Restated Organizational Documents Sample Clauses

Restated Organizational Documents. Each of the Restated Organizational Documents shall have been executed and delivered by the Company, the Sellers, the Purchaser and/or their respective Affiliates party thereto, as applicable.
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Restated Organizational Documents. Each of the Sellers, the Company and the Purchaser hereby agree to amend and restate the Existing Organizational Documents of the Company (the “Restated Organizational Documents”) in a form and substance that is mutually agreeable to all of the parties to this Agreement and to execute and to deliver the Restated Organizational Documents immediately prior to the Closing, which shall become effective as of the Closing.
Restated Organizational Documents. Each of the Restated Organizational Documents, in form and substance reasonably satisfactory to the Active Principal Sellers, the Company, and the Purchaser, shall have been executed and delivered by the Company, the Active Principal Sellers, the Purchaser and/or their respective Affiliates party thereto, as applicable, to be effective as of the Closing Date.
Restated Organizational Documents. Each of the Sellers, the Company and the Purchaser hereby agree to, as applicable, amend and restate, or cause to be amended and restated, the Existing Organizational Documents of the Company and the Funds (as set forth on Section 3.1 of the Company Disclosure Letter the “Existing Organizational Documents”, and, as amended, the “Restated Organizational Documents”), the form and substance of which has been mutually agreed to by all of the parties to this Agreement as of the date hereof, and to execute and to deliver, or cause the execution and delivery of, the Restated Organizational Documents simultaneously with the Closing, which shall become effective as of the Closing.
Restated Organizational Documents. Each of the Sellers, the Company and the Purchaser hereby agrees to, and in the case of the Sellers, agrees to cause the Investment Advisor to, execute at the Closing the Amended LLC Agreement, the Investment Management Agreement and the Advisor Agreement (collectively, the “Restated Organizational Documents” and each, a “Restated Organizational Document”), each in substantially the form attached hereto as Exhibits X-0, X-0 and B-3, respectively.

Related to Restated Organizational Documents

  • Organizational Documents; Incumbency Administrative Agent shall have received (i) sufficient copies of each Organizational Document executed and delivered by each Credit Party, as applicable, and, to the extent applicable, certified as of a recent date by the appropriate governmental official, for each Lender, each dated the Closing Date or a recent date prior thereto; (ii) signature and incumbency certificates of the officers of such Person executing the Credit Documents to which it is a party; (iii) resolutions of the Board of Directors or similar governing body of each Credit Party 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 Closing Date, certified as of the 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 each Credit Party’s jurisdiction of incorporation, organization or formation and in each jurisdiction in which it is qualified as a foreign corporation or other entity to do business, each dated a recent date prior to the Closing Date; and (v) such other documents as Administrative Agent may reasonably request.

  • Changes in Organizational Documents Each of the Loan Parties shall not amend, modify or change its certificate of incorporation (including any provisions or resolutions relating to capital stock), constitution, by-laws, certificate of limited partnership, partnership agreement, certificate of formation, limited liability company agreement or other organizational documents in any manner materially adverse to the interests of the Lenders without obtaining the prior written consent of the Required Lenders.

  • Amendments to Organizational Documents Parent will not, and will not permit any of its Subsidiaries to amend, modify, or grant any waiver or release under or terminate in any manner, any Organizational Documents in any manner materially adverse to, or which would impair the rights of, the Lenders.

  • Amendment of Organizational Documents The Borrower will not, or will permit any Restricted Subsidiary to, amend, modify or waive any of its rights under its articles or certificate of incorporation, by-laws or other organizational documents, in either case, to the extent such amendment, modification or waiver would be adverse in any material respect to the rights or interests of the Lenders hereunder or under any other Loan Document.

  • Modification of Organizational Documents Not permit the charter, by-laws or other organizational documents of any Loan Party to be amended or modified in any way which could reasonably be expected to materially adversely affect the interests of the Lenders.

  • Organizational Documents The Company has furnished to the Buyers true, correct and complete copies of the Company’s Certificate of Incorporation, as amended and as in effect on the date hereof (the “Certificate of Incorporation”), and the Company’s bylaws, as amended and as in effect on the date hereof (the “Bylaws”), and the terms of all Convertible Securities and the material rights of the holders thereof in respect thereto.

  • Fiscal Year; Organizational Documents No Credit Party will, nor will it permit its Subsidiaries to, (a) change its fiscal year or (b) in any manner that would reasonably be likely to adversely affect the rights of the Lenders, change its articles or certificate of incorporation or its bylaws.

  • Modifications of Organizational Documents The Parent and the Borrower shall not, and shall not permit any Loan Party or other Subsidiary to, amend, supplement, restate or otherwise modify its articles or certificate of incorporation, by-laws, operating agreement, declaration of trust, partnership agreement or other applicable organizational document if such amendment, supplement, restatement or other modification could reasonably be expected to have a Material Adverse Effect.

  • Compliance with Organizational Documents The Seller shall comply with its limited liability company agreement and other organizational documents.

  • Due Incorporation and Organization The Adviser is duly organized and is in good standing under the laws of the State of Connecticut and is fully authorized to enter into this Agreement and carry out its duties and obligations hereunder.

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