Organizational Documents and Entity Agreements Clause Samples
The 'Organizational Documents and Entity Agreements' clause requires a party to provide or warrant the existence and accuracy of foundational documents that establish and govern a business entity, such as articles of incorporation, bylaws, operating agreements, or partnership agreements. In practice, this clause may obligate a company to furnish copies of these documents to another party, or to confirm that such documents are current and have not been amended in ways that would affect the transaction. Its core function is to ensure transparency and legal certainty regarding the entity’s structure and authority, thereby reducing the risk of disputes over governance or authorization.
Organizational Documents and Entity Agreements. Administrative Agent shall have received and approved the Partnership Agreement or other organizational documents of Borrower and of the other members of the Combined Group and the General Partner, and certificates of good standing and/or legal existence for the Borrower, General Partner and each affiliate of Borrower who is executing and delivering a Credit Document issued as of a recent date by such entity’s state of organization and each other state where such entity, by the nature of its business, is required to qualify or register.
Organizational Documents and Entity Agreements. Lender shall have received and approved the limited liability company, limited partnership and other organizational documents of Borrower.
Organizational Documents and Entity Agreements. Administrative Agent shall have received and approved the Borrower’s Organizational Documents and the organizational documents of Guarantor, each other Pledgor and those entities which comprise the respective partners or members thereof and certificates of good standing and legal existence for Borrower, Guarantor and each Pledgor, in each case issued as of a recent date by such entity’s state of organization.
Organizational Documents and Entity Agreements. The Agent shall have received from each of the Borrower, the Guarantor, PWF and the PWF Subsidiaries a copy, certified as of a recent date by the appropriate officer of the State in which such Person is organized to be true and complete, of the corporate charter and any other organization documents of such Person as in effect on such date of certification (other than ▇▇▇▇▇▇ Financial Resources, Inc.). The Borrower, the Guarantor, PWF and the PWF Subsidiaries shall furnish evidence satisfactory to the Agent that they are each duly qualified and in good standing in each jurisdiction in which it owns or leases property or in which the conduct of its business requires it to so qualify, except where the failure to so qualify could not have a materially adverse effect on the business, assets, or financial condition of the Borrower, the Guarantor, PWF or the PWF Subsidiaries. Notwithstanding, the foregoing, the Agent acknowledges and agrees that certificates of foreign qualification for (i) PWF from the Secretary of State for the State of Illinois, and (ii) Cambridge Healthcare Funding Inc. from the Secretary of State of the Commonwealth of Massachusetts shall be delivered to the Agent in accordance with the provisions of Section 7.11.
Organizational Documents and Entity Agreements. Lender shall have received and approved: (1) the LLC Agreement of the Borrower; (2) the limited liability company agreement of Member; and (3) the bylaws and certificate of incorporation of Clarion Partners Property Trust Inc.
Organizational Documents and Entity Agreements. The Agent shall have received from each Borrower and Guarantor a copy, certified as of a recent date by the appropriate officer of the State in which such Person is organized to be true and complete, of the corporate charter and any other organization documents of such Person as in effect on such date of certification (other than Larson Financial Resources, Inc.). The Borrowers and ▇▇▇ ▇uarantors shall furnish evidence satisfactory to the Agent that they are each duly qualified and in good standing in each jurisdiction in which it owns or leases property or in which the conduct of its business requires it to so qualify, except where the failure to so qualify could not have a materially adverse effect on the business, assets, or financial condition of the Borrowers or the Guarantors. Notwithstanding, the foregoing, the Agent acknowledges and agrees that certificates of foreign qualification for (i) PWF from the Secretary of State for the State of Illinois, and (ii) Cambridge. from the Secretary of State of the Commonwealth of Massachusetts shall be delivered to the Agent in accordance with the provisions of Section 7.13.
Organizational Documents and Entity Agreements. Lender shall have ---------------------------------------------- received with respect to Borrower and its Subsidiaries and any other Obligor, other than an individual (i) a copy of the formation document on file with the governmental office of the jurisdiction of its organization certified by an authorized official of such office, and a legal existence and good standing issued by such official; (ii) a copy of the by-laws or other governing documents certified by the clerk or other official keeper of company records authorized to give such certification; and (iii) legal existence and good standing certificates for each jurisdiction, if any, in which Borrower and any of its Subsidiaries and any other Obligor is required by applicable law to have registered as a foreign entity to do business in such jurisdiction;
Organizational Documents and Entity Agreements. Lender shall have received and approved the declaration of trust of the Trust, the articles of organization and bylaws of Sonesta of Massachusetts and of the Guarantor.
Organizational Documents and Entity Agreements. Agent and each of the Lenders shall have received and approved the organizational documents of the subject Borrower, Guarantor, SAgE and of those entities who execute any documents on their behalf.
Organizational Documents and Entity Agreements. Lender shall have received and approved the charter documents and by-laws of Borrower.