Common use of Borrower Documents Clause in Contracts

Borrower Documents. (a) This First Amendment and Restatement, duly executed and delivered by the Borrower, the Lenders and the Administrative Agent. (b) Certified copies of the Organizational Documents of the Borrower, each dated as a recent date prior to the Restatement Effective Date, certified as of a recent date prior to the Restatement Effective Date by the appropriate governmental official or an officer of the Borrower, as applicable; (c) Resolutions of the board of directors (or similar governing body) of the Borrower approving and authorizing the execution, delivery and performance of this First Amendment and Restatement and the other Loan Documents to which it is a party and certified as of the Restatement Effective Date by an officer of the Borrower as being in full force and effect without modification or amendment; (d) Signature and incumbency certificates of the officers of the Borrower executing on behalf of the Borrower the Loan Documents to which it is a party; (e) An executed original of each Note requested by a Lender prior to the Restatement Effective Date; (f) A good standing certificate of the Borrower from the Secretary of State of the State of Delaware certified as of a recent date prior to the Restatement Effective Date; (g) A certificate, dated the Restatement Effective Date and signed by the senior financial officer of the Borrower, certifying the representations and warranties set forth in Section 3 hereof; and (h) Such other documents as the Administrative Agent on behalf of the Lenders may reasonably request.

Borrower Documents. (a) This First Amendment and Restatement, duly executed and The Borrower shall deliver or cause to be delivered by the Borrower, the Lenders and to the Administrative Agent.Agent on behalf of each Lender the following: $500,000,000 THREE YEAR CREDIT AGREEMENT (bi) Certified copies of the Organizational Documents of the Borrower, each dated as a recent date prior to the Restatement Effective Date, certified as of a recent date prior to the Restatement Effective Date by the appropriate governmental official or an officer of the Borrower, as applicable; (cii) Resolutions of the board of directors (or similar governing body) of the Borrower approving and authorizing the execution, delivery and performance of this First Amendment and Restatement and the other Loan Documents to which it is a party and certified as of the Restatement Effective Date by an officer of the Borrower as being in full force and effect without modification or amendment; (diii) Signature and incumbency certificates of the officers of the Borrower executing on behalf of the Borrower the Loan Documents to which it is a party; (eiv) An executed original of each Note requested by a Lender prior to the Restatement Effective Date; (fv) A good standing certificate of the Borrower from the Secretary of State of the State of Delaware certified as of a recent date prior to the Restatement Effective Date; (gvi) A certificate, dated the Restatement Effective Date and signed by the senior financial certificate from an officer of the Borrower, Borrower certifying satisfaction of the representations and warranties conditions set forth in Section 3 hereofSections 3.2(iii) and (iv) as of the Effective Date; and (hvii) Such other documents as the Administrative Agent on behalf of the Lenders may reasonably request.

Borrower Documents. (a) This First Amendment and RestatementOn or before the Effective Date, duly executed and delivered by the each Borrower, as applicable, shall deliver to Administrative Agent for Lenders, with sufficient originally executed copies, where appropriate, for each Lender and its counsel, each, unless otherwise noted, dated the Lenders and the Administrative Agent.Effective Date: (b1) Certified In the case of Company, certified copies of its Certificate of Incorporation, together with evidence of good standing from the Organizational Documents Secretary of State of the BorrowerState of Delaware, each to be dated as a recent date prior to the Restatement Effective Date; (2) In the case of any Subsidiary Borrower, certified as copies of its charter documents, together with evidence of good standing from its jurisdiction of organization if generally available for companies similar to such Subsidiary Borrower from such jurisdiction, each to be dated a recent date prior to the Restatement Effective Date; (3) Copies of its Bylaws, if any, certified as of the Effective Date by its corporate secretary, an assistant secretary or, in the appropriate governmental official case of Subsidiary Borrowers, any director or an officer of the Borrower, as applicablea notary public; (c4) Resolutions of the board its Board of directors (Directors or similar comparable governing body) of the Borrower body approving and authorizing the execution, delivery and performance of this First Amendment and Restatement Agreement and, in the case of Company, the Company Guaranty and the other Loan Documents to which it is a party Domestic Overdraft Agreement and, in the case of Subsidiary Borrowers, the Offshore Overdraft Agreements and approving and authorizing the execution, delivery and payment of any Notes issued by it, each certified as of the Restatement Effective Date by its corporate secretary, an officer assistant secretary or, in the case of the Borrower Subsidiary Borrowers, any director or a notary public as being in full force and effect without modification or amendment; (d5) Signature and incumbency certificates of its officers executing this Agreement and the officers of the Borrower executing on behalf of the Borrower the other Loan Documents (and, if applicable, any powers of attorney authorizing other Persons to execute this Agreement and the other Loan Documents) to which it is a party; (e6) An executed original Executed copies of each Note requested by this Agreement and the other Loan Documents to which it is a Lender prior to the Restatement Effective Date; (f) A good standing certificate of the Borrower from the Secretary of State of the State of Delaware certified as of a recent date prior to the Restatement Effective Date; (g) A certificate, dated the Restatement Effective Date and signed by the senior financial officer of the Borrower, certifying the representations and warranties set forth in Section 3 hereofparty; and (h7) Such other documents as the Administrative Agent on behalf of the Lenders may reasonably request.