Common use of Documents to be Delivered by the Borrower at Closing Clause in Contracts

Documents to be Delivered by the Borrower at Closing. The Borrower shall deliver, or cause to be delivered to the Lender at the Closing, the following (collectively, the "Restructuring Documents"): (a) this Agreement duly executed by the Borrower, RTI and RTI Electronics; (b) the Notes, each duly executed by the Borrower; (c) that certain Amended, Restated and Consolidated Guaranty by RTI and RTI Electronics; (d) that certain Amended and Restated Security Agreement by the Borrower; (e) that certain Amended, Restated and Consolidated Security Agreement by RTI and RTI Electronics; (f) that certain Amended and Restated Pledge Agreement by the Borrower; (g) that certain Amended and Restated Patent and Trademark Security Agreement by RTI; (h) that certain Seventh Amendment to First Mortgage and Security Agreement by the Borrower with respect to the Pennsylvania Property; (i) that certain Fourth Amendment to Mortgage, Security Agreement and Fixture Financing Statement by RTI with respect to the Minnesota Property; (j) such Uniform Commercial Code financing statements and other documents as the Lender may require to be executed by the Borrower, RTI and/or RTI Electronics; (k) evidence of the Borrower's compliance with the covenants contained in this Agreement and the other Loan Documents as the Lender may require; and (l) a certificate of the Secretary of each of the Borrower, RTI and RTI Electronics, dated the Closing Date, attaching (i) duly adopted board resolutions authorizing the transactions under the Loan Documents; (ii) a copy of the Articles and Certificate of Incorporation and bylaws of each party; and (iii) evidence of the incumbency and signature of the officers executing on each such party's behalf any of the Loan Documents and any other document to be delivered pursuant to any such documents, together with evidence of the incumbency of such Secretary.

Documents to be Delivered by the Borrower at Closing. The Borrower shall deliver, deliver or cause to be delivered to the Lender Bank at the Closing, Closing the following (collectively, the "Restructuring Documents"):following: (a) this This Agreement duly executed by the Borrower, RTI and RTI Electronics; (b) The Line of Credit Note and the Notes, each Allonge to Existing Real Estate Loan Note duly executed by the Borrower; (c) that certain Amended, Restated and Consolidated Guaranty The Reaffirmations duly executed by RTI and RTI Electronicsthe parties thereto; (d) that certain Amended and Restated Security Agreement by the Borrower; (e) that certain Amended, Restated and Consolidated Security Agreement by RTI and RTI Electronics; (f) that certain Amended and Restated Pledge Agreement by the Borrower; (g) that certain Amended and Restated Patent and Trademark Security Agreement by RTI; (h) that certain Seventh Amendment to First Mortgage and Security Agreement by the Borrower with respect to the Pennsylvania Property; (i) that certain Fourth Amendment to Mortgage, Security Agreement and Fixture Financing Statement by RTI with respect to the Minnesota Property; (j) such Uniform Commercial Code financing statements and other documents as the Lender may require to be executed by the Borrower, RTI and/or RTI Electronics; (k) evidence Evidence of the Borrower's compliance having complied with the those covenants regarding insurance as are contained in this Agreement and the other Loan Documents as the Lender may require; andDocuments; (le) a A certificate of the Secretary of each or an Assistant Secretary of the Borrower, RTI and RTI Electronics, Borrower dated the Closing Date, attaching Date including (i) resolutions duly adopted board resolutions by the Borrower authorizing the transactions under the Loan Documents; (ii) a copy of the Articles and Certificate by-laws of Incorporation and bylaws of each partythe Borrower; and (iii) evidence of the incumbency and signature of the officers executing on each such partythe Borrower's behalf any of the Loan Documents and any other document to be delivered pursuant to any such documents, together with evidence of the incumbency of such Secretaryofficers; (iv) a copy, certified by the Delaware Secretary of State, as of the most recent date practicable, of the Borrower's Articles of Incorporation, together with the certification of the Secretary or Assistant Secretary of the Borrower as of the Closing Date that such Articles of Incorporation have not been amended since the date of the aforesaid certification by the Secretary of State; and (v) certificates of authority or good standing for the Borrower from its jurisdiction of incorporation and any other jurisdiction where the Borrower is qualified to do business; (f) A copy of each and every authorization, permit, consent, and approval of and other action by, and notice to and filing with, every governmental authority and regulatory body which is required to be obtained or made by the Borrower for the due execution, delivery and performance of this Agreement and the other Loan Documents; and (g) The opinion of Stradley, Ronon, Xxxxxxx & Young dated as of Closing Date, in form and substance reasonably satisfactory to the Bank and its counsel.

Documents to be Delivered by the Borrower at Closing. The Borrower shall deliver, deliver or cause to be delivered to the Lender Administrative Agent and the Lenders at the ClosingClosing the following, in each instance in form and substance satisfactory to the following (collectively, Administrative Agent and the "Restructuring Documents"):Lenders: (a) this This Agreement duly executed by the Borrower, RTI and RTI Electronics; (b) the Notes, each The Revolving Credit Notes duly executed by the Borrower; (c) that certain Amended, Restated and Consolidated Guaranty by RTI and RTI Electronics; (d) that certain Amended and Restated Security Agreement by the Borrower; (e) that certain Amended, Restated and Consolidated Security Agreement by RTI and RTI Electronics; (f) that certain Amended and Restated Pledge Agreement by the Borrower; (g) that certain Amended and Restated Patent and Trademark Security Agreement by RTI; (h) that certain Seventh Amendment to First Mortgage and Security Agreement by Evidence of the Borrower having complied with respect to the Pennsylvania Property; (i) that certain Fourth Amendment to Mortgage, Security Agreement and Fixture Financing Statement by RTI with respect to the Minnesota Property; (j) such Uniform Commercial Code financing statements and other documents those covenants regarding insurance as the Lender may require to be executed by the Borrower, RTI and/or RTI Electronics; (k) evidence of the Borrower's compliance with the covenants are contained in this Agreement and the other Loan Documents as the Lender may require; andDocuments; (ld) a certificate Resolutions or other similar action, duly adopted by the Borrower authorizing the execution, delivery, and performance of this Agreement, and the other Loan Documents, certified by an authorized officer of the Secretary Borrower to be true, correct, and complete and in full force and effect as of the Closing Date; (e) A copy of the articles of incorporation and by-laws for the Borrower, each certified by the Borrower to be true, correct, and complete and in full force and effect as of the Closing Date; (f) Copies of certificates of good standing, existence or its equivalent with respect to the Borrower certified as of a recent date by the appropriate Governmental Authorities of the state or other jurisdiction of organization of the Borrower and each other jurisdiction in which the failure to so qualify and be in good standing could reasonably be expected to have a material adverse effect; (g) A copy of each and every authorization, permit, consent, and approval of and other action by, and notice to and filing with, every Governmental Authority and regulatory body which is required to be obtained or made by the Borrower, for the due execution, delivery and performance of this Agreement and the other Loan Documents; (h) A satisfactory review by the Administrative Agent of the Borrower, RTI ’s most recent Food and RTI Electronics, dated the Closing Date, attaching Drug Administration audits; (i) duly adopted board resolutions authorizing the transactions under the Loan Documents; (ii) a copy of the Articles All certificates, instruments and Certificate of Incorporation and bylaws of each party; and (iii) evidence of the incumbency and signature of the officers executing on each such party's behalf any of the Loan Documents and any other document documents required to be delivered pursuant to any Loan Documents; (j) Searches of Uniform Commercial Code filings in the appropriate jurisdictions of the Borrower, copies of financing statements on file in such documentsjurisdictions and evidence that no Encumbrances exist other than Permitted Encumbrances; (k) The opinion of Xxxxxx Xxxxxx Xxxxxxxx LLP, counsel for the Borrower, dated as of Closing Date, in form and substance reasonably satisfactory to the Administrative Agent and the Lenders and their counsel; (l) The receipt by the Administrative Agent from the Borrower of the Borrower’s most recent accounts receivable aging and a detailed inventory; (m) Evidence of the payment of all fees required to be paid hereunder on the Closing Date; (n) True and correct copies of the Acquisition Agreement, together with evidence of all exhibits, schedules, appendices, amendments, modifications and supplements thereto; and (o) Such other documents, instruments, and agreements as the incumbency of such SecretaryAdministrative Agent and the Lenders may reasonably request.

Documents to be Delivered by the Borrower at Closing. The Borrower shall deliver, deliver or cause to be delivered to the Lender Bank at the Closing, Closing the following (collectively, the "Restructuring Documents"):following: (a) this This Agreement duly executed by the Borrower, RTI and RTI Electronics; (b) the Notes, each The Fourth Amended and Restated Line of Credit Note duly executed by the Borrower; (c) that certain Amended, Restated and Consolidated Guaranty by RTI and RTI ElectronicsThe Second Allonge to the Existing Real Estate Note; (d) that certain Amended and Restated Security Agreement by The Second Allonge to the BorrowerAcquisition Loan Note date March 25, 1998; (e) that certain Amended, The Second Amended and Restated and Consolidated Security Agreement by RTI and RTI ElectronicsAgreement; (f) that certain The Amended and Restated Pledge Agreement by the BorrowerPatent Collateral Assignment; (g) that certain The Amended and Restated Patent and Trademark Security Agreement by RTICollateral Assignment; (h) that certain Seventh Amendment to First Mortgage and Security Agreement by the Borrower with respect to the Pennsylvania PropertyThe Modification of Mortgage; (i) that certain Fourth Amendment An endorsement to the Loan Title Policy issued by Xxxxxxx Title Guaranty Company, dated the date of closing and redated the date of the recording of the Modification of Mortgage and Security Agreement, insuring the Mortgage, Security Agreement and Fixture Financing Statement by RTI with respect to the Minnesota Propertyas modified, as a first priority lien; (j) such Uniform Commercial Code financing statements and other documents as the Lender may require to be executed by the Borrower, RTI and/or RTI Electronics; (k) evidence Evidence of the Borrower's compliance having complied with the those covenants regarding insurance as are contained in this Agreement and the other Loan Documents as the Lender may require; andDocuments; (lk) a A certificate of the Secretary of each or an Assistant Secretary of the Borrower, RTI and RTI Electronics, Borrower appropriately dated the Closing Date, attaching including (i) resolutions duly adopted board resolutions by the Borrower authorizing the transactions under the Loan Documents; (ii) a copy of the Articles and Certificate of Incorporation and bylaws of each party; and (iii) evidence of the incumbency and signature of the officers executing on each such partythe Borrower's behalf any of the Loan Documents and any other document to be delivered pursuant to any such documents, together with evidence of the incumbency of such Secretaryofficers; (iii) a certification that the by-laws and the articles of incorporation of the Borrower have not been amended since December 11, 1995; and (iv) certificates of authority or good standing for the Borrower from its jurisdiction of incorporation and any other jurisdiction where the Borrower is qualified to do business; (l) A copy of each and every authorization, permit, consent, and approval of and other action by, and notice to and filing with, every governmental authority and regulatory body which is required to be obtained or made by the Borrower for the due execution, delivery and performance of this Agreement and the other Loan Documents; and (m) The opinion of Stradley, Ronon, Xxxxxxx & Xxxxx in form and substance reasonably satisfactory to the Bank and its counsel.

Documents to be Delivered by the Borrower at Closing. The Borrower shall deliver, deliver or cause to be delivered to the Lender Bank at the Closing, Closing the following (collectively, the "Restructuring Documents"):following: (a) this This Agreement duly executed by the Borrower, RTI and RTI Electronics; (b) the Notes, each The Fifth Amended and Restated Line of Credit Note duly executed by the Borrower; (c) that certain Amended, Restated and Consolidated Guaranty by RTI and RTI Electronics; (d) that certain Amended and Restated Security Agreement The Term Loan Note duly executed by the Borrower; (ed) that certain Amended, Restated and Consolidated Security Agreement by RTI and RTI Electronics; (f) that certain Amended and Restated Pledge Agreement by the Borrower; (g) that certain Amended and Restated Patent and Trademark Security Agreement by RTI; (h) that certain Seventh Amendment to First Mortgage and Security Agreement by the Borrower with respect to the Pennsylvania Property; (i) that certain Fourth Amendment to Mortgage, Security Agreement and Fixture Financing Statement by RTI with respect to the Minnesota Property; (j) such Uniform Commercial Code financing statements and other documents as the Lender may require to be executed by the Borrower, RTI and/or RTI Electronics; (k) evidence Evidence of the Borrower's compliance having complied with the those covenants regarding insurance as are contained in this Agreement and the other Loan Documents as the Lender may require; andDocuments; (le) a A certificate of the Secretary of each or an Assistant Secretary of the Borrower, RTI and RTI Electronics, Borrower appropriately dated the Closing Date, attaching including (i) resolutions duly adopted board resolutions by the Borrower authorizing the transactions under the Loan Documents; (ii) a copy of the Articles and Certificate of Incorporation and bylaws of each party; and (iii) evidence of the incumbency and signature of the officers executing on each such partythe Borrower's behalf any of the Loan Documents and any other document to be delivered pursuant to any such documents, together with evidence of the incumbency of such Secretaryofficers; (iii) a certification that the by-laws and the articles of incorporation of the Borrower have not been amended since December 11, 1995; and (iv) certificates of authority or good standing for the Borrower from its jurisdiction of incorporation and any other jurisdiction where the Borrower is qualified to do business; (f) a one year budget for capital expenditures of the Borrower; (g) a listing of all of the Borrower's intangible assets; (h) a copy of each and every authorization, pen-nit, consent, and approval of and other action by, and notice to and filing with, every governmental authority and regulatory body which is required to be obtained or made by the Borrower for the due execution, delivery and performance of this Agreement and the other Loan Documents; and (i) The opinion of Stradley, Ronon, Xxxxxxx & Young, LLP in form and substance reasonably satisfactory to the Bank and its counsel.

Documents to be Delivered by the Borrower at Closing. The Borrower shall deliver, deliver or cause to be delivered to the Lender Bank at the Closing, Closing the following (collectively, the "Restructuring Documents"):following: (a) this This Agreement duly executed by the Borrower, RTI and RTI Electronics; (b) the Notes, each The Line of Credit Note duly executed by the Borrower; (c) that certain Amended, Restated and Consolidated Guaranty The Reaffirmations duly executed by RTI and RTI Electronicsthe parties thereto; (d) that certain Amended and Restated Security Agreement by the Borrower; (e) that certain Amended, Restated and Consolidated Security Agreement by RTI and RTI Electronics; (f) that certain Amended and Restated Pledge Agreement by the Borrower; (g) that certain Amended and Restated Patent and Trademark Security Agreement by RTI; (h) that certain Seventh Amendment to First Mortgage and Security Agreement by the Borrower with respect to the Pennsylvania Property; (i) that certain Fourth Amendment to Mortgage, Security Agreement and Fixture Financing Statement by RTI with respect to the Minnesota Property; (j) such Uniform Commercial Code financing statements and other documents as the Lender may require to be executed by the Borrower, RTI and/or RTI Electronics; (k) evidence Evidence of the Borrower's compliance having complied with the those covenants regarding insurance as are contained in this Agreement and the other Loan Documents as the Lender may require; andDocuments; (le) a A certificate of the Secretary of each or an Assistant Secretary of the Borrower, RTI and RTI Electronics, Borrower dated the Closing Date, attaching Date including (i) resolutions duly adopted board resolutions by the Borrower authorizing the transactions under the Loan Documents; (ii) a copy of the Articles and Certificate of Incorporation and bylaws of each party; and (iii) evidence of the incumbency and signature of the officers executing on each such partythe Borrower's behalf any of the Loan Documents and any other document to be delivered pursuant to any such documents, together with evidence of the incumbency of such Secretaryofficers; (iii) a certification that the by-laws and the articles of incorporation of the Borrower have not been amended since December 11, 1995; and (iv) certificates of authority or good standing for the Borrower from its jurisdiction of incorporation and any other jurisdiction where the Borrower is qualified to do business; (f) A copy of each and every authorization, permit, consent, and approval of and other action by, and notice to and filing with, every governmental authority and regulatory body which is required to be obtained or made by the Borrower for the due execution, delivery and performance of this Agreement and the other Loan Documents; and (g) The opinion of Stradley, Ronon, Xxxxxxx & Xxxxx dated as of Closing Date, in form and substance reasonably satisfactory to the Bank and its counsel.