Corporate Documents; Proceedings. (i) On the Effective Date, the Administrative Agent shall have received a certificate, dated the Effective Date, signed by the secretary or any assistant secretary of each Credit Party, and attested to by another officer of such Credit Party, in the form of Exhibit E-1 with appropriate insertions, together with copies of the certificate of incorporation and by-laws (or equivalent organizational documents including unanimous shareholder agreements, if any relating to such Credit Party) of such Credit Party and the resolutions of such Credit Party referred to in such certificate, and the foregoing shall be reasonably acceptable to the Agents. (ii) All corporate and legal proceedings and all instruments and agreements in connection with the transactions contemplated by this Agreement and the other Credit Documents shall be reasonably satisfactory in form and substance to the Agents, and the Administrative Agent shall have received all information and copies of all documents and papers, including records of corporate proceedings, governmental approvals, good standing certificates (or equivalents thereof) and bring-down telegrams, if any, which the Agents reasonably may have requested in connection therewith, such documents and papers where appropriate to be certified by proper corporate or Governmental Authorities.
Appears in 5 contracts
Samples: Credit Agreement (Silgan Holdings Inc), Credit Agreement (Silgan Holdings Inc), Credit Agreement (Silgan Holdings Inc)
Corporate Documents; Proceedings. (ia) On the Effective Initial Borrowing Date, the Administrative Agent shall have received from each Credit Party a certificate, dated the Effective Initial Borrowing Date, signed by the chairman, a vice-chairman, the president or any vice-president of such Credit Party, and attested to by the secretary or any assistant secretary of each Credit Party, and attested to by another officer of such Credit Party, in the form of Exhibit E-1 F with appropriate insertions, together with copies of the certificate of incorporation and incorporation, by-laws (or equivalent organizational documents including unanimous shareholder agreements, if any relating to such Credit Party) of such Credit Party and the resolutions of such Credit Party referred to in such certificate, certificate and all of the foregoing (including each such certificate of incorporation, by-laws or other organizational document) shall be reasonably acceptable satisfactory to the AgentsAdministrative Agent.
(iib) All corporate and legal On the Initial Borrowing Date, all Company proceedings and all instruments and agreements in connection with the transactions contemplated by this Agreement and the other Credit Documents shall be reasonably satisfactory in form and substance to the AgentsAdministrative Agent, and the Administrative Agent shall have received all information and copies of all certificates, documents and papers, including records of corporate proceedings, governmental approvals, good standing certificates (or equivalents thereof) and certificates, bring-down telegramscertificates and any other records of Company proceedings and governmental approvals, if any, which the Agents Administrative Agent reasonably may have requested in connection therewith, such documents and papers papers, where appropriate appropriate, to be certified by proper corporate Company or Governmental Authoritiesgovernmental authorities.
Appears in 2 contracts
Samples: Second Lien Credit Agreement (EnerSys), Credit Agreement (EnerSys)
Corporate Documents; Proceedings. (ia) On the Restatement Effective Date, the Administrative Agent shall have received a certificate, dated the Restatement Effective Date, signed by the secretary President or any assistant secretary Vice President of each Credit Party, and attested to by another officer the Secretary or any Assistant Secretary of such Credit Party, in the form of Exhibit E-1 E with appropriate insertions, together with copies of the certificate Certificate of incorporation and byIncorporation, By-laws (Laws or equivalent other organizational documents including unanimous shareholder agreements, if any relating to such Credit Party) of such Credit Party and the resolutions of such Credit Party referred to in such certificate, and the foregoing shall be reasonably acceptable to the AgentsAgent and the Required Banks in their sole discretion.
(iib) All corporate and legal proceedings and all instruments and agreements in connection with relating to the transactions contemplated by this Agreement and the other Credit Documents shall be reasonably satisfactory in form and substance to the AgentsAgent and the Required Banks, and the Administrative Agent shall have received all information and copies of all documents and papers, including records of corporate proceedings, governmental approvals, good standing certificates (or equivalents thereof) and bring-down telegrams, if any, which the Agents reasonably Agent or the Required Banks may have requested in connection therewith, such documents and papers where appropriate to be certified by proper corporate or Governmental Authoritiesgovernmental authorities.
Appears in 2 contracts
Samples: Credit Agreement (Vantas Inc), Credit Agreement (Reckson Services Industries Inc)
Corporate Documents; Proceedings. (ia) On the Restatement Effective Date, the Administrative Agent shall have received a certificate, dated the Restatement Effective Date, signed by the secretary or any assistant secretary an Authorized Officer of each Credit Party, and attested to by another officer a second Authorized Officer of such Credit Party, substantially in the form of Exhibit E-1 F with appropriate insertions, together with copies of the certificate Certificate of incorporation Incorporation and byBy-laws Laws (or equivalent organizational documents including unanimous shareholder agreements, if any relating to such Credit Partytheir equivalents) of such Credit Party and the resolutions of such Credit Party referred to in such certificate, and the foregoing shall be reasonably acceptable to the AgentsAdministrative Agent.
(iib) All On the Restatement Effective Date, all corporate and legal proceedings and all instruments and agreements in connection with relating to the transactions contemplated by this Agreement and the other Credit Documents shall be reasonably satisfactory in form and substance to the AgentsAdministrative Agent, and the Administrative Agent shall have received all information and copies of all documents and papers, including records of corporate proceedings, governmental approvals, good standing certificates (or equivalents thereof) and bring-down telegrams, if any, which the Agents reasonably Administrative Agent may have reasonably requested in connection therewith, such documents and papers where appropriate to be certified by proper corporate or Governmental Authoritiesgovernmental authorities.
Appears in 1 contract
Samples: Credit Agreement (Aearo Corp)
Corporate Documents; Proceedings. (ia) On the Effective Initial Borrowing Date, the Administrative Agent shall have received a certificate, dated the Effective Initial Borrowing Date, signed by the secretary or any assistant secretary an Authorized Officer of each Credit Party, and attested to by another officer a second Authorized Officer of such Credit Party, substantially in the form of Exhibit E-1 F with appropriate insertions, together with copies of the certificate Certificate of incorporation Incorporation and byBy-laws Laws (or equivalent organizational documents including unanimous shareholder agreements, if any relating to such Credit Partytheir equivalents) of such Credit Party and the resolutions of such Credit Party referred to in such certificate, and the foregoing shall be reasonably acceptable to the AgentsAdministrative Agent.
(iib) All On the Initial Borrowing Date, all corporate and legal proceedings and all instruments and agreements in connection with relating to the transactions contemplated by this Agreement and the other Credit Documents shall be reasonably satisfactory in form and substance to the AgentsAdministrative Agent, and the Administrative Agent shall have received all information and copies of all documents and papers, including records of corporate proceedings, governmental approvals, good standing certificates (or equivalents thereof) and bring-down telegrams, if any, which the Agents reasonably Administrative Agent may have reasonably requested in connection therewith, such documents and papers where appropriate to be certified by proper corporate or Governmental Authoritiesgovernmental authorities.
Appears in 1 contract
Samples: Credit Agreement (Gleason Corp /De/)
Corporate Documents; Proceedings. (ia) On the Effective Initial Borrowing Date, the Administrative Agent shall have received a certificate, dated the Effective Initial Borrowing Date, signed by the secretary or any assistant secretary an Authorized Officer of each Credit Party, and attested to by another officer the Secretary or any Assistant Secretary of such Credit Party, substantially in the form of Exhibit E-1 F with appropriate insertions, together with copies of the certificate Certificate of incorporation Incorporation and byBy-laws Laws (or equivalent organizational documents including unanimous shareholder agreements, if any relating to such Credit Partytheir equivalents) of such Credit Party and the resolutions of such Credit Party referred to in such certificate, and the foregoing shall be reasonably acceptable to the AgentsAdministrative Agent.
(iib) All corporate and legal proceedings and all instruments and agreements in connection with relating to the transactions contemplated by this Agreement and the other Credit Documents shall be reasonably satisfactory in form and substance to the AgentsAdministrative Agent, and the Administrative Agent shall have received all information and copies of all documents and papers, including records of corporate proceedings, governmental approvals, good standing certificates (or equivalents thereof) and bring-down telegramscertificates, if any, which the Agents reasonably Administrative Agent may have reasonably requested in connection therewith, such documents and papers where appropriate to be certified by proper corporate or Governmental Authoritiesgovernmental authorities.
Appears in 1 contract
Corporate Documents; Proceedings. (i) On the Effective Funding Date, the Administrative Agent each Lender shall have received a certificate, dated the Effective Funding Date, signed by the secretary Chief Executive Officer, Chief Financial Officer, President or any assistant secretary Vice President of each Credit Loan Party, and attested to by another officer the Secretary or any Assistant Secretary of such Credit Loan Party, in the form of Exhibit E-1 E with appropriate insertions, together with copies of the certificate Certificate of incorporation Incorporation and byBy-laws Laws (or equivalent organizational documents including unanimous shareholder agreements, if any relating to such Credit Partydocuments) of such Credit Loan Party and the resolutions of such Credit Loan Party referred to in such certificate, and the foregoing shall be reasonably acceptable to the AgentsLenders in their sole discretion.
(ii) All corporate and legal proceedings and all instruments and agreements in connection with relating to the transactions contemplated by this Agreement Agreement, the other Loan Documents and the other Credit Documents shall be reasonably satisfactory in form and substance to the AgentsLenders, and the Administrative Agent each Lender shall have received all information and copies of all documents and papers, including records of corporate proceedings, governmental approvals, good standing certificates (or equivalents thereof) and bring-down telegrams, if any, which the Agents reasonably such Lender may have requested in connection therewith, such documents and papers where appropriate to be certified by proper corporate or Governmental Authoritiesgovernmental authorities.
Appears in 1 contract
Samples: Senior Subordinated Loan Agreement (Consolidated Delivery & Logistics Inc)
Corporate Documents; Proceedings. (ia) On the Effective Closing Date, the Administrative Agent shall have received a certificatecertificates, dated the Effective Closing Date, signed by the secretary or any assistant secretary an Authorized Officer of each Credit Party, of the Borrower and VCP IV and attested to by another officer a second Authorized Officer of such Credit PartyPerson, substantially in the form of Exhibit E-1 E with appropriate insertions, together with copies of the certificate Certificate of incorporation Incorporation and byBy-laws Laws (or equivalent organizational documents including unanimous shareholder agreements, if any relating to such Credit Partytheir equivalents) of such Credit Party Person and the resolutions of such Credit Party Person referred to in such certificate, and the foregoing shall be reasonably acceptable to the AgentsAdministrative Agent.
(iib) All On the Closing Date, all corporate and legal proceedings and all instruments and agreements in connection with relating to the transactions contemplated by this Agreement and the other Credit Documents shall be reasonably satisfactory in form and substance to the AgentsAdministrative Agent, and the Administrative Agent shall have received all information and copies of all documents and papers, including records of corporate proceedings, governmental approvals, good standing certificates (or equivalents thereof) and bring-down telegrams, if any, which the Agents reasonably Administrative Agent may have reasonably requested in connection therewith, such documents and papers where appropriate to be certified by proper corporate or Governmental Authoritiesgovernmental authorities.
Appears in 1 contract
Samples: Senior Subordinated Loan Agreement (Vestar Capital Partners Iv Lp)
Corporate Documents; Proceedings. (ia) On the Effective Initial Borrowing Date, the Administrative Agent shall have received a certificate, dated the Effective Initial Borrowing Date, signed by the secretary or any assistant secretary an Authorized Officer of each Credit Party, and attested to by another officer a second Authorized Officer of such Credit Party, substantially in the form of Exhibit E-1 E with appropriate insertions, together with copies of the certificate Certificate of incorporation Incorporation and byBy-laws Laws (or equivalent organizational documents including unanimous shareholder agreements, if any relating to such Credit Partytheir equivalents) of such Credit Party and the resolutions of such Credit Party referred to in such certificate, and the foregoing shall be reasonably acceptable to the AgentsAdministrative Agent.
(iib) All On the Initial Borrowing Date, all corporate and legal proceedings and all instruments and agreements in connection with relating to the transactions contemplated by this Agreement and the other Credit Documents shall be reasonably satisfactory in form and substance to the AgentsAdministrative Agent, and the Administrative Agent shall have received all information and copies of all documents and papers, including records of corporate proceedings, governmental approvals, good standing certificates (or equivalents thereof) and bring-down telegrams, if any, which the Agents reasonably Administrative Agent may have reasonably requested in connection therewith, such documents and papers where appropriate to be certified by proper corporate or Governmental Authoritiesgovernmental authorities.
Appears in 1 contract
Samples: Credit Agreement (Gleason Corp /De/)
Corporate Documents; Proceedings. (i) On the Effective Initial Borrowing Date, the Administrative Agent shall have received a certificate, dated the Effective Initial Borrowing Date, signed by the secretary president or any assistant secretary vice president of each Credit Party, and attested to by another officer the secretary or any assistant secretary of such Credit Party, in the form of Exhibit E-1 F with appropriate insertions, together with copies of the certificate Certificate of incorporation Incorporation and byBy-laws Laws (or equivalent organizational documents including unanimous shareholder agreements, if any relating to such Credit Partydocuments) of such Credit Party and the resolutions of such Credit Party referred to in such certificate, and the foregoing shall be reasonably acceptable to the Agents.
(ii) All corporate 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 AgentsAgents and the Required Lenders, and the Administrative Agent shall have received all information and copies of all documents and papers, including records of corporate proceedings, governmental approvals, good standing certificates (or equivalents thereof) and bring-down telegrams, if any, which the Agents reasonably may have requested in connection therewith, such documents and papers where appropriate to be certified by proper corporate or Governmental Authoritiesgovernmental authorities.
Appears in 1 contract
Corporate Documents; Proceedings. (ia) On the Effective Initial Borrowing Date, the Administrative Agent shall have received from each Credit Party a certificate, dated the Effective Initial Borrowing Date, signed by the president or any vice president of such Credit Party, and attested to by the secretary or any assistant secretary of each Credit Party, and attested to by another officer of such Credit Party, in the form of Exhibit E-1 E with appropriate insertions, together with copies of the certificate Certificate of incorporation Incorporation and byBy-laws (or equivalent organizational documents including unanimous shareholder agreements, if any relating to such Credit Party) Laws of such Credit Party and the resolutions of such Credit Party referred to in such certificate, and the foregoing shall be reasonably acceptable to the AgentsAgents and the Required Banks.
(iib) All corporate and legal proceedings and all instruments and agreements in connection with relating to the transactions contemplated by this Agreement and the other Credit Documents shall be reasonably satisfactory in form and substance to the AgentsAgents and the Required Banks, and the Administrative Agent shall have received all information and copies of all documents and papers, including records of corporate proceedings, governmental approvals, good standing certificates, certificates (or equivalents thereof) of merger and bring-down telegrams, if any, which the Agents reasonably or the Required Banks may have reasonably requested in connection therewith, such documents and papers papers, where appropriate appropriate, to be certified by proper corporate or Governmental Authoritiesgovernmental authorities.
Appears in 1 contract
Corporate Documents; Proceedings. (ia) On the Effective Initial Borrowing Date, the Administrative Agent shall have received a certificate, dated the Effective Initial Borrowing Date, signed by the secretary or any assistant secretary an Authorized Officer of each Credit Party, and attested to by another officer a second Authorized Officer of such Credit Party, substantially in the form of Exhibit E-1 G with appropriate insertions, together with copies of the certificate Certificate of incorporation Incorporation and byBy-laws Laws (or equivalent organizational documents including unanimous shareholder agreements, if any relating to such Credit Partytheir equivalents) of such Credit Party and the resolutions of such Credit Party referred to in such certificate, and the foregoing shall be reasonably acceptable to the AgentsAdministrative Agent.
(iib) All On the Initial Borrowing Date, all corporate and legal proceedings and all instruments and agreements in connection with relating to the transactions contemplated by this Agreement and the other Credit Documents shall be reasonably satisfactory in form and substance to the AgentsAdministrative Agent, and the Administrative Agent shall have received all information and copies of all documents and papers, including records of corporate proceedings, governmental approvals, good standing certificates (or equivalents thereof) and bring-down telegrams, if any, which the Agents reasonably Administrative Agent may have reasonably requested in connection therewith, such documents and papers where appropriate to be certified by proper corporate or Governmental Authoritiesgovernmental authorities.
Appears in 1 contract
Corporate Documents; Proceedings. (i) On the Effective Restatement EffectiveClosing Date, the Administrative Agent shall have received a certificate, dated the Effective Restatement EffectiveClosing Date, signed by the secretary or any assistant secretary an Authorized Officer of each Credit Party, and attested to by another officer the Secretary or any Assistant Secretary of such Credit Party, substantially in the form of Exhibit E-1 E with appropriate insertions, together with copies of the certificate Certificate of incorporation Incorporation and byBy-laws Laws (or equivalent organizational documents including unanimous shareholder agreements, if any relating to such Credit Partytheir equivalents) of such Credit Party and the resolutions of such Credit Party referred to in such certificate, and the foregoing shall be reasonably acceptable to the Agents.
(ii) All corporate Administrative Agent; and all Business and legal proceedings and all instruments and agreements in connection with relating to the transactions contemplated by this Agreement and the other Credit Documents shall be reasonably satisfactory in form and substance to the AgentsAdministrative Agent, and the Administrative Agent shall have received all information and copies of all documents and papers, including records of corporate Business proceedings, governmental approvals, good standing certificates (or equivalents thereof) and bring-down telegramscertificates, if any, which the Agents reasonably Administrative Agent may have reasonably requested in connection therewith, such documents and papers where appropriate to be certified by proper corporate Business or Governmental Authoritiesgovernmental authorities.
Appears in 1 contract
Corporate Documents; Proceedings. (ia) On the Effective Initial Borrowing Date, the Administrative Agent shall have received a certificate, dated the Effective Initial Borrowing Date, signed by the secretary or any assistant secretary an Authorized Officer of each Credit Party, and attested to by another officer a second Authorized Officer of such Credit Party, substantially in the form of Exhibit E-1 G with appropriate insertions, together with copies of the certificate Certificate of incorporation Incorporation and byBy-laws Laws (or equivalent organizational documents including unanimous shareholder agreements, if any relating to such Credit Partytheir equivalents) of such Credit Party and the resolutions of such Credit Party referred to in such certificate, and the foregoing shall be reasonably acceptable to the AgentsAdministrative Agent.
(iib) All On the Initial Borrowing Date, all corporate and legal proceedings and all instruments and agreements in connection with relating to the transactions contemplated by this Agreement and the other Credit Documents shall be reasonably satisfactory in form and substance to the AgentsAdministrative Agent, and the Administrative Agent shall have received all information and copies of all documents and papers, including records of corporate proceedings, governmental approvals, good standing certificates (or equivalents thereof) and bring-down telegramscertificates, if any, which the Agents reasonably Administrative Agent may have reasonably requested in connection therewith, such documents and papers where appropriate to be certified by proper corporate or Governmental Authoritiesgovernmental authorities.
Appears in 1 contract
Samples: Credit Agreement (Aearo CO I)