Delivery to Scotiabank of Sample Clauses

Delivery to Scotiabank of a Borrowing Request and a --------------------------------------------------- Replacement Note for Additional $4,700,000 Loan. Scotiabank shall have ----------------------------------------------- received, for its own account, a replacement Note, in form similar to Exhibit A to the Existing Credit Agreement and satisfactory in all respects to Scotiabank, duly executed and delivered by the Borrower and in a maximum aggregate principal amount equal to $29,700,000, such amount representing the aggregate principal amount of Scotiabank's Term Loan as of the First Amendment Effective Date. Such replacement Note issued on the First Amendment Effective Date shall be issued in substitution and exchange for, and not in satisfaction or payment of, the existing Note of Scotiabank executed and delivered by the Borrower pursuant to the Existing Credit Agreement, and the Indebtedness (together with the obligation to pay accrued interest thereon) originally owing to Scotiabank and to be evidenced by Scotiabank's replacement Note delivered pursuant to this Amendment and Waiver shall be (and the Borrower hereby acknowledges and agrees that such Indebtedness, as so increased in connection with the Loan made to the Borrower by Scotiabank on the First Amendment Effective Date, is) a continuing Indebtedness, and nothing herein contained shall be construed to release or terminate any Lien or security interest given to secure such Indebtedness (as so increased) . Scotiabank shall have also received, for its own account, a borrowing request, in form similar to Exhibit B to the Existing Credit Agreement and satisfactory in all respects to Scotiabank, for the borrowing contemplated to be made on the First Amendment Effective Date and the delivery of such borrowing request and the acceptance by the Borrower of the proceeds of such borrowing shall constitute a representation and warranty by the Borrower that on the date of such borrowing (both immediately before and after giving effect to such borrowing and the application of the proceeds thereof) the statements made in Section 5.2.1 of the Credit Agreement are true and correct.
Sample 1
AutoNDA by SimpleDocs

Related to Delivery to Scotiabank of

  • Incumbency and Signature Certificates A certificate of the Secretary or an Assistant Secretary (or other appropriate representative) of each Loan Party certifying the names of the officer or officers of such entity authorized to sign the Loan Documents to which such entity is a party, together with a sample of the true signature of each such officer (it being understood that the Agent and each Bank may conclusively rely on each such certificate until formally advised by a like certificate of any changes therein).

  • Incumbency and Signatures A certificate of the secretary of Borrower certifying the names of the officer or officers of Borrower authorized to sign the Loan Documents, together with a sample of the true signature of each such officer.

  • Authorized Signatories In addition to any signatory designated by Owner, any persons from time to time designated by Manager, and approved in writing by Owner, shall be authorized signatories on the Disbursement Account, and shall have authority to make disbursements from such Disbursement Account for the purpose of fulfilling Manager’s obligations hereunder. Funds over Five Thousand Dollars ($5,000.00) may be withdrawn from the Disbursement Account in accordance with this Article IV, only upon the signature of at least two (2) individuals who have been granted that authority by Manager and funds over Twenty Five Thousand Dollars ($25,000) may be withdrawn from the Disbursement Account in accordance with this Article IV only upon the additional prior written approval of Owner, excluding property taxes. All persons who are authorized signatories or who in any way handle funds for the Project (on-site or off-site) shall be insured for dishonesty in the minimum account of $500,000.00 per occurrence or loss with not more than a $5,000.00 deductible. A certificate confirming such insurance naming Manager, RREM and Owner as named insureds and confirming that it will not be modified or cancelled without at least thirty (30) days prior written notice to RREM shall be delivered to RREM within 10 days after the date hereof. Any expense relating to such bonds shall be paid by Manager without reimbursement.

  • Effect of Facsimile and Photocopied Signatures This Agreement may be executed in several counterparts, each of which is an original. It shall not be necessary in making proof of this Agreement or any counterpart hereof to produce or account for any of the other counterparts. A copy of this Agreement signed by one Party and faxed to another Party shall be deemed to have been executed and delivered by the signing Party as though an original. A photocopy of this Agreement shall be effective as an original for all purposes.

  • Authorized Signatures Any persons from time to time designated by Manager shall be authorized signatories on all bank accounts established by Manager pursuant to this Agreement and shall have authority to make disbursements pursuant to the terms of this Agreement from such accounts. Funds may be withdrawn from all bank accounts established by Manager, in accordance with this Article 5, only upon the signature of an individual who has been granted that authority by Manager and funds may not be withdrawn from such accounts by Owner unless Manager is in default hereunder.

  • Instructions, Opinion of Counsel and Signatures At any time DST may apply to any person authorized by the Fund to give instructions to DST, and may with the approval of a Fund officer consult with legal counsel for the Fund, or DST’s outside legal counsel at the expense of the Fund, with respect to any matter arising in connection with the agency and it will not be liable for any action taken or omitted by it in good faith in reliance upon such instructions or upon the opinion of such counsel. In connection with services provided by DST under this Agency Agreement that relate to compliance by the Fund with the Internal Revenue Code of 1986 or any other tax law, including without limitation the services described in Section 6.B, DST shall have no obligation to continue to provide such services after it has asked the Fund to give it instructions which it believes are needed by it to so continue to provide such services and before it receives the needed instructions from the Fund, and DST shall have no liability for any damages (including without limitation penalties imposed by any tax authority) caused by or that result from its failure to provide services as contemplated by this sentence. DST will be protected in acting upon any paper or document reasonably believed by it to be genuine and to have been signed by the proper person or persons and will not be held to have notice of any change of authority of any person, until receipt of written notice thereof from the Fund. It will also be protected in recognizing stock certificates which it reasonably believes to bear the proper manual or facsimile signatures of the officers of the Fund, and the proper countersignature of any former transfer agent or registrar, or of a co-transfer agent or co-registrar.

  • Authorized Signatory Dated:____________________ CERTIFICATE OF AUTHENTICATION This is one of the Class A-[_] Certificates referred to in the within-mentioned Agreement. JPMORGAN CHASE BANK, as Certificate Registrar By: ________________________ Authorized Signatory ASSIGNMENT FOR VALUE RECEIVED, the undersigned hereby sell(s), assign(s) and transfer(s) unto _______________________________________________________________ (Please print or typewrite name and address including postal zip code of assignee) the beneficial interest evidenced by the within Trust Certificate and hereby authorizes the transfer of registration of such interest to assignee on the Certificate Register of the Trust Fund.

  • Counterparts; Telecopied Signatures This Agreement may be executed in any number of and by different parties hereto on separate counterparts, all of which, when so executed, shall be deemed an original, but all such counterparts shall constitute one and the same agreement. Any signature delivered by a party by facsimile transmission shall be deemed to be an original signature hereto.

  • Opinion of General Counsel for the Company The General Counsel of the Company shall have furnished to the Representatives, at the request of the Company, his written opinion, dated the Closing Date and addressed to the Underwriters, in form and substance reasonably satisfactory to the Representatives, to the effect set forth in Annex A-2 hereto.

  • Facsimile and Email Signatures The use of facsimile signatures and signatures delivered by email in portable document format (.pdf) affixed in the name and on behalf of the transfer agent and registrar of the Partnership on certificates representing Common Units is expressly permitted by this Agreement.

Time is Money Join Law Insider Premium to draft better contracts faster.