Certified Constitutional Documents Sample Clauses

Certified Constitutional Documents. On or prior to the Closing Date, there having been delivered to the Lead Underwriters on behalf of the Underwriters a copy, certified by a duly authorised director or the company secretary of, as applicable, the Current Issuer, Funding and the Mortgages Trustee of: (i) the Memorandum and Articles of Association of each of the Current Issuer, Funding and the Mortgages Trustee; (ii) the resolution of the Board of Directors of each of the Current Issuer, Funding and the Mortgages Trustee authorising the execution of this Agreement and the other Legal Agreements and the entry into and performance of the transactions contemplated thereby; and (iii) in respect of the Current Issuer, the issue of the Notes and the entry into and performance of the transactions contemplated thereby;
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Certified Constitutional Documents. On or prior to the Closing Date, there having been delivered to the Lead Managers on behalf of the Underwriters a copy, certified by a duly authorised director of, as applicable, the Eighth Issuer, Funding and the Mortgages Trustee, of: (i) the Memorandum and Articles of Association of each of the Eighth Issuer, Funding and the Mortgages Trustee; (ii) the resolution of the Board of Directors of each of the Eighth Issuer, Funding and the Mortgages Trustee authorising the execution of this Agreement and the other Legal Agreements and the entry into and performance of the transactions contemplated thereby, and (iii) in respect of the Eighth Issuer, the issue of the Eighth Issuer Notes and the Reg S Eighth Issuer Notes and the entry into and performance of the transactions contemplated thereby.
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Certified Constitutional Documents. On or prior to the Closing Date, there having been delivered to the Conditional Purchaser a copy, certified by a duly authorised director or the company secretary, as applicable, of the Issuer of (i) the Memorandum and Articles of Association of the Issuer; (ii) the resolution of the Board of Directors of the Issuer authorising the execution of the Relevant Documents and the Fee Letter and the entry into and performance of the transactions contemplated thereby; and the issue of the Class A Notes and the entry into and performance of the transactions contemplated thereby;
Sample 1
Certified Constitutional Documents. On or prior to the Closing Date, there having been delivered to the Lead Underwriters on behalf of the Underwriters a copy, certified by a duly authorised director or the company secretary of, as applicable, the Current Issuer, Funding and the Mortgages Trustee of: (i) the Memorandum and Articles of Association of each of the Current Issuer, Funding and the Mortgages Trustee; (ii) the resolution of the Board of Directors of each of the Current Issuer, Funding and the Mortgages Trustee authorising the execution of this Agreement and the other Legal Agreements and the entry into and performance of the transactions contemplated thereby; and (iii) in ------------------------------------------------------------------------------ ------------------------------------------------------------------------------ respect of the Current Issuer, the issue of the Notes and the entry into and performance of the transactions contemplated thereby;
Sample 1
Certified Constitutional Documents. On or prior to the Closing Date, there having been delivered to the Representatives on behalf of the Underwriters a copy, certified by a duly authorized director or the company secretary of, as applicable, the Issuer, Funding 1, the Mortgages Trustee and Halifax of: (i) the Memorandum and Articles of Association of each of the Issuer, Funding 1, the Mortgages Trustee and Halifax; (ii) the resolution of the Board of Directors (or committee as appropriate) of each of the Issuer, Funding 1, the Mortgages Trustee and Halifax authorizing the execution of this Agreement and the other Legal Agreements and the entry into and performance of the transactions contemplated thereby; and (iii) in respect of the Issuer, the resolution of the Board of Directors of the Issuer authorising the issue of the Notes and the entry into and performance of the transactions contemplated thereby.
Sample 1

Related to Certified Constitutional Documents

  • Constitutional Documents (a) A copy of the constitutional documents of each Obligor (other than UPC Financing) and the partnership agreement of UPC Financing or, if the Facility Agent already has a copy, a certificate of an authorised signatory of the relevant Obligor confirming that the copy in the Facility Agent’s possession is still correct, complete and in full force and effect as at a date no earlier than the date of this Agreement. (b) An extract of the registration of each Obligor established in the Netherlands in the trade register of the Dutch Chamber of Commerce.

  • Amendments to Organizational Documents Parent will not, and will not permit any of its Subsidiaries to amend, modify, or grant any waiver or release under or terminate in any manner, any Organizational Documents in any manner materially adverse to, or which would impair the rights of, the Lenders.

  • Certified Copies of Organizational Documents The Agent shall have received from each Borrower a copy, certified as of a recent date by the appropriate officer of each State in which such Person is organized and in which the Eligible Real Estate Assets are located and a duly authorized officer, partner or member of such Person, as applicable, to be true and complete, of the partnership agreement, corporate charter or operating agreement and/or other organizational agreements of such Borrower, as applicable, and its qualification to do business, as applicable, as in effect on such date of certification.

  • Modification of Organizational Documents Not permit the charter, by-laws or other organizational documents of any Loan Party to be amended or modified in any way which could reasonably be expected to materially adversely affect the interests of the Lenders.

  • Certified Copies of Charter Documents Each of the Banks shall have received from the Borrower and each of its Subsidiaries a copy, certified by a duly authorized officer of such Person to be true and complete on the Closing Date, of each of (a) its charter or other incorporation documents as in effect on such date of certification, and (b) its by-laws as in effect on such date.

  • Organizational Documents; Incumbency Administrative Agent shall have received (i) sufficient copies of each Organizational Document executed and delivered by each Credit Party, as applicable, and, to the extent applicable, certified as of a recent date by the appropriate governmental official, for each Lender, each dated the Closing Date or a recent date prior thereto; (ii) signature and incumbency certificates of the officers of such Person executing the Credit Documents to which it is a party; (iii) resolutions of the Board of Directors or similar governing body of each Credit Party approving and authorizing the execution, delivery and performance of this Agreement and the other Credit Documents to which it is a party or by which it or its assets may be bound as of the Closing Date, certified as of the Closing Date by its secretary or an assistant secretary as being in full force and effect without modification or amendment; (iv) a good standing certificate from the applicable Governmental Authority of each Credit Party’s jurisdiction of incorporation, organization or formation and in each jurisdiction in which it is qualified as a foreign corporation or other entity to do business, each dated a recent date prior to the Closing Date; and (v) such other documents as Administrative Agent may reasonably request.

  • Amendments of Constitutive Documents Amend, or permit any of its Subsidiaries to amend, its certificate of incorporation or bylaws or other constitutive documents other than amendments that could not be reasonably expected to have a Material Adverse Effect.

  • Execution of Additional Documents Each party hereto shall make, execute, acknowledge and deliver such other instruments and documents, and take all such other actions as may be reasonably required in order to effectuate the purposes of this Agreement and to consummate the transactions contemplated hereby.

  • Modifications of Organizational Documents The Parent and the Borrower shall not, and shall not permit any Loan Party or other Subsidiary to, amend, supplement, restate or otherwise modify its articles or certificate of incorporation, by-laws, operating agreement, declaration of trust, partnership agreement or other applicable organizational document if such amendment, supplement, restatement or other modification could reasonably be expected to have a Material Adverse Effect.

  • Compliance with Organizational Documents The Seller shall comply with its limited liability company agreement and other organizational documents.

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