Holdings Documents Sample Clauses

Holdings Documents. On or before the Initial Borrowing Date, Holdings shall deliver to Agent and Lenders (or to Agent for Lenders with sufficient originally executed copies for each Lender) each, unless otherwise noted, dated the Initial Borrowing Date: 1. Copies of its Certificate of Incorporation, certified as of the Initial Borrowing Date by its corporate secretary or an assistant secretary; 2. Copies of its Bylaws, certified as of the Initial Borrowing Date by its corporate secretary or an assistant secretary; 3. Resolutions of its Board of Directors approving and authorizing the execution, delivery and performance of this Agreement and the other Loan Documents to which it is a party, and approving and authorizing any documents, instru- ments or certificates to be executed by it in connection with this Agreement and the other Loan Documents to which it is a party or with respect to which it has assumed obliga- tions, all in form and substance satisfactory to Agent and its counsel, each certified as of the Initial Borrowing Date by its corporate secretary or an assistant secretary as being in full force and effect without modification or amendment; 4. Signature and incumbency certificates of its officers executing this Agreement and the other Loan Docu- ments to which it is a party and any documents, instruments or certificates to be executed by it in connection there- with; 5. Executed copies of this Agreement and the other Loan Documents to which it is a party; 6. Good standing certificates, including certifica- tion of tax status, certified by the Secretary of State of Delaware and each of the principal places of business, each dated a recent date prior to the Initial Borrowing Date; and 7. Such other documents as Agent or any Lender may reasonably request.
Sample 1
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Holdings Documents. On or before the Closing Date, Borrower shall deliver or cause to be delivered to Agent the documents listed below, each, unless otherwise noted, dated the Closing Date, duly executed, in form and substance satisfactory to Agent and in quantities designated by Agent.
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Holdings Documents. On the Closing Date, Company delivered, or caused to be delivered, to Lenders (or to Administrative Agent for Lenders with sufficient originally executed copies, where appropriate, for each Lender and its counsel) the following with respect to Holdings, each, unless otherwise noted, dated the Closing Date: (i) executed originals of the Holdings Pledge Agreement; (ii) with respect to Holdings, evidence (which may be a legal opinion), reasonably satisfactory in form and substance to Administrative Agent, of the due authorization, execution and delivery by Holdings of the Holdings Pledge Agreement and of the enforceability of the Holdings Pledge Agreement against Holdings; (iii) with respect to Holdings, signature and incumbency certificates of the officers of Holdings executing the Holdings Pledge Agreement; and (iv) such other documents as Administrative Agent may reasonably request.
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Holdings Documents. On or before the Closing Date, Company shall cause Holdings to deliver to Lenders (or to Agent for Lenders with sufficient originally executed copies, where appropriate, for each Lender and its counsel) the following, each, unless otherwise noted, dated the Closing Date: (i) Certified copies of the Certificate or Articles of Incorporation of Holdings, together with a good standing certificate from the Secretary of State of the State of its jurisdiction of incorporation and each other state in which Holdings is qualified as a foreign corporation to do business and, to the extent generally available, a certificate or other evidence of good standing as to payment of any applicable franchise or similar taxes from the appropriate taxing authority of each of such jurisdictions, each dated a recent date prior to the Closing Date; (ii) Copies of the Bylaws of Holdings, certified as of the Closing Date by Holdings' corporate secretary or an assistant secretary; (iii) Resolutions of the Board of Directors of Holdings approving and authorizing the execution, delivery and performance of the Loan Documents to which it is a party, certified as of the Closing Date by the corporate secretary, an assistant secretary or other duly authorized officer of Holdings as being in full force and effect without modification or amendment; (iv) Signature and incumbency certificates of the officers of Holdings executing the Loan Documents to which it is a party; (v) Executed originals of the Loan Documents to which Holdings is a party, which Loan Documents shall include a Guaranty of the Obligations of each Borrower, and, with respect to such Guaranty, a Security Agreement; and (vi) Such other documents as Agent may reasonably request.
Sample 1
Holdings Documents. On or before the Closing Date, Holdings deliver to Administrative Agent the following with respect to Holdings each, unless otherwise noted, dated the Closing Date: (i) Copies of the Organizational Documents of Holdings, certified by the Secretary of State of its jurisdiction of organization or, if such document is of a type that may not be so certified, certified by the secretary or similar Officer of Holdings, together with a good standing certificate from the Secretary of State of its jurisdiction of organization, dated a recent date prior to the Closing Date; (ii) Resolutions of the Governing Body of Holdings approving and authorizing the execution, delivery and performance of the Loan Documents, certified as of the Closing Date by the secretary or similar officer of such Person as being in full force and effect without modification or amendment; (iii) Signature and incumbency certificates of the Officers of such Person executing the Loan Documents to which it is a party; and (iv) Executed Loan Documents to which such Person is to be a party on the Closing Date.
Sample 1
Holdings Documents. On or before the Closing Date, Holdings shall deliver or cause to be delivered to the Administrative Agent and the Requisite Lenders the following, each, unless otherwise noted, dated the Closing Date: (i) a certified copy of its Certificate of Incorporation, together with a good standing certificate from the Secretary of State of the State of Delaware, each state in which any of its Real Property Assets are located, and each other state where it is qualified as a foreign corporation to do business, each dated a recent date prior to the Closing Date; (ii) a copy of its Bylaws, certified as of the Closing Date by its corporate secretary or an assistant secretary; (iii) resolutions of its Board of Directors approving and authorizing the execution, delivery and performance of this Agreement and the other Loan Documents to which it is a party or by which it or its assets may be bound that are to be delivered on the Closing Date, certified as of the Closing Date by its corporate secretary or an assistant secretary as being in full force and effect without modification or amendment; (iv) incumbency certificates of its officers executing this Agreement and the other Loan Documents to which it is a party as of the Closing Date; (v) executed originals of this Agreement and the other Loan Documents to which it is a party that are to be delivered on the Closing Date; and (vi) such other documents as the Administrative Agent may reasonably request.
Sample 1

Related to Holdings Documents

  • Modifications of Indebtedness, Organizational Documents and Certain Other Agreements; Etc (a) Amend, modify or otherwise change (or permit the amendment, modification or other change in any manner of) any of the provisions of any of its Indebtedness or of any instrument or agreement (including, without limitation, any purchase agreement, indenture, loan agreement or security agreement) relating to any such Indebtedness if such amendment, modification or change would (i) increase the interest rate on such Indebtedness; (ii) accelerate the dates upon which payments of principal or interest are due on, or increase the principal amount of, such Indebtedness; (iii) change in a manner materially adverse to the Borrower any event of default or add or make more restrictive any covenant with respect to such Indebtedness; (iv) change in a manner adverse to the Borrower, the prepayment, redemption or put provisions of such Indebtedness; (v) change the subordination provisions thereof (or the subordination terms of any guaranty thereof), if any; or (vi) change or amend any other term if such change or amendment would increase the obligations of the obligor or confer additional material rights on the holder of such Indebtedness in a manner adverse to the Borrower or the Lender, except in the case of this Section 7.7(a), if the incurrence of such Indebtedness, upon such amended terms, is not prohibited hereunder. (b) Except as permitted by Section 7.2, amend, modify or otherwise change its name, jurisdiction of formation or organizational identification number, in each case without providing the Lender not less than five (5) days prior written notice (or such shorter notice as the Lender may consent to in writing in its sole discretion). (c) Without not less than five (5) days prior written consent of the Lender, change any executive officer of the Borrower. (d) Amend, modify or otherwise change its Formation Documents or any agreement or arrangement entered into by it, with respect to any of its Equity Interests, or enter into any new agreement with respect to any of its Equity Interests, except any such amendments, modifications or changes or any such new agreements or arrangements pursuant to this Section 7.7(d) that, either individually or in the aggregate, are not adverse to the Lender and could not reasonably be expected to result in a Material Adverse Change.

  • Acquisition Agreements If the Equipment is subject to any Acquisition Agreement, Lessee, as part of this lease, transfers and assigns to Lessor all of its rights, but none of its obligations (except for Lessee's obligation to pay for the Equipment conditioned upon Lessee's acceptance in accordance with Paragraph 6), in and to the Acquisition Agreement, including but not limited to the right to take title to the Equipment. Lessee shall indemnify and hold Lessor harmless in accordance with Paragraph 19 from any liability resulting from any Acquisition Agreement as well as liabilities resulting from any Acquisition Agreement Lessor is required to enter into on behalf of Lessee or with Lessee for purposes of this lease.

  • Securities Documents 22 Section 3.17 Related Party Transactions.................................................22 Section 3.18 Schedule of Termination Benefits...........................................22 Section 3.19 Deposits...................................................................23 Section 3.20 Antitakeover Provisions Inapplicable.......................................23 Section 3.21

  • Financing Agreements The School shall comply with Ch. 37D, HRS, relating to financing agreements. “Financing agreement” means any lease purchase agreement, installment sale agreement, loan agreement, line of credit or other agreement of the department or, with the approval of the director, and any agency, to finance the improvement, use or acquisition of real or personal property that is or will be owned or operated by one or more agencies of the State, the department or any agency, or to refinance previously executed financing agreements including certificates of participation relating thereto. The School shall not act as a guarantor of any such financing agreement.

  • Financing Documents The CAC Credit Facility Documents, the Xxxxx Fargo Warehouse Documents, the Fifth Third Warehouse Documents, the Flagstar Warehouse Documents, the BMO Warehouse Documents, the 2017-3 Securitization Documents, the 2017-2 Securitization Documents, the 2017-1 Securitization Documents, the 2016-3 Securitization Documents, the 2016-2 Securitization Documents, the 2016-1 Securitization Documents, the 2015-2 Securitization Documents and the 2015-1

  • COMPLETE AGREEMENT; AMENDMENTS This Agreement is the complete and exclusive agreement between the parties with respect to the subject matter contemplated thereby. No modifications to this Agreement shall be made or binding unless made in writing and signed by all parties to this Agreement.

  • Credit Agreement Amendments The Credit Agreement is hereby amended as follows:

  • Note Documents Receipt by the Purchasers of executed counterparts of this Agreement and the other Note Documents, each properly executed by a Responsible Officer of the signing Note Party and each other party to such Note Documents, in each case in form and substance satisfactory to the Purchasers.

  • Senior Loan Documents The executed Senior Loan Documents are the same forms as approved by HUD prior to the date of this Agreement. Upon execution and delivery of the Senior Loan Documents, Borrower shall deliver to Subordinate Lender an executed copy of each of the Senior Loan Documents, certified to be true, correct and complete.

  • Amendment Documents This Amendment and any other instrument, document or certificate required by the Agent to be executed or delivered by the Borrower or any other Person in connection with this Amendment, duly executed by such Persons (the "Amendment Documents");

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