Corporate Documents; Proceedings; etc. (a) On the Closing Date, the Administrative Agent shall have received a certificate from each Credit Party, dated the Closing Date, signed by a Responsible Officer of such Credit Party, and to the extent applicable attested to by the secretary or any assistant secretary of such Credit Party, in each case, on behalf of such Credit Party (and not in any individual capacity), in customary form, together with copies of the certificate or articles of incorporation and by-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 in form and substance reasonably satisfactory to the Administrative Agent. (b) On the Closing Date, the Administrative Agent shall have received good-standing certificates (or similar instrument, if applicable) and bring-down telegrams or facsimiles, with respect to entities incorporated or formed under the Requirements of Law of any jurisdiction for the Credit Parties which the Administrative Agent reasonably may have requested, certified by proper governmental authorities.
Appears in 5 contracts
Samples: Credit Agreement (SunOpta Inc.), Credit Agreement (SunOpta Inc.), Credit Agreement (SunOpta Inc.)
Corporate Documents; Proceedings; etc. (a) On the Closing Initial Borrowing Date, the Administrative Agent shall have received a certificate from each Credit Party, dated the Closing Initial Borrowing Date, signed by a Responsible Officer of such Credit Party, and to the extent applicable attested to by the secretary Secretary or any assistant secretary Assistant Secretary of such Credit Party, in each case, on behalf the form of such Credit Party Exhibit F (and not in any individual capacity)or, in customary formrespect of each Canadian Credit Party, with such modification thereto as may be reasonably acceptable to the Administrative Agent) with appropriate insertions, together with copies of the certificate or articles of incorporation and by-laws (or equivalent organizational documents), as applicable, of such Credit Party, any shareholder agreements of such Credit Party (in the case of Canadian Credit Parties) and the resolutions of such Credit Party referred to in such certificate, and each of the foregoing shall be in form and substance reasonably satisfactory acceptable to the Administrative AgentAgent and the Joint Lead Arrangers.
(b) On the Closing Initial Borrowing Date, the Administrative Agent shall have received good-good standing certificates (or similar instrument, if applicable) and bring-down telegrams or facsimiles, with respect to entities incorporated or formed under the Requirements of Law of any jurisdiction if any, for the Credit Parties which the Administrative Agent or either Joint Lead Arranger reasonably may have requested, certified by proper governmental authorities.
Appears in 3 contracts
Samples: Credit Agreement (Bway Parent Company, Inc.), Credit Agreement (Phoenix Container, Inc.), Credit Agreement (BWAY Holding CO)
Corporate Documents; Proceedings; etc. (a) On the Closing Effective Date, the Administrative Agent shall have received a certificate from each Credit Party, dated the Closing Effective Date, signed by a Responsible Officer the chairman of the board, the chief executive officer, the president, the chief financial officer or any vice president of such Credit Party, and to the extent applicable attested to by the secretary secretary, any assistant secretary, the general counsel or any assistant secretary vice president of such Credit Party, substantially in each case, on behalf the form of such Credit Party (and not in any individual capacity), in customary formExhibit F with appropriate insertions, together with copies of the certificate or articles of incorporation and by-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 in form and substance reasonably satisfactory acceptable to the Administrative AgentAgents.
(b) On the Closing Effective Date, the Administrative Agent shall have received good-good standing certificates (or similar instrumentequivalent documents) from the relevant office in each Credit Party’s jurisdiction of organization (to the extent relevant, if applicablecustomary and available in the jurisdiction of organization of such Credit Party) and bring-down telegrams or facsimiles, dated as of a recent date prior thereto (other than with respect to entities incorporated or formed under the Requirements Charter Behavioral System of Law of any jurisdiction for the Credit Parties which the Administrative Agent reasonably may have requestedNew Mexico, certified by proper governmental authoritiesInc. and Charter Fairmount Behavioral System, Inc.).
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Corporate Documents; Proceedings; etc. (a) On the Closing Effective Date, the Administrative Agent and the Lenders shall have received a customary certificate from each Credit Party, dated the Closing Effective Date, signed by a Responsible an Authorized Officer of such Credit Party, and to the extent applicable attested to by the secretary or any assistant secretary of such Credit Party, in each case, on behalf of such Credit Party (and not in any individual capacity), in customary forma form reasonably acceptable to the Administrative Agent with appropriate insertions, together with copies of the certified certificate or articles of incorporation and by-laws (or other equivalent organizational documents), as applicable, of such Credit Party the incumbency certificate and the resolutions of such Credit Party referred to in such certificate, and each of the foregoing shall be in form and substance reasonably satisfactory acceptable to the Administrative Agent.
(b) On the Closing Effective Date, the Administrative Agent and the Lenders shall have received good-good standing certificates and bringdown certificates (or similar instrumentthe equivalent to the extent available in such jurisdictions) in the jurisdiction of organization of each Credit Party and, if applicable) and bring-down telegrams or facsimiles, with respect to entities incorporated or formed under the Requirements of Law of any jurisdiction for the Credit Parties which extent required by the Administrative Agent Agent, each jurisdiction where such Credit Party conducts business, except to the extent that failure to be so qualified could not reasonably may be expected to have requested, certified by proper governmental authoritiesa Material Adverse Effect.
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Samples: Term Loan Credit Agreement (Arc Document Solutions, Inc.)