Common use of Corporate Due Diligence Clause in Contracts

Corporate Due Diligence. (a) A Certificate of corporate good standing issued with respect to each Obligor by the Secretary of State of the State in which that Obligor was organized. (b) Certificates of qualification to do business as a foreign corporation, issued by the Secretary(ies) of State of each State in which such Obligor’s conduct of business or ownership of assets of requires such qualification, except where the failure to so qualify would not have a Material Adverse Effect. (c) A Certificate of each Obligor’s respective Secretary as to the due adoption and continued effectiveness of, each corporate resolution adopted in connection with the establishment of the loan arrangement contemplated by the Loan Documents and attesting to the true signatures of each Person authorized as a signatory to any of the Loan Documents, such certificate to set forth the text of each such resolution in an attachment thereto.

Appears in 2 contracts

Samples: Loan and Security Agreement (Mothers Work Inc), Loan and Security Agreement (Mothers Work Inc)

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Corporate Due Diligence. (a) A Certificate certificate of corporate good standing issued with respect to each Obligor the Borrower by the Secretary of State of the State in which that Obligor was the Borrower is organized, to be delivered as of the Closing Date. (b) Certificates of qualification to do business as a foreign corporation, issued by the Secretary(ies) of State of each State in which such Obligorthe Borrower’s conduct of business or ownership of assets of requires such qualification, except where to be delivered as of the failure to so qualify would not have a Material Adverse EffectClosing Date. (c) A Certificate of each Obligorthe Borrower’s respective Secretary as to the due adoption and continued effectiveness of, each corporate resolution adopted in connection with the establishment of the loan arrangement contemplated by the Loan Documents and attesting to the true signatures of each Person authorized as a signatory to any of the Loan Documents, such certificate to set forth the text of each such resolution in an attachment thereto, to be delivered as of the Closing Date.

Appears in 2 contracts

Samples: Loan and Security Agreement (RoomStore, Inc.), Loan and Security Agreement (RoomStore, Inc.)

Corporate Due Diligence. (a) A Certificate of corporate good standing or status issued with respect to by the Secretary(ies) of State (or other appropriate governmental authority) of each state under whose law each Obligor by the Secretary of State of the State in which that Obligor was is organized. (b) Certificates of qualification to do business as a foreign corporationdue qualification, in good standing, issued by the Secretary(ies) of State of each State or Province in which such the nature of each Obligor’s conduct of 's business conducted or ownership of assets of requires owned could require such qualification, except where the failure to so qualify would not have a Material Adverse Effect. (c) A Certificate of each Obligor’s respective 's Secretary as to of the due adoption adoption, continued effectiveness, and continued effectiveness setting forth the texts of, each corporate resolution adopted in connection with the establishment of the loan arrangement contemplated by the Loan Documents and attesting to the true signatures of each Person authorized as a signatory to any of the Loan Documents, such certificate to set forth the text of each such resolution in an attachment thereto.

Appears in 1 contract

Samples: Loan and Security Agreement (Sunglass Hut International Inc)

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Corporate Due Diligence. (a) A Certificate of corporate good standing issued with respect to each Obligor by the Secretary of State of the State in which that Obligor was organized. (b) Certificates of qualification to do business as a foreign corporation, issued by the Secretary(ies) of State of each State in which such Obligor’s conduct of business or ownership of assets of requires such qualification, except where the failure to so qualify would not have a Material Adverse Effect. (c) A Certificate of each Obligor’s respective Secretary as to the due adoption and continued effectiveness of, each corporate resolution adopted in connection with the establishment of the loan arrangement contemplated by the Loan Documents and attesting to the true signatures of each Person authorized as a signatory to any of the Loan Documents, such certificate to set forth the text of each such resolution in an attachment thereto.

Appears in 1 contract

Samples: Term Loan and Security Agreement (Mothers Work Inc)

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