Company Documents; Proceedings; etc. (a) On the Effective Date, the Administrative Agent shall have received a certificate from each Credit Party, dated the Effective Date, signed by the chairman of the board, the chief executive officer, the president or any vice president of such Credit Party, and attested to by the secretary or any assistant secretary of such Credit Party, in form and substance reasonably acceptable to the Administrative Agent with appropriate insertions, together with copies of the certificate or articles of incorporation and by-laws (or other equivalent organizational documents), as applicable, of such Credit Party and the resolutions of such Credit Party referred to in such certificate, and each of the foregoing shall be in form and substance reasonably acceptable to the Administrative Agent. (b) On the Effective Date, all Company and legal proceedings and all instruments and agreements in connection with the transactions contemplated by this Agreement and the other Credit Documents shall be reasonably satisfactory in form and substance to the Agents, and the Administrative Agent shall have received all information and copies of all documents and papers, including records of Company proceedings, governmental approvals and good standing certificates, if any, which the Administrative Agent reasonably may have requested in connection therewith, such documents and papers where appropriate to be certified by proper Company or governmental authorities.
Appears in 2 contracts
Samples: Amendment Agreement (Lee Enterprises, Inc), First Lien Credit Agreement (Lee Enterprises, Inc)
Company Documents; Proceedings; etc. (a) On the Effective Initial Borrowing Date, the Administrative Agent shall have received a certificate from each Credit Party, dated the Effective Initial Borrowing Date, signed by the chairman of the board, the chief executive officer, the president or any vice president an Authorized Officer of such Credit Party, and attested to by the secretary Secretary or any assistant secretary Assistant Secretary of such Credit Party, in the form and substance reasonably acceptable to the Administrative Agent of Exhibit F with appropriate insertions, together with copies of the certificate or articles of incorporation and by-laws (or other equivalent organizational documents), as applicable, of such each Credit Party and the resolutions of such each Credit Party referred to in such certificate, and each of the foregoing shall be in form and substance reasonably acceptable to the Administrative Agent.
(b) On the Effective Initial Borrowing Date, all Company and legal proceedings and all instruments and agreements in connection with the transactions contemplated by this Agreement and the other Credit Documents shall be reasonably satisfactory in form and substance to the AgentsAdministrative Agent, and the Administrative Agent shall have received all information and copies of all documents and papers, including records of Company proceedings, governmental approvals and approvals, good standing certificatescertificates and bring-down telegrams or facsimiles, if any, which the Administrative Agent reasonably may have requested in connection therewith, such documents and papers where appropriate to be certified by proper Company or governmental authorities, all of which shall be, in form and substance, reasonably acceptable to the Administrative Agent.
Appears in 2 contracts
Samples: Credit Agreement (Shuffle Master Inc), Credit Agreement (Shuffle Master Inc)
Company Documents; Proceedings; etc. (a) On the Effective Closing Date, the Administrative Agent shall have received a certificate from each Credit Party, dated the Effective Closing Date, signed by the chairman Chairman of the boardBoard, the chief executive officerChief Executive Officer, the president President or any vice president Vice President of such Credit Party, and attested to by the secretary Secretary or any assistant secretary Assistant Secretary of such Credit Party, in form and substance reasonably acceptable to the Administrative Agent with appropriate insertions, together with copies of the certificate or articles of incorporation and by-laws (or other equivalent organizational documents), as applicable, of such Credit Party and the resolutions of such Credit Party referred to in such certificate, and each of the foregoing shall be in form and substance reasonably acceptable to the Administrative Agent.
(b) On the Effective Closing Date, all Company and legal proceedings and all instruments and agreements in connection with the transactions contemplated by this Agreement and the other Credit Documents shall be reasonably satisfactory in form and substance to the AgentsAdministrative Agent, and the Administrative Agent shall have received all information and copies of all documents and papers, including records of Company proceedings, governmental approvals and approvals, good standing certificatescertificates and bring-down telegrams or facsimiles, if any, which the Administrative Agent reasonably may have requested in connection therewith, such documents and papers where appropriate to be certified by proper Company or governmental authoritiesGovernmental Authorities.
Appears in 1 contract
Samples: Credit Agreement (STG Group, Inc.)
Company Documents; Proceedings; etc. (a) On the Effective Initial Borrowing Date, the Administrative Agent shall have received a certificate from each Credit Party, dated the Effective Initial Borrowing Date, signed by the chairman of the board, the chief executive officer, the president Secretary or any vice president of such Credit Party, and attested to by the secretary or any assistant secretary Assistant Secretary of such Credit Party, in the form and substance reasonably acceptable to the Administrative Agent of Exhibit F with appropriate insertions, together with copies of the certificate or articles of incorporation and by-laws (or other equivalent organizational documents), unanimous shareholder declarations or shareholder agreements, as applicable, of such Credit Party and the resolutions of such Credit Party referred to in such certificate, and each of the foregoing shall be in form and substance reasonably acceptable to the Administrative Agent.
(b) On the Effective Initial Borrowing Date, all Company organizational documents and legal proceedings and all instruments and agreements in connection with the transactions contemplated by this Agreement and the other Credit Documents shall be reasonably satisfactory in form and substance to the AgentsAdministrative Agent, and the Administrative Agent shall have received all information and copies of all documents and papers, including records of Company proceedings, governmental approvals and approvals, good standing certificatescertificates and bring-down documentation, if any, which the Administrative Agent reasonably may have requested in connection therewith, such documents and papers where appropriate to be certified by proper Company or governmental authoritiesGovernmental Authorities.
Appears in 1 contract
Company Documents; Proceedings; etc. (a) On the Effective Funding Date, the Administrative Agent shall have received a certificate from each Credit Party, dated the Effective Funding Date, signed by the chairman Chairman of the boardBoard, the chief executive officerChief Executive Officer, the president President, any Vice President, any Managing Director, any Director, any Manager or any vice president the General Partner of such Credit Party, Party and attested to by the secretary or any assistant secretary another officer of such Credit Party, in the form and substance reasonably acceptable to of Exhibit X-0, X-0 or D-3 (as appropriate given the Administrative Agent jurisdiction of organization of such Credit Party) with appropriate insertions, together with copies of the certificate or articles of incorporation and incorporation, by-laws laws, deed of incorporation, up-to-date trade register excerpt (or other equivalent organizational documents), as applicable, of such Credit Party and the resolutions and, as applicable, shareholder consents of such Credit Party referred to in such certificate, and each of the foregoing shall be in form and substance reasonably acceptable to the Administrative Agent.
(b) On or prior to the Effective Funding Date, all Company and legal proceedings and all instruments and agreements in connection with the transactions contemplated by this Agreement and the other Credit Documents shall be reasonably satisfactory in form and substance to the Agents, and the Administrative Agent shall have received all information and copies of all documents and papers, including records of Company Business proceedings, governmental approvals and approvals, good standing certificatescertificates and bring-down telegrams or facsimiles, if any, which the Administrative Agent reasonably may have requested in connection therewith, such documents and papers where appropriate to be certified by proper Company Business or governmental authoritiesGovernmental Authorities.
Appears in 1 contract
Company Documents; Proceedings; etc. (a) On the Effective Initial Borrowing Date, the Administrative Agent shall have received a certificate from each Credit Party, dated the Effective Initial Borrowing Date, signed by the chairman of the board, the chief executive officer, the president Secretary or any vice president of such Credit Party, and attested to by the secretary or any assistant secretary Assistant Secretary of such Credit Party, in the form and substance reasonably acceptable to the Administrative Agent of Exhibit F with appropriate insertions, together with copies of the certificate or articles of incorporation and by-laws (or other equivalent organizational documents), unanimous shareholder declarations or shareholder agreements, as applicable, of such Credit Party and the resolutions of such Credit Party referred to in such certificate, and each of the foregoing shall be in form and substance reasonably acceptable to the Administrative Agent.
(b) On the Effective Initial Borrowing Date, all Company and legal proceedings and all instruments and agreements in connection with the transactions contemplated by this Agreement and the other Credit Documents shall be reasonably satisfactory in form and substance to the AgentsAdministrative Agent, and the Administrative Agent shall have received all information and copies of all documents and papers, including records of Company proceedings, governmental approvals and approvals, good standing certificatescertificates and bring-down documentation, if any, which the Administrative Agent reasonably may have requested in connection therewith, such documents and papers where appropriate to be certified by proper Company or governmental authoritiesGovernmental Authorities.
Appears in 1 contract
Company Documents; Proceedings; etc. (a) On the Effective Initial Borrowing Date, the Administrative Agent shall have received a certificate from each Credit Party, dated the Effective Initial Borrowing Date, signed by the chairman of the board, the chief executive officer, the president or any vice president an officer of such Credit Party, Party and attested to by the secretary or any assistant secretary another officer of such Credit Party, in the form and substance reasonably acceptable to the Administrative Agent of Exhibit E with appropriate insertions, together with copies of the certificate or articles of incorporation and by-laws (or other equivalent organizational documents), as applicable, of such Credit Party and the resolutions of such Credit Party referred to in such certificate, and each of the foregoing shall be in form and substance reasonably acceptable to the Administrative Agent.
(b) On the Effective Initial Borrowing Date, all Company Business and legal proceedings and all instruments and agreements in connection with the transactions contemplated by this Agreement and the other Credit Documents (other than the Designated Permitted Acquisition Documents) shall be reasonably satisfactory in form and substance to the AgentsAdministrative Agent, and the Administrative Agent shall have received all information and copies of all documents and papers, including records of Company Business proceedings, governmental approvals and approvals, good standing certificatescertificates and bring-down telegrams or facsimiles, if any, which the Administrative Agent reasonably may have requested in connection therewith, such documents and papers where appropriate to be certified by proper Company Business or governmental authoritiesGovernmental Authorities.
Appears in 1 contract
Samples: Credit Agreement (NightHawk Radiology Holdings Inc)
Company Documents; Proceedings; etc. (a) On the Effective Date, the Administrative Agent shall have received a certificate from each Credit Party, dated the Effective Date, signed by the chairman of the board, the chief executive officer, the president or any vice president of such Credit Party, and attested to by the secretary or any assistant secretary of such Credit Party, in form and substance reasonably acceptable to the Administrative Agent and the Required Lenders with appropriate insertions, together with copies of the certificate or articles of incorporation and by-laws (or other equivalent organizational documents), as applicable, of such Credit Party and the resolutions of such Credit Party referred to in such certificate, and each of the foregoing shall be in form and substance reasonably acceptable to the Required Lenders and the Administrative Agent.
(b) On the Effective Date, all Company and legal proceedings and all instruments and agreements in connection with the transactions contemplated by this Agreement and the other Credit Documents shall be reasonably satisfactory in form and substance to the AgentsRequired Lenders and the Administrative Agent, and the Administrative Agent shall have received all information and copies of all documents and papers, including records of Company proceedings, governmental approvals and good standing certificates, if any, which the Required Lenders and the Administrative Agent reasonably may have requested in connection therewith, such documents and papers where appropriate to be certified by proper Company or governmental authorities.
Appears in 1 contract
Company Documents; Proceedings; etc. (a) On the Effective Initial Borrowing Date, the Administrative Agent shall have received a certificate from each Credit Party, dated the Effective Initial Borrowing Date, signed by the chairman of the board, the chief executive officer, the president or any vice president an Authorized Officer of such Credit Party, and attested to by the secretary Secretary or any assistant secretary Assistant Secretary of such Credit Party, in form and substance reasonably acceptable to the Administrative Agent with appropriate insertions, together with copies of the certificate or articles of incorporation and by-laws (or other equivalent organizational documents), as applicable, of such Credit Party and the resolutions of such Credit Party referred to in such certificate, and each of the foregoing shall be in form and substance reasonably acceptable to the Administrative Agent.
(b) . On the Effective Initial Borrowing Date, all Company company and legal proceedings and all instruments and agreements in connection with the transactions contemplated by this Agreement and the other Credit Documents shall be reasonably satisfactory in form and substance to the AgentsAdministrative Agent, and the Administrative Agent shall have received all information and copies of all documents and papers, including records of Company company proceedings, governmental approvals and approvals, good standing certificatescertificates and bring-down telegrams or facsimiles, if any, which the Administrative Agent reasonably may have requested in connection therewith, such documents and papers where appropriate to be certified by proper Company company or governmental authoritiesGovernmental Authorities.
Appears in 1 contract
Company Documents; Proceedings; etc. (a) On the Restatement Effective Date, the Administrative Agent shall have received a certificate from each Credit Party, dated the Restatement Effective Date, signed by the chairman of the board, the chief executive officer, the president or any vice president an officer of such Credit Party, Party and attested to by the secretary or any assistant secretary another officer of such Credit Party, in the form and substance reasonably acceptable to the Administrative Agent of Exhibit E with appropriate insertions, together with copies of the certificate or articles of incorporation and by-laws (or other equivalent organizational documents), as applicable, of such Credit Party and the resolutions of such Credit Party referred to in such certificate, and each of the foregoing shall be in form and substance reasonably acceptable to the Administrative Agent.
(b) On the Restatement Effective Date, all Company Business and legal proceedings and all instruments and agreements in connection with the transactions contemplated by this Agreement and the other Credit Documents shall be reasonably satisfactory in form and substance to the AgentsAdministrative Agent, and the Administrative Agent shall have received all information and copies of all documents and papers, including records of Company Business proceedings, governmental approvals and approvals, good standing certificatescertificates and bring-down telegrams or facsimiles, if any, which the Administrative Agent reasonably may have requested in connection therewith, such documents and papers where appropriate to be certified by proper Company Business or governmental authoritiesGovernmental Authorities.
Appears in 1 contract
Samples: Credit Agreement (NightHawk Radiology Holdings Inc)
Company Documents; Proceedings; etc. (a) On the Effective Initial Borrowing Date, the Administrative Agent shall have received a certificate from each Credit Party, dated the Effective Initial Borrowing Date, signed by the chairman Chairman of the boardBoard, the chief executive officerChief Executive Officer, the president President, the Chief Financial Officer, the Corporate Controller or any vice president Vice President of such Credit Party, and attested to by the secretary General Counsel, the Secretary or any assistant secretary Assistant Secretary of such Credit Party, in the form and substance reasonably acceptable to the Administrative Agent of Exhibit F with appropriate insertions, together with copies of the certificate or articles of incorporation and by-laws (or other equivalent organizational documents), as applicable, of such Credit Party and the resolutions of such Credit Party referred to in such certificate, and each of the foregoing shall be in form and substance reasonably acceptable to the Administrative Agent.
(b) On the Effective Initial Borrowing Date, all Company and legal proceedings and all instruments and agreements in connection with the transactions contemplated by this Agreement and the other Credit Documents shall be reasonably satisfactory in form and substance to the Agents, and the Administrative Agent shall have received all information and copies of all documents and papers, including records of Company proceedings, governmental approvals and approvals, good standing certificatescertificates issued with respect to the jurisdiction of organization of each Credit Party and bring-down telegrams or facsimiles, if any, which the Administrative Agent reasonably may have requested in connection therewith, such documents and papers where appropriate to be certified by proper Company or governmental authoritiesGovernmental Authorities.
Appears in 1 contract
Samples: Credit Agreement (Semtech Corp)
Company Documents; Proceedings; etc. (a) On the Effective Borrowing Date, the Administrative Agent shall have received a certificate from each Credit Party, dated the Effective Borrowing Date, signed by the chairman of the board, the chief executive officer, the president or any vice president an Authorized Officer of such Credit Party, and attested to by the secretary Secretary or any assistant secretary Assistant Secretary of such Credit Party, in the form and substance reasonably acceptable to the Administrative Agent of Exhibit E with appropriate insertions, together with copies of the certificate or articles of incorporation and by-laws (or other equivalent organizational documents), as applicable, of such each Credit Party and the resolutions of such each Credit Party referred to in such certificate, and each of the foregoing shall be in form and substance reasonably acceptable to the Administrative Agent.
(b) On the Effective Borrowing Date, all Company and legal proceedings and all instruments and agreements in connection with the transactions contemplated by this Agreement and the other Credit Documents shall be reasonably satisfactory in form and substance to the AgentsAdministrative Agent, and the Administrative Agent shall have received all information and copies of all documents and papers, including records of Company proceedings, governmental approvals and approvals, good standing certificatescertificates and bring-down telegrams or facsimiles, if any, which the Administrative Agent reasonably may have requested in connection therewith, such documents and papers where appropriate to be certified by proper Company or governmental authorities, all of which shall be, in form and substance, reasonably acceptable to the Administrative Agent.
Appears in 1 contract
Company Documents; Proceedings; etc. (a) On the Effective Initial Borrowing Date, the Administrative Agent shall have received a certificate from each Credit PartyObligor, dated the Effective Initial Borrowing Date, signed by the chairman of the boardChief Executive Officer, the chief executive officerPresident, the president Treasurer or any vice president Vice President of such Credit PartyObligor, and attested to by the secretary Secretary or any assistant secretary Assistant Secretary of such Credit PartyObligor, in the form and substance reasonably acceptable to the Administrative Agent of Exhibit K hereto with appropriate insertions, together with copies of the certificate or articles of incorporation and by-laws (or other equivalent organizational documents), as applicable, Organic Documents of such Credit Party Obligor and the resolutions of such Credit Party Obligor referred to in such certificate, and each of the foregoing shall be in form and substance reasonably acceptable to the Administrative Agent.
(b) On the Effective Initial Borrowing Date, all Company and legal proceedings and all instruments and agreements in connection with the transactions contemplated by this Agreement and the other Credit Loan Documents shall be reasonably satisfactory in form and substance to the AgentsAdministrative Agent, and the Administrative Agent shall have received all information and copies of all documents and papers, including records of Company proceedings, governmental approvals and approvals, good standing certificatescertificates and, if reasonably available, bring-down telegrams or facsimiles, if any, which the Administrative Agent reasonably may have requested in connection therewith, such documents and papers where appropriate to be certified by proper Company or governmental authorities.
Appears in 1 contract
Samples: Credit Agreement (Dollar Thrifty Automotive Group Inc)
Company Documents; Proceedings; etc. (a) On the Effective Date, the Administrative Agent Payee shall have received a certificate from each Credit Partyof Holdings and Payer, dated the Effective Date, signed by the chairman Chairman of the boardBoard, the chief executive officerChief Executive Officer, the president President, any Vice President, any Managing Director, any Director, any Manager or any vice president the General Partner of such Credit Party, Endeavour Party and attested to by the secretary or any assistant secretary another officer of such Credit Endeavour Party, in the form and substance reasonably acceptable to of Exhibit F-1 or F-2 (as appropriate given the Administrative Agent jurisdiction of organization of such Endeavour Party) with appropriate insertions, together with copies of the certificate or articles of incorporation and incorporation, by-laws laws, deed of incorporation, up-to-date trade register excerpt (or other equivalent organizational documents), as applicable, of such Credit Endeavour Party and the resolutions and, as applicable, shareholder consents of such Credit Endeavour Party referred to in such certificate, and each of the foregoing shall be in form and substance reasonably acceptable to the Administrative AgentPayee.
(b) On or prior to the Effective Date, all Company and legal proceedings and all instruments and agreements in connection with the transactions contemplated by this Agreement and the other Credit Documents shall be reasonably satisfactory in form and substance to the Agents, and the Administrative Agent Payee shall have received all information and copies of all documents and papers, including records of Company Business proceedings, governmental approvals and approvals, good standing certificatescertificates and bring-down telegrams or facsimiles, if any, which the Administrative Agent Payee reasonably may have requested in connection therewith, such documents and papers where appropriate to be certified by proper Company Business or governmental authoritiesGovernmental Authorities.
Appears in 1 contract
Samples: Reimbursement Agreement (Endeavour International Corp)