Common use of Company Documents; Proceedings; etc Clause in Contracts

Company Documents; Proceedings; etc. (a) On the Initial Borrowing Date, the Administrative Agent shall have received a certificate from each Credit Party, dated the Initial Borrowing 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 the form of Exhibit F with appropriate insertions, certifying that copies of the certificate or articles of incorporation and by-laws (or other equivalent organizational documents) filed with the SEC are true and correct, 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 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 Documents shall be reasonably satisfactory in form and substance to 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, good standing certificates 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. (c) On the Initial Borrowing Date and after giving effect to the Transaction, the capital structure (including, without limitation, the terms of any capital stock, options, warrants or other securities issued by Holdings and its Subsidiaries) and management of Holdings, the Borrower and their respective Subsidiaries shall be in form and substance reasonably satisfactory to the Agents.

Company Documents; Proceedings; etc. (a) On the Initial Borrowing Effective Date, the Administrative Agent shall have received a certificate from each Credit Party, dated the Initial Borrowing Effective Date, signed by the Chairman chairman of the Boardboard, the Chief Executive Officerchief executive officer, the President president, a director, 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 the form of Exhibit F K with appropriate insertions, certifying that together with copies of the certificate or and memorandum and articles of incorporation or association and by-laws and any unanimous shareholder agreement or declaration relating to such Credit Party (or other equivalent organizational documents) filed with the SEC are true and correct), 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 Initial Borrowing Effective Date, all limited liability 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 Administrative Agent, and the Administrative Agent shall have received all information and copies of all documents and papers, including records of limited liability company proceedings, governmental approvals, good standing certificates (if applicable) 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 limited liability company or Governmental Authorities. (c) On the Initial Borrowing Date and after giving effect to the Transaction, the capital structure (including, without limitation, the terms of any capital stock, options, warrants or other securities issued by Holdings and its Subsidiaries) and management of Holdings, the Borrower and their respective Subsidiaries shall be in form and substance reasonably satisfactory to the Agents.

Company Documents; Proceedings; etc. (a) On the Initial Borrowing Effective Date, the Administrative Agent shall have received a certificate from each U.S. Credit Party and Canadian Credit Party, dated the Initial Borrowing Effective Date, signed by the Chairman chairman of the Boardboard, the Chief Executive Officerchief executive officer, the President president, the secretary or any Vice President vice president of such Credit Party, and attested to by the Secretary any vice president (other than a vice president that signed such certificate) or any Assistant Secretary assistant secretary of such Credit Party, in form and substance reasonably satisfactory to the form of Exhibit F Administrative Agent and the Initial Lenders, together with appropriate insertions, certifying that copies of the certificate or articles of incorporation and by-laws (or other equivalent organizational documents) filed with the SEC are true and correct), as applicable, of such Credit Party Party, the unanimous shareholders’ agreement applicable to such Credit Party, if any, and the resolutions of such Credit Party referred authorizing its execution, delivery and performance of the Credit Documents to in such certificatewhich it is a party, and each of the foregoing shall be in form and substance reasonably acceptable to the Administrative AgentAgent and the Initial Lenders. (b) On the Initial Borrowing Effective Date, all company customary Business and legal proceedings and all instruments and agreements in connection with the transactions contemplated by this Agreement and the other Documents shall be reasonably satisfactory in form and substance to the Administrative AgentAgent and the Initial Lenders, and the Administrative Agent shall have received all information and copies of all documents and papersdocuments, including records of company Business proceedings, governmental approvals, good standing certificates 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 customary to be certified by proper company Business or Governmental Authorities. (c) On the Initial Borrowing Date and after giving effect to the Transaction, the capital structure (including, without limitation, the terms of any capital stock, options, warrants or other securities issued by Holdings and its Subsidiaries) and management of Holdings, the Borrower and their respective Subsidiaries shall be in form and substance reasonably satisfactory to the Agents.

Company Documents; Proceedings; etc. (a) On the Initial Borrowing Date, the Administrative Agent shall have received a certificate from each Credit Party, dated the Initial Borrowing Date, signed by the Chairman chairman of the Boardboard, the Chief Executive Officerchief executive officer, the President president, a director, 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 the form of Exhibit F J with appropriate insertions, certifying that together with copies of the certificate or and memorandum and articles of incorporation or association and by-laws (or other equivalent organizational documents) filed with the SEC are true and correct), 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 Initial Borrowing Date, all limited liability company and legal proceedings and all instruments and agreements in connection with the transactions contemplated by this Agreement and the other Documents shall be reasonably satisfactory in form and substance to the Administrative Agent, and the Administrative Agent shall have received all information and copies of all documents and papers, including records of limited liability company proceedings, governmental approvals, good standing certificates (if applicable) 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 limited liability company or Governmental Authorities. (c) On the Initial Borrowing Date and after giving effect to the Transaction, the capital structure (including, without limitation, the terms of any capital stock, options, warrants or other securities issued by Holdings and its Subsidiaries) and management of Holdings, the Borrower and their respective Subsidiaries shall be in form and substance reasonably satisfactory to the Agents.

Company Documents; Proceedings; etc. (a) On the Initial Borrowing Effective Date, the Administrative Agent shall have received a certificate from each Credit Party, dated the Initial Borrowing Effective Date, signed by any two (or, in the Chairman case of any UK Subsidiary, at least one) of the Boardsecretary, any assistant secretary, the Chief Executive Officerchairman of the board, the President chief executive officer, the chief financial officer, the president, a director, or any Vice President vice president of such Credit Party, and attested to by the Secretary Party (or any Assistant Secretary of such Credit Partyits applicable general partner or member), in the form of Exhibit F K with appropriate insertions, certifying that together with copies of the certificate of incorporation, certification of formation, articles of incorporation or articles of incorporation organization and by-laws or limited liability company agreement and any unanimous shareholder agreement or declaration relating to such Credit Party (or or, in each case, other equivalent organizational documents) filed documents or, with respect to any UK Subsidiary, a certification that there have been no changes to such documents since the SEC are true and correctFirst A&R Effective Date), 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 Initial Borrowing Effective Date, all corporate, limited liability company and partnership proceedings (or equivalent proceedings) 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 Administrative Agent, and the Administrative Agent shall have received all information and copies of all documents and papers, including records of corporate, limited liability company and partnership proceedings (or equivalent proceedings), governmental approvals, good standing certificates (if applicable) 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 the proper company or Governmental Authorities. (c) On the Initial Borrowing Date and after giving effect to the Transaction, the capital structure (including, without limitation, the terms of any capital stock, options, warrants Authorities or other securities issued by Holdings and its Subsidiaries) and management of Holdings, the Borrower and their respective Subsidiaries shall be in form and substance reasonably satisfactory to the AgentsPersons.

Company Documents; Proceedings; etc. (a) On the Initial Borrowing Effective Date, the Administrative Agent shall have received a certificate from each Credit PartyObligor, dated the Initial Borrowing Effective Date, signed by the Chairman of the Board, the Chief Executive Officer, the President, any Vice President or any Vice President other Authorized Officer of such Credit PartyObligor (or in the case of a German Obligor, and the managing director (Geschäftsführer)), and, if applicable or customary in the jurisdiction of such Obligor, attested to by the Secretary or any Assistant Secretary of such Credit PartyObligor, in the form of Exhibit F F-2 with appropriate insertions, certifying that together with copies of the latest certificate or articles of incorporation and by-laws (or other equivalent organizational documents) filed with the SEC are true and correct), as applicable, of such Credit Party and Obligor and, as applicable, the resolutions of such Credit Party Obligor or in the case of the Australian Obligor, certified extracts of the minutes of a meeting of the Board of Directors or circulating resolutions of Directors (as the case may be), referred to in such certificatecertificate and incumbency certificates of such Obligor, and each of the foregoing shall be in form and substance reasonably acceptable to the Administrative Agent. (b) On the Initial Borrowing 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 Documents shall be reasonably satisfactory in form and substance to the Administrative 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, good standing certificates and bring-down telegrams or facsimiles, bankruptcy searches and copies of share registers, 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 Authorities. (c) On or before the Initial Borrowing Date and after giving effect to Effective Date: (i) the Transaction, Spanish Borrower shall deliver a copy of the capital structure PE-1 form duly processed by the Bank of Spain; and (including, without limitation, ii) each German Obligor shall deliver a certified copy of its Articles of Association (Gesellschaftsvertrag/Satzung); a certified copy of the terms list of any capital stock, options, warrants or other securities issued by Holdings and its Subsidiaries) and management of Holdings, the Borrower and their respective Subsidiaries shall be in form and substance reasonably satisfactory to the Agents.shareholders

Company Documents; Proceedings; etc. (a) On the Initial Borrowing Effective Date, the Administrative Agent shall have received a certificate from each Credit PartyParty which is a party to any of the Credit Documents, dated the Initial Borrowing Effective Date, signed by the Chairman of the Boardpresident, the Chief Executive Officer, the President any vice president or any Vice President a Senior Financial Officer of such Credit PartyParty which is a party to any of the Credit Documents, and attested to by the Secretary secretary or any Assistant Secretary assistant secretary of such Credit PartyParty or its general partner or managing member, as the case may be, in the form of Exhibit F E with appropriate insertions, certifying that together with copies of the certificate or articles of incorporation and by-laws (or other equivalent organizational documents) filed with the SEC are true and correct), 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 Initial Borrowing Date, all company All Company and legal proceedings and all instruments and agreements in connection with the transactions contemplated by this Agreement and the other Documents shall be reasonably satisfactory in form and substance to the Administrative Agent, Agent and the Lenders and the Administrative Agent shall have received all information and copies of all documents and papers, including records of company Company proceedings, governmental approvals, good standing certificates 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 authorities or Governmental Authorities. (c) On the Initial Borrowing Date and after giving effect to the Transaction, the capital structure (including, without limitation, the terms of any capital stock, options, warrants or other securities issued by Holdings and its Subsidiaries) and management of Holdings, the Borrower and their respective Subsidiaries shall be in form and substance reasonably satisfactory to the Agents.