), and the other Loan DocumentsDocuments to be executed by Borrower; and
and (iv) Such other documents Uniform Commercial Code searches as Administrative Agent may reasonably requestrequest covering Borrower, as debtor, and showing no Liens on any of Borrower's assets (other than Permitted Liens).
Appears in 1 contract
Samples: Revolving Credit Agreement (Protection One Alarm Monitoring Inc)
Borrower Documents. Borrower shall deliver or cause to be delivered to Administrative Agent the following, each, unless otherwise noted, dated as of the Closing Date:
(i) Certified copies of its Certificate of Limited Partnership, together with a A good standing certificate from the Secretary of State of the State of Delaware and each other state in which an Unencumbered Property owned by Borrower is located (to the extent that qualification is required by applicable law) and, to the extent generally available, a certificate or other evidence of good standing as to payment of any applicable franchise or similar taxes from the appropriate taxing authority of each of such states, each dated a recent date prior to the Closing Date;
(ii) An Officer’s 's Certificate of Borrower certifying (A) changes to its Constituent DocumentsDocuments since the date of the Existing Line of Credit, (B) resolutions of its Board of Directors approving and authorizing the execution, delivery, and performance of this Agreement and the other Loan Documents, certified as of the Closing Date as being in full force and effect without modification or amendment, and (C) signatures and incumbency of its officers executing this Agreement and the other Loan Documents;
(iii) Executed originals of this Agreement, the Notes, and the other Loan Documents; and
(iv) Such other documents as Administrative Agent may reasonably request.
Appears in 1 contract
Borrower Documents. Borrower shall deliver or cause to be delivered to Administrative Agent the following, each, unless otherwise noted, dated as of the Closing Date:
(i) Certified copies of its Certificate of Limited Partnership, together with a good standing certificate from the Secretary of State of the State of Delaware and each other state in which an Unencumbered Property owned by Borrower is located (to the extent that qualification is required by applicable law) and, to the extent generally available, a certificate or other evidence of good standing as to payment of any applicable franchise or similar taxes from the appropriate taxing authority of each of such states, each dated a recent date prior to the Closing Date;
(ii) An Officer’s Certificate of Borrower certifying (A) that there have been no changes to its Constituent DocumentsDocuments since Mxxxx 0, 0000, (BX) resolutions of its Board of Directors approving and authorizing the execution, delivery, and performance of this Agreement and the other Loan Documents, certified as of the Closing Date as being in full force and effect without modification or amendment, and (C) signatures and incumbency of its officers executing this Agreement and the other Loan Documents;
(iii) Executed originals of this Agreement, the Notes, and the other Loan Documents; and
(iv) Such other documents as Administrative Agent may reasonably request.
Appears in 1 contract