Instruments and Certificates Sample Clauses

Instruments and Certificates. All Instruments and all certificates representing securities that are included in the Collateral, together with all necessary endorsements, have been delivered to the Agent.
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Instruments and Certificates. All Instruments (other than promissory notes with a principal amount of less than $500,000) and all certificates representing certificated securities that are included in the Collateral, together with all necessary endorsements, have been delivered to the Agent, except (i) those permitted to be delivered under Section 8.36.4 of the Credit Agreement and (ii) those set forth on Schedule 11 hereto.
Instruments and Certificates. At the applicable Second Closing, upon satisfaction or waiver of the conditions set forth in Section 7.2(a), the Purchasers shall deliver, or cause to be delivered, to the Seller Companies substantially the same instruments, certificates and other documents that the Purchasers are required under Section 3.1(b) above to deliver to the Seller Companies at the First Closing with respect to the Florida Purchased Assets and the Georgia Purchased Assets, as the case may be, that are not Regulated Assets, provided that such instruments, certificates and other documents shall pertain to the Regulated Assets being transferred at the Florida Second Closing or the Georgia Second Closing, as the case may be, and shall be modified as necessary or appropriate to reflect the provisions of this Section 3.2, Section 7.2 and Section 2.1(d).
Instruments and Certificates. As of the date hereof, all Instruments which are certificated and all certificates representing securities that are included in the Collateral and required to be delivered to Secured Party hereunder, together with all necessary endorsements, have been delivered to Secured Party. -5- LEGAL\38647535\1 23300.0001.000/441081.000 LEGAL\39070223\2 (h) Names Used by Grantor. As of the date hereof, (i) the actual corporate name of Grantor is the name set forth in the preamble above; (ii) the Grantor has not had any name other than that stated in the preamble hereto or as set forth on Schedule 2 for the preceding five years; and (iii) no entity has merged into Grantor or been acquired by Grantor within the past five years except, as of the Closing Date, as set forth on Schedule 2 or otherwise as expressly permitted by the Loan Agreement.
Instruments and Certificates. As of the Closing Date, all Instruments and all certificates representing securities that are included in the Collateral, together with all necessary endorsements, have been delivered to the Lender.
Instruments and Certificates. All Instruments and all certificates representing Pledged Securities that are included in the Collateral, together with all necessary endorsements, have been delivered to the Collateral Agent or to a Person that has agreed to hold such Instruments or certificates on behalf of the Collateral Agent for the purpose of perfecting the Collateral Agent’s security interests therein.
Instruments and Certificates. The Grantor has granted a security interest in all of its assets, which security interest will be pari passu with the security interest granted to the Collateral Agent for the benefit of the Buyers pursuant to the Agreement, to holders of the following secured convertible promissory notes (the “Existing Promissory Notes”): Promissory Notes in the aggregate principal amount of $150,000 issued on January 29, 2009 to Xxxxx X. Xxxxxxx, due January 29, 2010* with interest at 10% per annum. Promissory Notes in the aggregate principal amount of $200,000 issued on February 27, 2009 to Xxxxx X. Xxxxxxx, due February 27, 2010* with interest at 10% per annum. Promissory Notes in the aggregate principal amount of $250,000 issued on March 30, 2009 to Xxxxx X. Xxxxxxx, due March 30, 2010* with interest at 10% per annum. Promissory Notes in the aggregate principal amount of $250,000 issued on June 22, 2009 to accredited investors, due June 22, 2010 with interest at 10% per annum. Promissory Note in the principal amount of $150,000 issued on June 30, 2009 to Xxxxx X. Xxxxxxx, due June 30, 2010 with interest at 10% per annum. Promissory Notes in the aggregate principal amount of $430,000 issued on August 21, 2009 to accredited investors, due August 21, 2010 with interest at 10% per annum. Promissory Notes in the aggregate principal amount of $250,000 issued on September 30, 2009 to accredited investors, due September 30, 2010 with interest at 10% per annum. Promissory Note in the principal amount of $250,000 issued on September 30, 2009 to Xxxxx X. Xxxxxxx, due September 30, 2010 with interest at 10% per annum. Promissory Notes in the aggregate principal amount of $270,000 issued on October 14, 2009 to accredited investors, due October 14, 2010 with interest at 10% per annum. Promissory Notes in the aggregate principal amount of $50,000 issued on January 7, 2010 to Xxxxx X. Little, due January 7, 2011 with interest at 10% per annum. Promissory Note in the aggregate principal amount of $675,000 issued on June 4, 2010 to Xxxxx X. Xxxxxxx, due January 31, 2012 with interest at 10% per annum. * These promissory notes have matured but the Company and Xxxxx X. Xxxxxxx have agreed to delay payment and conversion of these notes to a future date.
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Related to Instruments and Certificates

  • Licenses and Certificates Contractor shall, at all times during the term of this Contract, maintain in full force and effect such licenses as may be required by the State of California or any other governmental entity for Contractor to perform the duties specified herein and provide the services required pursuant to this Contract. Contractor shall strictly adhere to, and obey, all governmental rules and regulations now in effect or as subsequently enacted or modified, as promulgated by any local, state, or federal governmental entities.

  • Reports and Certificates Each report and certificate delivered in connection with the Issuance Advice Letter or delivered in connection with any Advice Letter made to the CPUC by the Issuer with respect to the Fixed Recovery Charges or True-Up Adjustments will constitute a representation and warranty by the Servicer that each such report or certificate, as the case may be, is true and correct in all material respects; provided, however, that to the extent any such report or certificate is based in part upon or contains assumptions, forecasts or other predictions of future events, the representation and warranty of the Servicer with respect thereto will be limited to the representation and warranty that such assumptions, forecasts or other predictions of future events are reasonable based upon historical performance (and facts known to the Servicer on the date such report or certificate is delivered).

  • Calculations and Certificates 34.1 ACCOUNTS In any litigation or arbitration proceedings arising out of or in connection with a Finance Document, the entries made in the accounts maintained by a Finance Party are PRIMA FACIE evidence of the matters to which they relate.

  • Third Party Consents and Certificates All Parties agree to cooperate with each other in order to obtain any required third party consents to this Agreement and the transactions herein contemplated.

  • Designation of Trust and Certificates (a) The Trust ------------------------------------- created hereby shall be known as the "[NAME OF] Certificates Trust, Series 199[__]-[SERIES DESIGNATION]", the Certificates evidencing certain undivided ownership interests therein shall be known as "[NAME OF] Certificates, Series 199[__]-[SERIES DESIGNATION]", the Retained Interest evidencing certain undivided ownership interests in the remainder of the Underlying Securities (as described on Schedule II hereto) shall be known as the "Series 199[__]-[SERIES DESIGNATION] Retained Interest" and the Call Warrant evidencing certain undivided ownership interests in the remainder of the Underlying Securities (as described on Schedule III hereto) shall be known as the "Series 199[__]-[SERIES DESIGNATION] Call Warrant". (b) The Certificates shall be held through the Depository in book- entry form and shall be substantially in the form attached hereto as Exhibit B. The Certificates shall be issued in minimum denominations of $1,000 and integral multiples of $1,000 in excess thereof. Except as provided in the Standard Terms, the Trust shall not issue additional Certificates or incur any indebtedness. (c) The Retained Interest will be uncertificated and shall be as described in Schedule II attached hereto. The Retained Interest will be issued to the Depositor and may be transferred by the Depositor to another party at the sole option of the Depositor without the consent of the Certificateholders or any other party. The beneficial ownership interest in the Retained Interest will be recorded on the records of the Trustee. On each Distribution Date, payments will be made on the Retained Interest by wire transfer to the account(s) of holder(s) thereof on the related Record Date as specified in written instructions to the Trustee. Notwithstanding any other provision of this Agreement, the Trustee shall not agree to any amendment or modification of this Agreement (including the Standard Terms) which would adversely affect in any material respect the holder of the Retained Interest without the consent of the holder of the Retained Interest.

  • Authorization of the Certificates Concurrently with the sale of the Transferred Assets to the Issuer pursuant to the Sale and Servicing Agreement, at the direction of the Depositor, (a) one or more Book-Entry Certificates shall be executed by the Owner Trustee on behalf of the Issuer and authenticated and delivered by the Certificate Registrar in the name of Cede & Co. or (b) one or more Definitive Certificates shall be executed by the Owner Trustee on behalf of the Issuer and authenticated and delivered by the Certificate Registrar to or upon the written order of the Depositor. The Certificates shall in the aggregate represent 100% of the Percentage Interest in the Issuer and shall be fully paid and nonassessable. The signature of the Owner Trustee on behalf of the Issuer on the Certificates may be manual or facsimile.

  • Certificates and Documents The Company shall have delivered to special counsel to the Purchasers: (a) The Certificate of Incorporation of the Company, as amended and in effect as of the Closing Date (including the Certificate of Amendment), certified by the Secretary of State of the State of Delaware; (b) Certificates, as of the most recent practicable dates, as to the corporate good standing of the Company issued by the Secretary of State of the State of Delaware and the Secretary of the State of the State of Connecticut; (c) By-laws of the Company, certified by its Secretary or Assistant Secretary as of the Closing Date; and (d) Resolutions of the Board of Directors of the Company, authorizing and approving all matters in connection with this Agreement and the transactions contemplated hereby, certified by the Secretary or Assistant Secretary of the Company as of the Closing Date.

  • Documents and Records Seller shall deliver to Servicer, and Servicer shall hold in trust for Seller and the Purchasers in accordance with their respective interests, all documents, instruments and records (including, without limitation, computer tapes or disks) that evidence or relate to Pool Receivables.

  • Documents The Warrant Agent shall be protected and shall incur no liability for or in respect of any action taken or omitted by it in reliance upon any Warrant Certificate, notice, direction, consent, certificate, affidavit, statement or other paper or document reasonably believed by it to be genuine and to have been presented or signed by the proper parties.

  • Certificates Principal Life hereby agrees to deliver an Officer’s Certificate, a copy of which is attached hereto as Exhibit E, on a quarterly basis to any rating agency currently rating the Program. The Trust hereby agrees to deliver an Officer’s Certificate, a copy of which is attached hereto as Exhibit F, on a quarterly basis to any rating agency currently rating the Program.

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