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

Corporate 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 each 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, together with copies of the Certificate of Incorporation and By-Laws (or equivalent organizational documents) of such Credit Party and the resolutions of such Credit Party referred to in such certificate, and each of the foregoing shall be reasonably acceptable to the Administrative Agent. (b) On the Effective Date, all corporate, limited liability company, partnership 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, 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 corporate or governmental authorities.

Corporate Documents; Proceedings; etc. (a) On Subject to Section 13.19, on the Restatement Effective Date, the Administrative Agent shall have received a certificate from each Credit Partycertificate, dated the Restatement Effective Date, signed by the chairman of the board, the chief executive officer, the president or any vice president an Authorized Representative of each Credit Party, and attested to by the secretary or any assistant secretary another Authorized Representative of such Credit Party, in the form of Exhibit F, F with appropriate insertions, together with copies of the Certificate certificate of Incorporation incorporation and Byby-Laws laws (or equivalent organizational documents) of such Credit Party 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 DateSubject to Section 13.19, all corporate, partnership, limited liability company, partnership company and legal proceedings, proceedings and all instruments and agreements in connection with the transactions contemplated by this Agreement and the other Credit Documents, 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, governmental approvals, good standing certificates and bring-down telegrams or facsimilestelegrams, if any, which the Administrative Agent reasonably may have requested in connection therewith, such documents and papers, papers where appropriate, appropriate to be certified by proper corporate or governmental authorities.

Corporate Documents; Proceedings; etc. (a) On the Effective Closing Date, the Administrative Agent shall have received a certificate from of each Credit Party, dated the Effective Closing Date, signed by the chairman an Authorized Officer of the board, the chief executive officer, the president or any vice president of each 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, E with appropriate insertions, together with copies of the Certificate certificate of Incorporation and By-Laws incorporation (or equivalent organizational documentsdocument) and by-laws of such Credit Party and the resolutions of such Credit Party referred to in such certificate, and each of the foregoing shall be reasonably acceptable to the Administrative Agent. (b) On the Effective Date, all corporate, limited liability company, partnership All corporate and legal proceedings, proceedings and all instruments and agreements in connection with the transactions contemplated by this Agreement and the other Credit Documents, Documents shall be reasonably satisfactory in form and substance to the Administrative AgentAgent and the Required Banks, 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 corporate 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, papers where appropriate, appropriate to be certified by proper corporate or governmental authorities.

Corporate Documents; Proceedings; etc. (a) On the Effective Date, the Administrative Agent shall have received a certificate from each Credit Partycertificate, dated the Effective Date, signed by the chairman an Authorized Officer of the board, the chief executive officer, the president or any vice president of each Credit PartyBorrower, and attested to by the secretary Secretary or any assistant secretary Assistant Secretary of such Credit Partythe Borrower, in the form of Exhibit F, F with appropriate insertions, together with copies of the Certificate certificate of Incorporation and By-Laws incorporation (or equivalent organizational documentsdocument) and by-laws of such Credit Party the Borrower and the resolutions of such Credit Party the Borrower referred to in such certificate, and each all of the foregoing shall be reasonably acceptable to the Administrative Agent. (b) On the Effective Date, all corporate, limited liability company, partnership All corporate and legal proceedings, proceedings and all instruments and agreements in connection with the transactions contemplated by this Agreement and the other Credit Documents, Documents shall be reasonably satisfactory in form and substance to the Administrative AgentAgent and the Required Lenders, 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 corporate 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, papers where appropriate, appropriate to be certified by proper corporate or governmental authorities.

Corporate Documents; Proceedings; etc. (a) On the Effective Initial Borrowing Date, the Administrative Agent Agents shall have received a certificate from of each Credit Party, dated the Effective Initial Borrowing Date, signed by the chairman an Authorized Officer of the board, the chief executive officer, the president or any vice president of each 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, G with appropriate insertions, together with copies of the Certificate declaration of Incorporation and By-Laws trust, certificate of incorporation or partnership agreement (or other equivalent organizational documentsdocument) and by-laws of such Credit Party and the resolutions of such Credit Party referred to in such certificate, and each of the foregoing shall be reasonably acceptable to the Administrative AgentAgents. (b) On the Effective Date, all corporate, limited liability company, partnership All corporate and legal proceedings, proceedings and all instruments and agreements in connection with the transactions contemplated by this Agreement and the other Credit Documents, Documents shall be reasonably satisfactory in form and substance to the Administrative AgentAgents and the Required Lenders, and the Administrative Agent Agents shall have received all information and copies of all documents and papers, including records of corporate, limited liability company and partnership corporate proceedings, governmental approvals, approvals and good standing certificates and bring-down telegrams or facsimiles, if any, which the Administrative Agent Agents reasonably may have requested in connection therewith, such documents and papers, papers where appropriate, appropriate to be certified by proper corporate or governmental authorities.

Corporate Documents; Proceedings; etc. (a) On the Effective Date, the Administrative Agent shall have received a certificate from each Credit Partycertificate, dated the Effective Date, signed by the chairman of the board, the chief executive officer, the president President or any vice president Vice President of each 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, F with appropriate insertions, together with copies of the Certificate of Incorporation and By-Laws (or equivalent organizational documents) of such Credit Party and the resolutions of such Credit Party referred to in such certificate, and each of the foregoing shall be reasonably acceptable to the Administrative Agent. (b) On the Effective Date, all corporate, limited liability company, partnership corporate and legal proceedings, proceedings and all instruments and agreements in connection with the transactions contemplated by this Agreement and the other Credit Documents, Documents shall be reasonably satisfactory in form and substance to the Administrative AgentAgent and the Required Lenders, 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 corporate proceedings, governmental approvals, good standing certificates and bring-down telegrams or facsimilestelegrams, if any, which the Administrative Agent reasonably may have requested in connection therewith, such documents and papers, papers where appropriate, appropriate to be certified by proper corporate or governmental authorities.

Corporate Documents; Proceedings; etc. (a) On the Effective Date, the Administrative Agent Agents shall have received a certificate from of each Credit Party, dated the Effective Date, signed by the chairman an Authorized Officer of the board, the chief executive officer, the president or any vice president of each 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, G with appropriate insertions, together with copies of the Certificate declaration of Incorporation trust, certificate of incorporation and Byby-Laws laws or partnership agreement of such Credit Party (or other equivalent organizational documents) of such Credit Party and the resolutions of such Credit Party referred to in such certificate, and each of the foregoing shall be reasonably acceptable to the Administrative AgentAgents. (b) On the Effective Date, all corporate, limited liability company, partnership All corporate and legal proceedings, proceedings and all instruments and agreements in connection with the transactions contemplated by this Agreement and the other Credit Documents, Documents shall be reasonably satisfactory in form and substance to the Administrative AgentAgents and the Required Lenders, and the Administrative Agent Agents shall have received all information and copies of all documents and papers, including records of corporate, limited liability company and partnership corporate proceedings, governmental approvals, approvals and good standing certificates and bring-down telegrams or facsimiles, if any, which the Administrative Agent Agents reasonably may have requested in connection therewith, such documents and papers, papers where appropriate, appropriate to be certified by proper corporate or governmental authorities.

Corporate Documents; Proceedings; etc. (a) On the Effective Closing Date, the Administrative Agent shall have received a certificate from each Credit Partycertificate, dated the Effective Closing Date, signed by the chairman Chairman of the boardBoard, the chief executive officerPresident, any Vice President, the president Treasurer or any vice president an authorized manager, member or general partner of each Credit Party, and attested to by the secretary Secretary or any assistant secretary Assistant Secretary (or, to the extent such Credit Party does not have a Secretary or Assistant Secretary, the analogous Person within such Credit Party) of such Credit Party, as the case may be, in form and substance satisfactory to the form of Exhibit FAdministrative Agent, with appropriate insertions, together with copies of the Certificate of Incorporation and By-Laws (or equivalent organizational documents) of such Credit Party and the resolutions of such Credit Party referred to in such certificate, and each of the foregoing shall be reasonably acceptable to the Administrative Agent. (b) On the Effective Date, all All corporate, limited liability company, partnership and legal proceedings, and all material 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, 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 corporate or governmental authorities.

Corporate Documents; Proceedings; etc. (a) On the Restatement Effective Date, the Administrative Agent shall have received a certificate from each Credit Partycertificate, dated the Restatement Effective Date, signed by the chairman of the board, the chief executive officer, the president or any vice president an Authorized Representative of each Credit Party, and attested to by the secretary or any assistant secretary another Authorized Representative of such Credit Party, in the form of Exhibit F, F with appropriate insertions, together with copies of the Certificate certificate of Incorporation incorporation and Byby-Laws laws (or equivalent organizational documents) of such Credit Party 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 DateAll corporate, all corporatepartnership, limited liability company, partnership company and legal proceedings, proceedings and all instruments and agreements in connection with the transactions contemplated by this Agreement and the other Credit Documents, 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, governmental approvals, good standing certificates and bring-down telegrams or facsimilestelegrams, if any, which the Administrative Agent reasonably may have requested in connection therewith, such documents and papers, papers where appropriate, appropriate to be certified by proper corporate or governmental authorities.

Corporate Documents; Proceedings; etc. (a) On the Effective Initial Borrowing Date, the Administrative Agent Agents shall have received a certificate from of each Credit Party, dated the Effective Initial Borrowing Date, signed by the chairman an Authorized Officer of the board, the chief executive officer, the president or any vice president of each 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, G with appropriate insertions, together with copies of the Certificate declaration of Incorporation trust, certificate of incorporation or partnership agreement and Byby-Laws laws of such Credit Party (or other equivalent organizational documents) of such Credit Party and the resolutions of such Credit Party referred to in such certificate, and each of the foregoing shall be reasonably acceptable to the Administrative AgentAgents. (b) On the Effective Date, all corporate, limited liability company, partnership All corporate and legal proceedings, proceedings and all instruments and agreements in connection with the transactions contemplated by this Agreement and the other Credit Documents, Documents shall be reasonably satisfactory in form and substance to the Administrative AgentAgents and the Required Lenders, and the Administrative Agent Agents shall have received all information and copies of all documents and papers, including records of corporate, limited liability company and partnership corporate proceedings, governmental approvals, approvals and good standing certificates and bring-down telegrams or facsimiles, if any, which the Administrative Agent Agents reasonably may have requested in connection therewith, such documents and papers, papers where appropriate, appropriate to be certified by proper corporate or governmental authorities.

Corporate Documents; Proceedings; etc. (a) On the Effective ------------------------------------- Date, the Administrative Agent Agents shall have received a certificate from certificate, with sufficient copies for each Credit PartyBank, dated the Effective Date, signed by the chairman of the board, the chief executive officer, the president or any vice president of each Credit Party, an Authorized Officer and attested to by the secretary Secretary or any assistant secretary Assistant Secretary of such each Credit Party, in the form of Exhibit F, F with appropriate insertions, together with copies of the Certificate of Incorporation and By-Laws (or equivalent organizational documents) of such Credit Party and the resolutions of such Credit Party referred to in such certificate, and each of the foregoing shall be reasonably acceptable to the Administrative AgentAgents. (b) On the Effective Date, all corporate, limited liability company, partnership All corporate and legal proceedings, proceedings and all instruments and agreements in connection with the transactions contemplated by this Agreement and the other Credit Documents, Documents shall be reasonably satisfactory in form and substance to the Administrative AgentAgents and the Required Banks, and the Administrative Agent Agents shall have received all information and copies of all documents and papers, including records of corporate, limited liability company and partnership corporate proceedings, governmental approvals, good standing certificates and bring-down telegrams or facsimilestelegrams, if any, which the Administrative Agent Agents reasonably may have requested in connection therewith, such documents and papers, papers where appropriate, appropriate to be certified by proper corporate or governmental authorities.

Corporate Documents; Proceedings; etc. (a) On the Effective Date, the Administrative Agent shall have received a certificate from the Parent, the Holdco Guarantors and each Credit Party, dated the Effective Date, signed by the chairman an Authorized Officer of the board, the chief executive officer, the president or any vice president of each Credit Partysuch entity, and attested to by the secretary Secretary or any assistant secretary Assistant Secretary (or if such entity does not have a Secretary or Assistant Secretary, any other officer or director of such Credit Partyentity) of such entity, substantially in the form of Exhibit FE, with appropriate insertions, together with copies of the Certificate of Incorporation and By-Laws (or equivalent organizational documents) of such Credit Party entity and the resolutions of such Credit Party entity referred to in such certificate, and each of the foregoing shall be reasonably acceptable to the Administrative Agent. (b) On the Effective Date, all corporate, limited liability company, partnership and legal proceedings, and all instruments and agreements in respect of the Parent 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, 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 corporate or governmental authorities.

Corporate Documents; Proceedings; etc. (a) On the Effective Date, the Administrative Agent The Lender 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 officer, the president President or any vice president Vice President of each 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, D with appropriate insertions, together with copies of the Certificate certificate of Incorporation incorporation and Byby-Laws laws (or equivalent organizational documents) 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 AgentLender. (b) On the Effective Date, all corporate, limited liability company, partnership All corporate and legal proceedings, proceedings and all instruments and agreements in connection with the transactions contemplated by this Agreement and the other Credit Documents, Documents shall be reasonably satisfactory in form and substance to the Administrative AgentLender, and the Administrative Agent Lender shall have received all information and copies of all documents and papers, including records of corporate, limited liability company and partnership corporate proceedings, governmental approvals, good standing certificates and bring-down telegrams or facsimiles, if any, which the Administrative Agent Lender reasonably may have requested in connection therewith, such documents and papers, papers where appropriate, appropriate to be certified by proper corporate or governmental authorities.

Corporate Documents; Proceedings; etc. (a) On the Effective Date, the Administrative Agent shall have received a certificate from each Credit Partycertificate, dated the Effective Date, signed by the chairman of the board, the chief executive officer, the president or any vice president an Authorized Representative of each Credit Party, Party and attested to by the secretary or any assistant secretary another Authorized Representative of such Credit Party, Party in the form of Exhibit F, F with appropriate insertions, together with copies of the Certificate certificate of Incorporation incorporation and Byby-Laws laws (or equivalent organizational documents) 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 DateAll corporate, all corporatepartnership, limited liability company, partnership company and legal proceedings, proceedings and all instruments and agreements in connection with the transactions contemplated by this Agreement and the other Credit Documents, 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, governmental approvals, good standing certificates of a recent date and bring-down telegrams (but not including good standings of foreign jurisdiction for Borrower or facsimiles, if any, which the Administrative Agent reasonably may have requested in connection therewithany of Borrower’s Subsidiaries), such documents and papers, papers where appropriate, appropriate to be certified by proper corporate or governmental authorities.

Corporate Documents; Proceedings; etc. (a) On the Third Restatement Effective Date, the Administrative Agent shall have received a certificate from each bring-down certificates of all Credit PartyParties (x) certifying that there were no changes, dated or providing the Effective Datetext of any changes, signed by the chairman of the board, the chief executive officer, the president or any vice president of each 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, together with copies of the Certificate of Incorporation and By-Laws (or equivalent organizational documents) of such Credit Party Parties as delivered pursuant to Section 5.04 of the Original Credit Agreement, Section 5.04 of the First Restated Credit Agreement or Section 5.04 of the Existing Credit Agreement, as the case may be and (y) to the resolutions of effect that each such Credit Party referred to is in good standing in its respective state of incorporation and in those states where each such certificate, and each of the foregoing shall be reasonably acceptable to the Administrative AgentCredit Party conducts business. (b) On the Effective Date, all corporate, limited liability company, partnership All corporate and legal proceedings, proceedings and all instruments and agreements in connection with the transactions contemplated by this Agreement and the other Credit Documents, Documents shall be reasonably satisfactory in form and substance to the Administrative Agent, 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 corporate proceedings, governmental approvals, good standing certificates and bring-down telegrams or facsimilestelegrams, if any, which the Administrative Agent reasonably may have requested in connection therewith, such documents and papers, papers where appropriate, appropriate to be certified by proper corporate or governmental authorities.

Corporate Documents; Proceedings; etc. (a) On the Effective Initial Borrowing Date, the Administrative Agent shall have received a certificate from each Credit Partycertificate, dated the Effective Initial Borrowing Date, signed by the chairman of the board, the chief executive officer, the president or any vice president of each Credit Party, an Authorized Officer and attested to by the secretary Secretary or any assistant secretary Assistant Secretary of such Credit Party, in the form of Exhibit F, F attached hereto with appropriate insertions, together with copies of the Certificate of Incorporation and By-Laws (or equivalent organizational documents) of such Credit Party and the resolutions of such Credit Party referred to in such certificate, and each of the foregoing shall be reasonably acceptable to the Administrative Agent. (b) On the Effective Initial Borrowing Date, all corporate, limited liability company, partnership corporate and legal proceedings, proceedings and all instruments and agreements in connection with the transactions contemplated by this Agreement and the other Credit Documents, Documents shall be reasonably satisfactory in form and substance to the Administrative AgentAgent and the Required Banks, 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 corporate 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, papers where appropriate, appropriate to be certified by proper corporate or governmental authorities.

Corporate Documents; Proceedings; etc. (a) On the Effective Initial Borrowing Date, the Administrative Agent shall have received a certificate from each Credit Partycertificate, 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 each Credit Party, Party and attested to by the secretary Secretary or any assistant secretary Assistant Secretary of such Credit Party, in the form of Exhibit F, F with appropriate insertions, together with copies of the Certificate certificate of Incorporation incorporation and Byby-Laws (or equivalent organizational documents) laws of such Credit Party Party, and the resolutions of such Credit Party referred to in such certificate, and each of the foregoing shall be reasonably acceptable to the Administrative AgentAgents. (b) On the Effective Date, all corporate, limited liability company, partnership All corporate and legal proceedings, proceedings and all instruments and agreements in connection with the transactions contemplated by this Agreement and the other Credit Documents, Documents shall be reasonably satisfactory in form and substance to the Administrative AgentAgents, 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 corporate proceedings, governmental approvals, good standing certificates and bring-down telegrams or facsimiles, if any, which the Administrative either Agent reasonably may have requested in connection therewith, such documents and papers, papers where appropriate, appropriate to be certified by proper corporate or governmental authorities.

Corporate 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 boardChief Executive Officer, the chief executive officerChief Financial Officer, the president President or any vice president the Treasurer of each 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, F with appropriate insertions, together with copies of the Certificate certificate or articles of Incorporation incorporation and Byby-Laws laws (or 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 reasonably acceptable satisfactory in form and substance to the Administrative Agent. (b) On the Effective Initial Borrowing Date, all corporate, limited liability company, partnership corporate and legal proceedings, proceedings and all instruments and agreements in connection with the transactions contemplated by this Agreement and the other Credit Documents, 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 corporate 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, papers where appropriate, appropriate to be certified by proper corporate corporate, limited liability company or governmental authorities.

Corporate Documents; Proceedings; etc. (a) On the Effective Date, The Borrower shall cause the Administrative Agent shall have received to receive a certificate from each Credit PartyObligor, dated the Effective Closing Date, signed by the chairman of the board, the chief executive officer, the president Secretary or any vice president of each Credit Party, and attested to by the secretary or any assistant secretary Assistant Secretary of such Credit PartyObligor, in the form of Exhibit F, G with appropriate insertions, together with copies of the Certificate certificate of Incorporation incorporation and Byby-Laws laws (or equivalent organizational documents) of such Credit Party Obligor if not previously delivered to the Administrative Agent, 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 Date, all All corporate, limited liability company, partnership and limited liability company and legal proceedings, proceedings and all instruments and agreements in connection with the transactions contemplated by this Agreement and the other Credit Documents, Documents shall be reasonably satisfactory in form and substance to the Administrative AgentAgent and the Required Lenders, 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 corporate 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, papers where appropriate, appropriate to be certified by proper corporate or governmental authorities.

Corporate Documents; Proceedings; etc. (a) On the Effective Date, the Administrative Agent shall have received a certificate certificates from each Credit Party, dated the Effective Date, signed by the chairman of the boardpresident, the chief executive officer, the any vice-president or any vice president a Senior Financial Officer of each such Credit Party, Party and attested to by the secretary or any assistant secretary of such Credit PartyParty or its general partner or managing member, as the case may be, in the form of Exhibit F, H with appropriate insertions, together with copies of the Certificate certificate of Incorporation incorporation and Byby-Laws laws (or equivalent organizational documents) of such Credit Party and the resolutions of such Credit Party referred to in such certificate, and each all of the foregoing shall be reasonably acceptable to the Administrative Agent. (b) On the Effective Date, all corporate, limited liability company, partnership All Company and legal proceedings, proceedings and all instruments and agreements in connection with the transactions contemplated by this Agreement and the other Credit Documents, Documents shall be reasonably satisfactory in form and substance to the Administrative AgentAgent and the Lenders, 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 corporate 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, papers where appropriate, appropriate to be certified by proper corporate or governmental authorities.

Corporate Documents; Proceedings; etc. (ai) On the Effective Escrow Deposit Date, the Administrative Agent shall have received a certificate from each Credit Partycertificate, dated the Effective Escrow Deposit Date, signed by the chairman of the board, the chief executive officer, the president or any vice president an authorized officer of each Credit Party, Agreement Party and attested to by the secretary Secretary or any assistant secretary Assistant Secretary of such Credit Agreement Party, substantially in the form of Exhibit F, G with appropriate insertions, together with copies of the Certificate certificate of Incorporation and Byincorporation, by-Laws (laws or equivalent organizational documents) documents of such Credit Party Agreement Party, and the resolutions of such Credit Agreement Party authorizing the transactions referred to in such certificate, herein and each of the foregoing shall be reasonably acceptable occurring on or prior to the Administrative AgentEscrow Deposit Date. (bii) On the Effective Date, all corporate, limited liability company, partnership All corporate and legal proceedings, proceedings and all instruments and agreements in connection with the transactions contemplated by this Agreement and the other Credit Documents, Documents to occur on or prior to the Escrow Deposit Date shall be reasonably satisfactory in form and substance reasonably satisfactory to the Administrative AgentAgents, 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 corporate proceedings, governmental approvals, good standing certificates and bring-down telegrams or facsimiles, if any, which the Administrative any Agent reasonably may have requested in connection therewith, such documents and papers, papers where appropriate, appropriate to be certified by proper corporate or governmental authorities.

Corporate Documents; Proceedings; etc. (a) On the Effective Date, the Administrative Agent shall have received a certificate from each Credit Partycertificate, dated the Effective Date, signed by the chairman of the board, the chief executive officerpresident, the president or any vice president or the treasurer of the Borrower and each Credit Party, and attested to by the secretary or any assistant secretary of such the respective Credit Party, in the form of Exhibit F, G with appropriate insertions, together with copies of the Certificate certificate of Incorporation incorporation and Byby-Laws (or equivalent organizational documents) laws of such Credit Party Party, and the resolutions of such Credit Party referred to in such certificate, and each of the foregoing shall be reasonably acceptable to the Administrative AgentAgents. (b) On or prior to the Effective Date, all corporate, limited liability company, partnership and legal proceedings, proceedings and all instruments and agreements in connection with the transactions contemplated by this Agreement and the other Credit Documents, Documents shall be reasonably satisfactory in form and substance to the Administrative AgentAgents, and the Administrative Agent shall have received all information and copies of all documents and papers, including records of corporate, limited liability company corporate and partnership proceedings, governmental approvalsapprovals (to the extent required), good standing certificates and bring-down telegrams or facsimilestelegrams, if any, which the Administrative Agent reasonably Agents may have reasonably requested in connection therewith, such documents and papers, papers where appropriate, appropriate to be certified by proper corporate corporate, or governmental authorities.

Corporate Documents; Proceedings; etc. (a) On the Effective Initial Borrowing Date, the Administrative Agent shall have received a certificate from each Credit Partycertificate, dated the Effective Initial Borrowing Date, signed by the chairman of the boardPresident, any Vice President, the chief executive officer, the president Secretary or any vice president an Assistant Secretary of each Credit Party, and attested to by the secretary or any assistant secretary of such Credit Party, in the form of Exhibit F, E with appropriate insertions, together with copies of the Certificate certificate of Incorporation incorporation and Byby-Laws (laws or equivalent other organizational documents) documents of each such Credit Party and the resolutions of each such Credit Party referred to in such certificatecertificates, and each of the foregoing shall be reasonably acceptable to the Administrative Agent. (b) On the Effective Date, all corporate, limited liability company, partnership All corporate and legal proceedings, proceedings and all instruments and agreements in connection with the transactions contemplated by this Agreement and the other Credit Documents, Documents shall be reasonably satisfactory in form and substance to the Administrative AgentAgents and the Required Banks, 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 corporate proceedings, governmental approvals, good standing certificates and bring-down telegrams or facsimilestelegrams, if any, which the Administrative Agent reasonably Agents may have requested in connection therewith, such documents and papers, papers where appropriate, appropriate to be certified by proper corporate or governmental authorities.

Corporate Documents; Proceedings; etc. (a) On the Restatement Effective Date, the Administrative Agent Agents shall have received a certificate from each Credit PartyParty a certificate, dated the Restatement Effective Date, signed by the chairman of the board, the chief executive officer, the president or any vice president of each Credit Partyan Authorized Officer, and attested to by the secretary Secretary or any assistant secretary Assistant Secretary, of such Credit Party, in (x) certifying that the form certificate of Exhibit F, with appropriate insertions, together with copies of the Certificate of Incorporation incorporation and Byby-Laws (or equivalent organizational documents) laws of such Credit Party attached thereto are true and correct copies thereof and (y) to the resolutions of effect that such Credit Party referred to is in such certificate, and each good standing in its respective state of the foregoing shall be reasonably acceptable to the Administrative Agentincorporation. (b) On the Restatement Effective Date, all corporate, limited liability company, partnership corporate and legal proceedings, proceedings and all instruments and agreements in connection with the transactions contemplated by this Agreement and the other Credit Documents, Documents shall be reasonably satisfactory in form and substance to the Administrative Agent and the Syndication Agent, and the Administrative Agent Agents shall have received all information and copies of all certificates, documents and papers, including records of corporate, limited liability company and partnership corporate proceedings, governmental approvals, good standing certificates and bring-down telegrams or facsimiles, if any, which the Administrative Agent reasonably and the Syndication Agent may have requested in connection therewith, such documents and papers, where appropriate, to be certified by proper corporate or governmental authorities.

Corporate Documents; Proceedings; etc. (a) On the Effective Date, the Administrative Agent shall have received a certificate from each Credit Partycertificate, dated the Effective Date, signed by the chairman Chairman of the boardBoard, the chief executive officerPresident, any Vice President or the president or any vice president Treasurer of each 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, G with appropriate insertions, together with copies of the Certificate of Incorporation and By-Laws (or equivalent organizational documents) of such Credit Party and the resolutions of such Credit Party referred to in such certificate, and each of the foregoing shall be reasonably acceptable to the Administrative AgentAgents. (b) On the Effective Date, all corporate, limited liability company, partnership All corporate and legal proceedings, proceedings and all material instruments and agreements in connection with the transactions contemplated by this Agreement and the other Credit Documents, Documents shall be reasonably satisfactory in form and substance to the Administrative AgentAgents and the Required Lenders, 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 corporate proceedings, governmental approvals, good standing certificates and bring-down telegrams or facsimiles, if any, which the Administrative any Agent reasonably may have requested in connection therewith, such documents and papers, papers where appropriate, appropriate to be certified by proper corporate or governmental authorities.

Corporate Documents; Proceedings; etc. (a) On the Effective Initial -------------------------------------- Borrowing Date, the Administrative Agent shall have received a certificate from each Credit Partycertificate, dated the Effective Initial Borrowing Date, signed by the chairman of the board, the chief executive officer, the president President or any vice president Vice President of each Credit Party, and attested to by the secretary or any assistant secretary of such Credit Party, in the form of Exhibit F, F with appropriate insertions, together with true and correct copies of the Certificate certificate of Incorporation incorporation and Byby-Laws (laws or equivalent other organizational documents) documents of each such Credit Party and the resolutions of such each Credit Party referred to in such certificate, and each of the foregoing shall be reasonably acceptable to the Administrative AgentAgents. (b) On or prior to the Effective Initial Borrowing Date, all corporate, limited liability company, partnership and legal proceedings, pro ceedings and all instruments and agreements in connection with the transactions contemplated by this Agreement and the other Credit Documents, Documents shall be reasonably satisfactory in form and substance to the Administrative AgentAgents and the Required Banks, and the Administrative Agent Agents shall have received all information and copies of all documents and papers, including records of corporate, limited liability company corporate and partnership proceedings, governmental approvals, good standing certificates and bring-down telegrams or facsimilestelegrams, if any, which the Administrative any Agent reasonably may have reasonably requested in connection therewith, such documents and papers, papers where appropriate, appro priate to be certified by proper corporate corporate, or governmental authorities.

Corporate Documents; Proceedings; etc. (ai) On the Effective Initial Borrowing Date, the Administrative Agent shall have received a certificate from each Credit Partycertificate, dated the Effective Initial Borrowing Date, signed by the chairman of the board, the chief executive officer, the president a secretary or any vice president assistant secretary of each Credit Party, Party and attested to by the secretary or any assistant secretary an authorized officer of such Credit Party, substantially in the form of Exhibit F, G-1 with appropriate insertions, together with copies of the Certificate certificate of Incorporation and Byincorporation, by-Laws (laws or equivalent organizational documents) documents of such Credit Party and the resolutions of such Credit Party authorizing the transactions referred to in such certificate, herein and each of the foregoing shall be reasonably acceptable occurring on or prior to the Administrative AgentInitial Borrowing Date. (bii) On the Effective DateAll corporate, all corporatepartnership, limited liability company, partnership company and legal proceedings, proceedings and all instruments and agreements in connection with the transactions contemplated by this Agreement and the other Credit Documents, Documents shall be reasonably satisfactory in form and substance reasonably satisfactory 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 corporate proceedings, governmental approvals, good standing certificates and bring-a bring down telegrams telegram or facsimiles, if anyfacsimile with respect to the Borrower, which the Administrative Agent reasonably may have requested in connection therewith, such documents and papers, papers where appropriate, appropriate to be certified by proper corporate or governmental authorities.

Corporate Documents; Proceedings; etc. (a) On the Effective Date, the Administrative Agent Agents 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 President or any vice president Vice President of each 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, E with appropriate insertions, together with copies of the Certificate certificate of Incorporation and By-Laws incorporation (or equivalent organizational documentsdocument) and by-laws of such Credit Party and the resolutions of such Credit Party referred to in such certificate, and each such certificate of the foregoing incorporation and by-laws shall be in the form provided to the Agents prior to the Effective Date or in such other form as is reasonably acceptable to the Administrative AgentAgents, and the foregoing resolutions shall be in form and substance reasonably acceptable to the Agents. (b) On the Effective Date, all corporate, limited liability company, partnership All corporate and legal proceedings, and all instruments and agreements in connection with the transactions contemplated by this Agreement and the other Credit Documents, proceedings shall be reasonably satisfactory in form and substance to the Administrative AgentAgents, and the Administrative Agent Agents shall have received all information and copies of all documents and papers, including records of corporate, limited liability company and partnership corporate proceedings, governmental approvals, good standing certificates and bring-down telegrams or facsimiles, if any, which the Administrative any Agent reasonably may have requested in connection therewith, such documents and papers, papers where appropriate, appropriate to be certified by proper corporate or governmental authorities.

Corporate Documents; Proceedings; etc. (a) On the Effective Date, The Borrower shall cause the Administrative Agent shall have received to receive a certificate from each Credit Party, dated the Effective Closing Date, signed by the chairman of the board, the chief executive officer, the president Secretary or any vice president of each Credit Party, and attested to by the secretary or any assistant secretary Assistant Secretary of such Credit Party, in the form of Exhibit F, G with appropriate insertions, together with copies of the Certificate certificate of Incorporation incorporation and Byby-Laws laws (or equivalent organizational documents) 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 All corporate, limited liability company, partnership and limited liability company and legal proceedings, proceedings and all instruments and agreements in connection with the transactions contemplated by this Agreement and the other Credit Documents, Documents shall be reasonably satisfactory in form and substance to the Administrative AgentAgent and the Required Lenders, 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 corporate 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, papers where appropriate, appropriate to be certified by proper corporate or governmental authorities.

Corporate Documents; Proceedings; etc. (a) On the Second Restatement Effective Date, the Administrative Agent shall have received a certificate from each bring-down certificates of all Credit PartyParties (x) certifying that there were no changes, dated or providing the Effective Datetext of any changes, signed by the chairman of the board, the chief executive officer, the president or any vice president of each 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, together with copies of the Certificate of Incorporation and By-Laws (or equivalent organizational documents) of such Credit Party Parties as delivered pursuant to Section 5.04 of the Original Credit Agreement or Section 5.04 of the Existing Credit Agreement, as the case may be and (y) to the resolutions of effect that each such Credit Party referred to is in good standing in its respective state of incorporation and in those states where each such certificate, and each of the foregoing shall be reasonably acceptable to the Administrative AgentCredit Party conducts business. (b) On the Effective Date, all corporate, limited liability company, partnership All corporate and legal proceedings, proceedings and all instruments and agreements in connection with the transactions contemplated by this Agreement and the other Credit Documents, Documents shall be reasonably satisfactory in form and substance to the Administrative Agent, 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 corporate proceedings, governmental approvals, good standing certificates and bring-down telegrams or facsimilestelegrams, if any, which the Administrative Agent reasonably may have requested in connection therewith, such documents and papers, papers where appropriate, appropriate to be certified by proper corporate or governmental authorities.

Corporate Documents; Proceedings; etc. (a) On the Effective Closing Date, the Administrative Agent shall have received a certificate from of each Credit Party, dated the Effective Closing Date, signed by the chairman an Authorized Officer of the board, the chief executive officer, the president or any vice president of each 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, E with appropriate insertions, together with copies of the Certificate certificate of Incorporation and By-Laws incorporation (or equivalent organizational documentsdocument) and by-laws of such Credit Party and the resolutions of such Credit Party referred to in such certificate, and each of the foregoing shall be reasonably acceptable to the Administrative Agent. (b) On the Effective Date, all corporate, limited liability company, partnership All corporate and legal proceedings, proceedings and all instruments and agreements in connection with the transactions contemplated by this Agreement and the other Credit Documents, Documents shall be reasonably satisfactory in form and substance to the Administrative AgentAgent and the Required Banks, and the Administrative Agent shall have received all information in- formation and copies of all documents and papers, including records of corporate, limited liability company and partnership corporate 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, papers where appropriate, appropriate to be certified by proper corporate or governmental authorities.

Corporate Documents; Proceedings; etc. (a) On the Effective Date, the Administrative Agent shall have received a certificate from each Credit Partycertificate, dated the Effective Date, signed by the chairman of President, any Vice President or the board, the chief executive officer, the president or any vice president Treasurer of each 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, F with appropriate insertions, together with copies of the Certificate certificate of Incorporation and By-Laws incorporation (or equivalent organizational documentsdocument) and by-laws of such Credit Party and the resolutions of such Credit Party referred to in such certificatecertifi- cate, and each of the foregoing shall be reasonably acceptable to the Administrative Agent. (b) On the Effective Date, the Administrative Agent shall have received a certificate, dated the Effective Date, signed by the President, any Vice President or the Treasurer of the Borrower stating that all corporatethe conditions in Sections 5.06, limited liability company5.07, partnership 5.09 and 7.01 have been satisfied on such date. (c) All corporate and legal proceedings, proceedings and all instruments and agreements in connection with the transactions contemplated by this Agreement and the other Credit Documents, Documents shall be reasonably satisfactory in form and substance to the Administrative AgentAgent and the Required Banks, 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 corporate 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, papers where appropriate, appropriate to be certified by proper corporate or governmental authorities.

Corporate Documents; Proceedings; etc. (a) On the Effective Date, the Administrative Agent shall have received a certificate from each Credit Party, a certificate, dated the Effective Date, signed by the chairman a Responsible Officer of the board, the chief executive officer, the president or any vice president of each 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, E with appropriate insertions, together with copies of (i) the Certificate certificate of Incorporation incorporation and Byby-Laws laws (or equivalent organizational documents), (ii) long-form good standing certificates (or equivalent thereof) of such Credit Party and (iii) 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 DateAll corporate, all corporatepartnership, limited liability company, partnership company and legal proceedings, proceedings and all instruments and agreements in connection with the transactions contemplated by this Agreement and the other Credit Documents, 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, governmental approvals, good standing certificates and bring-down telegrams or facsimilestelegrams, if any, which the Administrative Agent reasonably may have requested in connection therewith, such documents and papers, papers where appropriate, appropriate to be certified by proper corporate or governmental authorities.

Corporate Documents; Proceedings; etc. (a) On the Effective Initial Borrowing Date, the Administrative Agent shall have received a certificate from of each Credit Party, dated the Effective Initial Borrowing Date, signed by the chairman an Authorized Officer of the board, the chief executive officer, the president or any vice president of each 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, F with appropriate insertions, together with copies of the Certificate certificate of Incorporation and By-Laws incorporation (or equivalent organizational documentsdocument) and by-laws of such Credit Party and the resolutions of such Credit Party referred to in such certificate, and each of the foregoing shall be reasonably acceptable to the Administrative Agent. (b) On the Effective Date, all corporate, limited liability company, partnership All corporate and legal proceedings, proceedings and all instruments and agreements in connection with the transactions contemplated by this Agreement and the other Credit Documents, Documents shall be reasonably satisfactory in form and substance to the Administrative AgentAgent and the Required Banks, and the Administrative Agent shall have received all information in formation and copies of all documents and papers, including records of corporate, limited liability company and partnership corporate 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, papers where appropriate, appropriate to be certified by proper corporate or governmental authorities.

Corporate Documents; Proceedings; etc. (a) On the Effective Closing Date, the Administrative Agent shall have received a certificate from each Credit Party, each dated the Effective Date, Closing Date and signed by the chairman any authorized officer of the board, the chief executive officer, the president or any vice president of each 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, E with appropriate insertions, together with copies of the Certificate of Incorporation and By-Laws (or equivalent organizational documents) of such Credit Party Party's certificate of incorporation and by-laws 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 satisfactory to the Administrative AgentCo-Arrangers. (b) On the Effective Date, all corporate, limited liability company, partnership All corporate and legal proceedings, proceedings and all instruments and agreements in connection with the transactions contemplated by this Agreement and the other Credit Documents, Documents shall be reasonably satisfactory in form and substance to the Administrative AgentCo-Arrangers and the Required Banks, 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 corporate proceedings, governmental approvals, good standing certificates and bring-down telegrams or facsimiles, if any, which the Administrative Agent Co-Arrangers reasonably may have requested in connection therewith, such documents and papers, papers where appropriate, appropriate to be certified by proper corporate or governmental authorities.

Corporate Documents; Proceedings; etc. (ai) On the Effective Initial Borrowing Date, the Administrative Agent shall have received a certificate from each Credit Partycertificate, dated the Effective Initial Borrowing Date, signed by the chairman of the board, the chief executive officer, the president a secretary or any vice president assistant secretary of each Credit Party, Party and attested to by the secretary or any assistant secretary an authorized officer of such Credit Party, substantially in the form of Exhibit F, G with appropriate insertions, together with copies of the Certificate certificate of Incorporation and Byincorporation, by-Laws (laws or equivalent organizational documents) docu-ments of such Credit Party and the resolutions of such Credit Party authorizing the transactions referred to in such certificate, herein and each of the foregoing shall be reasonably acceptable occurring on or prior to the Administrative AgentInitial Borrowing Date. (bii) On the Effective DateAll corporate, all corporatepartnership, limited liability company, partnership company and legal proceedings, proceedings and all instruments and agreements agree-ments in connection with the transactions contemplated by this Agreement and the other Credit Documents, Documents shall be reasonably satisfactory in form and substance reasonably satisfactory to the Administrative Agent, and the Administrative Agent shall have received all information and copies of all documents docu-ments and papers, including records of corporate, limited liability company and partnership corporate proceedings, governmental approvals, good standing stand-ing certificates and bring-a bring down telegrams telegram or facsimiles, if anyfacsimile with respect to the Borrower, which the Administrative Agent reasonably may have requested in connection therewith, such documents and papers, papers where appropriate, appro-priate to be certified by proper corporate or governmental authorities.

Corporate Documents; Proceedings; etc. (a) On the Effective Initial Borrowing Date, the Administrative Agent Lender shall have received a certificate from each Credit Partycertificate, dated the Effective Initial Borrowing Date, signed by the chairman of the board, the chief executive officer, the president President or any vice president Vice President of each 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, E with appropriate insertions, together with copies of the Certificate certificate of Incorporation and By-Laws incorporation (or equivalent organizational documentsdocument) and by-laws of such Credit Party and the resolutions of such Credit Party referred to in such certificate, and each of the foregoing shall be reasonably acceptable to the Administrative AgentLender. (b) On the Effective Date, all corporate, limited liability company, partnership All corporate and legal proceedings, proceedings and all instruments and agreements in connection with the transactions contemplated by this Agreement and the other Credit Documents, Documents shall be reasonably satisfactory in form and substance to the Administrative AgentLender, and the Administrative Agent Lender shall have received all information and copies of all documents and papers, including records of corporate, limited liability company and partnership corporate proceedings, governmental approvals, good standing certificates and bring-down telegrams or facsimiles, if any, which the Administrative Agent Lender reasonably may have requested in connection therewith, such documents and papers, papers where appropriate, appropriate to be certified by proper corporate or governmental authorities.

Corporate Documents; Proceedings; etc. (a) On the Effective such Borrowing Date, the Administrative Agent shall have received a certificate from each Credit Partycertificate, dated the Effective such Borrowing Date, signed by the chairman of the board, the chief executive officer, the president or any vice president an Authorized Representative of each Acquired Credit Party, and attested to by the secretary or any assistant secretary another Authorized Representative of such Acquired Credit Party, in the form of Exhibit F, F with appropriate insertions, together with copies of the Certificate certificate of Incorporation incorporation and Byby-Laws laws (or equivalent organizational documents) of such Acquired Credit Party Party, and the resolutions of such Acquired 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 DateAll corporate, all corporatepartnership, limited liability company, partnership company and legal proceedings, proceedings and all instruments and agreements in connection with the transactions contemplated by this Agreement and the other Credit Documents, 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, 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, papers where appropriate, appropriate to be certified by proper corporate or governmental authorities.

Corporate Documents; Proceedings; etc. (a) On the Effective Initial Borrowing Date, the Administrative Agent shall have received a certificate from each Credit PartyParty a certificate, dated the Effective Initial Borrowing Date, signed by the chairman of the board, the chief executive officer, the president or any vice president of each Credit Party, an Authorized Officer and attested to by the secretary or any assistant secretary of such Credit Party, in the form of Exhibit F, F with appropriate insertions, together with copies of the Certificate of Incorporation and By-Laws (or equivalent organizational documents) of such Credit Party and the resolutions of such Credit Party referred to in such certificate, and each of the foregoing shall be reasonably acceptable to the Administrative Agent. (b) On the Effective Initial Borrowing Date, all corporate, limited liability company, partnership corporate and legal proceedings, proceedings and all instruments and agreements in connection with the transactions contemplated by this Agreement and the other Credit Documents, Documents shall be reasonably satisfactory in form and substance to the Administrative AgentAgent and the Required Banks, 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 corporate 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, papers where appropriate, appropriate to be certified by proper corporate or governmental authorities.

Corporate Documents; Proceedings; etc. (a) On the Effective Restatement Date, the Administrative Agent shall have received a certificate from each Credit Partyof Holdings, the Borrower and Atrium Arizona, dated the Effective Restatement Date, signed by the chairman of the board, the chief executive officer, the president or any vice president of each Credit Party, an Authorized Officer and attested to by the secretary Secretary or any assistant secretary Assistant Secretary of such Credit Party, in the form of Exhibit F, F attached hereto with appropriate insertions, together with copies of the Certificate of Incorporation and By-Laws (or equivalent organizational documents) of such Credit Party and the resolutions of such Credit Party referred to in such certificate, and each of the foregoing shall be reasonably acceptable to the Administrative Agent. (b) On the Effective Restatement Date, all corporate, limited liability company, partnership corporate and legal proceedings, proceedings and all instruments and agreements in connection with the transactions contemplated by this Agreement and the other Credit Documents, Documents shall be reasonably satisfactory in form and substance to the Administrative AgentAgent and the Required Banks, 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 corporate 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, papers where appropriate, appropriate to be certified by proper corporate or governmental authorities.

Corporate 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 Chairman of the boardBoard, the chief executive officerPresident, the president Chief Financial Officer, the Treasurer or any vice president Vice President of each 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, E with appropriate insertions, together with copies of the Certificate certificate of Incorporation and By-Laws incorporation (or equivalent organizational documentsdocument) and by-laws 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 AgentAgents. (b) On the Effective Date, all corporate, limited liability company, partnership All corporate and legal proceedings, proceedings and all instruments and agreements in connection with the transactions contemplated by this Agreement and the other Credit Documents, Documents shall be reasonably satisfactory in form and substance to the Administrative AgentAgents, 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 corporate proceedings, governmental approvals, good standing certificates and bring-down telegrams or facsimiles, if any, which the Administrative any Agent reasonably may have requested in connection therewith, such documents and papers, papers where appropriate, appropriate to be certified by proper corporate or governmental authorities.

Corporate Documents; Proceedings; etc. (ai) On the Effective Initial Borrowing Date, the Administrative Agent shall have received a certificate from each Credit Partycertificate, 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 each Credit Party, Party and attested to by the secretary Secretary or any assistant secretary Assistant Secretary of such Credit Party, substantially in the form of Exhibit F, F with appropriate insertions, together with copies of the Certificate certificate of Incorporation and Byincorporation, by-Laws (laws or equivalent organizational documents) documents of such Credit Party Party, and the resolutions of such Credit Party authorizing the transactions referred to in such certificate, herein and each of the foregoing shall be reasonably acceptable occurring on or prior to the Administrative AgentInitial Borrowing Date. (bii) On the Effective DateAll corporate, all corporatepartnership, limited liability company, partnership company and legal proceedings, proceedings and all instruments and agreements in connection with the transactions contemplated by this Agreement and the other Credit Documents, Documents shall be reasonably satisfactory in form and substance reasonably satisfactory 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 corporate 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, papers where appropriate, appropriate to be certified by proper corporate or governmental authorities.

Corporate Documents; Proceedings; etc. (a) On the Effective Initial Borrowing Date, the Administrative Agent shall have received a certificate from each Credit Partycertificate, dated the Effective Initial Borrowing Date, signed by the chairman of the board, the chief executive officer, the president President or any vice president Vice President of each 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, F with appropriate insertions, together with copies of the Certificate of Incorporation and By-Laws (or equivalent organizational documents) of such Credit Party and the resolutions of such Credit Party referred to in such certificate, and each of the foregoing shall be reasonably acceptable to the Administrative Agent. (b) On the Effective Initial Borrowing Date, all corporate, limited liability company, partnership corporate and legal proceedings, proceedings and all instruments and agreements in connection with the transactions contemplated by this Agreement and the other Credit Documents, Documents shall be reasonably satisfactory in form and substance to the Administrative AgentAgent and the Required Banks, 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 corporate proceedings, governmental approvals, good standing certificates and bring-down telegrams or facsimilestelegrams, if any, which the Administrative Agent reasonably may have requested in connection therewith, such documents and papers, papers where appropriate, appro priate to be certified by proper corporate or governmental authorities.

Corporate Documents; Proceedings; etc. (a) On the Second Restatement Effective Date, the Administrative Managing Agent shall have received a certificate from each Credit Partycertificate, dated the Second Restatement Effective Date, signed by the chairman of the board, the chief executive officer, the president or any vice president an Authorized Officer of each Credit Party, and attested to by the secretary Secretary or any assistant secretary Assistant Secretary of such Credit Party, each in the form of Exhibit F, F with appropriate insertions, together with copies of the Certificate of Incorporation and Incorporation, By-Laws and resolutions (or equivalent organizational documentssuch other administrative approval) of such Credit Party and the resolutions of such Credit Party referred to in such certificate, and each of the foregoing shall be reasonably acceptable to the Administrative Managing Agent. (b) On the Second Restatement Effective Date, all corporate, limited liability company, partnership corporate and legal proceedings, proceedings and all instruments and agreements in connection with the transactions contemplated by this Agreement and the other Credit Documents, Documents shall be reasonably satisfactory in form and substance to the Administrative AgentManaging Agent and the Required Banks, and the Administrative Managing Agent shall have received all information and copies of all documents and papers, including records of corporate, limited liability company and partnership corporate proceedings, governmental approvals, good standing certificates and bring-down telegrams or facsimiles, if any, which the Administrative Managing Agent reasonably may have reasonably requested in connection therewith, such documents and papers, where appropriate, papers to be certified where appropriate by proper corporate or governmental authorities.

Corporate Documents; Proceedings; etc. (a) On the Effective Date, the Administrative Agent shall have received a certificate from each Credit Partycertificate, dated the Effective Date, signed by the chairman of the board, the chief executive officer, the president or any vice president an Authorized Representative of each Credit Party, and attested to by the secretary or any assistant secretary another Authorized Representative of such Credit Party, in the form of Exhibit F, F with appropriate insertions, together with copies of the Certificate certificate of Incorporation incorporation and Byby-Laws laws (or equivalent organizational documents) of such Credit Party 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 AgentAgents. (b) On the Effective DateAll corporate, all corporatepartnership, limited liability company, partnership company and legal proceedings, proceedings and all instruments and agreements in connection with the transactions contemplated by this Agreement and the other Credit Documents, Documents shall be reasonably satisfactory in form and substance to the Administrative Agent, Agents and the Administrative Agent Agents shall have received all information and copies of all documents and papers, including records of corporate, partnership and limited liability company and partnership proceedings, governmental approvals, good standing certificates and bring-down telegrams or facsimilestelegrams, if any, which the Administrative Agent Agents reasonably may have requested in connection therewith, such documents and papers, papers where appropriate, appropriate to be certified by proper corporate or governmental authorities.

Corporate Documents; Proceedings; etc. (a) On the Restatement Effective Date, the Administrative Agent shall have received a certificate from each Credit Party, each dated the Restatement Effective Date, Date and signed by the chairman any authorized officer of the board, the chief executive officer, the president or any vice president of each 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, F with appropriate insertions, together with copies of the Certificate of Incorporation and By-Laws (or equivalent organizational documents) of such Credit Party Party's certificate of incorporation and by-laws 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 satisfactory to the Administrative AgentCo-Arrangers. (b) On the Effective Date, all corporate, limited liability company, partnership All corporate and legal proceedings, proceedings and all instruments and agreements in connection with the transactions contemplated by this Agreement and the other Credit Documents, Documents shall be reasonably satisfactory in form and substance to the Administrative AgentCo-Arrangers and the Required Banks, 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 corporate proceedings, governmental approvals, good standing certificates and bring-down telegrams or facsimiles, if any, which the Administrative Agent Co-Arrangers reasonably may have requested in connection therewith, such documents and papers, papers where appropriate, appropriate to be certified by proper corporate or governmental authorities.

Corporate Documents; Proceedings; etc. (a) On the Effective Initial Borrowing Date, the Administrative Agent shall have received a certificate from each Credit Partycertificate, 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 each Credit Party, and attested to by the secretary Secretary or any assistant secretary Assistant Secretary of such Credit Party, all in the form of Exhibit F, G with appropriate insertions, together with copies of the Certificate certificate or articles of Incorporation incorporation, limited liability company formation certificates, operating agreement, member agreement, partnership agreement, limited liability company agreement and Byby-Laws laws (or other equivalent organizational organization documents) of such Credit Party and the resolutions resolutions, or such other administrative approval, of such Credit Party Party, as the case may be, referred to in such certificate, and each all of the foregoing shall be reasonably acceptable to the Administrative AgentAgents. (b) On the Effective Initial Borrowing Date, all corporate, limited liability company, partnership corporate and legal proceedings, proceedings and all instruments and agreements in connection with the transactions contemplated by this Agreement and the other Credit Documents, Transaction Documents shall be reasonably satisfactory in form and substance to the Administrative AgentAgents and the Required Banks, 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 corporate proceedings, governmental approvals, good standing certificates and bring-down telegrams or facsimiles, if any, which the Administrative Agent Agents reasonably may have requested in connection therewith, such documents and papers, papers where appropriate, appropriate to be certified by proper corporate or governmental authorities.

Corporate Documents; Proceedings; etc. (a) On the Effective Date, the Administrative Agent shall have received a certificate from each Credit Partycertificate, dated the Effective Date, signed by the chairman of the board, the chief executive officer, the president or any vice president an Authorized Representative of each Credit Party, and attested to by the secretary or any assistant secretary another Authorized Representative of such Credit Party, in the form of Exhibit F, F with appropriate insertions, together with copies of the Certificate certificate of Incorporation incorporation and By-Laws by–laws (or equivalent organizational documents) of such Credit Party 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 DateAll corporate, all corporatepartnership, limited liability company, partnership company and legal proceedings, proceedings and all instruments and agreements in connection with the transactions contemplated by this Agreement and the other Credit Documents, Documents shall be reasonably satisfactory in form and substance to the Administrative Agent, Agent and the Administrative Agent shall have received all information and copies of all documents and papers, including records of corporate, partnership and limited liability company and partnership proceedings, governmental approvals, good standing certificates and bring-–down telegrams or facsimilestelegrams, if any, which the Administrative Agent reasonably may have requested in connection therewith, such documents and papers, papers where appropriate, appropriate to be certified by proper corporate or governmental authorities.

Corporate Documents; Proceedings; etc. (a) On the Effective Closing Date, the Administrative Agent Lender shall have received a certificate from each Credit Partycertificate, dated the Effective Closing Date, signed by the chairman of the board, the chief executive officer, the president or any vice president an Authorized Representative of each Credit Party, and attested to by the secretary or any assistant secretary another Authorized Representative of such Credit Party, in the form of Exhibit F, F-1 with appropriate insertions, together with copies of the Certificate certificate of Incorporation incorporation and Byby-Laws laws (or equivalent organizational documents) of such Credit Party 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 AgentLender. (b) On the Effective DateAll corporate, all corporatepartnership, limited liability company, partnership company and legal proceedings, proceedings and all instruments and agreements in connection with the transactions contemplated by this Agreement and the other Credit Documents, Documents shall be reasonably satisfactory in form and substance reasonably satisfactory to the Administrative AgentLender, and the Administrative Agent Lender shall have received all information and copies of all documents and papers, including records of corporate, limited liability company and partnership proceedings, governmental approvals, good standing certificates and bring-down telegrams or facsimilestelegrams, if any, which the Administrative Agent Lender reasonably may have requested in connection therewith, such documents and papers, papers where appropriate, appropriate to be certified by proper corporate or governmental authorities.

Corporate Documents; Proceedings; etc. (a) On the Effective Date, the Administrative Agent shall have received a certificate from each Credit Partycertificate, dated the Effective Date, signed by the chairman of the board, the chief executive officer, the president or any vice president an Authorized Representative of each Credit Party, and attested to by the secretary or any assistant secretary another Authorized Representative of such Credit Party, in the form of Exhibit F, F with appropriate insertions, together with copies of the Certificate certificate of Incorporation incorporation and Byby-Laws laws (or equivalent organizational documents) of such Credit Party 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 DateAll corporate, all corporatepartnership, limited liability company, partnership company and legal proceedings, proceedings and all instruments and agreements in connection with the transactions contemplated by this Agreement and the other Credit Documents, Documents shall be reasonably satisfactory in form and substance to the Administrative Agent, Agent and the Administrative Agent shall have received all information and copies of all documents and papers, including records of corporate, partnership and limited liability company and partnership proceedings, governmental approvals, good standing certificates and bring-down telegrams or facsimilestelegrams, if any, which the Administrative Agent reasonably may have requested in connection therewith, such documents and papers, papers where appropriate, appropriate to be certified by proper corporate or governmental authorities.

Corporate Documents; Proceedings; etc. (a) On the Effective Date, the Administrative Agent shall have received a certificate from each Credit Partycertificate, dated the Effective Date, signed by the chairman of the board, the chief executive officer, the president or any vice president an Authorized Representative of each Credit Party, and attested to by the secretary or any assistant secretary another Authorized Representative of such Credit Party, in the form of Exhibit F, F with appropriate insertions, together with copies of the Certificate certificate of Incorporation incorporation and Byby-Laws laws (or equivalent organizational documents) of such Credit Party 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 DateAll corporate, all corporatepartnership, limited liability company, partnership company and legal proceedings, proceedings and all instruments and agreements in connection with the transactions contemplated by this Agreement and the other Credit Documents, 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, governmental approvals, good standing certificates and bring-down telegrams or facsimilestelegrams, if any, which the Administrative Agent reasonably may have requested in connection therewith, such documents and papers, papers where appropriate, appropriate to be certified by proper corporate or governmental authorities.

Corporate Documents; Proceedings; etc. (a) On the Effective Initial Borrowing Date, the Administrative Agent shall have received a certificate from of each Credit Party, dated the Effective Initial Borrowing Date, signed by the chairman an Authorized Officer of the board, the chief executive officer, the president or any vice president of each 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, F with appropriate insertions, together with copies of the Certificate certificate of Incorporation and By-Laws incorporation (or equivalent organizational documentsdocument) and by-laws of such Credit Party and the resolutions of such Credit Party referred to in such certificate, and each of the foregoing shall be reasonably acceptable to the Administrative Agent. (b) On the Effective Date, all corporate, limited liability company, partnership All corporate and legal proceedings, proceedings and all instruments and agreements in connection with the transactions contemplated by this Agreement and the other Credit Documents, Documents shall be reasonably satisfactory in form and substance to the Administrative AgentAgent and the Required Lenders, 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 corporate proceedings, governmental approvals, approvals and 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, papers where appropriate, appropriate to be certified by proper corporate or governmental authorities.

Corporate Documents; Proceedings; etc. (a) On the Effective Closing Date, the Administrative Agent Agents shall have received a certificate from each Credit Partyof the Borrower, dated the Effective Closing Date, signed by the chairman an Authorized Officer of the board, the chief executive officer, the president or any vice president of each Credit PartyBorrower, and attested to by the secretary Secretary or any assistant secretary Assistant Secretary of such Credit Partythe Borrower, in the form of Exhibit F, E with appropriate insertions, together with copies of the Certificate declaration of Incorporation and By-Laws trust, certificate of incorporation or partnership agreement (or other equivalent organizational documentsdocument) and by-laws of such Credit Party the Borrower and the resolutions of such Credit Party the Borrower referred to in such certificate, and each of the foregoing shall be reasonably acceptable to the Administrative AgentAgents. (b) On the Effective Date, all corporate, limited liability company, partnership All corporate and legal proceedings, proceedings and all instruments and agreements in connection with the transactions contemplated by this Agreement and the other Credit Documents, Documents shall be reasonably satisfactory in form and substance to the Administrative AgentAgents and the Required Lenders, and the Administrative Agent Agents shall have received all information and copies of all documents and papers, including records of corporate, limited liability company and partnership corporate proceedings, governmental approvals, approvals and good standing certificates and bring-down telegrams or facsimiles, if any, which the Administrative Agent Agents reasonably may have requested in connection therewith, such documents and papers, papers where appropriate, appropriate to be certified by proper corporate or governmental authorities.

Corporate Documents; Proceedings; etc. (a) On the Effective Date, the Administrative Agent shall have received a certificate from each Credit Partycertificate, dated the Effective Date, signed by the chairman of the board, the chief executive officer, the president or any vice president an Authorized Officer of each Credit Party, and attested to by the secretary Secretary or any assistant secretary Assistant Secretary of such Credit Party, all in the form of Exhibit F, F with appropriate insertions, together with copies of the Certificate or Articles of Incorporation and By-Laws (or equivalent organizational documents) of such Credit Party and the resolutions resolutions, or such other administrative approval, of such Credit Party Party, as the case may be, referred to in such certificate, and each of the foregoing shall be reasonably acceptable to the Administrative Agent. (b) On the Effective Date, all corporate, limited liability company, partnership corporate and legal proceedings, proceedings and all instruments and agreements in connection with the transactions contemplated by this Agreement and the other Credit Documents, Transaction Documents shall be reasonably satisfactory in form and substance to the Administrative AgentAgent and the Required Banks, 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 corporate 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, papers where appropriate, appropriate to be certified by proper corporate or governmental authorities.

Corporate Documents; Proceedings; etc. (a) On the Effective Date, ------------------------------------- the Administrative Agent shall have received a certificate from each Credit Partycertificate, dated the Effective Date, signed by the chairman of the board, the chief executive officer, the president or any vice president an Authorized Representative of each Credit Party, and attested to by the secretary or any assistant secretary another Authorized Represen- tative of such Credit Party, in the form of Exhibit F, F with appropriate insertions, together with copies of the Certificate certificate of Incorporation incorporation and Byby-Laws laws (or equivalent organizational documents) of such Credit Party 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 DateAll corporate, all corporatepartnership, limited liability company, partnership company and legal proceedings, proceedings and all instruments and agreements in connection with the transactions contemplated by this Agreement and the other Credit Documents, 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, governmental approvals, good standing certificates and bring-down telegrams or facsimilestelegrams, if any, which the Administrative Agent reasonably may have requested in connection therewith, such documents and papers, papers where appropriate, appropriate to be certified by proper corporate or governmental authorities.