Certificate of Secretary of the Borrower. The Administrative Agent shall have received a certificate of the secretary or assistant secretary of the Management Company, in its capacity as the duly authorized Manager of the Borrower, certifying as to the incumbency and genuineness of the signature of each officer of the Management Company executing Loan Documents to which the Borrower is a party and certifying that attached thereto is a true, correct and complete copy of (A) the articles of organization of the Borrower and all amendments thereto, certified as of a recent date by the appropriate Governmental Authority in its jurisdiction of incorporation, (B) the operating agreement on behalf of the Borrower as in effect on the date of such certifications, (C) resolutions duly adopted by the Board of Directors of the Borrower authorizing the borrowings contemplated hereunder and the execution, delivery and performance of this Agreement and the other Loan Documents to which the Borrower is a party, (D) each certificate required to be delivered pursuant to Section 4.2(b)(v)(A) and (E) the Management Agreement (if applicable).
Appears in 3 contracts
Samples: Loan Agreement (Medcath Corp), Loan Agreement (Medcath Corp), Loan Agreement (Medcath Corp)
Certificate of Secretary of the Borrower. The Administrative Agent shall have received a certificate of the secretary or assistant secretary of the Management Company, in its capacity as the duly authorized Manager of the Borrower, certifying as to the incumbency and genuineness of the signature of each officer of the Management Company executing Loan Documents to which the Borrower is a party and certifying that attached thereto is a true, correct and complete copy of (A) the articles of organization of the Borrower and all amendments thereto, certified as of a recent date by the appropriate Governmental Authority in its jurisdiction of incorporation, (B) the operating agreement on behalf of the Borrower as in effect on the date of such certifications, (C) resolutions duly adopted by the Board of Directors of the Borrower authorizing the borrowings contemplated hereunder and the execution, delivery and performance of this Agreement and the other Loan Documents to which the Borrower is a party, (D) each certificate required to be delivered pursuant to Section 4.2(b)(v)(A4.2(b)(v) and (E) the Management Agreement (if applicable).
Appears in 2 contracts
Samples: Loan Agreement (Medcath Corp), Loan Agreement (Medcath Corp)
Certificate of Secretary of the Borrower. The Administrative Agent shall have received a A certificate of the secretary secretary, assistant secretary, director, officer or assistant secretary other authorized person, as the case may be, of the Management Company, in its capacity as the duly authorized Manager of the Borrower, Borrower certifying as to the incumbency and genuineness of the signature of each officer of the Management Company Borrower or other authorized person executing Loan Documents to which the Borrower it is a party and certifying that attached thereto is a true, correct and complete copy of (A) the articles or certificate of organization incorporation or formation of the Borrower and all amendments thereto, certified as of a recent date by the appropriate Governmental Authority in its jurisdiction of incorporationincorporation or formation, (B) the operating agreement on behalf bylaws of the Borrower as in effect on the date of such certificationsClosing Date, and (C) resolutions duly adopted by the Board board of Directors directors (or other governing body) of the Borrower authorizing the borrowings transactions contemplated hereunder and the execution, delivery and performance of this Agreement and the other Loan Documents to which the Borrower it is a party, (D) each certificate required to be delivered pursuant to Section 4.2(b)(v)(A) and (E) the Management Agreement (if applicable).
Appears in 2 contracts
Samples: Credit Agreement (Owens Corning), Credit Agreement (Owens Corning)
Certificate of Secretary of the Borrower. The Administrative Agent shall have received a A certificate of the secretary secretary, assistant secretary, director, officer or assistant secretary other authorized person, as the case may be, of the Management Company, in its capacity as the duly authorized Manager of the Borrower, Borrower certifying as to the incumbency and genuineness of the signature of each officer of the Management Company Borrower or other authorized person executing Loan Documents to which the Borrower it is a party and certifying that attached thereto is a true, correct and complete copy of (A) the articles or certificate of organization incorporation or formation of the Borrower and all amendments thereto, certified as of a recent date by the appropriate Governmental Authority in its jurisdiction of incorporationincorporation or formation, (B) the operating agreement on behalf bylaws of the Borrower as in effect on the date of such certificationsEffective Date, and (C) resolutions duly adopted by the Board board of Directors directors (or other governing body) of the Borrower authorizing the borrowings transactions contemplated hereunder and the execution, delivery and performance of this Agreement and the other Loan Documents to which the Borrower it is a party, (D) each certificate required to be delivered pursuant to Section 4.2(b)(v)(A) and (E) the Management Agreement (if applicable).
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