Common use of Organizational Documents; Incumbency; Resolutions; Good Standing Certificates Clause in Contracts

Organizational Documents; Incumbency; Resolutions; Good Standing Certificates. The Administrative Agent and the Lenders shall have received, in respect of each Credit Party, (i) either (A) copies of each Organizational Document of each Credit Party, and, to the extent applicable, certified as of a recent date prior to the Restatement Date by the appropriate Governmental Authority or (B) a certificate certifying that no changes to the Organizational Documents of each Credit Party have been made since the Closing Date, September 24, 2021, November 12, 2021, or December 17, 2021, as applicable; (ii) signature and incumbency certificates of the officers of such Credit Party or of the managing member or general party of such Credit Party; (iii) resolutions of the board of directors or similar governing body of such Credit Party, in form and substance reasonably satisfactory to the Requisite Lenders, approving and authorizing the execution, delivery and performance of this Agreement and the other Credit Documents to which it is a party or by which it or its assets may be bound as of the Restatement Date, certified as of the Restatement Date by its secretary or an assistant secretary as being in full force and effect without modification or amendment; (iv) a good standing certificate from the applicable Governmental Authority of such Credit Party’s jurisdiction of incorporation, organization or formation; and (v) signature and incumbency certificates of one or more officers of the Borrower who are authorized to execute Funding Notices delivered under this Agreement.

Organizational Documents; Incumbency; Resolutions; Good Standing Certificates. The Administrative Agent and the Lenders shall have received, in respect of each Credit Party, (i) either (A) copies of each Organizational Document of each Credit Party, and, to the extent applicable, certified as of a recent date prior to the Restatement Closing Date by the appropriate Governmental Authority or (B) a certificate certifying that no changes to the Organizational Documents of each Credit Party have been made since the Closing Date, September 24, 2021, November 12, 2021, or December 17, 2021, as applicableAuthority; (ii) signature and incumbency certificates of the officers of such Credit Party or of the managing member or general party of such Credit Party; (iii) resolutions of the board of directors or similar governing body of such Credit Party, in form and substance reasonably satisfactory to the Requisite Lenders, approving and authorizing the execution, delivery and performance of this Agreement and the other Credit Documents to which it is a party or by which it or its assets may be bound as of the Restatement Closing Date, certified as of the Restatement Closing Date by its secretary or an assistant secretary as being in full force and effect without modification or amendment; (iv) a good standing certificate from the applicable Governmental Authority of such Credit Party’s jurisdiction of incorporation, organization or formation; and (v) signature and incumbency certificates of one or more officers of the Borrower who are authorized to execute Funding Notices delivered under this Agreement.