Common use of Receipt of Documentation Clause in Contracts

Receipt of Documentation. The Administrative Agent shall have received: (i) counterparts of this Agreement signed by the Borrower, the Administrative Agent, each Issuing Lender as of the Closing Date and each Lender; (ii) a certificate, dated the Closing Date, of the Secretary or Assistant Secretary of the Borrower, substantially in the form of Exhibit C: (A) attaching a true and complete copy of the resolutions of its Board of Directors authorizing the execution and delivery of this Agreement and the other Loan Documents by the Borrower and the performance of the Borrower’s obligations thereunder, and of all other documents evidencing other necessary action (in form and substance reasonably satisfactory to the Administrative Agent) taken by it to authorize the Loan Documents and the transactions contemplated thereby, (B) attaching a true and complete copy of its certificate of incorporation and bylaws, (C) certifying that said certificate of incorporation and bylaws are true and complete copies thereof, are in full force and effect and have not been amended or modified, and (D) setting forth the incumbency of its officer or officers who may sign the Loan Documents, including therein a signature specimen of such officer or officers; (iii) a certificate of good standing for the Borrower from the Secretary of State for the State of Delaware, dated a recent date prior to the Closing Date; and (iv) a certificate, dated the Closing Date, signed by a senior vice president, the chief financial officer or the treasurer of the Borrower to the effect set forth in paragraphs (b) and (c) of Section 3.02 and certifying (A) that, as of the Closing Date, there exists no Material Adverse Change and (B) the current Ratings.

Receipt of Documentation. The Administrative Agent shall have received: (i) (A) counterparts of this Agreement signed by the Borrower, the Administrative AgentAgent and each Existing Lender; and (B) a Lender Addendum, signed by each Issuing Lender with a Commitment as of the Closing Date and each that is not an Existing Lender; (ii) a certificate, dated the Closing Date, of the Secretary or Assistant Secretary of the Borrower, substantially in the form of Exhibit C: (A) attaching a true and complete copy of the resolutions of its Board of Directors authorizing the execution and delivery of this Agreement and the other Loan Documents by the Borrower and the performance of the Borrower’s obligations thereunder, and of all other documents evidencing other necessary action (in form and substance reasonably satisfactory to the Administrative Agent) taken by it to authorize the Loan Documents and the transactions contemplated thereby, (B) attaching a true and complete copy of its certificate of incorporation and bylaws, (C) certifying that said certificate of incorporation and bylaws are true and complete copies thereof, are in full force and effect and have not been amended or modified, and (D) setting forth the incumbency of its officer or officers who may sign the Loan Documents, including therein a signature specimen of such officer or officers; (iii) a certificate of good standing for the Borrower from the Secretary of State for the State of Delaware, dated a recent date prior to the Closing Date; and (iv) a certificate, dated the Closing Date, signed by a senior vice president, the chief financial officer or the treasurer of the Borrower to the effect set forth in paragraphs (b) and (c) of Section 3.02 and certifying (A) that, as of the Closing Date, there exists no Material Adverse Change and (B) the current Ratings.

Receipt of Documentation. The Administrative Agent shall have received: (i) counterparts of this Agreement signed by the Company, the Dutch Borrower, the Administrative Agent, each Issuing Lender as of the Closing Date and each Lender; (ii) a certificate, dated the Closing Date, of the Secretary, Assistant Secretary or Assistant Secretary member of the management board of each Borrower, substantially in the form of Exhibit C: (A) attaching a true and complete copy of the resolutions of its Board of Directors authorizing the execution and delivery of this Agreement and the other Loan Documents by the such Borrower and the performance of the such Borrower’s obligations thereunder, and of all other documents evidencing other necessary action (in form and substance reasonably satisfactory to the Administrative Agent) taken by it to authorize the Loan Documents and the transactions contemplated therebythereby including with respect to the Dutch Borrower (i) a resolution of the shareholder and the supervisory board of the Dutch Borrower approving the execution and delivery of this Agreement and the other Loan Documents by the Dutch Borrower and the performance of the Dutch Borrower’s obligations thereunder, and (ii) a confirmation that all consultation obligations in respect of the works council have been complied with and that positive unconditional or neutral advice has been obtained, attaching a copy of such advice and a copy of the request for such advice, (B) attaching a true and complete copy of its certificate of incorporation (which, with respect to the Dutch Borrower, will be its deed of conversion into a BV and bylawsamendment of articles of December 6, 1972) and bylaws (which, with respect to the Dutch Borrower, will be its current articles of association), (C) certifying that said certificate of incorporation and bylaws are true and complete copies thereof, are in full force and effect and have not been amended or modified, (D) with respect to the Dutch Borrower, attaching the extract of the Dutch Chamber of Commerce, and (DE) setting forth the incumbency of its officer or officers who may sign the Loan Documents, including therein a signature specimen of such officer or officers; (iii) a certificate of good standing for the Borrower Company from the Secretary of State for the State of Delaware, Delaware and dated a recent date prior to the Closing Date; and (iv) a certificate, dated the Closing Date, signed by a senior vice president, the chief financial officer or the treasurer of the Borrower Company to the effect set forth in paragraphs (b) and (c) of Section 3.02 (without giving effect to the exclusion of the representation and warranty of the Company contained in Section 4.04(b) hereof) and certifying (A) that, as of the Closing Date, there exists no Material Adverse Change and (B) the current Ratings.

Receipt of Documentation. The Administrative Agent (or its counsel) shall have received: (i) counterparts of this Agreement signed by received the Borrower, the Administrative Agentfollowing, each Issuing Lender as of the Closing Date and each Lender; (ii) a certificate, dated the Closing Date, of the Secretary or Assistant Secretary of the Borrower, substantially in the form of Exhibit C: (A) attaching a true and complete copy of the resolutions of its Board of Directors authorizing the execution and delivery of this Agreement and the other Loan Documents by the Borrower and the performance of the Borrower’s obligations thereunder, and of all other documents evidencing other necessary action (which shall be in form and substance reasonably satisfactory to the Administrative AgentAgent (and its counsel): (a) taken by a duly executed Security Agreement substantially in the form of Exhibit F attached to this Second Amendment; (b) a certificate of the Secretary or Assistant Secretary of each Loan Party, attaching and certifying copies of its bylaws and of the resolutions of its boards of directors, authorizing the execution, delivery and performance of the Loan Documents to which it is a party and certifying the name, title and true signature of each officer of such Loan Party executing the Loan Documents to authorize which it is a party; (c) certified copies of the articles of incorporation or other charter documents of each Loan Party, together with certificates of good standing or existence, as may be available from the Secretary of State of the jurisdiction of incorporation of such Loan Party; (d) a favorable written opinion of Kirschner & Legler, P.A., counsel to the Loan Parties, addxxxxxx xx thx Xxxxnistrative Agent and each of the Lenders, drafted in accordance with the Report on Standards for Opinions of Florida Counsel for Business and Real Estate Transactions (June 1997) and covering such matters relating to the Loan Parties, the Loan Documents and the transactions contemplated therebytherein as the Administrative Agent or the Required Lenders shall reasonably request including, (B) attaching a true without limitation, the validity, enforceability and complete copy perfection of its certificate of incorporation and bylaws, (C) certifying that said certificate of incorporation and bylaws are true and complete copies thereof, are the Lenders' security interest in full force and effect and have not been amended or modified, and (D) setting forth the incumbency of its officer or officers who may sign the Loan Documents, including therein a signature specimen of such officer or officersCollateral; (iiie) certified copies of all consents, approvals, authorizations, registrations or filings required to be made or obtained by each Loan Party in connection with the Loans and any transaction being financed with the proceeds of the Loans; (f) if any of the Collateral is at any time located or stored on any premises leased by the Borrower or in any warehouse not owned by the Borrower, copies of waivers, in form approved by the Administrative Agent, delivered to each landlord or warehouseman involved, together with a certificate letter from Borrower to such landlord or warehouseman requesting such landlord or warehouseman to subordinate any existing or future Lien of good standing said landlord or warehouseman on the Collateral to the security interest of the Administrative Agent for the benefit of Lenders in such Collateral (the Borrower from shall use reasonable efforts to obtain the Secretary of State for the State of Delawarerequested waivers, dated which shall not include making any burdensome concessions to such landlord or warehouseman, but it shall not be a recent date prior requirement to the Closing Dateeffectiveness of this Second Amendment that any such landlord or warehouseman favorably respond to such request); and (ivg) a certificateUCC searches in the appropriate filing offices for perfection of security interests in inventory and accounts in the jurisdictions of each of the locations specified on Schedule 4.14, dated together with copies of all financing statements on file in such jurisdictions (with all attachments) and evidence that no Liens exist on the Closing DateCollateral or any other assets or properties of any such Loan Party (other than Liens permitted by Section 7.2), signed by a senior vice president, and judgment and tax lien searches in the jurisdiction of the chief financial officer executive office and state of incorporation or the treasurer formation of the Borrower to the effect set forth in paragraphs (b) and (c) of Section 3.02 and certifying (A) that, as of the Closing Date, there exists no Material Adverse Change and (B) the current Ratingseach Loan Party.

Receipt of Documentation. The Administrative Agent shall have received: (i) counterparts of this Agreement signed by the BorrowerApplicant Party, the Administrative Agent, each Issuing Lender as of the Closing Date and each Lender; (ii) a certificate, dated the Closing Date, of the Secretary or Assistant Secretary of the BorrowerApplicant Party, substantially in the form of Exhibit C: (A) attaching a true and complete copy of the resolutions of its Board of Directors authorizing the execution and delivery of this Agreement and the other Loan Credit Documents by the Borrower Applicant Party and the performance of the BorrowerApplicant Party’s obligations thereunder, and of all other documents evidencing other necessary action (in form and substance reasonably satisfactory to the Administrative Agent) taken by it to authorize the Loan Credit Documents and the transactions contemplated thereby, (B) attaching a true and complete copy of its certificate of incorporation and bylaws, (C) certifying that said certificate of incorporation and bylaws are true and complete copies thereof, are in full force and effect and have not been amended or modified, and (D) setting forth the incumbency of its officer or officers who may sign the Loan Credit Documents, including therein a signature specimen of such officer or officers; (iii) a certificate of good standing for the Borrower Applicant Party from the Secretary of State for the State of Delaware, dated a recent date prior to the Closing Date; and (iv) a certificate, dated the Closing Date, signed by a senior vice president, the chief financial officer or the treasurer of the Borrower Applicant Party to the effect set forth in paragraphs (b) and (c) of Section 3.02 and certifying (A) that, as of the Closing Date, there exists no Material Adverse Change and (B) the current Ratings.

Receipt of Documentation. The the Administrative Agent shall have received:, in form and substance satisfactory to the Lenders, the following (to the extent not previously provided): (i) counterparts a duly executed copy of this Agreement signed by the Borrower, the Administrative Agent, each Issuing Lender as of the Closing Date and each LenderAgreement; (ii) a certificate, dated the Closing Date, duly executed copies of the Secretary or Assistant Secretary of the Borrower, substantially in the form of Exhibit C: Security as required pursuant to Article 6; (iii) a duly executed copy of (A) attaching the SAF Intercreditor Agreement; and (B) the HB Intercreditor Agreement; (iv) a true confirmation of guarantee and complete copy security executed by the Loan Parties in respect of the Security executed and delivered prior to the Effective Date; (v) certified copies of: (A) each Material Agreement, together with all amendments thereto, in existence as of the Effective Date (which have not been previously delivered); and (B) all Material Licenses, together with all amendments thereto, in existence as of the Effective Date and all material correspondence received from any Governmental Authority, including any communication regarding any non-compliance items (which have not been previously delivered); (vi) a duly executed Environmental Certificate; (vii) [reserved]; (viii) evidence of the registration of the Security as required hereunder (or appropriate title insurance arrangements satisfactory to the Administrative Agent having been made), including, without limitation, in respect of the Collateral Mortgage at all applicable real property registries in Alberta and British Columbia; (ix) a certificate of status or similar document in respect of each Loan Party issued under the laws of such Loan Party’s jurisdiction of formation, as applicable; (x) an officer’s certificate of each Loan Party attaching thereto its constating documents, its bylaws and other governing documents, its authorizing resolutions of its Board of Directors authorizing the execution and delivery in respect of this Agreement and the other Loan Documents by the Borrower and the performance Documents, an incumbency certificate and, other than in respect of the Borrower’s obligations thereunder, and of all other documents evidencing other necessary action (in form and substance reasonably satisfactory to the Administrative Agent) taken by it to authorize the Loan Documents and the transactions contemplated thereby, (B) attaching a true and complete copy of its certificate shareholder/unitholder register, as applicable; (xi) an opinion of incorporation XxXxxxxx Xxxxxxxx LLP, counsel to the Loan Parties, addressed to the Administrative Agent and bylawseach Lender and Xxxxxxx’ legal counsel, (C) certifying that said certificate relating to, inter alia, the existence of incorporation the Loan Parties and bylaws are true the authorization, execution, delivery and complete copies thereof, are in full force and effect and have not been amended or modified, and (D) setting forth the incumbency enforceability of its officer or officers who may sign the Loan Documents, including therein a signature specimen of such officer or officers; (iii) a certificate of good standing for the Borrower from the Secretary of State for the State of Delaware, dated a recent date prior all in form and substance satisfactory to the Closing DateAdministrative Agent, the Lenders and their legal counsel, and confirming that each Loan Party is qualified to carry on its Business in all applicable jurisdictions and that the Loan Parties’ operations and business will not contravene any Applicable Laws; and (ivxii) a certificate, dated such other documents and documentation which the Closing Date, signed by a senior vice president, the chief financial officer Administrative Agent or the treasurer of the Borrower to the effect set forth in paragraphs (b) and (c) of Section 3.02 and certifying (A) that, as of the Closing Date, there exists no Material Adverse Change and (B) the current Ratings.any Lender may reasonably request;

Receipt of Documentation. The Administrative Agent shall have received: (i) counterparts of this Agreement signed by each of the Borrower, parties hereto (or receipt by the Administrative Agent, each Issuing Lender as Agent from a party hereto of a facsimile signature page signed by such party which shall have agreed to promptly provide the Closing Date and each LenderAdministrative Agent with originally executed counterparts hereof); (ii) a certificate, dated the Closing Date, of the Secretary or Assistant Secretary of the Borrower, substantially in the form of Exhibit C: (A) attaching a true and complete copy of the resolutions of its Board of Directors authorizing the execution and delivery of this Agreement and the other Loan Documents by the Borrower and the performance of the Borrower’s 's obligations thereunder, and of all other documents evidencing other necessary action (in form and substance reasonably satisfactory to the Administrative Agent) taken by it to authorize the Loan Documents and the transactions contemplated thereby, (B) attaching a true and complete copy of its certificate of incorporation and bylaws, (C) certifying that said certificate of incorporation and bylaws are true and complete copies thereof, are in full force and effect and have not been amended or modified, and (D) setting forth the incumbency of its officer or officers who may sign the Loan Documents, including therein a signature specimen of such officer or officers; (iii) a certificate of good standing for the Borrower from the Secretary of State for the State of Delaware, dated a recent date prior to the Closing Date; and (iv) a certificate, dated the Closing Date, signed by a senior vice president, the chief financial officer or the treasurer of the Borrower to the effect set forth in paragraphs (bc) and (cd) of Section 3.02 and certifying (A) that, as of the Closing Date, there exists no Material Adverse Change and (B) the current RatingsChange.

Receipt of Documentation. The Administrative Agent shall have received: (i) counterparts of this Agreement signed by the BorrowerApplicant Party, the Administrative Agent, each Issuing Lender as of the Closing Date and each Lender; (ii) a certificate, dated the Closing Date, of the Secretary or Assistant Secretary of the BorrowerApplicant Party, substantially in the form of Exhibit C: (A) attaching a true and complete copy of the resolutions of its Board of Directors authorizing the execution and delivery of this Agreement and the other Loan Credit Documents by the Borrower Applicant Party and the performance of the BorrowerApplicant Party’s obligations thereunder, and of all other documents evidencing other necessary action (in form and substance reasonably satisfactory to the Administrative Agent) taken by it to authorize the Loan Credit Documents and the transactions contemplated thereby, (B) attaching a true and complete copy of its certificate of incorporation and bylaws, (C) certifying that said certificate of incorporation and bylaws are true and complete copies thereof, are in full force and effect and have not been amended or modified, and (D) setting forth the incumbency of its officer or officers who may sign the Loan Credit Documents, including therein a signature specimen of such officer or officers; (iii) a certificate of good standing for the Borrower Applicant Party from the Secretary of State for the State of Delaware, dated a recent date prior to the Closing Date; and (iv) a certificate, dated the Closing Date, signed by a senior vice president, the chief financial officer or the treasurer of the Borrower Applicant Party to the effect set forth in paragraphs (b) and (c) of Section 3.02 and certifying (A) that, as of the Closing Date, there exists no Material Adverse Change and (B) the current Ratings.