INITIAL CONDITIONS TO BORROWINGS Sample Clauses

INITIAL CONDITIONS TO BORROWINGS prior to the drawdown of such of the Borrowings as are not outstanding on the date of execution hereof, there shall have been delivered to each of the Lenders, in form and substance satisfactory to the Lenders: 11.1.1.1 a duly executed copy of this Agreement, 11.1.1.2 a certified copy of the constating documents and by-laws of each of the Credit Parties certified by a Responsible Officer of the related Credit Party, accompanied by good standing or equivalent certificates issued by the appropriate Governmental Body of each relevant jurisdiction; 11.1.1.3 a duly certified copy of a resolution or resolutions of the Board of Directors of each Credit Party relating to the authority of each Credit Party to execute and deliver and to perform its obligations under the Credit Documents to which it is a party and all other instruments, agreements, certificates and papers and other documents provided for or contemplated by the said Credit Documents and the manner in which and by whom the foregoing documents are to be executed and delivered, certified by a Responsible Officer of the relevant Credit Party as of the date of execution of the relevant Credit Document or other relevant document, 11.1.1.4 a certificate of each Credit Party setting forth specimen signatures of the individuals authorized to sign on its behalf the Credit Documents to which it is a party and the instruments, agreements, certificates, papers and other documents provided for or contemplated by said Credit Documents, 11.1.1.5 a certificate of compliance of a Responsible Officer of the Borrower relating to the Credit Parties in form and substance substantially as attached as SCHEDULE "S", 11.1.1.6 evidence (i) of the due registration, recording or filing of the Credit Documents in all jurisdictions necessary to protect or perfect the security and rights created thereby (including each jurisdiction, other than England and Italy, wherein account debtors of the Borrower are located if the aggregate amount of accounts receivable owing to the Borrower by such account debtors located in the said jurisdiction exceeds Cdn$500,000 or the Equivalent Amount in currencies other than Canadian Dollars) and (ii) of the delivery to the Lenders of the share certificates representing the Capital Stock of Phoenix (USA) and IBRD, duly endorsed in blank (or accompanied by duly executed blank transfer certificates) and accompanied by duly executed proxies in respect thereof, 11.1.1.7 evidence of appropriate insurance co...