Common use of Corporate Proceedings of the Loan Parties Clause in Contracts

Corporate Proceedings of the Loan Parties. The U.S. Administrative Agent shall have received a copy of the board resolutions or member consents, in form and substance reasonably satisfactory to the U.S. Administrative Agent, of each Loan Party authorizing, as applicable, (i) the execution, delivery and performance of this Agreement, any Notes and the other Loan Documents to which it is or will be a party as of the Closing Date, (ii) the Extensions of Credit to such Loan Party (if any) contemplated hereunder and (iii) the granting by it of the Liens to be created pursuant to the Security Documents to which it will be a party as of the Closing Date, certified by the Secretary or an Assistant Secretary of such Loan Party as of the Closing Date, which certificate shall be in form and substance reasonably satisfactory to the U.S. Administrative Agent and shall state that the board resolutions or member consents thereby certified have not been amended, modified (except as any later such board resolutions or member consents may modify any earlier such board resolutions or member consents), revoked or rescinded and are in full force and effect.

Appears in 2 contracts

Samples: Credit Agreement (RSC Equipment Rental, Inc.), Credit Agreement (RSC Holdings Inc.)

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Corporate Proceedings of the Loan Parties. The U.S. Administrative Agent shall have received a copy of the board resolutions, shareholder resolutions or member consents, in form and substance reasonably satisfactory to the U.S. Administrative Agent, of each Loan Party authorizing, as applicable, (i) the execution, delivery and performance of this Agreement, any Notes and the other Loan Documents to which it is or will be a party as of the Closing Date, (ii) the Extensions of Credit to such Loan Party (if any) contemplated hereunder and (iii) the granting by it of the Liens to be created pursuant to the Security Documents to which it will be a party as of the Closing Date, certified by the Secretary or an Assistant Secretary of such Loan Party as of the Closing Date, which certificate shall be in form and substance reasonably satisfactory to the U.S. Administrative Agent and shall state that the board resolutions, shareholder resolutions or member consents thereby certified have not been amended, modified (except as any later such board resolutions, shareholder resolutions or member consents may modify any earlier such board resolutions, shareholder resolutions or member consents), revoked or rescinded and are in full force and effect.

Appears in 1 contract

Samples: Credit Agreement (RSC Equipment Rental, Inc.)

Corporate Proceedings of the Loan Parties. The U.S. Administrative Agent shall have received received, with a photocopy for each Lender, a copy of the board resolutions or member consentsresolutions, in form and substance reasonably satisfactory to the U.S. Administrative Agent, of the board of directors of each Loan Party authorizing, as applicable, (i) the execution, delivery and performance of this Agreement, any Notes and the other Loan Documents and the Transaction Documents to which it is or will be a party as of the Closing Effective Date, (ii) ), in the case of the Borrower, the Extensions of Credit to such Loan Party (if any) contemplated hereunder the Borrower and (iii) the granting by it of the Liens to be created pursuant to the Security Documents to which it is or will be a party as of the Closing Effective Date, certified by the Secretary or an Assistant Secretary of such Loan Party as of the Closing Effective Date, which certificate shall be in form and substance reasonably satisfactory to the U.S. Administrative Agent and shall state that the board resolutions or member consents thereby certified have not been amended, modified (except as any later such board resolutions or member consents resolution may modify any earlier such board resolutions or member consentsresolution), revoked or rescinded and are in full force and effect.

Appears in 1 contract

Samples: Credit Agreement (Ev International Inc)

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Corporate Proceedings of the Loan Parties. The U.S. Administrative Agent shall have received received, with a photocopy for each Lender, a copy of the board resolutions or member consentsresolutions, in form and substance reasonably satisfactory to the U.S. Administrative Agent, of the board of directors of each Loan Party authorizing, as applicable, (i) the execution, delivery and performance of this Agreement, any Notes and the other Loan Documents and the Transaction Documents to which it is or will be a party as of the Closing Effective Date, (ii) ), in the case of the Borrower, the Extensions of Credit to such Loan Party (if any) contemplated hereunder the Borrower and (iii) the granting by it of the Liens to be created pursuant to the Security Documents to which it is or will be a party as of the Closing Effective Date, certified by the Secretary or an Assistant Secretary of such Loan Party as of the Closing Effective Date, which certificate shall be in form and substance reasonably satisfactory to the U.S. Administrative Agent and shall state that the board resolutions or member consents thereby certified have not been amended, modified (except as any later such board resolutions or member consents resolution may modify any such earlier such board resolutions or member consentsresolution), revoked or rescinded and are in full force and effect.

Appears in 1 contract

Samples: Credit Agreement (Telex Communications Inc)

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