Guarantees; Collateral (Additional Requirements for Luxembourg Entities) Clause Samples
Guarantees; Collateral (Additional Requirements for Luxembourg Entities). (i) The Administrative Agent shall have received, in respect of each of Lux Holdco, the Lux Borrower and Lux Sub ▇▇▇▇▇, a manager’s certificate dated as of the Closing Date and signed by a manager of Lux Holdco, the Lux Borrower and Lux Sub ▇▇▇▇▇, certifying the following items: (i) an electronic certified excerpt of the Luxembourg Companies Register dated on the Closing Date or at the earliest one Business Day before the Closing Date and (ii) a certified true certificate of non-registration of judgments (certificat de non-inscription d’une décision judiciaire) dated on the Closing Date or at the earliest one Business Day before the Closing Date, issued by the Luxembourg Companies Register.
(ii) The Administrative Agent shall have received the updated shareholders registers of each of the Lux Borrower, Lux Holdco and Lux Sub ▇▇▇▇▇ reflecting the registration of the pledges under the executed Lux Share Pledge Agreements.
Guarantees; Collateral (Additional Requirements for Luxembourg Entities). The Administrative Agent shall have received, in respect of Luxco, a manager’s certificate in a form satisfactory to the Administrative Agent, dated as of the Closing Date and signed by a manager of Luxco, certifying, inter alia, the following items:
(A) a true, correct, complete and up-to-date copy of its articles of association;
(B) a true, correct, complete and up-to-date copy of the resolutions of the board of managers of Luxco approving, inter alia, its entry into the Loan Documents to which it is a party;
(C) a true, correct, complete and up-to-date copy of an excerpt of the Luxembourg Companies Register dated on the Closing Date or at the earliest one Business Day before the Closing Date;
(D) a true, correct, complete and up-to-date copy of a certified true certificate of non-registration of judgments (certificat de non-inscription d’une décision judiciaire) dated on the Closing Date or at the earliest one Business Day before the Closing Date, issued by the Luxembourg Companies Register;
(E) Luxco complies with, and adheres to, the provisions applicable to it of the Luxembourg Law dated May 31, 1999 concerning the domiciliation of companies, as amended.
Guarantees; Collateral (Additional Requirements for Luxembourg Entities). (i) The Administrative Agent shall have received, in respect of the Lux Borrower and each Luxembourg Guarantor, a manager’s certificate dated as of the Closing Date and signed by a manager of the Lux Borrower or the Luxembourg Guarantor, as applicable, certifying the following items: (i) an electronic certified excerpt of the Luxembourg Companies Register dated on the Closing Date or at the earliest one Business Day before the Closing Date and (ii) a certified true certificate of non-registration of judgments (certificat de non-inscription d’une décision judiciaire) dated on the Closing Date or at the earliest one Business Day before the Closing Date, issued by the Luxembourg Companies Register.
(ii) The Administrative Agent shall have received the updated shareholders registers of each of the Lux Borrower and each Luxembourg Guarantor reflecting the registration of the pledges under the executed Lux Share Pledge Agreements.