Certificates and Authorizations. (1) The Administrative Agent shall have received (i) certified copies of the resolutions of the board of directors of the Borrower and the Guarantor approving the transactions contemplated by this Eleventh Amendment and the execution and delivery of this Eleventh Amendment and the other Loan Documents to be delivered by such Loan Party on the Eleventh Amendment Effective Date, and all documents evidencing other necessary organizational action and governmental approvals, if any, with respect to this Eleventh Amendment and the other Loan Documents to be delivered by any Loan Party on the Eleventh Amendment Effective Date and (ii) all other documents reasonably requested by the Administrative Agent relating to the organization, existence and good standing of the Guarantor and the Borrower and authorization of the transactions contemplated hereby.
(2) The Administrative Agent shall have received a certificate of the Secretary or an Assistant Secretary of the Borrower and the Guarantor certifying the names and true signatures of the officers of such entity authorized to sign the Loan Documents to which it is a party, to be delivered by such entity on the Eleventh Amendment Effective Date and the other documents to be delivered hereunder on the Eleventh Amendment Effective Date.
Certificates and Authorizations. The Company and its Subsidiaries possess such valid and current licenses, certificates, authorizations, or permits issued by appropriate foreign and domestic state and federal regulatory agencies or bodies necessary to conduct the business now operated by them including, without limitation, all such certificates, authorizations and permits required by the FDA or any other state, federal or foreign agency or body engaged in the regulation of pharmaceuticals or biohazardous materials, except where such failure to possess any such valid and current license, certificate, authorization or permit would not have a Material Adverse Effect, and have not received any notice of proceedings relating to the revocation or modification of any such license, certificate, authorization or permit that, if determined adversely to the Company or its Subsidiaries, would, individually or in the aggregate, have a Material Adverse Effect.
Certificates and Authorizations. The Company and its subsidiaries possess all certificates, authorizations and permits issued by the appropriate federal, state or foreign regulatory authorities necessary to conduct their respective businesses, except where failure to obtain such certificates, authorizations and permits would not reasonably be expected to have a material adverse effect on the Company and its subsidiaries, taken as a whole, and neither the Company nor its subsidiaries has received any notice of proceedings relating to the revocation or modification of any such certificate, authorization or permit which, singly or in the aggregate, if the subject of an unfavorable decision, ruling or finding, would have a material adverse effect on the Company and its subsidiaries, taken as a whole, except as described in the Disclosure Package and the Prospectus.
Certificates and Authorizations. The Lender shall have received (i) a certificate of each Loan Party, dated the Closing Date and executed by its Authorized Officer, which shall (A) certify the resolutions of its board of directors (or other governing body) authorizing the execution, delivery and performance of the Loan Documents to which it is a party, (B) identify by name and title and bear the signatures of the officers of such Loan Party authorized to sign the Loan Documents to which it is a party, and (C) contain appropriate attachments, including the charter, articles or certificate of organization or incorporation of each Loan Party certified by the relevant authority of the jurisdiction of organization of each Loan Party and a true and correct copy of its bylaws, operating agreement, partnership agreement, or other organizational or governing documents, and (ii) a good standing certificate for each Loan Party from its jurisdiction of organization, and each other jurisdiction where it is required to be qualified to do business.
Certificates and Authorizations. Any and all certificates of title and, to the extent available as a matter of law, any and all authorizations and licenses and the like issued to Seller or any Subsidiary by any Governmental Authority relating to the Subject Assets, the Services or the Business;
Certificates and Authorizations. (1) The Administrative Agent shall have received (i) certified copies of the resolutions of the board of directors of the Borrower and the Guarantor approving the transactions contemplated by this Eighth Amendment and the execution and delivery of this Eighth Amendment and the other Loan Documents to be delivered by such Loan Party on the Eighth Amendment Effective Date, and all documents evidencing other necessary organizational action and governmental approvals, if any, with respect to this Eighth Amendment and the other Loan Documents to be delivered by any Loan Party on the Eighth Amendment Effective Date and (ii) all other documents reasonably requested by the Administrative Agent relating to the organization, existence and good standing of the Guarantor and the Borrower and authorization of the transactions contemplated hereby.
(2) The Administrative Agent shall have received a certificate of the Secretary or an Assistant Secretary of the Borrower and the Guarantor certifying the names and true signatures of the officers of such entity authorized to sign the Loan Documents to which it is a party, to be delivered by such entity on the Eighth Amendment Effective Date and the other documents to be delivered hereunder on the Eighth Amendment Effective Date.
(3) The Administrative Agent shall have received (i) a certificate, dated the Eighth Amendment Effective Date and signed on behalf of the Borrower by the President, a Vice President or a Financial Officer of the Borrower, confirming compliance with the conditions set forth in Section 2.01(b) and (d) hereof as of the Eighth Amendment Effective Date, and (ii) a solvency certificate, dated the Eighth Amendment Effective Date and signed on behalf of the Borrower by the chief financial officer or treasurer of the Borrower, certifying that, as of the Eighth Amendment Effective Date, the Borrower is, individually and together with its Subsidiaries, and after giving effect to the incurrence of any Indebtedness and obligations being incurred in connection herewith will be, Solvent.
Certificates and Authorizations. Airline shall obtain, at Airline’s sole expense, all licenses, certificates, permits and other authorizations that are now or hereafter required by Applicable Laws or the Airport Rules and Regulations for Airline’s operations at the Airport, Airline’s use of the Premises and all other areas of the Airport, and Airline’s exercise of any rights under this Agreement. Airline shall comply with all applicable Federal, state and local wage and hour laws.
Certificates and Authorizations. Lender shall have received (i) a certificate of Borrower, dated the Closing Date and executed by its Secretary or Assistant Secretary (or other officer or director reasonably acceptable to Lender), which shall (A) certify the resolutions of its board of directors (or other governing body) authorizing the execution, delivery and performance of the Loan Documents to which it is a party, (B) identify by name and title and bear the signatures of the officers of Borrower authorized to sign the Loan Documents to which it is a party, and (C) contain appropriate attachments, including the charter, articles or certificate of organization or incorporation of Borrower certified by the relevant authority of the jurisdiction of organization of Borrower and a true and correct copy of its bylaws, operating agreement, partnership agreement, or other organizational or governing documents, and (ii) a good standing certificate for Borrower from its jurisdiction of organization, and each other jurisdiction where it is required to be qualified to do business.
Certificates and Authorizations. (1) The Administrative Agent shall have received (i) certified copies of the resolutions of the board of directors of the Borrower and the Guarantor approving the transactions contemplated by this Amendment and the execution and delivery of this Amendment and the other Loan Documents to be delivered by such Loan Party on the Amendment Effective Date, and all documents evidencing other necessary organizational action and governmental approvals, if any, with respect to this Amendment and the other Loan Documents to be delivered by any Loan Party on the Amendment Effective Date and (ii) all other documents reasonably requested by the Administrative Agent relating to the organization, existence and good standing of the Guarantor and the Borrower and authorization of the transactions contemplated hereby.
(2) The Administrative Agent shall have received a certificate of the Secretary or an Assistant Secretary of the Borrower and the Guarantor certifying the names and true signatures of the officers of such entity authorized to sign the Loan Documents to which it is a party, to be delivered by such entity on the Amendment Effective Date and the other documents to be delivered hereunder on the Amendment Effective Date.
Certificates and Authorizations. The Company and its Subsidiaries possess such valid and current licenses, certificates, authorizations, or permits issued by appropriate foreign and domestic state and federal regulatory agencies or bodies necessary to conduct the business now operated by them including, without limitation, all such certificates, authorizations and permits required by the FDA or any other state, federal or foreign agency or body engaged in the regulation of pharmaceuticals or biohazardous materials, except where such failure to possess any such valid and current license, certificate, authorization or permit would not have a Material Adverse Effect. Neither the Company nor any of its Subsidiaries is in violation of, or in default under any such license, certificate, authorization or permit, except where such violation or default would not have a Material Adverse Effect. Neither the Company nor any of its Subsidiaries has received any notice of proceedings relating to the revocation or modification of any such license, certificate, authorization or permit that, if determined adversely to the Company or its Subsidiaries, would, individually or in the aggregate, have a Material Adverse Effect. To the Company’s knowledge, no state, federal or foreign regulatory agency or body granting any such license, certificate, authorization or permit has taken any action to limit, suspend or revoke the same, except where such limitation, suspension or revocation would not have a Material Adverse Effect.
