Initial Funding. The obligation of the Lenders to make the Initial Funding is subject to the receipt by the Agent and the Lenders of all fees payable pursuant to Section 2.04 on or before the Closing Date and the receipt by the Agent of the following documents and satisfaction of the other conditions provided in this Section 6.01, each of which shall be satisfactory to the Agent in form and substance: (a) A certificate of the Secretary or an Assistant Secretary of the Borrower setting forth (i) resolutions of its board of directors with respect to the authorization of the Borrower to execute and deliver the Loan Documents to which it is a party and to enter into the transactions contemplated in those documents, (ii) the officers of the Borrower (y) who are authorized to sign the Loan Documents to which Borrower is a party and (z) who will, until replaced by another officer or officers duly authorized for that purpose, act as its representative for the purposes of signing documents and giving notices and other communications in connection with this Agreement and the transactions contemplated hereby, (iii) specimen signatures of the authorized officers, and (iv) the articles or certificate of incorporation and bylaws of the Borrower, certified as being true and complete. The Agent and the Lenders may conclusively rely on such certificate until the Agent receives notice in writing from the Borrower to the contrary. (b) Certificates of the appropriate state agencies with respect to the existence, qualification and good standing of the Borrower. (c) A compliance certificate which shall be substantially in the form of Exhibit C, duly and properly executed by a Responsible Officer and dated as of the date of the Initial Funding. (d) The Notes, duly completed and executed. (e) An opinion of Jones, Walker, Waechter, Poitevent, Carrere & Denegre, L.L.P. special counsel to the Borrower, substantially in the form of Exhibit D hereto. (f) A certificate of insurance coverage of the Borrower evidencing that the Borrower is carrying insurance in accordance with Section 7.19 hereof.
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Initial Funding. The obligation of the Lenders to make the Initial Funding is subject to the receipt by the Agent and the Lenders of all fees payable pursuant to Section 2.04 on or before the Closing Date and the receipt by the Agent of the following documents and satisfaction of the other conditions provided in this Section 6.01, each of which shall be satisfactory to the Agent in form and substance:
(a) A certificate of the Secretary or an Assistant Secretary of the Borrower setting forth (i) resolutions of its board of directors with respect to the authorization of the Borrower to execute and deliver the Loan Documents to which it is a party and to enter into the transactions contemplated in those documents, (ii) the officers of the Borrower (y) who are authorized to sign the Loan Documents to which the Borrower is a party and (z) who will, until replaced by another officer or officers duly authorized for that purpose, act as its representative for the purposes of signing documents and giving notices and other communications in connection with this Agreement and the transactions contemplated hereby, (iii) specimen signatures of the authorized officers, and (iv) the articles or certificate of incorporation and bylaws of the Borrower, certified as being true and complete. The Agent and the Lenders may conclusively rely on such certificate until the Agent receives notice in writing from the Borrower to the contrary.
(b) Certificates of the appropriate state agencies with respect to the existence, qualification and good standing of the Borrower.
(c) A compliance certificate which shall be substantially in the form of Exhibit C, duly and properly executed by a Responsible Officer and dated as of the date of the Initial Funding.
(d) The Notes, duly completed and executed.
(e) The Security Instruments, including those described on Exhibit E, duly completed and executed in sufficient number of counterparts for recording, if necessary.
(f) An opinion of JonesXxxxxxx Xxxxxx L.L.P., Walker, Waechter, Poitevent, Carrere & Denegre, L.L.P. special counsel to the Borrower, substantially in the form of Exhibit D hereto.
(fg) A certificate of insurance coverage of the Borrower evidencing that the Borrower is carrying insurance in accordance with Section 7.19 hereof.7.19
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Initial Funding. The obligation of the Lenders to make the Initial Funding is subject to the receipt by the Agent and the Lenders of all fees payable pursuant to Section 2.04 on or before the Closing Date and the receipt by the Agent of the following documents and satisfaction of the other conditions provided in this Section 6.01, each of which shall be satisfactory to the Agent in form and substance:
(a) A certificate of the Secretary or an Assistant Secretary of the Borrower setting forth (i) resolutions of its board of directors with respect to the authorization of the Borrower to execute and deliver the Loan Documents to which it is a party and to enter into the transactions contemplated in those documents, (ii) the officers of the Borrower (y) who are authorized to sign the Loan Documents to which Borrower is a party and (z) who will, until replaced by another officer or officers duly authorized for that purpose, act as its representative for the purposes of signing documents and giving notices and other communications in connection with this Agreement and the transactions contemplated hereby, (iii) specimen signatures of the authorized officers, and (iv) the articles or certificate of incorporation and bylaws of the Borrower, certified as being true and complete. The Agent and the Lenders may conclusively rely on such certificate until the Agent receives notice in writing from the Borrower to the contrary.
(b) A certificate of the Secretary or an Assistant Secretary of each Guarantor setting forth (i) resolutions of its board of directors with respect to the authorization of such Guarantor to execute and deliver the Loan Documents to which it is a party and to enter into the transactions contemplated in those documents, (ii) the officers of such Guarantor (y) who are authorized to sign the Loan Documents to which such Guarantor is a party and (z) who will, until replaced by another officer or officers duly authorized for that purpose, act as its representative for the purposes of signing documents and giving notices and other communications in connection with this Agreement and the transactions contemplated hereby, (iii) specimen signatures of the authorized officers, and (iv) the articles or certificate of incorporation and bylaws of such Guarantor, certified as being true and complete. The Agent and the Lenders may conclusively rely on such certificates until they receive notice in writing from any Guarantor to the contrary.
(c) Certificates of the appropriate state agencies with respect to the existence, qualification and good standing of the BorrowerObligors.
(cd) A compliance certificate which shall be substantially in the form of Exhibit C, duly and properly executed by a Responsible Officer and dated --------- as of the date of the Initial Funding.
(d) The Notes, duly completed and executed.
(e) An opinion of Jones, Walker, Waechter, Poitevent, Carrere & Denegre, L.L.P. special counsel to the Borrower, substantially in the form of Exhibit D hereto.
(f) A certificate of insurance coverage of the Borrower evidencing that the Borrower is carrying insurance in accordance with Section 7.19 hereof.
Appears in 1 contract
Samples: Credit Agreement (Aroc Inc)
Initial Funding. The obligation of the Lenders to make the Initial Funding is subject to the receipt by the Agent and the Lenders of all fees payable pursuant to Section 2.04 on or before the Closing Date and the receipt by the Agent of the following documents and satisfaction of the other conditions provided in this Section 6.01, each of which shall be satisfactory to the Agent in form and substance:
(a) A certificate of the Secretary or an Assistant Secretary of the Borrower setting forth (i) resolutions of its board of directors with respect to the authorization of the Borrower to execute and deliver the Loan Documents to which it is a party and to enter into the transactions contemplated in those documents, (ii) the officers of the Borrower (y) who are authorized to sign the Loan Documents to which Borrower is a party and (z) who will, until replaced by another officer or officers duly authorized for that purpose, act as its representative for the purposes of signing documents and giving notices and other communications in connection with this Agreement and the transactions contemplated hereby, (iii) specimen signatures of the authorized officers, and (iv) the articles or certificate of incorporation and bylaws of the Borrower, certified as being true and complete. The Agent and the Lenders may conclusively rely on such certificate until the Agent receives notice in writing from the Borrower to the contrary.
(b) Certificates of the appropriate state agencies with respect to the existence, qualification and good standing of the BorrowerBorrower in such jurisdictions as the Agent may reasonably request.
(c) A compliance certificate which shall be substantially in the form of Exhibit C, duly and properly executed by a Responsible Officer of the Borrower, and dated as of the date of the Initial Funding.
(d) The This Agreement and the Notes, duly completed and executed.
(e) The Security Instruments described on Exhibit E (including, without limitation, guaranty agreements of each of the Guarantors), duly completed and executed in sufficient number of counterparts for recording, if necessary.
(i) An opinion of JonesFellers, WalkerSnider, WaechterBlanxxxxxxx, PoiteventXxxxxx & Xippxxx, Carrere & DenegreX.C., L.L.P. special counsel to the Borrower, substantially in the form of Exhibit D hereto.
(fii) An opinion of Akin, Gump, Strauss, Hauex & Xeld, X.L.P. substantially in the form of Exhibit D1 hereto.
(iii) A reliance letter from Derrxxx & Xrigxx xxxstantially in the form of Exhibit D2 hereto.
(g) A certificate of insurance coverage of the Borrower evidencing that the Borrower is carrying insurance in accordance with Section 7.19 7.20 hereof.
(h) Such title information as the Agent may require concerning the status of title to the Oil and Gas Properties included in the Initial Reserve Report.
(i) A list of all purchasers of Hydrocarbons produced from the Oil and Gas Properties for each purchaser listed on Schedule 6.01(i).
(j) Such other documents as the Agent or any Lender or special counsel to the Agent may reasonably request.
Appears in 1 contract
Samples: Credit Agreement (DLB Oil & Gas Inc)
Initial Funding. The obligation of the Lenders to make the Initial Funding is subject to the receipt by the Agent and the Lenders of all fees payable pursuant to Section 2.04 on or before the Closing Date and the receipt by the Agent on the Closing Date or any other date on or before the date of Initial Funding of the following documents and satisfaction of the other conditions provided in this Section 6.01, each of which shall be satisfactory to the Agent in form and substance:
(a) A certificate of the Secretary or an Assistant Secretary of the Borrower General Partner setting forth (i) resolutions of its board of directors with respect to the authorization of the Borrower to execute and deliver the Loan Documents to which it is a party and to enter into the transactions contemplated in those documents, (ii) the officers of the Borrower General Partner (y) who are authorized to sign the Loan Documents to which Borrower is a party and (z) who will, until replaced by another officer or officers duly authorized for that purpose, act as its representative representatives for the purposes of signing documents and giving notices and other communications in connection with this Agreement and the transactions contemplated hereby, (iii) specimen signatures of the authorized officers, and (iv) the articles or certificate of incorporation and bylaws of the BorrowerGeneral Partner and the Borrower Partnership Agreement, certified as being true and complete. The Agent and the Lenders may conclusively rely on such certificate until the Agent receives notice in writing from the Borrower to the contrary.
(b) A certificate of the Secretary or an Assistant Secretary of BMC setting forth (i) resolutions of its board of directors with respect to the authorization of the Guarantor to execute and deliver the Loan Documents to which it is a party and to enter into the transactions contemplated in those documents, (ii) the officers of the Guarantor (y) who are authorized to sign the Loan Documents to which Guarantor is a party and (z) who will, until replaced by another officer or officers duly authorized for that purpose, act as its representatives for the purposes of signing documents and giving notices and other communications in connection with this Agreement and the transactions contemplated hereby, (iii) specimen signatures of the authorized officers, and (iv) the articles or certificate of incorporation and bylaws of BMC and the Guarantor Partnership Agreement, certified as being true and complete. The Agent and the Lenders may conclusively rely on such certificate until they receive notice in writing from the Guarantor to the contrary.
(c) Certificates of the appropriate state agencies with respect to the existence, qualification and good standing standing, as appropriate, of the Borrower, the Guarantor, the General Partner and BMC.
(cd) A compliance certificate which shall be substantially in the form of Exhibit C, Compliance Certificate duly and properly executed by a Responsible Officer and dated as of the date of the Initial Funding.
(d) The Notes, duly completed and executed.
(e) An opinion of Jones, Walker, Waechter, Poitevent, Carrere & Denegre, L.L.P. special counsel to the Borrower, substantially in the form of Exhibit D hereto.
(f) A certificate of insurance coverage of the Borrower evidencing that the Borrower is carrying insurance in accordance with Section 7.19 hereof.
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Initial Funding. The obligation of the Lenders to make the Initial Funding is subject to the receipt by the Agent and the Lenders of all fees payable pursuant to Section 2.04 on or before the Closing Date and the receipt by the Agent of the following documents and satisfaction of the other conditions provided in this Section 6.01, each of which shall be satisfactory to the Agent in form and substance:: 38
(a) A certificate of the Secretary or an Assistant Secretary of the Borrower setting forth (i) resolutions of its board of directors with respect to the authorization of the Borrower to execute and deliver the Loan Documents to which it is a party and to enter into the transactions contemplated in those documents, (ii) the officers of the Borrower (y) who are authorized to sign the Loan Documents to which Borrower is a party and (z) who will, until replaced by another officer or officers duly authorized for that purpose, act as its representative for the purposes of signing documents and giving notices and other communications in connection with this Agreement and the transactions contemplated hereby, (iii) specimen signatures of the authorized officers, and (iv) the articles or certificate of incorporation and bylaws of the Borrower, certified as being true and complete. The Agent and the Lenders may conclusively rely on such certificate until the Agent receives notice in writing from the Borrower to the contrary.
(b) Certificates of the appropriate state agencies with respect to the existence, qualification and good standing of the Borrower.
(c) A compliance certificate which shall be substantially in the form of Exhibit C, duly and properly executed by a Responsible Officer and dated as of the date of the Initial FundingClosing Date.
(d) The Credit Agreement and the Notes, duly completed and executed.
(e) An opinion of Jones, Walker, Waechter, Poitevent, Carrere & Denegre, L.L.P. special counsel to the Borrower, substantially in the form of Exhibit D hereto.
(f) A certificate of insurance coverage of the Borrower evidencing that the Borrower is carrying insurance in accordance with Section 7.19 hereof.
Appears in 1 contract
Initial Funding. The obligation of the Lenders to make the Initial Funding is subject to the receipt by the Agent and the Lenders of all fees payable pursuant to Section 2.04 on or before the Closing Date and the receipt by the Agent of the following documents and satisfaction of the other conditions provided in this Section 6.01, each of which shall be satisfactory to the Agent in form and substance:
(a) A certificate of the Secretary or an Assistant Secretary of each of the Borrower and the Parent setting forth (i) resolutions of its board of directors with respect to the authorization of the Borrower or the Parent, as applicable to execute and deliver the Loan Documents to which it is a party and to enter into the transactions contemplated in those documents, (ii) the officers of the Borrower or the Parent, as applicable (y) who are authorized to sign the Loan Documents to which Borrower or the Parent, as applicable is a party and (z) who will, until replaced by another officer or officers duly authorized for that purpose, act as its representative for the purposes of signing documents and giving notices and other communications in connection with this Agreement and the transactions contemplated hereby, (iii) specimen signatures of the authorized officers, and (iv) the articles or certificate of incorporation and bylaws of the BorrowerBorrower or the Parent, as applicable, certified as being true and complete. The Agent and the Lenders may conclusively rely on such certificate until the Agent receives notice in writing from the Borrower or the Parent, as applicable to the contrary.
(b) Certificates of the appropriate state agencies with respect to the existence, qualification and good standing of the BorrowerBorrower and the Parent.
(c) A compliance certificate which shall be substantially in the form of Exhibit EXHIBIT C, duly and properly executed by a Responsible Officer and dated as of the date of the Initial Funding.
(d) The Notes, duly completed and executed.
(e) An opinion of Jones, Walker, Waechter, Poitevent, Carrere & Denegre, L.L.P. special counsel to the Borrower, substantially in the form of Exhibit D hereto.
(f) A certificate of insurance coverage of the Borrower evidencing that the Borrower is carrying insurance in accordance with Section 7.19 hereof.
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Initial Funding. The obligation of the Lenders Lender to make the Initial Funding is subject to the its receipt by the Agent and the Lenders Lender of all fees payable pursuant to Section 2.04 on or before the Closing Date and the receipt by the Agent Lender of the following documents and satisfaction of the other conditions provided in this Section 6.01, each of which shall be satisfactory to the Agent Lender in form and substance:
(a) A certificate of the Secretary or an Assistant Secretary of the Borrower setting forth (i) resolutions of its board of directors with respect to the authorization of the Borrower to execute and deliver the Loan Documents to which it is a party and to enter into the transactions contemplated in those documents, (ii) the officers of the Borrower (y) who are authorized to sign the Loan Documents to which Borrower is a party and (z) who will, until replaced by another officer or officers duly authorized for that purpose, act as its representative for the purposes of signing documents and giving notices and other communications in connection with this Agreement and the transactions contemplated hereby, (iii) specimen signatures of the authorized officers, and (iv) the articles or certificate of incorporation and bylaws of the Borrower, certified as being true and complete. The Agent and the Lenders Lender may conclusively rely on such certificate until the Agent it receives notice in writing from the Borrower to the contrary.
(b) A certificate of the Secretary or an Assistant Secretary of each Guarantor setting forth (i) resolutions of its board of directors with respect to the authorization of such Guarantor to execute and deliver the Loan Documents to which it is a party and to enter into the transactions contemplated in those documents, (ii) the officers of such Guarantor (y) who are authorized to sign the Loan Documents to which such Guarantor is a party and (z) who will, until replaced by another officer or officers duly authorized for that purpose, act as its representative for the purposes of signing documents and giving notices and other communications in connection with this Agreement and the transactions contemplated hereby, (iii) specimen signatures of the authorized officers, and (iv) the articles or certificate of incorporation and bylaws of such Guarantor, certified as being true and complete. The Lender may conclusively rely on such certificate until it receives notice in writing from such Guarantor to the contrary.
(c) Certificates of the appropriate state agencies with respect to the existence, qualification and good standing of the BorrowerBorrower and Guarantors.
(cd) A compliance certificate which shall be substantially in the form of Exhibit C, duly and properly executed by a Responsible Officer and dated as of the date of the Initial Funding.
(de) The NotesNote, duly completed and executed.
(ef) The Security Instruments described on Exhibit E, duly completed and executed in sufficient number of counterparts for recording, if necessary.
(g) An opinion of JonesMichener, WalkerLarimore, WaechterSwindle, PoiteventWhitaker, Carrere Flowers, Sawyer, Xxxxxxxx & DenegreChalk, L.L.P. L.L.P., special counsel to the Borrower, substantially in the form of Exhibit D hereto.
(fh) A certificate of insurance coverage of the Borrower evidencing that the Borrower is carrying insurance in accordance with Section 7.19 hereof.
(i) Title information as the Lender may require from attorneys satisfactory to the Lender setting forth the status of title to at least eighty percent (80%) of the value of the Oil and Gas Properties included in the Initial Reserve Report.
(j) List of purchasers of Hydrocarbons produced from the Borrower's Mortgaged Properties.
Appears in 1 contract
Initial Funding. The obligation of the Lenders to make the Initial Funding is subject to the receipt by the Agent and the Lenders of all fees payable pursuant to Section 2.04 on or before the Closing Date or otherwise under this Agreement and the receipt by the Agent of the following documents and satisfaction of the other conditions provided in this Section 6.01, each of which shall be satisfactory to the Agent in form and substance:
(a) A certificate of the Secretary or an Assistant Secretary of the Borrower setting forth (i) resolutions of its board of directors with respect to the authorization of the Borrower to execute and deliver the Loan Documents to which it is a party and to enter into the transactions contemplated in those documents, (ii) the officers of the Borrower (y) who are authorized to sign the Loan Documents to which Borrower it is a party and (z) who will, until replaced by another officer or officers duly authorized for that purpose, act as its representative for the purposes of signing documents and giving notices and other communications in connection with this Agreement and the transactions contemplated hereby, (iii) specimen signatures of the authorized officers, and (iv) the articles or certificate of incorporation and bylaws of the Borrower, certified as being true and complete. The Agent and the Lenders may conclusively rely on such certificate until the Agent receives notice in writing from the Borrower to the contrary.
(b) A certificate of the Secretary or an Assistant Secretary of each Person who is a Guarantor as of the Closing Date setting forth (i) resolutions of its board of directors with respect to the authorization of such Person to execute and deliver the Loan Documents to which it is a party and to enter into the transactions contemplated in those documents, (ii) the officers of such Person (y) who are authorized to sign the Loan Documents to which it is a party and (z) who will, until replaced by another officer or officers duly authorized for that purpose, act as its representative for the purposes of signing documents and giving notices and other communications in connection with this Agreement and the transactions contemplated hereby, (iii) specimen signatures of the authorized officers, and (iv) the articles or certificate of incorporation and bylaws of such Person, certified as being true and complete. The Agent and the Lenders may conclusively rely on such certificate until the Agent receives notice in writing from the Borrower to the contrary.
(c) Certificates of the appropriate state agencies with respect to the existence, qualification and good standing of the Borrower.
(c) A compliance certificate which shall be substantially in the form of Exhibit C, duly and properly executed by each Person who is a Responsible Officer and dated Guarantor as of the date of Closing Date and the Initial FundingBorrower.
(d) The NotesLoan Documents, duly completed and executed.
(e) The Security Instruments, including those described on Exhibit D, duly completed and executed in sufficient number of counterparts for recording, if necessary.
(f) An opinion of JonesXxxxxxx & Xxxxx L.L.P., Walkerspecial counsel to the Parent Company and the Borrower and opinion of Xxxxxxx, WaechterXxxxxxx, PoiteventTorian, Carrere Diaz, XxXxxxxx & DenegreXxxxx, L.L.P. special Louisiana counsel to the Borrower, substantially in each case in form and substance reasonably acceptable to the form of Exhibit D heretoAgent.
(fg) A certificate of insurance coverage of the Borrower evidencing that the Borrower is carrying insurance in accordance with Section 7.19 hereof7.19.
(h) The Agent shall be reasonably satisfied with both the environmental condition of the Oil and Gas Properties of the Borrower and the title of Borrower to such Properties.
(i) The Security Instruments and accompanying financing statements covering the Mortgaged Property shall have been properly filed and recorded in the appropriate offices to establish and perfect the Liens and security interests created thereby on at least 85% of the value of the Borrower's proven Oil and Gas Properties utilized in determining the Borrowing Base.
(j) The Agent shall have been furnished with appropriate UCC search certificates of the Borrower reflecting no Liens on any of their Properties except for such Liens permitted by Section 9.02.
(k) The Agent shall have received evidence of the agreement by CT Corporation System to act as agent for service of process in New York on behalf of the Borrower.
(l) The Borrower has received all required consents that are, or with reasonable certainty may be, required for the consummation of Loan Documents and the transactions contemplated thereby.
(m) After the execution and delivery of the Loan Documents and the consummation of the transactions contemplated therein, there will not be any violation of any other material agreement or material contractual obligation of the Parent Company or any of its Subsidiaries.
(n) Such other documents and financial information as the Agent may reasonably request regarding the Borrower and any Person who is a Guarantor as of the Closing Date.
Appears in 1 contract
