Dutch Obligors Sample Clauses
The 'Dutch Obligors' clause defines which parties to an agreement are considered Dutch entities, typically for the purposes of compliance with Dutch law or regulatory requirements. This clause identifies specific companies or individuals incorporated or resident in the Netherlands, and may outline their particular obligations or limitations under the contract. Its core function is to ensure that the agreement properly addresses legal distinctions and requirements applicable to Dutch parties, thereby reducing legal uncertainty and ensuring compliance with local laws.
Dutch Obligors. No works council (ondernemingsraad) has the right to give advice in relation to the entry into and performance of this Agreement.
Dutch Obligors. Each Original Borrower incorporated in the Netherlands (the "Dutch Borrower") is in compliance with The Netherlands Act on the Supervision of Credit Institutions 1992 (Wet Toezicht Kredietwezen 1992, hereinafter, the "WTK") and, to the extent applicable, complies with and will at all times comply with the requirements for exemption as set out in the Ministerial Regulation of 4th February 1993 (the "Regulation") in implementation of Article 1 paragraph 3 of WTK as in effect - retroactively - from 1st January 1993 and published in the Official State Gazette (Staatscourant) No. 29 of 11th February 1993 and exempting from banking supervision exercised by the Netherlands' Central Bank (De Nederlandsche Bank N.V.; "DNB") Netherlands finance companies (such as the Dutch Borrower) subject to the conditions set out in the Regulation being met. The Dutch Borrower has not received from DNB a notice within the meaning of article 7 of the Regulation by which DNB sets a period within which the Dutch Borrower must comply with the provisions of the Regulation.
Dutch Obligors. If applicable, each Dutch Obligor has given any works council (ondernemingsraad) that under the Works Council Act (Wet op de ondernemingsraden) has the right to give advice in relation to the entry into and performance of this Agreement the opportunity to give such advice and has obtained unconditional positive advice from such works council.
Dutch Obligors. (a) A copy of a resolution of the managing board, supervisory board and shareholders in general meeting, as appropriate, of each Dutch Obligor (and of each Dutch Non-Obligor, if any, entering into a Subordination Agreement) approving the terms of, and the transactions contemplated by, the Finance Documents.
(b) An unconditional positive (central) works council advice in respect of the transactions contemplated by the Finance Documents.
(c) An extract of the registration of each Dutch Obligor (and of each Dutch Non-Obligor, if any, entering into a Subordination Agreement) in the trade register of the chamber of commerce.
Dutch Obligors. (a) A copy of the constitutional documents of each of the Dutch Obligors including, in relation to the Company, a copy of the articles of association (statuten) and deed of incorporation (oprichtingsakte) as well as an extract (uittreksel) from the Dutch. Commercial Register (Handelsregister) of the Company.
(b) A copy of a resolution of the board of managing directors or board of directors of each of the Dutch Obligors:
(i) approving the terms of, and the transactions contemplated by, this Agreement and resolving that it execute this Agreement; and
(ii) authorising a specified person or persons to execute this Agreement on its behalf.
(c) A specimen of the signature of each person authorised by the resolution referred to in paragraph (b) above.
(d) If applicable, a copy of the resolution of the board of supervisory directors of each of the Dutch Obligors where relevant approving the resolutions of the board of managing directors and the transactions contemplated thereby.
(e) If applicable, a copy of the resolution of the shareholders of each of the Dutch Obligors approving the resolutions of the board of managing directors and the transactions contemplated thereby.
(f) A certificate of an authorised signatory of the Company on behalf of the Dutch Obligors (signed by a director of the Company) certifying that each copy document specified in this schedule 1 is correct, complete and in full force and effect as at a date no earlier than the date of this Agreement.
Dutch Obligors. (a) A copy of a resolution of the managing board, supervisory board and shareholders in general meeting, as appropriate, of each Dutch Obligor (and of each Dutch Non-Obligor entering into a Subordination Agreement) approving the terms of, and the transactions contemplated by, the Finance Documents.
(b) An unconditional positive (central) works council advice in respect of the transactions contemplated by the Finance Documents.
(c) An extract of the registration of each Dutch Obligor (and of each Dutch Non-Obligor entering into a Subordination Agreement) in the trade register of the chamber of commerce.
Dutch Obligors. (a) A copy of the articles of association (statuten) and deed of incorporation (oprichtingsakte) of each Dutch Obligor, as well as an extract (uittreksel) from the Dutch Commercial Register (Handelsregister) of such Dutch Obligor.
(b) A copy of a resolution of the board of managing directors of each Dutch Obligor:
(i) approving the terms of, and the transactions contemplated by, the Finance Documents to which it is a party and resolving that it execute the Finance Documents to which it is a party;
(ii) if applicable, authorising a specified person or persons to execute the Finance Documents to which it is a party on its behalf; and
(iii) if applicable, authorising a specified person or persons, on its behalf, to sign and/or despatch all documents and notices (including, if relevant, any Utilisation Request) to be signed and/or despatched by it under or in connection with the Finance Documents to which it is a party.
(c) If applicable, a copy of the resolution of the board of supervisory directors of each Dutch Obligor approving the resolutions of the board of managing directors referred to under paragraph (b) above and, if relevant, appointing an authorised person to represent the relevant Dutch Obligor in case of a conflict of interest.
(d) A copy of the resolution of the shareholder(s) of each Dutch Obligor approving the resolutions of the board of managing directors referred to under paragraph (b) above, if relevant, and appointing an authorised person to represent the relevant Dutch Obligor in case of a conflict of interest.
(e) A specimen of the signature of each member of the board of managing directors of each Dutch Obligor and, if applicable, each person authorised by the resolutions referred to in sub-paragraphs (ii) and/or (iii) of paragraph (b) above in relation to the Finance Documents.
(f) A certificate of an authorised signatory of the relevant Dutch Obligor certifying that each copy document relating to it specified in this Part II of Schedule 2 is correct, complete and in full force and effect as at a date no earlier than the date of this Agreement.
(g) If applicable, a copy of (i) the request for advice from each works council, or central or European works council with jurisdiction over the transactions contemplated by this Agreement and (ii) the positive advice from such works council which contains no condition, which if complied with, could result in a breach of any of any of the Finance Documents.
Dutch Obligors. (a) A copy of a resolution of the managing board of the Company approving the terms of, and the transactions contemplated by, the Finance Documents.
(b) An unconditional positive (central) works council advice in respect of the transactions contemplated by the Finance Documents.
(c) An extract of the registration of the Company in the trade register of the chamber of commerce.